ALTIN YUNUSyatirim.altinyunus.com.tr/yatirimci/2015/en/wp... · 01 ALTIN UNU 2015 ANNUAL REPORT...

ALTIN YUNUS2015 ANNUAL REPORT

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ALTIN YUNUS 2015 ANNUAL REPORT

Reporting Period01/01/2015 - 12/31/2015

Trade NameAltın Yunus Çeşme Turistik Tesisler A.Ş.

Trade Registry & NumberIzmir Trade Registry Directorate - 35041 K-581

Authorized CapitalTL 25,000,000

Paid-in CapitalTL 16,756,740

Contact InformationHeadquartersŞehit Fethi Bey Caddesi No: 120 Alsancak - IzmirTel: (232) 495 00 00 Fax: (232) 484 17 89

Branch (Hotel)Altın Yunus Mahallesi 3215 Sokak No: 38 Çeşme - Izmir

Altın Yunus ApartAltın Yunus Mahallesi 3402 Sokak No: 2 Çeşme - Izmir

Web Site & Social Mediawww.altinyunus.com.tr facebook.com/altinyunusresort/instagram.com/altinyunus/

2 Yaşar Group4 Chairperson’s Message

6 Board of Directors7 Senior Management, Committees

8 Corporate Profile11 Competitive Advantages

12 Services14 Quality Approach

15 Investments16 The Company in 2015

17 Customers and the Company18 Suppliers and the Company

19 Employees and the Company20 Environment and Sustainability21 Corporate Social Responsibility

22 Awards - Certificates23 Altın Yunus's Milestones

25 Management27 Risk Management, Internal Control System and Internal Audit Activities

28 Legal Disclosures29 Agenda

30 Draft Amendment of Articles of the Association32 Statement of Independence

34 Corporate Governance Principles Compliance Report41 Independent Audit’s Report on the Annual Report by the Board of Directors

44 Independent Auditor's Report108 Information for Investors

CONTENTS

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• We are the reference institution of the sector with a service approach offering many firsts and not compromising on superior quality.

• With a general approach focused on individuals and the environment, we continually improve our services based on feedback we receive from our guests.

• With the added value we create, we contribute to the welfare of our employees, suppliers and business partners.

• With the managers and employees we raise, we serve as a tourism training-ground in Turkey.

• We contribute to the Turkish economy by paying taxes and providing employment.

For a better life...Altın Yunus offers entertainment, health, flavor, and comfort.

FOOD & BEVERAGES GROUP

• Pınar Süt • Pınar Et• Pınar Su• Çamlı Yem Besicilik• Yaşar Birleşik

Pazarlama• Pınar Foods

GmbH• HDF FZCO

COATINGS GROUP

• Dyo Boya Fabrikaları

• Kemipex Joint-Stock Co.

• S.C. Dyo Balkan SRL

• Dyo Africa Paints and Varnishes

TISSUE PAPER GROUP

• Viking Kağıt

TRADE & SERVICES GROUP

• Altın Yunus Çeşme• Bintur• Yaşar Dış Ticaret• Yaşar Bilgi İşlem ve

Ticaret A.Ş.• Yadex

International GmbH• Desa Enerji• Arev Gayrimenkul

FOUNDATIONS

• Yaşar Education and Culture Foundation

• Selçuk Yaşar Sports and Education Foundation

One of Turkey's leading corporate groups...Yaşar Group operates with its 20 companies, 24 factories and plants, and 2 charitable foundations with approximately 7,500 employees. “Durmuş Yaşar Müessesesi”, founded by Durmuş Yaşar in Izmir in 1927 to sell shipping equipment and paint, laid the foundations of Yaşar Group, one of Turkey's leading corporate groups.

THE BEST-KNOWN BRANDS IN A NUMBER OF SECTORSYaşar Group’s principle business lines consist of food & beverages and coatings. The Group is also active in the business lines of agriculture, paper, tourism, foreign trade, and energy with its many well-known Turkish brands. Turkey's leading brands Pınar and Dyo enjoy top-level rankings as Turkey’s “best known consumer brands”. Pınar Süt, Pınar Et, Pınar Su, Dyo Boya, Viking Kağıt and Altın Yunus Çeşme are all subsidiaries of Yaşar Holding A.Ş. and are listed on Borsa Istanbul.

