ANNUAL REPORT Life is the biggest project of all

Transcription

1 ANNUAL REPORT 2012 Life is the biggest project of all

2 As a vast corporation that breathes new life into every area it steps into, and leaves permanent legacy to the future, we continue to turn over a new leaf with our every project. By saying Life is the biggest project of all, we bring to life not only with construction projects but also to our future, to the youth through Bilkent University. We present you our 2012 Annual Report just like our construction projects for your access.

3 Contents At a Glance 3 Key Indicators in Major Developments in Tepe İnşaat in Brief 10 Vision, Mission and Corporate Values 12 Key Financial Indicators 14 Subsidiaries and Affiliates 16 Bilkent Holding 18 Milestones Management 23 Message from the Management 26 Board of Directors, Senior Management and Board of Auditors Operations in Operation Map 32 Contracting Projects 42 Investment Projects 44 TAV Havalimanları (TAV Airports) 54 TAV İnşaat (TAV Construction) 58 İDO (Istanbul Sea Buses) Sustainability 63 Human Resources Policy 66 Occupational Safety, Environmental and Quality Policy 68 Bilkent University 71 Contact Information

4 2 Narlife-Istanbul At a Glance

5 3 Key Indicators in 2012 Deriving strength from its parent company Bilkent Holding, Tepe İnşaat focused on significant projects in 2012 that propel the corporate structure into the future. 162 nd Position on ENR 225 Top List Enjoying an international reputation owing to the comprehensive projects completed thus far, in 2002 Tepe İnşaat ranked 162 nd in the ENR Top 225 List of the world s leading construction companies. A-(Trk) Long-term National Score of Bilkent Holding On May 29, 2013, JCR Eurasia Rating confirmed the long-term national rating of Tepe İnşaat as A-(Trk). 609 Number of Residences in the Narlife Project As the second residential project that Tepe İnşaat realized in the Maltepe region of Istanbul, Narlife comprises 609 residences built on land, 60% of which is dedicated to green area. 1,274,792 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 1,274,792 thousand in ,793,143 Total Assets (TL Thousand) With a sustainable performance, Tepe İnşaat increased its total assets by 5% over the previous year to TL 1,793,143 thousand. 107,340 Total Built-up Area of Factories in Tatarstan (m 2 ) A project in the Special Industrial Zone of Yelabuga in the Republic of Tatarstan, a part of the Russian Federation, will be delivered on October Tepe İnşaat Annual Report 2012

6 4 Major Developments in 2012 Describing its activities as a continuous journey of success, Tepe İnşaat continued to sustain its credibility among international economic groups in Tepe İnşaat continued its journey of success 8.1% Participating Share of Tepe İnşaat in TAV Havalimanları Holding A.Ş. Following the sale of its 18% stake in TAV Havalimanları Holding A.Ş. for US$ 414 million, Tepe İnşaat considerably fortified its market position and financial efficiency. Ranked 162 nd in the Engineering News Record (ENR) Top 225 List 2012 of the largest international construction companies in the world, Tepe İnşaat continued to enjoy prominence for its strong corporate management approach and the successful projects realized in the construction sector in consequence of it. Subsequent to sales of the Company s 18% stake in TAV Havalimanları Holding A.Ş. to Aéroports de Paris Management for US$ 414 million, and the sale of % of its stake in TAV Tepe-Akfen Yatırım İnşaat ve İşletme A.Ş. for US$ 23,275,000, JCR Eurasia Rating confirmed Bilkent Holding s long-term domestic rating as A-(Trk) with a positive outlook. JCR Euroasia Rating confirmed that the sale transaction would positively impact the market efficiency and performance of Holding companies, including Tepe İnşaat. In the statement made by JCR Eurasia Rating on 29 th May 2013, the Company s long-term national rating was declared as A-(Trk) with a positive Outlook. At a Glance

7 5 Tepe İnşaat Annual Report 2012 Atatürk Airport-Istanbul

8 6 Major Developments in 2012 Narlife, the third residential project in Istanbul s Maltepe region, having redefined the quality standard of the sector with its Narcity and Narkule projects, features 2,000 m 2 of social facilities. The project combining green with blue: Narlife Once again revealing its sectoral experience and competence through the Narcity and Narkule projects completed in the Maltepe region of Istanbul, in a period of intensified competition in the residential sector, Tepe İnşaat continued to raise the quality standard with its Narlife project to be completed in the same region. Located on a total area of 29,500 m 2 with views of the Princes Islands, the project offers 609 flats with one, two, three or four bedrooms, and duplex apartment options, together with social facilities on an area of 2,000 m 2 comprising outdoor and indoor swimming pools and a children s pool, as well as a playground, sauna, fitness hall market and cafe. Promising a new way of life by combining green with blue, the project is planned for completion in December Narlife s Total Resident Number Tepe İnşaat s Narlife project is located in Maltepe on a total area of 29,500 m 2 with views of the Princes Islands, and comprises a total of 609 flats of one, two, three or four bedrooms, as well as and duplex apartment options. At a Glance

9 7 Tepe İnşaat shortly aims to complete its project in Turkmenistan, which commenced in 2012 involving a silo and supply installation with a total capacity of 360,000 tons. Turkmenistan Having completed numerous projects in the international arena extending from the Russian federation to the Gulf States, Tepe İnşaat undertook important contracting projects in Turkmenistan during 2012 on the strength of its pedigree in the construction of industrial buildings. In 2012, the Company started the construction of a series of silo projects in eight cities of Turkmenistan, a rapidly developing country of Central Asia, as well as the construction of a bakery, and pasta and packaging material plants, contracted together with the silo projects. The projects are anticipated to be delivered gradually over 2013 and ,000 The Total Volume of Ongoing Silo Projects in Turkmenistan (Tons) With the silo projects of a total capacity of 360,000 tons realized in eight cities of Turkmenistan, Tepe İnşaat has again displayed its competence in the construction of industrial buildings. Tepe İnşaat Annual Report 2012

10 8 Tepe İnşaat ın brıef Structuring its activities from its well-established corporate governance approach, Tepe İnşaat declared registered capital of TL 780,000,000 as of December 31, With its ongoing activities in the construction & contracting sector, the key sector shaping the rapid development of the national economy for the past 44 years, Tepe İnşaat also instilled confidence in its stakeholders, and primarily in Bilkent Holding A.Ş., its major shareholder, in 2012 with its projects of high added value. Describing its activities as a continuous journey of success, focused on creating lasting values, the Company has become one of the truly remarkable players of the sector, having acquired an international reputation owing to its domestic and overseas projects that are designed by considering the rapidly changing needs of the contemporary world. Adhering to the founder of Bilkent University, Prof. Dr. İhsan Doğramacı s philosophy of further, toward the best, the Company holds a prominent portfolio of projects, comprising housing, shopping malls, office buildings, healthcare facilities, educational facilities and campuses, in addition to sports and recreational, hotels, military facilities, power plants and industrial facilities, transportation structures and roads, religious buildings, urban infrastructure, pipelines, water supply, renovation and pre-engineered projects. It fully intends to realize further developments over the coming period that continue to set the quality benchmark for the sector. Structuring its activities in light of its well-established corporate governance approach, in addition to its experienced human resources, Tepe İnşaat declared its registered capital as TL 780,000,000 as of December 31, % Bilkent Holding A.Ş 13.33% Tepe Emlak Yat. İnş. A.Ş. 0.8% Other Shareholders At a Glance

11 9 Shareholding Structure Company Shareholders Tepe İnşaat Sanayi Anonim Şirketi Share Class TL Participating Share (%) Bilkent Holding A.Ş. A 1 0 Bilkent Holding A.Ş. B 669,741, 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, Meteksan Matbaacılık A.Ş. B 24,004 0 Tepe İnşaat Annual Report 2012

12 10 Vision, Mission and Corporate Values Vision Mission 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. 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. At a Glance

13 11 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. Adherence 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. Tepe İnşaat Annual Report 2012

14 Balance Sheet Figures (TL Thousand) (*) Key Financial Indicators In the operating year of 2012, as the global markets suffered from stagnation, Tepe İnşaat maintained its market efficiency thanks to its strong equity structure. A-Current Assets 531, ,544 B-Fixed Assets 1,179, ,599 Total Assets 1,711,405 1,793,143 A-Short-term Foreign Liabilities 261, ,814 B-Long-term Foreign Liabilities 619, ,536 C-Shareholders Equity 830,536 1,274,792 Net Sales 347, ,325 Operating Profits 58,305 11,465 Extraordinary Revenues and Incomes 12,135 38,652 (*) Prepared according to the stand-alone financial statements. 1,711,405 1,793,143 1,274, , Total Assets (TL Thousand) Tepe İnşaat increased its total assets by 5% over the previous year to TL 1,793,143 thousand in Shareholders Equity (TL Thousand) Distinguished by its strong equity structure, Tepe İnşaat increased its shareholders equity to TL 1,274,792 thousand in 2012 from TL 830,536 thousand in At a Glance

15 Liquidity Ratios (%) (*) Current Ratio 2,30 2,94 Acid-Test Ratio 1,92 2,91 Cash Ratio 0,34 1,26 Operational Ratios (%) (*) Accounts Receivable Turnover Ratio Accounts Receivable Collection Period Current Asset Turnover Ratio Net Working Capital (TL) 269,650, ,730, Net Working Capital Turnover Ratio Tangible Asset Turnover Ratio Total Asset 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 in Accordance with 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. Tepe İnşaat Annual Report 2012

16 14 Subsidiaries and Affiliates Tepe İnşaat implements an efficient risk management policy through its affiliates that encompasses diverse fields of activity. Company Name Total Capital (TL) Share Capital (TL) % Tepe Güvenlik A.Ş. 8,000,000 24, Tepe Home Mobilya ve Dekorasyon Ürünleri Ticaret A.Ş. 71,000,000 56,697, Tepe İnşaat ve Ticaret Ltd. (Cyprus) 145, , Tepe Metag Adi Ortaklığı 50,000 25, Tepe Prefabrik İnşaat Sanayi ve Ticaret A.Ş. 12,000,000 10,213, Tepe Savunma ve Güvenlik Sist. San. A.Ş. 30,000,000 18,779, Tepe Servis Yönetim A.Ş. 6,000,000 1,039, Tepe Tesan Adi Ortaklığı 100,000 60, Tepe Türkmen A.Ş. 1,000, , Turkofon A.Ş. 50, Yenikentler Yatırım A.Ş. 170,000 5,000 3 Artı Döviz Ticaret A.Ş 1,500, , Azerköprü-Tepe M.M.C Bilintur Kültür Turizm Yatırım ve Ticaret 100, , Bitu Turizm ve İnşaat Yat. A.Ş. 50,000 2,500 5 Dafne Ege Döviz Ticareti A.Ş. 500, Esenboğa Ankara Döviz Ticareti A.Ş. 500, Kirazlı Konutları Adi Ortaklığı 10, , Tav Esenboğa Yatırım Yapım ve İşletme A.Ş. 241,650, Tav Havalimanları Holding A.Ş. 363,281,250 29,273,852 8 Tav Yatırım Holding A.Ş. 100,500,000 24,346, Tepe Mesa Adi Ortaklığı 1,000, , Tepe Nacap İş Ortaklığı (*) Prepared according to the stand-alone financial statements. At a Glance

17 15 Company Name Total Capital (TL) Share Capital (TL) % Ankara Teknoloji Geliştirme Bölgesi ve İşletici A.Ş. 9,600,000 1,106, Antepe Sağlık Hiz. İnş. Yat. Tic.A.Ş. 3,000,000 2,975, Atı Servıcess Sa (Swiss Francs) 28,750,000 14,375, Batı Karadeniz Elektrik Dağıtım A.Ş. 1,400, , Bilan Bilkent Ankara Tepe Otel İşletmeciliği A.Ş. 5,500,000 2,694, Bilbak Bilkent İnş. Tic. ve Bakım Hizm. A.Ş. 50, Bildes Bilkent Destek Hizm. ve Tic. A.Ş. 50, Bilen Bilkent Enerji Yat. A.Ş. 50, Bilenerji Bilkent Enerji Üretim A.Ş. 30,550,000 4,530, Bilintur Bilkent Turizm Yatırım A.Ş. 57,500,000 21,500, Bilsigorta Bilkent Sigorta Aracılık Hizmetleri A.Ş. 1,000, C.B. Spolka Zograniczona (US$) 5,209, ,562, Dilek İnşaat ve Ticaret A.Ş. 22,000,000 2,968, Eccı-C İşortaklığı (US$) 5,000, , Hyper Foreıgn Trade Holland (US$) 91,000 46, İdo Deniz Otobüsleri Sanayi ve Ticaret A.Ş. 750,867,410 63,270,000 8 Knauf İnşaat ve Yapı Elemanları Sanayi Ticaret A.Ş. 147,043,000 4,114 0 Meteksan Matbaacılık ve Teknik San. ve Tic. A.Ş. 90,000,000 5,864,454 7 Meteksan Savunma Sanayi A.Ş. 10,000, ,310 6 Meteksan Sualtı Akustik Sis. Tek. A.Ş. 5,500,000 55,000 1 Optisis İletişim ve Bilgi Tekn. A.Ş. 300, Park Villa İnşaat ve Turizm A.Ş. 500, , Pft Sıva Sistemleri San. ve Tic. A.Ş Sports Int. Bilkent Fitness ve Spor Merkezi A.Ş. 26,000,000 21,888, Tepe Betopan Yapı Malzemeleri San. ve Tic. A.Ş. 20,000,000 13,200, Tepe Emlak Yatırım İnşaat ve Ticaret A.Ş. 221,000, ,047, Tepe İnşaat Annual Report 2012

18 16 Bilkent HoldIng Companies working under the roof of Bilkent Holding are leaders in their respective sectors with regard to turnover and market share. Bilkent Holding s foundation began with Dilek İnşaat, established by İhsan Doğramacı in 1968 to operate in the construction industry; a year later, Tepe Ağaç Metal ve Makina Sanayi and Meteksan were founded. During a fundamental restructuring process in 1986, these companies were gathered under the umbrella of Bilkent Holding. Focused on creating value for its partners and stakeholders, Bilkent Holding has prioritized process focusing on customer satisfaction, profitability and excellence in quality in all the industries in which it operates. In this respect, operating within a broad field that includes construction, furniture retailing, printing and paper production, real estate and airport management services industries, Bilkent Holding has expanded its established domestic experience to an international level with operations in the Middle East, North Africa, the Turkic Republics, Eastern Europe and Russia. Continuing to expand its field of operations and geographical reach, Bilkent Holding is among the 50 largest corporate groups in Turkey according to statistical sources quoted by domestic and international business circles. Companies working under the roof of Bilkent Holding are leading players in the respective sectors in which they operate, with regard to turnover and market share. The flagship of Bilkent Holding in the construction industry, Tepe İnşaat, continues to undertake construction projects in both Turkey and abroad, introducing innovations without compromising on quality. Bilkent Holding is rapidly expanding its field of operations into furniture and retail industries, transferring high quality standards and powerful brand images gained with the Tepe brand in the construction industry. Tepe Home Mobilya produces and sells tailor-made designs to achieve high-level customer satisfaction. It is the top innovative brand in its industry and has brought the megastore furniture retailing concept to Turkey. Operating in the printing-paper sector, Meteksan Matbaa is a significant part of this industry, known for its product diversity and with an annual production capacity approaching 100,000 tons. Involved in the construction of seven shopping centers in Turkey and operating the Ankara Bilkent Center as well as the Istanbul Tepe Nautilus shopping malls, Tepe Emlak continues to create venues that serve the public thanks to the experience it has gained since the shopping center sector first gained momentum. Tepe Savunma is another company that continues its rapid corporate development under Bilkent Holding roof. Bilintur, founded to operate in hotel management and catering industries, also continues to steadily increase its market share with customer-focused processes and high quality standards. At a Glance