A CORPORATE GROUP THAT HAS AUTHORED MANY FIRSTSYaşar Group is technology-focused and, with its innovative approach, has continuously been the author of many firsts in Turkey.

In Turkey, Yaşar Group created/established:• The first national paints brand,• The first printing ink production,• The first 1,100 bed capacity hotel,• The first privately-owned dairy plant conforming to international standards,• The first privately-owned paper brand,• The first mineral water supplied in non-returnable packaging,• The first privately-owned integrated meat processing & packing plant, • The first aquaculture fishing and fish production facilityand much more.

IN KEEPING WITH ITS ENVIRONMENTAL AND SOCIAL AWARENESS APPROACHESYaşar Group strives to minimize the environmental impact of all of its economic and commercial activities, and, in doing so, complies with all laws and regulations. The Group is also engaged in many social projects to support education, sports, culture, and art.

Yaşar Group joined the UN Global Compact Network on November 12, 2007, issuing Communication on Progress Reports for 2009 and 2010, and Sustainability Reports for 2011, 2012, 2013 and 2014. Communication on progress reports and sustainability reports, issued by the Group within the scope of the Global Compact Network, are available on the corporate web site www.yasar.com.tr.

The Group also signed the “CEO Statement of Support” on behalf of Women's Empowerment Principles in 2012 and committed to proper gender policies with their “Declaration of Workplace Equality” in 2013.

YAŞAR GROUP’S MISSIONWe offer superior quality products and services to our consumers' lives with our trusted brands.

Emine Feyhan YaşarChairperson of the Board

Chairperson’s Message

Esteemed Stakeholders,

Yaşar Group operates in many areas that touch people’s lives, and Altın Yunus Çeşme is a long-established and very significant business in the service sector. For exactly 42 years, Altın Yunus has been offering the opportunity to our guests that they can enjoy their stay with comfortable accommodation and unsurpassed memories. Since 1974, we have maintained a stable presence in the tourism sector, which is inclined to see ups and downs based on economic and social developments, and we continue to host our guests in the best way possible with strict dedication to our approach focused on “satisfying our guests”.

2015 was a year with busy global agendas on political, social and economic issues. The slowdown of the Chinese

economy, the decline of petrol prices, and expectations raised by the monetary policies of various central banks, as well as other geopolitical issues, resulted in slower-than-expected performance of the overall economy and caused fluctuations on a global scale. In December, the FED's cycle of "monetary tightening", supported by strong economic activities and improvements in the labor market, had a positive effect on global markets.

Turkey experienced strong fluctuations in rates of currency exchange due to security risks in the country as well as neighboring regions, political uncertainty up the conclusion of the year, the first signs of the end of the global excess liquidity period and the slowdown of capital inflow. In 2016, which from a macroeconomic perspective is expected to be better than 2015, we estimate that cautious monetary policies will

overnight stays, is 40% international guests, mainly from Germany, the Netherlands and Iran, and 60% national guests. In 2015, we focused on increasing customer demand through cooperation across all segments and 66% of our lodging revenues were received from national guests.

Lodging revenues received from national guests increased by 12% while the increase received from international guests was 11%. In total, 66% of lodging revenues were received from national guests and 34% from international guests.

Based on an approach of long-term cooperation and sharing the success, we maintained a strong collaboration with our agencies and tour operators in all segments, focusing on brand awareness and the efforts to increase customer demand with suppliers and business partners.

We have always been emphasizing our environmental awareness through our investments. In 2015, we worked on power consumption, waste water treatment, recycling and environmental cleaning. We started working to achieve the Green Star Hotel Certification after these works.

Accelerating investmentsFor Altın Yunus, 2015 was a year that went through an accelerating investment in renovation. Total investment quadrupled from TL 1.3 million in 2014 to TL 5 million in 2015. We renovated many facilities, especially beach-front rooms. The Ball Room has now a new technical infrastructure and has an increased capacity. We renovated the personnel quarters inside the facility and can offer now more comfortable rooms for our employees. We plan to continue renovation in 2016 with ongoing investment.

With the advantage of being located in Çeşme, which has in recent years become the primarily preferred vacation spots of national tourists, Altın Yunus hopes to welcome more guests in 2016, with the intention to increase the satisfaction for our guests and extend its range of services.