19 17 Not only Turkey s largest cement board manufacturer but also among the top three largest cement-bonded particleboard producers in the world, Tepe Betopan exports exterior siding products around the globe. The companies operating within Bilkent Holding are able to form new subsidiaries based on different partnerships by following the corporate values and principles of the Holding; in turn increasing the profitability of Bilkent Holding. TAV Havalimanları ve Yatırım Holding was founded with the partnership of Tepe- Akfen and is the most successful example of this model; the Company provides substantial added value to Bilkent Holding. During its corporate development, often referred to as its Journey toward Excellence is among the elements that sets Bilkent Holding apart. Its competitive corporate structure that is open to development and innovation, professional human resources management formed with the right person for the right job approach and environmentally friendly practices, has helped Bilkent Holding achieve ongoing success. Shaping its operations in terms of five-year strategic plans, Bilkent Holding reached its financial and operational goals in 2011 in accordance with its long-term goals and policies. In order to maintain its competitive edge in the industries it operates, Bilkent Holding closely followed the collaborative projects undertaken by public and private sectors, privatizations, overseas investment opportunities and investment projects with regard to technology. Taking its strength from more than 40 years experience in the development of the private sector in Turkey, Bilkent Holding is determined to carry its sustainable and profitable financial structure and its brand image identified with confidence into the future. Tepe İnşaat Annual Report 2012

20 18 Milestones 1980s 1982 Bilkent Campus Bilkent University, Turkey s first foundation university was established in October 1984 by the İhsan Doğramacı Foundation. Classes opened 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 select human resources. 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 a symphony orchestra. 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 the fields of airport construction, operation and financing, today, TAV is an international power, a leader in its field in Turkey and is among the most prominent companies in the Middle East, North Africa and the Caucasus. Completed at a cost of US$ 397 million, 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

21 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 army veterans. The facility was built at a cost of US$ 132 million; the project was selected as a result of an architectural competition. İş Bankası Headquarters Complex Turkey s first smart building, the İş Bankası Headquarters Complex is one of the most magnificent high-rises in Istanbul. It is located in the heart of industry, commerce and culture. Built at a cost of US$ 190 million, the complex has been equipped with state-of the-art technology. 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 Kemer Rose Residence The housing estate, built in Kemerburgaz on land of 35,000 m² among unique rose gardens, comprises 70 blocks. Offering a tranquil life in touch with nature, the sports facilities of Kemer Rose Residence provide residents a wide range of opportunities Beykoz Mansions Built on 100 hectares in the Saip Molla Pasha Woods in Beykoz, Istanbul, Beykoz Mansions are one of Tepe İnşaat s most prestigious projects. The 401 mansions are in perfect harmony with their natural surroundings, concurrently nostalgic but modern, the project an atmosphere dating back two-centuries. 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. With a project cost of US$ 90 million, Beykoz Mansions rank among the most exclusive residences in Istanbul. Tepe Nautilus Shopping Center Nautilus, or Lighthouse, was inspired by the seaside around Kadıköy, on the Asian side of Istanbul, one of the most historic coastal cities in the world. With a market value of 150 million, Nautilus is the largest shopping center on Istanbul s Asian side. With its luminous design, Nautilus offers visitors a comfortable shopping environment throughout the day 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, a 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 amusement centers. Kanyon was built by the partnership of Eczacıbaşı and İş Gayrimenkul on an area of 250,000 m 2 in compliance with national and international earthquake regulations. The cost of the project was US$ 41 million. Tepe İnşaat Annual Report 2012

22 20 Milestones 2005 Baku-Tbilisi-Ceyhan Crude Oil Pipeline Tepe İnşaat has participated in the construction of the 277-kilometer section of the pipeline and pumping stations between Posof and Erzurum. İmranlı-Kayseri Natural Gas Pipeline Kütahya-Bilecik-Uşak Natural Gas Pipeline 2006 Narcity Housing Project 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 Project 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 Project is a strong candidate as one of Istanbul s favorite residential destinations. The US$ 200 million project, launched in January 2006, is now being populated. Esenboğa Airport At a project cost of 188 million, Esenboğa Airport provided Ankara with a facility that suits the capital city. With an annual capacity of ten 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 Bilkent Garden Homes With an investment value of US$ 52 million, this project 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 have been designed to meet the social needs of its residents. Located in an urban location that is far from the hustle and bustle of the city and combining the beauty of nature with the amenities of contemporary life, Bilkent Garden Homes has been received with great interest. The project was launched at the end of 2005 and was completed at the end of All units were sold before the construction was actually completed Hacettepe University Hospitals The Morphology Building and Seventh and Eighth Block Retrofits Completed in December 2008 at a cost of TL 71 million, the project has a total construction area of 28,500 m 2. As part of this project, among the most important projects 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 remodeled at the seventh block. In addition, departments of Biochemistry, Microbiology, Endocrinology, Geriatrics, Nephrology, Infection, Rheumatology, Hematology, Gastrology, Coronary Intensive At a Glance

23 21 Care and the Emergency Room laboratories as well as the inpatient floor were remodeled in the Morphology Building. The project was completed and delivered as of December Tepe Prime Comprised of Tepe Prime Business, Tepe Prime Residence and Tepe Prime Avenue with an indoor area of 92,800 m 2, the project aims at providing absolute comfort to its dwellers and guests. The project is delivered to customers in Narkule Istanbul Built in Maltepe, Istanbul on land adjacent to Narcity, the Narkule project 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 high-quality living standards and breathtaking scenery. Most of the 108 residential units in the 27-story Narkule project have a splendid view of the forest, sea and the islands Privatization of Istanbul Sea Buses Istanbul Deniz Otobüsleri Sanayi ve Ticaret A.Ş. (İDO) was established in 1987 in an effort to help resolve traffic congestion in Istanbul. It is now considered to be 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 breakthroughs toward expanding its transportation network and infrastructure Share Selling at TAV Havalimanları A.Ş. In 2012, Tepe İnşaat transferred its 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 ratified 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 share in TAV Havalimanları A.Ş. came to 8.1%. Narlife Project In 2006, Tepe İnşaat entered the housing sector at a fair gallop with its Narcity and Narkule projects 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 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 project is planned for completion in December Tepe İnşaat Annual Report 2012

24 İDO-Istanbul

25 23 Message from the Management In 2012, Tepe İnşaat achieved phenomenal success in the real estate development sector, where it boasts valuable and a broad portfolio. Ali Haydar KURTDARCAN Chairman Abdullah Bahadır GÜNGENCİ Executive Member Atila Kemal OĞUZ General Manager Tepe İnşaat Annual Report 2012

26 24 Message from the Management Tepe İnşaat implements an effective risk management policy through its subsidiaries that focuses on different fields. Ranked 162 nd on the ENR Top 225 Contractor List of the world s largest construction & contracting companies, Tepe İnşaat continued to strengthen its position both on a national and global scale, backed by its rich sectoral portfolio comprising hospitals, residences, airports, terminal buildings, pipelines, power plants, business and shopping centers and industrial facilities. As one of the leading companies of the Turkish construction industry, Tepe İnşaat continued to pursue its business development objectives and corporate strategies in the operating year of 2012, in accordance with the goal of repositioning in the global construction sector and prominent investment projects, expected to reach a volume of US$ 12.7 trillion over the next decade. Tepe İnşaat has made key contributions to the development of the national economy, as well as to the sectors in which it operates with its prestigious projects completed since inception. And as a pace-setter in terms of its corporate structure, the Company has recently continued to support the steady development of the national economy through İDO (Istanbul Sea Buses) and TAV Havalimanları Holding A.Ş., its affiliates, together with a successful performance in the construction sector, the Company s core business. Holding a broad portfolio with respect to real estate development, one of its core fields of activity, Tepe İnşaat continued to complete substantial projects. Designed to provide an alternative focal point for the business world in Ankara, Tepe Prime earned much appreciation for its new office space in the capital city of Turkey. The project comprises a 10-storey residential building where units are designed independently of each other, as well as two office towers of 18 and 19 floors, respectively. Customers quality of life has been remarkably improved owing to the scheme s contemporary design and intelligent building features, as well as the ecological approach they reflect. The Taurus Shopping Mall, another landmark project completed by Tepe İnşaat in Ankara, is at the delivery stage. The mall is expected to become operational at the end of 2013, and to bring further enjoyment and convenience to the lives of Ankara s residents. Another project for 885 residences to be executed in the Çayyolu region of Ankara is currently at the design phase, with construction work anticipated to begin during The sales activities and construction works of Narlife, consisting of 609 units neighboring the Narcity project that created value for the region, are continuing at a healthy pace. Meanwhile, the Sulaymaniyah University project, built on land of 2 million m 2 in the city of Sulaymaniyah in Iraq as one of the Company s outstanding overseas projects, was delivered to the Client on schedule. Management

27 25 We are intending to complete our Sheet Glass and Automotive Glass Industrial plants in Russia, one of our target countries in which seek a local presence, by year-end. In addition to three industrial plants in Turkmenistan, partially inaugurated, the construction works of Cereal Storage Plants at eight locations in Turkmenistan are continuing swiftly. Another development of importance with regard to the Company s sustainable financial and operational structure is the sale of an 18% Tepe İnşaat stake in TAV Havalimanları A.Ş. and % of its shares in TAV Tepe Akfen Yatırım İnşaat ve İşletme A.Ş. to Aéroports de Paris Management, one of the world s leading airport operators, for US$ 414 million and US$ 23.2 million, respectively. This transaction, the negotiations of which had begun in 2011, was realized in a period during which international markets were exposed to financial crisis, uncertainty and fluctuation, and therefore confirmed, once again, the strong brand value of TAV Havalimanları A.Ş., our subsidiary. Taking into account the positive effect of said sale transaction on the financial performance of all Bilkent Holding companies, particularly Tepe İnşaat, JCR Eurasia Rating ratified the long-term domestic rating of Bilkent Holding, the Company s principal shareholder, as A-(Trk), with a stable Outlook. As one of the most respected companies in the Turkish construction sector, Tepe İnşaat will continue its operations on the foundational principles; being trustworthy and being an enduring entity as a company that respects ethical values and fulfills its mission and vision of first and foremost creating resources for Bilkent University as an affiliate, contributing to Turkish education, providing added value to the national economy by engaging in production and creating jobs, competing on a global scale in different areas of business. On our journey of success, we would like to express our gratitude to our business partners, shareholders, employees and customers who have made it all possible. Our greatest desire is to see our achievements multiplied in the coming year. We believe that hard work is what we need to do to ensure a bright future for our country and our people, who deserve the very best of everything. Respectfully yours, Tepe İnşaat Annual Report 2012

28 26 Board of Directors, Senior Management and Board of Auditors Board of Directors Senior Management 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 Board of Auditors Alaaddin Tabur Gürkan Özaslan 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 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. 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 Istanbul Deniz Otobüsleri San. ve Tic. A.Ş., Dilek İnşaat ve Tic. A.Ş., and Antepe Sağlık ve Turizm Hizmetleri Tic. Danışmanlık A.Ş. Management

29 27 Atila Kemal Oğuz General Manager Atila Kemal Oğuz was born in Kayseri in 1963 and graduated from Kuleli Military High School in 1982; he earned his BSc in Civil Engineering in 1989 at Yıldız Technical University. He began his professional career at Ran İnşaat and then joined the Tepe Group, working at Arge Gim & Tepe İş Ortaklığı. Until 2000, he served as Site Manager and Project Manager at Tepe Yapı A.Ş. and continued as Site Manager and Project Manager at Zafer İnşaat A.Ş. and as Company Manager at Normapetus International. In 2006, he became General Manager at Innova İnş. ve Müt. and Eser Taah. ve San. A.Ş. Oğuz, with experience working in diverse locations such as Croatia, Russia, Azerbaijan, Kazakhstan, Georgia, Germany, Iraq and Afghanistan, has been General Manager at Tepe İnşaat since September 2010, in addition to his Board Membership at Tepe Türkmen İnşaat ve Tic. A.Ş. 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 since 1988 as Finance Supervisor. He was later appointed Head of Finance and then Finance Manager and currently serves as Deputy General Manager of Financial Affairs. Between 2005 and 2010, Kalender also served as a member on the Board of Directors at Tepe İnşaat. He also serves on the Board at TAV İşletme Hizmetleri A.Ş., TAV Gazipaşa Yatırım, Yapım ve İşletme A.Ş., TAV Özel Güvenlik Hizmetleri A.Ş., TAV Bilişim Hizmetleri A.Ş., TAV Latvia Sia, 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 Ali Karaca was born in Kahramanmaraş in 1964 and graduated from the Isparta Faculty of Engineering at Akdeniz University in He was employed at Kür İnşaat Sanayi A.Ş. and Nazmi Kürüm İnşaat A.Ş. until 1992, when he began working at Tepe İnşaat Sanayi A.Ş. and served as Field Engineer, Site Manager and Project Manager until 2004 when he became the Domestic Projects Coordinator. At the end of 2009, he was appointed Deputy General Manager of Domestic Projects. Tepe İnşaat Annual Report 2012

30 Bakü Ceyhan Pipeline

31 29 Operation Map Istanbul Narcity, Narkule and Narlife Projects Ankara Construction of the Ankara Taurus Balgat Shopping Mall Construction of the Hacettepe University Hospitals Modification and Major Repair Works, Dolphin Söğütözü Office Building Ankara Tepe Prime Project Elazığ Fırat University Training & Research Hospital, Fırat University Indoor Sports Hall and Annexes Iraq Construction of Sulaymaniyah University Campus

32 Russia-Tatarstan Trakya Glass Russian Zao Float Plant Russia-Tatarstan Automotive Glass Alliance Russian ZAO Auto-glass Plant Turkmenistan Turkmenistan Completion Works for five Silos, Turkmenistan Construction of eight Silos Domestic Investment Projects Domestic Contracting Projects Overseas Contracting Projects

33 31 Bilkent Holding has expanded its established domestic experience to an international level with operations in the Middle East, North Africa, the Turkic Republics, Eastern Europe and Russia. Management

34 32 Contracting Projects (Domestic) Fırat University Indoor Sports Hall and Annexes The Fırat University Multi-Purpose Sports Hall has a 200 m 2 tartan track, and is the second largest arena in Turkey for the holding of indoor athletics competitions. Commencement Date November 24, 2010 Total Construction Area (m²) 15,884 Delivery Date December 31, 2012 Client Fırat University The Fırat University Multi-Purpose Sport Hall, awarded under a unit price based contract, is located within the Presidency Campus and above the technical Training Faculty building. Designed as a multi-purpose sports hall a 7-8 thousand seat capacity, consisting of two annexes and a hall, the project was completed and delivered to the Presidency of Fırat University at the end of With its 200 m 2 tartan track and the second largest arena in Turkey for the holding of indoor athletics competitions, the sports hall is expected to make an important contribution to the socio-economic life of Elazığ. Operations in 2012