In 2016, we also intend to raise revenues and profitability through dynamic pricing, as well as increasing the average number of lodging days and the overnight occupancy rate, while we extend presence on the internet platforms.

I extend my thanks to all our stakeholders on behalf of myself, the Board of Directors for their trust in us and all the support for achieving these results in 2015.

Best regards,

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continue and Turkey will complete a period of growth fueled by domestic demand driven by an expected increase in purchasing power.

Global increase in the number of tourists Data compiled by the United Nations World Tourism Organization (UNWTO) revealed that the total number of international tourists in 2015 increased by 4.4% to 1 billion 184 million. This means that 50 million more people travelled in 2015 compared to the previous year. The number of tourists has had an annual increase of 4% or more since 2010.

Considering that Turkey has been among the fastest growing countries in recent years with regards to global tourism, it is noteworthy to mention that its performance in 2015 did not meet the expectations. In 2015, 36.2 million tourists visited Turkey from abroad. With 15.4% of all guests, the most visitors came from Germany, just like in the previous year. Germany was followed by Russia, with a rate of 10.1%, despite a 18.5% decrease in Russian guests compared to the previous year. The number of tourists coming to Turkey from certain countries increased. Disregarding the activity in Iraq, 2015 saw an increase of 7.58% from Ukraine, 7.55% from Bulgaria, 6.87% from Germany and 5.37% from Iran. In addition to summer tourism, we extended the 2015 season by concentrating on congress and spa tourism in the winter months. Despite national and international developments, Altın Yunus maintained its growth-focused operations in 2015. Concentrating on congress and spa tourism in winter, the hotel also launched direct and agency-based campaigns for weekends and holidays. Due to our efforts in different markets abroad, we successfully expanded the summer season from mid-April until the end of October.

With a target audience of national and international guests from mid- and high-income segments, Altın Yunus catered for 38,521 guests, while 132,821 guests stayed overnight in 2015. In the same year, Altın Yunus reached an overnight occupancy rate of 45% with a wide client portfolio including families, long-stay guests, banquet organizers, academic circles, students, trade associations, corporations, NGOs, public institutions and those traveling for the purposes of sports, entertainment, thermal bathing, spas, sea, beach, sun or business. As a result of the 10.6% increase of net income per overnight-stay, net sales in 2015 increased by 8.86% amounting to TL 26.5 million.

Our competitive edge is “satisfying our guests”Altın Yunus Çeşme is dedicated to a service approach of superior-quality and meets the expectations and demands of its guests in a healthy and safe environment and to the highest possible degree. Surveys performed at the hotel complex in 2015 mark “guest satisfaction” at 86%. Accommodation that can be customized according to the needs and wishes of our guests gives the most important competitive edge to Altın Yunus. The fast, practical online reservation facilities provided via our partners are also an additional drive to satisfy our guests.The 2015 customer profile of Altın Yunus, distributed into

In 2015, Altın Yunus maintained its operations focused on growth through ‘satisfying our guests’ and services of

superior-quality.

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ALTIN YUNUS 2015 ANNUAL REPORT ALTIN YUNUS 2015 ANNUAL REPORT

Board of Directors Senior Management, Committees

Senior ManagementNAME TITLE

ÖZGÜR CİRELİ GENERAL MANAGER CÜNEYT GÜNLÜSOY FINANCIAL AFFAIRS MANAGER

Audit CommitteeNAME TITLE

DAVUT ÖKÜTÇÜ HEADATİLA SEZGİN MEMBER

Corporate Governance CommitteeNAME TITLE

ATİLA SEZGİN HEADYILMAZ GÖKOĞLU MEMBERMEHMET AKTAŞ MEMBERGÖKHAN KAVUR MEMBER

Early Detection of Risk CommitteeNAME TITLE

ATİLA SEZGİN HEADDAVUT ÖKÜTÇÜ MEMBERYILMAZ GÖKOĞLU MEMBER

Limits of Authority:Both the chairperson and the members of the Board of Directors possess all of the authorities set forth in the applicable articles of the Turkish Commercial Code as well as in articles 10 and 11 of the Company’s articles of association.

* Résumés of Board Members and Senior Managers are available on pages 25-26.* Mr. Özgür Cireli, acting General Manager, was appointed General Manager as of March 1, 2016.