35 33 Construction of Taurus Balgat Shopping Mall Commencement Date May 04, 2011 Total Construction Area (m²) 140,000 Delivery Date May 31, 2013 Client Taurus Balgat AVM Yatırım A.Ş. Taurus Mall is located on 26,000 m 2 situated on the famous north-south axis in Ankara (the road to Konya). 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. Tepe İnşaat Annual Report 2012

36 34 Contracting Projects (Domestic) Modification and Large-Scale Repair of Hacettepe University Hospitals Commencement Date October 09, 2009 Total Construction Area (m²) 80,000 Delivery Date December 31, 2013 Client Directorate of Strategy Development, Hacettepe University 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 first rate materials and workmanship. The aim is to complete the modification and repair works that commenced in 2009 during Operations in 2012

37 35 Fırat University Teaching and Research Hospital Commencement Date April 01, 2009 Total Construction Area (m²) 140,000 Delivery Date December 31, 2013 Client Fırat University A 600-bed research hospital is currently under construction for 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 (eight stories), blocks P1, P2 and P3 (twelve stories) and transition blocks P2 to O (ten stories), have been completed and are currently in service. Block O, which will cover a total area of 40,000 m 2, will include four buildings with seven stories each; it will be completed at the end of Tepe İnşaat Annual Report 2012

38 36 Contracting Projects (Domestic) Dolphin Söğütözü Office Building Commencement Date January 24, 2012 Total Construction Area (m²) 19,649 Delivery Date November 09, 2013 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 land of 184 m 2 located on the east/west axis (Eskişehir road) of Ankara, consists of four underground floors, a ground floor, 11 typical floors, a plant floor and a penthouse. Operations in 2012

39 37 Contracting Projects (Overseas) Automotive Glass Alliance Russian ZAO Auto Glass Plant Backed by its long-established experience gained in the industrial facilities segment, Tepe İnşaat continues to realize large-scale construction & contracting projects in the rapidly developing countries of Russia and Central Asia. Commencement Date November 25, 2011 Total Construction Area (m²) 39,728 Delivery Date August 16, 2013 Client Automotive Glass Alliance Russian ZAO The project at the Alabuga Industrial Zone in Yelabuga in the Republic of Tatarstan, part of the Russian Federation, will be completed in 14 months. Within the scope of the project, an automotive glass production plant and an administrative building will be constructed on 42,000 m 2 for the Automotive Glass Alliance Rus ZAO Company. Tepe İnşaat Annual Report 2012

40 38 Contracting Projects (Overseas) Trakya Glass Russian Zao Float Plant Contract Date November 25, 2011 Total Construction Area (m²) 107,340 Delivery Date October 23, 2013 Client Automotive Glass Alliance Russian 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, etc. 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 project is planned to be completed within 23 months. The delivery date is planned as October 23, Operations in 2012

41 39 Northern Iraq Sulaymaniyah University Contract Date January 17, 2005 Total Construction Area (m²) 324,397 Delivery Date May 31, 2013 Client Republic of Iraq, Ministry of Higher Education & Scientific Research The new campus construction project of Sulaymaniyah University, located in the city of Sulaymaniyah in Northern Iraq, is being carried out by the joint venture of Tepe İnşaat and FDC, on a 75%-25% share basis. The campus project, built on land of 2 million m 2, and with a capacity of 25,000 students, includes faculty buildings, multi-purpose indoor and outdoor sports facilities, swimming pools, health center, male and female dormitories, and an outdoor amphitheater, as well as a cafeteria and social facilities. The campus project, highly contemporary in nature in terms of its infrastructure and landscaping, includes a total of 53 buildings and premises. Work is being carried out concurrently on 20 different buildings, with infrastructure and landscape works, and construction is planned for completion in Tepe İnşaat Annual Report 2012

42 40 Contracting Projects (Overseas) Turkmenistan Completion Works for Five Silos Contract Date November 09, 2012 Delivery Date December 31, 2013 Client Turkmenistan Union of Cereal Products The facilities, built in five provinces of Turkmenistan (Turkmenabad, Ruhabad, Serdar, Mary, and Daşoğuz), are equipped with a bakery, pasta production and packaging production units. The Company aims to deliver the projects during Operations in 2012

43 41 Turkmenistan Construction of Eight Silos Contract Date December 01, 2012 Total Construction Area (m²) 360,000 Delivery Date May 31, 2014 Client Turkmenistan Union of Cereal Products Consisting of the design and construction of silos of a total capacity of 360,000 tons, and the rehabilitation of adjacent areas located in eight provinces of Turkmenistan (Altınsahra, Tejen, Babadayan, Karakum, Garıssızlık, Sparmyrat, Boldumsaz, and Beyik), the project is planned for completion in May Tepe İnşaat Annual Report 2012

44 42 Investment Projects Narlife Housing Project Commencement Date September 2012 Total Construction Area (m²) 122,668 Delivery Date June 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. Meanwhile, Kiptaş, Fuaye and Nish Adalar projects are erected on adjacent land. Additionally, there are ongoing private school and housing projects within the same region. Operations in 2012

45 43 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. Addressing 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. Tepe İnşaat Annual Report 2012

46 44 Tav HavalimanlarI (Tav Airports) In 2012, TAV Havalimanları commenced the construction of the İzmir Domestic Terminal, a project with a total value of 250 million 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 TAV began operating at the Istanbul Atatürk Airport International Terminal Primeclass CIP service was launched 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 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% of Havaş shares were 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 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. Operations in 2012

47 TAV Havalimanları Holding 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. 40% minority shares of Havaş were purchased. Havaş then became a wholly-owned 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 the Antalya Gazipaşa Airport. The Hopa Terminal operated by Havaş commenced service 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 the Antalya Gazipaşa Airport. TAV Havalimanları won the tender for the operation of the Alexander the Great International Airport in Skopje, capital city of Macedonia and the St. Paul the Apostle International Airport in Ohrid, Macedonia, 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. Tepe İnşaat Annual Report 2012

48 46 Tav HavalimanlarI (Tav Airports) TAV Havalimanları assumed the operation of Medina International Airport, where it holds equal shares (33%) with Al Rajhi Holding Group and Saudi Oger Ltd. as of end-june 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 shares of 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 the Antalya Gazipaşa Airport, whose operation rights for 25 years belong to 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 owns the operation rights of the airport until May TAV Havalimanları Holding took over the operations in Skopje and Ohrid airports in Macedonia for 20 years. Sale of Havaş shares closed. The sale of the 18% minority shares of TAV Tunisie SA to the Pan African Infrastructure Development Fund closed. 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 the 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. Antalya Gazipaşa Airport was upgraded from category 2C to 3C. TAV signed a Global Training Center agreement with the Airports Council International (ACI), with more than 1,600 member airports worldwide. Operations in 2012

49 47 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 at the domestic terminal) at 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 9 in Following the takeover of commercial venues, operations commenced at the Riga Airport, Latvia. TAV Havalimanları Holding raised its share in TAV Özel Güvenlik Hizmetleri A.Ş. from 66.67% to 100%. TAV Havalimanları Holding raised its share in TAV Urban Georgia from 66 to 76%. TAV Havalimanları Holding raised its share in TAV Batumi Operations LLC from 60 to 76%. BTA Denizyolları was founded by the joint venture between BTA and TASS; BTA commenced its 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-operate-transfer project of the Medina Airport, the first airport privatization to take place in Saudi Arabia. TAV Havalimanları launched TAV Mobile that 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). This company provides ground handling services at the Riga International Airport in Latvia, Stockholm International Airport in Sweden and Helsinki International Airport in Finland. Stock increased from 50 to 66.7% as of December 20, NHS will be providing services as HAVAŞ EUROPE at these airports. Tepe İnşaat Annual Report 2012