BOARD OF DIRECTORS & TERM NAME TITLE TERMEMİNE FEYHAN YAŞAR CHAIRPERSON 27.03.2015 - 1 YEARİDİL YİĞİTBAŞI VICE CHAIRPERSON 27.03.2015 - 1 YEARATİLA SEZGİN INDEPENDENT MEMBER 27.03.2015 - 1 YEARDAVUT ÖKÜTÇÜ INDEPENDENT MEMBER 27.03.2015 - 1 YEARİBRAHİM TAMER HAŞİMOĞLU MEMBER 27.03.2015 - 1 YEARYILMAZ GÖKOĞLU MEMBER 27.03.2015 - 1 YEARMEHMET AKTAŞ MEMBER 27.03.2015 - 1 YEAR

İdil YiğitbaşıVice Chairperson

Atila SezginIndependent Member

Emine Feyhan YaşarChairperson

Davut ÖkütçüIndependent Member

Mehmet AktaşMember

Yılmaz GökoğluMember

İbrahim Tamer HaşimoğluMember

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Corporate ProfileAltın Yunus, which started off in 1974 as the first 5-star resort with a capacity of 1,100 people in Turkey and the Middle East, is now leading the sector in thermal, yacht and congress tourism.

Altın Yunus appeals to many different tourist profiles, creating new concepts and implementing modernizations, increasing the level of quality of its service range.

Altın Yunus is built on Kalem Point in the Boyalık District of Çeşme, 80 km west of Izmir, and occupies 140,000 m2 of land. It opened for service on June 10, 1974 as the first 5-star resort with a capacity of 1,100 people in Turkey and the Middle East. Altın Yunus is one of the largest tourism facilities in Turkey. It combines features of the time it was built with modern architectural features to create a charm filled with nostalgia.

A 250-meter certified Blue-Flag natural beach, a private marina, and the health and beauty treatment opportunities offered by the Bio Venus Spa are among the amenities Altın Yunus offers and they fully comply with all international standards, ensuring that guests have a thoroughly enjoyable stay.

Altın Yunus has also been successfully fulfilling its mission of contributing to the growth and development of Turkey’s tourism industry by promoting the country internationally, by hosting Turkish and foreign dignitaries, and by continuing with new projects.

PEOPLE- AND ENVIRONMENT-ORIENTED SERVICE APPROACHAltın Yunus has acted both as pioneer and as training ground for the tourism sector in Turkey by educating countless managers and tourism professionals. It harnesses the benefits of being the first in its sector and its advanced human resources to offer services of superior-quality throughout the year.

Altın Yunus operates in accordance with the ISO 9001-2008 Quality Management System Certification. Its facilities are kept up to date with periodic renovations, based on the needs and wishes of its guests, and its services are continually improving with an approach towards people and focused on the environment.

SHAREHOLDING STRUCTURE OF ALTIN YUNUS (%)

YAŞAR HOLDİNG A.Ş.61.84

KOÇ HOLDİNG30.00

OTHER8.16

Share Rate Share AmountShareholder (%) (TL) Yaşar Holding A.Ş. 61.84 10,362,754.91Koç Holding A.Ş. 30.00 5,027,022.00Others 8.16 1,366,963.09Total 100.00 16,756,740.00

The company’s shares are traded on Borsa Istanbul Main Market under ticker symbol AYCES.

Each share entitles its owner (or designated proxy) to one vote at ordinary and extraordinary general assembly meetings of the company.

2015 Financial Performance

Altın Yunus takes its name from a regional myth about a child and a dolphin. Its aim is to be a brand easy-to-access. By keeping with its own corporate culture, Altın Yunus will continue to be a resort that continuously renews itself and enhances its service quality through ongoing improvements that keep well ahead of current needs.

Continuous Improvement in Service Quality

180 berth yacht marina

250 meter Blue Flag sandy

beach

2 thermal pools in a total of

9 pools

465 main facility, suite and marina

rooms

5 restaurants

5 bars

9 conference

halls

(TL Million) 01/01/2014-31/12/2014 01/01/2015-31/12/2015Net Sales 24.4 26.6 Gross Profit on Sales 7.5 7.9 (TL Million) 31/12/2014 31/12/2015Equities 96.7 150.6 Assets 116.9 177.7

Debt/Equity Ratio 0.21 0.18

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Competitive Advantages

UNIQUE GEOGRAPHICAL LOCATION• A unique location in Çeşme popular with an increasing number of people,• 250-meter certified Blue Flag natural beach,• Turquoise blue sea and magnificent scenery,• Within easy reach of the Izmir International Airport, places of historical interest, and other holiday destinations.

A FACILITY WITH INTERNATIONAL STANDARD • A modern facility with 423-room main area and marina, 42 suites and 9 pools,• Eight venues offering a wide range of refreshment and dining experiences,• Nine conference halls and superior services for congresses and meetings,• Strongly positioned in spa tourism thanks to the unique properties of its onsite thermal springs,• A modern facility with a 180-berth yacht capacity,• All-day sports activities, animation shows, live music performance, kids club and fun club.

AN ELITE BRAND IN THE TOURISM SECTOR• Unrivaled sectoral knowledge and experience,• High brand reliability,• Superior service quality backed up by ISO 9001:2008 Quality Management System certification,• The graceful approach of traditional Turkish hospitality,• High levels of customer satisfaction,• Strong collaboration with travel agencies,• A training-ground and school for the Turkish tourism industry.

Altın Yunus has hosted many famous guests since the day of its establishment and made an important contribution to the overall promotion of Turkey.

Altın Yunus has increased its brand recognition and reliability with many breakthroughs in the tourism industry and offers comfortable, superior-quality stays in Izmir Çeşme, one of the most attractive destinations for both national and international guests.

465ROOM CAPACITY

With its architecture, location on an historic peninsula, expansive ground area and number of beds, Altın Yunus was designed for long-term when it was built 42 years ago. It still

makes use of the benefits of this approach in continuing to be one of the most important tourism facilities in the country.

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Services

The Marina, with its capacity of 180 berths, provides every facility for yacht tourism in Çeşme and the Venus Spa offers health with therapeutic waters, personal care and various types of massages.

In addition to ‘sea-sand-sun’, Altın Yunus diversifies into areas such as ‘congress, thermal-spa and water sports’, hosting corporate and private events.

With its marina, beach, conference halls and spas, Altın Yunus is capable of offering a wide range of services to suit the season and purpose of different trips, ensuring a holiday with home-comforts within an organizational structure that can meet all expectations. Altın Yunus maintains the same level of quality and organization throughout the year, trying to improve and expand the spaces it creates for guests to enjoy their time in whatever the season.

Capability Offer Services in All Seasons

ROOM CAPACITY OF ALTIN YUNUS

Room Type NumberStandard Sea 158Standard Garden 161Dolphin Suite 17Golden Suite 2Ocean Suite 6Marin 45Marin Plus 34Altın Yunus Apart 42Total 465

POOL CAPACITIES OF ALTIN YUNUS

Pool Type m2

Main building outdoor pool 238Beach pool I 222Beach pool II 55Kids' pool 26Indoor pool 135Cold water pool 22Thermal indoor pool 60Thermal outdoor pool 49Main building indoor pool 48

Altın Yunus aims to meet all the wishes and expectations of its customers, offering exclusive holiday options to its guests. Altın Yunus offers many alternatives to families with children and those hosting corporate events: besides its outstanding sports, entertainment and culinary services, it also organizes a diverse range of activities, including diving center, private beach, kids pool, entertainment club, music and recreational activities.

Altın Yunus includes 465 hotel rooms for families, newly weds (honeymoon) and business people, as well as 5 specially-designed hotel rooms for disabled guests.

TURKEY'S FIRST PRIVATE MARINA The Marina is the first privately-owned marina in Turkey and, with its capacity of 180 berths, it is a select destination in the Aegean region amid the international competition.

SPA - THERMAL TOURISMTaking advantage of the therapeutic thermal waters of Çeşme, the Venus Spa offers skin care, massage, personal care, water gymnastics, sauna, Turkish baths and thalassotherapy services throughout the year. Venus Spa aims to be a regional winter attraction and in 2016 it is planned to expand the services on offer with hot mud therapy, oxygen and ozone sauna, yoga and breathing therapy.