50 48 Tav HavalimanlarI (Tav Airports) 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) 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 İzmir 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 during April with the participation of 59 members operating 249 airports in 47 countries. Atatürk Airport was awarded Airport without Hindrances 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). Operations in 2012

51 49 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 closed. 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 by 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 Established in 1997 as a joint venture between Tepe and Akfen Groups, TAV Havalimanları Holding has become a brand with an excellent international reputation in the industry today with the 11 airports it operates in Turkey and abroad. Starting its journey of success by undertaking the Istanbul Atatürk Airport International Terminal project, one of the first airport projects in the world undertaken with the Build-Operate-Transfer method, the Holding continues its financial and operational success today with its airports in the three largest cities in Turkey (Istanbul Atatürk, Ankara Esenboğa, Izmir Adnan Menderes) as well as airports in Tunisia, Georgia, Macedonia, Latvia and Saudi Arabia. Achieving global success in airport operations, one of the most challenging industries in the world, TAV Havalimanları Holding continues to increase its shareholder and investor value with its sustainable financial structure and competent human resources assets. In order to advance more steadily toward its long-term growth targets, TAV underwent a restructuring process in 2006 and organized its activities into operations and construction under two separate companies, TAV Havalimanları Holding and TAV İnşaat. Following the restructuring process, TAV Havalimanları Holding went public in February After this development, which provided the Company with a stronger corporate and financial structure, TAV Havalimanları Holding grew rapidly and increased the number of airports it operates along with its service range and profitability. Tepe İnşaat Annual Report 2012

52 50 Tav HavalimanlarI (Tav Airports) TAV Havalimanları Holding has become an internationally renown brand in its sector for 11 airports where it holds the operating rights, both in and beyond Turkey. TAV Havalimanları Holding Shareholding Structure Company Name Shares (1) Capital Share (%) Aéroports de Paris (*) 138,046, Tepe İnşaat Sanayi A.Ş. 29,273, Akfen Holding A.Ş. 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, (1) As of December 31, 2011 Akfen Holding A.Ş., Tepe İnşaat Sanayi A.Ş. and Sera Yapı Endüstrisi ve Ticaret A.Ş., partners of TAV Havalimanları Holding A.Ş., publicly announced on March 12, 2012 that a Share Purchase Agreement was signed with Aéroports de Paris Group for the sale of 38% of TAV Havalimanları Holding s issued share capital. On May 16, 2012 it was announced that the necessary permits mentioned in the Agreement were obtained, approval from Turkey s Competition Authority was received and the necessary procedures were completed in accordance with the Capital Market Legislation and that the transfer of the shares was completed. (*) Tank ÖWA alpha GmbH, a wholly-owned subsidiary of Aéroports de Paris. Service Companies 2012 Indicators Turnover ( Million) Number of Personnel ATÜ 255 1,551 BTA 115 2,642 HAVAŞ ,082 Others Total ,108 Operations in 2012

53 51 Tepe İnşaat Annual Report 2012 Atatürk Airport-Istanbul

54 52 Tav HavalimanlarI (Tav Airports) As of the end of 2012, TAV Havalimanları s revenue generated from the airport operation business had reached million. TAV Havalimanları 2012 Indicators Airport Operation Turnover ( Million) Number of Personnel Passenger Traffic (Persons) Commercial Flight Traffic (Thousand) Expiration of Operation Car Parking Capacity (Outdoor + Indoor) Istanbul Atatürk Airport 414 2,640 44,998, , ,110 Ankara Esenboğa Airport ,237,886 75, ,053 İzmir Adnan Menderes Airport ,356,284 67, ,237 Gazipaşa Airport 0, , Riga Airport - 3 4,800,000 68, Tbilisi Airport ,219,000 19, Batumi Airports 168,000 4, Skopje Airport ,000 10, ,206 Ohrid Airports 78, Monastır Airport ,321, , ,077 Enfidha Hammamet Airports ,000 Medina Airport ,600,000 36, ,150 Operations in 2012

55 53 TAV Havalimanları Indicators 2012 Airport Operation Duty Free Area (m 2 ) Number of Duty Free Stores Food Court Istanbul Atatürk Airport 6, ,936 Number of Boarding Bridges 12 domestic flights, 26 international flights Ankara Esenboğa Airport 2, , İzmir Adnan Menderes Airport 2, ,199 Number of Check-in Counters 96 domestic flights, 224 international flights 80 domestic flights, 78 international flights 5 domestic flights, 4 international flights 66 Gazipaşa Airport Number of Destinations 37 domestic flights, 248 international flights 37 domestic flights, 47 international flights 6 domestic flights, 60 international flights 12 international flights Riga Airport 2, Tbilisi Airport , Batumi Airports Skopje Airport , Ohrid Airports Monastır Airport 1, , Enfidha Hammamet Airports 1, Medina Airport 6, , domestic flights, 14 international flights 2 domestic flights, 34 international flights 7 international flights 29 international flights 10 international flights 70 international flights 78 international flights 10 domestic flights, 189 international flights Tepe İnşaat Annual Report 2012

56 54 TAV İnşaat (TAV Construction) As of 2012, a total of 1,886 personnel are employed within the organization of TAV İnşaat, including Dubai and Sharjah, as well as Abu Dhabi, Qatar, Egypt, Libya, Bahrain and Saudi Arabia branches. The first airport project management engagement of TAV Tepe Akfen Yatırım İnşaat ve İşletme A.Ş. (TAV İnşaat) was the construction of Istanbul Atatürk Airport, completed in Following the reorganization process carried out in line with its strategic targets, the Company was incorporated, and TAV İnşaat left the organization of TAV Havalimanları Holding A.Ş. The Company has become one of the pioneering brands in the national and international construction industry, having undertaken skyscraper, high-rise building and similar projects in Turkey, further to building airports. Achieving remarkable success on international platforms owing to its farsighted investments and strong financial structure, TAV İnşaat is engaged in contracting for airport terminals, hangar and facilities, as well as shopping centers, tourism facilities, entertainment venues, offices, industrial buildings, residences and social housing, roads, tunnels, subways, bridges, dams, telephone lines and similar infrastructure, plus cultural and social venues and the direct construction of such buildings. The Company operates either through the Build-Operate-Transfer model, mixed model, or else in return for a flat model, and the operating, marketing, selling and leasing operations thereof. It is engaged in other construction and contracting works, including consulting and inspection services in these fields. TAV İnşaat, headquartered in Istanbul, has built numerous airports in Turkey, as well as in Egypt, Georgia, Qatar, Libya, Tunisia, and Macedonia, among others. The Company has two overseas affiliates: TAV Construction Muscat LLC in Oman, and TAV Construction Qatar LLC in Qatar. As of 2012, a total of 1,886 personnel were employed within the organization of TAV İnşaat, including Dubai and Sharjah, Abu Dhabi, Qatar, Egypt, Libya, Bahrain and Saudi Arabia branches. Prioritizing greater customer satisfaction in all activities carried out by its well-trained staff, TAV İnşaat has achieved a formidable volume of business having established fruitful partnerships with world-renowned construction industry players. The Company defines its growth policy for the coming periods by assessing potential growth and market opportunities in Turkey and the Middle East, Asia, Africa, Eastern Europe and the Caucasus. Operations in 2012

57 55 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. 5.1 Tepe İnşaat Annual Report 2012