CONGRESS TOURISMAltın Yunus is an important arbiter in the growing congress-tourism market, providing an experienced team for congress organizations, company meetings and corporate events. The Gardenya Ball Room, Deniz Kızı 1-2-3, Gerence 1-2-3 and Okyanus rooms are available for congress or conference events and an experienced team is available to offer consultancy and organizational services.

EVENTSAltın Yunus offers organization and banquet services for graduation ceremonies, business meetings, anniversaries,

Advantageous Location & Wide Range of Services

weddings and other events. It aims to host flawless events, providing a complete service from the music played to the menu served, using its internal resources as well as trusted suppliers.

SPORTS ACTIVITIES-EVENTSAltın Yunus offers delightful vacation with day-long sports and recreational activities, live music shows, kids club and entertainment club, as well as the Diving Center, Sailing Center and Water Sports Center. The resort also offers water gymnastics, pool diving, darts, archery, water polo, pool games, beach volleyball, basketball, table tennis, various tournaments and diving demonstrations.

A VARIETY OF CULINARY DELICACIES Altın Yunus offers a delightful culinary experience with an extensive range of cuisines and diverse menus served in 8 restaurants located across the facility.• Baküs Restaurant & Bar,• Yunus Sea Food Restaurant,• Petunia Restaurant,• Lobby Bar & Patisserie, • Magnolia Restaurant & Bar, • Relax Cafe, • Beach Snack Bar, • Pool Bar.

National tourism in Turkey has increased due to an increase of employed individuals, along with the associated rise in income per capita and changes in general lifestyle, which carry the idea that vacation is not a luxury but necessity. For tourists visiting from abroad, Turkey is located as a country with many different natural beauty spots and attractions. Altın Yunus benefits from the advantage of its location and is well-placed to meet the changing needs in tourism with a wide range of services.

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Quality Approach

Altın Yunus operates with a focus on “100% customer satisfaction”, yearly drawing closer to its objective with the approach to render service of superior-quality. The year 2015 was concluded with 86% customer satisfaction. Food and hygiene procedures are implemented in accordance with the ISO9001-2008 Quality Management System Certification.

Altın Yunus closely examines feedback from guests, which is obtained through various channels, and periodically improves in line with customer needs and requests. The Company considers superior-quality and customer satisfaction as the corner stone of its competitive power and offers services in full compliance with international norms.

Altın Yunus adopts a service approach of customer-focused and superior-quality at every stage, from supply to presentation, and implements change efforts based on the feedback of its guests.

Investments

In 2015, Altın Yunus increased its investments by 300%, compared to 2014, and completed many infrastructure projects, especially the renovation of beach-front rooms.

Altın Yunus considers increasing satisfaction of guests as top priority, focusing on investments aimed at raising quality, completely meeting these requirements. To this end, investments were almost quadrupled from TL 1,270,351 in 2014 to TL 5,058,687 in 2015.

The priority of the investments was room modernization and 42 beach-front rooms at Altın Yunus were renovated in 2015. Altın Yunus also improved the infrastructure of

the Gardenya Ball Room and increased its capacity. The purpose of the renovation was to facilitate services for bigger meeting groups and increase the portfolio.

The personnel quarters inside the facility were also renovated. Renovation of the personnel quarters will continue into 2016.

In 2015, Altın Yunus made some innovative improvements at Venus Spa as part of its aim to offer a clean, sanitary environment and a variety of services for thermal tourism and spa guests: • Far East massages are now provided by Venus Spa. Two Balinese massage therapists joined the Venus Spa team.• 2 foot-detox machines are now available. • Garra Rufa, fish with healing benefits from Sivas Kangal, have been available since September. • A more diversified service range including Anti-Stress Massage and Venus Special Massage, Sea Salt Peeling with Aloe Vera and Pomegranate, Mini Skin Care and Facial for Men. • New package programs are driving the sales.

Spa-Focused Renovation Works

INVESTMENTS IN TL MILLION

5.1

Altın Yunus attaches great importance to proficient staff in the knowledge that it is through its qualified workforce that it can raise the quality of service and increase satisfaction of our guests. 86%

SATISFYING OUR GUESTS RATES

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The Company in 2015

Altın Yunus is widening the range of its services in line with the changed perspectives in the tourism industry and is popular with national and international tourists for its diversified portfolio of services.