58 56 TAV İnşaat (TAV Construction) 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 Tohid Iranian School Project Dubai-BAE 9 9 Ankara Esenboğa Airport Domestic ve International Flight Terminals Turkey Istanbul Atatürk Airport Terminal Building and Multi-Storey Car Parking Project Turkey Istanbul Atatürk Airport Renovation Project Turkey Turkey İzmir Adnan Menderes Airport International Flights Terminal Building Turkey İzmir Adnan Menderes Domestic Flights Terminal (Additional Works) Project Turkey Batumi Airport Project Georgia Tbilisi Airport Project Georgia Cairo Airport TB3 Passenger Terminal Building Project Egypt New Enfidha Airport Project Tunisia Istanbul Atatürk Airport Expansion and Improvement Project Turkey Turkey Majestic Tower Al Mamzar-52-Story Luxury Residence Project Sharjah-BAE Sharjah-BAE Antalya Gazipaşa Airport Turkey Sulafa Tower Dubai BAE Skopje and Ohrid Airport Macedonia Emirates Finance Towers Project Dubai-BAE Abu Dhabi-Pile head Manufacturing Abu Dhabi-BAE Istanbul Investments Turkey Total 2,988 2,766 Operations in 2012

59 57 Ongoing Projects (as of ) Project Title Dubai-Marina 101 Libya-Tripoli International Airport Libya-Sebha International Airport Doha International Airport Oman Muscat International Airport İzmir Airport Project Client TAV İnşaat Share (%) Total Contract Value (US$ Million) TAV İnşaat Share in Contract Value (US$ Million) Actual Progress (%) Backlog (US$ Million) M/S Sheffield Holdings Limited The Libyan Civil Aviation Authority , The Libyan Civil Aviation Authority Government of The State of Qatar , Sultanate of Oman Ministry of Transport and Communication , TAV Ege Terminal Yatırım Yapım ve İşletme A.Ş (*) Medina International Airport Tibah JV King Abdul Aziz Airport Abu Dhabi Central Terminal Building Saudia Aerospace Engineering Industries Abu Dabi Airports Company , Total 12,707 4,877 2,594 Total Overseas Projects 12,346 4,582 2,353 Total Domestic Projects (*) Although the contract for the İzmir 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. Tepe İnşaat Annual Report 2012

60 58 İDO Istanbul Deniz Otobüsleri (Istanbul Sea Buses) With its modern fleet comprised of 55 vessels, İDO is one of the world s leading sea transportation companies providing services for passengers and vehicles. Istanbul Deniz Otobüsleri Sanayi ve Ticaret A.Ş. (İDO) was established by the Istanbul Metropolitan Municipality in 1987 to provide solutions for the sea transportation in Istanbul and help reduce the flow of traffic on the highways. Turkey s largest sea transportation company 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, 10 fast ferries and two service vessels), İDO is one of the world s leading sea transportation companies providing services for passengers and vehicles. With vessels having a total capacity to hold 32,239 passengers and 2,790 vehicles, the İDO fleet operates in 18 lines (five inner-city and 13 inter-city lines). 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. Investments Major items in the 2012 budget of İDO include software and licenses for the information technology necessary for the effective and efficient management of the Company, permit and construction work in relation to the ports and terminals, which constitute the most important element for the operation of the Company and investments related to furnishing and hardware of the terminals and ports. Other investment items necessary to achieve the desired level of service following privatization may also be included within this scope. As part of investments made and scheduled within the Company s strategic planning, SAP Structuring and SAP Upgrade projects were completed in 2012, while SAP BPC (Budget, Planning and Consolidation) and SAP BO project studies are currently being underway. Additionally, transition to the Hittite Sales System has been successfully completed. Operations in 2012

61 59 İDO Financial and Operational Indicators 2012 Turnover (*) (Net Sales) TL 476,371, EBITDA TL 165,737,608 Number of Passengers 50,911,282 Number of Vehicles 9,494,896 Number of Trips 189,643 Number of Employees 1, (number of subcontractors employees) Fleet Information 2012 Sea Bus 25 Fast Ferry 10 Ferryboat 18 Service Craft 2 Total 55 (*) The figure is obtained from the Income Statement as of December 31, Business Development and Strategy During the period following privatization, İDO addressed first of all the heavy vehicle traffic through the Ro-Ro Project that has been on the social agenda for a while. Work is being carried out in order to effectively use the land located in Ambarlı, one of the most valuable properties of the Company, for both the transportation sector and the Company. Currently, a technical concept study is being undertaken with regard to the aforementioned land. Following this study, a detailed project design is planned to be made for the possible functions for the land. The project, of significant importance to the transportation situation in the Marmara region and also in terms of traffic jams in Istanbul, is being studied and carried out with precision by İDO. A marina project as well as integrated transportation projects and international projects, which would expand the Company s horizons in terms of project development following privatization, are among important issues included in the business development agenda of the Company. Tepe İnşaat Annual Report 2012

62 60 İDO Istanbul Deniz Otobüsleri (Istanbul Sea Buses) İDO ranked 254 th among the largest 500 companies in Turkey according to the Turkey Fortune 500 list. 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 news vessels were purchased by the İDO, increasing to ten the 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 (ticket-based) 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. 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. Operations in 2012

63 Kadıköy, Beyoğlu, Beykoz and Sarıyer, the other Model 4 boats, commenced service. Yeni Haliç (New Golden Horn) boats joined the İDO fleet 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 magazine that belongs to Euromoney Publishing Group. İDO ranked 254 among the largest 500 companies in Turkey according to the Fortune Turkey 500 list. 50,911,282 Total Number of Passengers Transported 7,753,102 Total Number of Vehicles Transported 32,239 Total Passenger Transportation Capacity 189,643 Total Number of Trips Tepe İnşaat Annual Report 2012

64 62 Sustainability İş Bankası Headquarters Complex-Istanbul

65 63 Human Resources Policy The Department of Human Resources at Tepe İnşaat has seen another successful year of planning, organization, management and auditing in As one of the prime players of the construction sector, the most rapidly developing sector in Turkey, Tepe İnşaat has also been the most preferred construction company by qualified and experienced staff in In the belief that corporate success can only be attained with well-educated, experienced, committed and motivated employees, the Company considers their experience and performance as the guarantee of commercial achievement. The Human Resources Policy of Tepe İnşaat is based on contemporary human resources implementations, together with a long-established corporate governance culture. Accordingly, the Company aims for contemporary quality values and customer satisfaction at each phase of production, as well as pursuing continuous improvement by providing its employees training opportunities and ensuring their conscious participation in the system. To this end, particular importance is attached to professional training, whereby the Company focuses on establishing the most favorable environment in which to enable employees to improve their competence supported by corporate experience and to attain their career goals. Tepe İnşaat allocates a budget for the continuous development of its employees, and is dedicated to maximizing employee satisfaction. Hiring staff with significant job experience and skills, the Department of Human Resources at Tepe İnşaat has carried out the process of planning, organization, management and auditing successfully in 2012 as well. Training Policy In considering the satisfaction of employees organizational, functional and personal 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 Annual Training Board Meeting, chaired by the General Manager. And what s more, as a company operating in the international 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. Organizational Training: Training develops the knowledge and skill of the employees and aims at organizational sustainability and organizational efficiency of the Company in line with the short and long-term goals of Tepe İnşaat. Tepe İnşaat Annual Report 2012

66 64 Human Resources Policy Age Profile Qualification Profile 27% % % 41 and above 38% Other 32% Technical Staff 30% Administrative Staff Experience Profile Gender Profile 14% 15 + years 57% 1-5 years 29% 6-15 years 87% Male 13% Female Sustainability