Altın Yunus, which offers services to fit wishes and needs of its guests, saw an increase of 9% in net sales to TL 26.5 million as of the end of 2015. A breakdown of the 132,821 overnight stays shows: 40% from international agencies, 22% from national agencies, 23% from individual guests and 15% from group visits. The number of overnight stays is distributed into 52,665 from foreign agencies, 29,771 from local agencies, 19,679 from individual guests and 30,706 from group visits.

Altın Yunus Increased Net Sales by 9%

Customers and the Company

With a target audience of national and international guests from mid- and high-income segments, Altın Yunus catered for 38,521 guests, while 132,821 guests stayed overnight in 2015.

In 2015, Altın Yunus reached an overnight occupancy rate of 45% with a wide client portfolio including families, long-stay guests, banquet organizers, academic circles, students, trade associations, corporations, NGOs, public institutions and those traveling for the purposes of sports, entertainment, thermal bathing, spas, sea, beach, sun or business. In 2015, the Company achieved an increase of 10.6% in overnight stay revenues.

Customer satisfaction surveys conducted by Altın Yunus point to a satisfaction level of 86%.

The 2015 customer profile of Altın Yunus, distributed into overnight stays, is 40% international guests, mainly from Germany, the Netherlands and Iran, and 60% national guests.

RELIABILITY-BASED MARKETING STRATEGYThe marketing strategy of Altın Yunus is primarily based on reliability. The company continues to participate in national and international fairs and builds relationships with large tour operators to increase its market share. The Company participated in the Emitt Istanbul Fair, Travel

Turkey Izmir Tourism Fair, Ace Of MICE Istanbul, Berlin ITB and

the Danish Fair, focusing on increasing the number of foreign visitors through monitoring its international online sales channels using the “Channel Manager” system. Altın Yunus is also

engaged in collaborations with international operators in

The broad guest profile helped Altın Yunus to reach an occupancy rate of 45% in 2015 and an increase in the revenue per overnight stay by 10.6% was gained.

Altın Yunus is working on extending its advertising and marketing network through mobile apps and making effective use of social media with its accounts on facebook (facebook.com/altinyunusresort/) and Instagram (instagram.com/altinyunus/). Increasing its scores on local and international rating sites is of great importance to Altın Yunus, along with its major aim of both maintaining and increasing brand awareness.

Marketing Focused on Social Media

Concentrating on congress and spa tourism in winter, the hotel also aimed to increase demand by launching direct and agency-based campaigns for weekends and holidays. Due to its efforts in different markets abroad, the Company successfully expanded the summer season from mid-April until the end of October, working together with travel agencies and airlines to reach its goal. Locally, Altın Yunus works with ETS Tur, Club Jolly, Tatil Sepeti, Tatil.com, Mikatur and Setur, while its international partners are Meeting Point, Schauinsland, Thomas Cook, Open Turizm, Tantur, Tui and Alltours. In 2015, online reservations increased by 195%.

195% Increase in Online Reservations

38,521NUMBER OF

GUESTS

7%INCREASE IN THE

NUMBER OF TOURISTS HOSTED

OVERNIGHT

the “MICE” segment.

In 2015, Altın Yunus focused on increasing the number of reservations through the Call Center and the new online reservation system on www.altinyunus.com.tr, as well as enlarging its share of this particular segment, trying to reach the right audience at the right time with sales calls scheduled throughout the year.

Lifestyles, different expectations and professional needs lead to a diversified and ever more developing tourism sector, while the definition of vacation, “sea, sand and sun”, is changing too. "Entertainment, culture, thermal-health, congress-fair, eco-nature and cruise tourism" are part of this new environment, as well as "religion, gastronomy, sports, adventure, slow city travel and boutique airlines tourism".

Altın Yunus, Çeşme offers "holiday tourism, congress tourism, thermal-health tourism, entertainment and sports tourism", meeting many expectations of national and international tourists who come to the region from diverse backgrounds.