67 65 Professional Training: Training provides the knowledge and skills required for career development in a particular profession in line with the career plans of the Company. Personal Training: This training provides the knowledge and skills required for a person or a particular group of people that do the same job at the Company. Staff Breakdown Education Profile 19% Headquarters 23% International Contracting Projects 28% Domestic Investment Projects 19% Domestic Contracting Projects 11% Support Functions 13% Elementary School 11% Associate Degree 49% Undergraduate Degree 27% Secondary School Tepe İnşaat Annual Report 2012

68 66 Occupational Safety, Environmental and Quality Policy With its OHSAS Management System certification, Tepe İnşaat oversees the occupational health and safety risk of its employees and related stakeholders. Tepe İnşaat ISO 9001 Quality Management System Through its quality management system applied to international and domestic projects, Tepe İnşaat aims to meet domestic and international clients demands and expectations in an effective manner, as well as current legal requirements to the fullest extent, while improving product efficiency. 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 its continuous improvement principle, Tepe İnşaat carries out preplanned internal audits by trained internal auditors twice a year along with the achievement rate for performance goals, the outcome of corrective and preventive operations, customer feedback, efficiency of training and similar processes and the results of other analyses and measurements to be reviewed by the senior management. Depending on the capacity, suitability and efficiency of the system assessments, additional resources are made available, precautions are taken or processes are changed. Tepe İnşaat s OHSAS Occupational Health and Safety Management System 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 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 Sustainability

69 67 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. Renowned for caring for its employees and public shareholders, Tepe İnşaat aims to excel with its occupational health and safety performance as well as financial success in the coming years. Tepe İnşaat Annual Report 2012

70 68 Bİlkent University Bilkent University provides its students with an international vision through its exchange program agreements with premium global universities. Known by international academic circles as a highly reputable institution, Bilkent University was founded on October 20, 1984 by the joint resolution of the İhsan Doğramacı Education Foundation, İhsan Doğramacı Health Foundation and İhsan Doğramacı Science and Research Foundation. Being the first and only foundation university in Turkey, Bilkent has become an exemplar for its high quality education and superlative scientific research, as well as its cultural and artistic activities. The name of the university is an abbreviation of Bilim Kenti, which in Turkish means the city of science, and the University consistently advances the quality of its scientific endeavor, as befits its name. Preparations for the establishment of Bilkent University began as early as 1967, with the purchase of a large tract of land to the west of Ankara; it continued with the construction of the buildings in the late 1970s and early 1980s. The first buildings on the campus now house the Faculty of Engineering and the Library. These were followed by the cafeterias, dormitories, School of English Language and the student union. As the University expanded and the number of students increased, additional buildings were constructed for the Faculty of Humanities and Letters, Faculty of Economics, Administrative and Social Sciences, Faculty of Business Administration, Faculty of Art, Design and Architecture, Faculty of Science, Faculty of Music and Performing Arts, Faculty of Law, and Faculty of Education, the concert hall, fitness centers, preschool, elementary and high schools, new cafeterias, two health centers, the East Campus vocational school buildings, classrooms and a building housing the computer center. The first students were admitted in 1986 with 386 enrolled students. Growing each and every year with investments from the foundations, today, Bilkent University is one of the perfect educational centers in the country and the wider region with nine faculties, two applied schools and three vocational schools that offer 39 programs in total. Currently, 13,000 students receive a world class education from a faculty of academics from 40 different countries. In line with its founding principle, Bilkent University provides its students an international vision and raises the quality of education to the level of the world s most successful and distinguished universities via its exchange program agreements with other global universities such as the University of California, Georgia Institute of Technology, University of Maryland, University of Washington and the University of Michigan in the US; University of Essex in the UK; Pforzheim University and the University of Konstanz in Germany; University of Rome, La Sapienza and Bocconi University in Italy; Ecole Supérieure de Commerce de Clermont and Ecole Supérieure de Commerce de Lille in France; McGill University and Université de Montréal in Canada; Tilburg University and University of Amsterdam in the Netherlands; University of Southern Denmark in Denmark; Tel Aviv University in Israel and the University of Waikato in New Zealand. Sustainability

71 69 Graduates of Bilkent University successfully represent their university both in the business arena, and in other established educational institutions throughout the world, on the basis of the qualified competence and contemporary vision they gain during the course of their education. Established in 1988 to guide students in career planning and execution of these plans after their graduation, the Career Development and Placement Center maintains strong ties with the students, graduates and the business world. The Career Development and Placement Center at Bilkent is the first center to be opened in a university in Turkey for such a purpose. As the leading university in Turkey in terms of the number of international academic publications per faculty member almost every year since its foundation, Bilkent University maintains its pioneering role in higher education. Bilkent University in Figures Founded in 1984 as Turkey s first foundation university, Bilkent commenced education in The campus sits on approximately 5,000 acres of land, of which 3,000 acres are afforested. By the end of 2012, approximately one-third of the 13,000 students who are enrolled to Bilkent are on a scholarship. Bilkent offers 39 associate and undergraduate programs and 47 postgraduate programs. Approximately 2,000 different courses are offered every year within nine faculties, two applied schools and three vocational schools. Bilkent has an academic staff of nearly 1,000 scholars; 33% come from 40 different countries The faculty members were supported with a budget of nearly TL 250,000,000 between 2005 and 2010 via 172 TÜBİTAK projects, 62 European Union projects and 74 private and public sector company projects. Tepe İnşaat Annual Report 2012

72 70 Bİlkent University One-third of the students enrolled at Bilkent are on a scholarship. Computer labs have more than 2,000 computers available 24 hours a day, 365 days a year. The student exchange programs are organized with more than 250 universities worldwide. Visited by 60,000 researchers and students every year, the University Library is open 362 days a year and has an extensive collection of 420,000 books and subscriptions to more than 90,000 periodical publications, electronic journals and interactive databases. Approximately 500 established institutions visit Bilkent University each year to promote their organizations and reach out to potential employees. There are approximately 80 student clubs. With the projects they develop since 1999, Bilkent students have been supporting elementary schools, senior citizens and others in need throughout Turkey. Students have been involved in voluntary social responsibility projects since Run by students, Radio Bilkent broadcasts at 96.6 MHz on the FM band. Dormitories house 4,000 students. The Health Center serves students 24/7. The Bilkent Symphony Orchestra performs more than 70 concerts every year at the Bilkent Concert Hall which seats 730 people. The Bilkent Symphony Orchestra consists of nearly 100 musicians from 12 different countries Established in 2002, the Bilkent Cyberpark is Turkey s fastest growing technology park. With its 2,700 employees, it serves more than 180 companies in a total indoor area of 86,500 m 2. According to the annual survey conducted jointly by Quacquarelli Symonds and Times Higher Education and published by the U.S. News & World Report magazine, Bilkent University is the only university in Turkey that ranks in the top 400 in the world. In 2009, Bilkent ranked 360 th in the overall rankings and 129 th for engineering and information technology. 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 like the quality of education in the universities, diversity of international students and faculty members, contributions to the industry, scientific research and citations made to their academic publications. Sustainability

73 71 Contact Information 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: +(964) , +(964) [email protected] Russia Country Representative Office , Bolshoy Savvinskiy Per., 9, Building 2, Moscow, Russia Phone: +7 (495) Fax: +7 (495) [email protected] Web: Azerbaijan Hakverdiyev Küçesi Ev No: 21, Baku, Azerbaijan Phone: + (994) Fax: + (994) [email protected] Albania Gjergji Business Center Floor 5 No: 1-2, Tirana, Albania Phone: + (355) Fax: + (355) [email protected] Turkmenistan Office Tepe Türkmen İnşaat ve Tic. A.Ş. Yimpaş Business Center 54, Turkmenbashi Avenue, Office Phone: 701 B Ashgabat/Turkmenistan Phone: +993 (12) , +993 (12) Fax: +993 (12) [email protected] Web: Tepe İnşaat Annual Report 2012

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