VACATION TRENDSIn 2015, Turkey's political, economic and social conditions affected all sectors, including tourism. Terrorist attacks in Turkey and in Europe, as well as two general elections within a year, affected decisions on taking a vacation. In 2015, as a result of the negative news about Turkey in the foreign media, the total number of visitors to Turkey decreased by 1.61%, compared with 2014, to 36,245,000, according to temporary figures issued by the Ministry of Culture and

Tourism. Total revenues from tourism decreased by 8.3% to USD 31.5

billion in 2015. 81.3% of tourism revenues (mobile

phone roaming and marina service fees excluded) comes

from foreign tourists and 18.7% is generated by visits from Turkish citizens living abroad. The decreases in the number of visitors, based on country-by-country, are 18.53% for Russia, 18.31% for France and 9.08% for Greece.

The percentages of visitors from the countries who sent the most tourists in 2015 are 15.4% for Germany, 10.1% for Russia and 6.9% for Britain.

The decrease in the number of Russian tourists had a negative effect on the occupancy of hotels in the Southern region, leading to increasing of price competition which subsequently had a detrimental effect on the hotels in the Aegean region. In 2015, depreciation of the Turkish Lira and the decrease in the purchasing power of local tourists, as well as event cancelations by some companies also affected the occupancy rate of hotels. Contrary to these negative effects, the increase in parity of the Euro and US-Dollar had a positive effect on revenues from the foreign tourist segment.

31.5TOTAL REVENUES FROM TOURISM

BILLION DOLLARS

36.2NUMBER OF TOURISTS

VISITING TURKEY FROM ABROAD

MILLION

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Suppliers and the Company

Suppliers play an important role in the sustainability of a business model and Altın Yunus recognizes that they are an essential part of its commitment to raise levels of satisfaction of our guests. Altın Yunus considers its suppliers as team members in providing first class services for guests, selecting reputable brands operating with the principles of responsibility and consistency.

The company applies specific criteria to all purchasing decisions and offers services reliable and of superior-quality in the light of its corporate values.

Altın Yunus attached importance to not only sharing objectives but also sharing ethical standards in selecting its suppliers.

Altın Yunus considers operational perfection as a corporate objective, optimizing its operational costs with effective management of the supply chain.

SUSTAINABLE COLLABORATIONAltın Yunus also purchases expert services from well-known companies outside the hotel sector in areas such as landscaping, security and recreational activities, ensuring that the suppliers of these services are certified in terms of sustainability and competence, can provide references and act in accordance with their official liabilities. SUPPLIER AUDITSAltın Yunus performs annual audits of suppliers and also uses this practice to contribute to their business structure in corporate terms. Based on the audits, professional engagements with some suppliers are terminated and alternative ones are added to the portfolio. As a result

of audits performed in 2015, Altın Yunus continued to work with the most reliable suppliers capable of providing service of most superior-quality.

Altın Yunus collaborates with suppliers who have adopted a responsible and consistent approach, using its audit procedure to ensure high quality and appropriate costs in products and services.

• Cost efficiency,• Timely delivery,• Maintenance of the cold chain for food products,• Favorable payment conditions,• Continued product quality,• Guarantee conditions applicable for equipment and tools,• Compliance with storage requirements,• Appropriate supplier references,• Flexible conditions of return,• Sufficient capacity and competent after-sales services.

Purchasing Criteria of Altın Yunus

Employees and the Company

In 2015, Altın Yunus continued to provide professional, technical and personal training for its employees and updated its emergency action plan.

238AVERAGE NUMBER OF

EMPLOYEESAltın Yunus invests in the professional, technical and personal development of its employees to maintain and improve quality standards of all its services. In 2015, a total of 2,209 training hours was provided, which was distributed to 9.1 hours per person.

Making use of its digital training infrastructure, Altın Yunus provided training on a variety of topics based on the role and tasks of its employees in 2015. Employees also benefitted from training on social interests and hobbies.

OCCUPATIONAL HEALTH AND SAFETYFrom 2010 to 2015, Altın Yunus purchased consultancy services in occupational health and safety and employs occupational health and safety experts in accordance with the Occupational Health and Safety Law 6331. As of 2015, the Company also employs doctors and nurses to provide health services for its guests and employees.

In 2015, Altın Yunus updated its emergency action plan and provided special training on the following: • Basic occupational health and safety,• Risk assessment,• Electrical hazards,• Ergonomic training,• Fire training,• Technical training.

In 2015, Altın Yunus prepared Near Miss Reports, performed fire and evacuation drills, distributed personal protective equipment to its employees and provided the associated training. In 2015, inside the facility; • Pressure vessel and elevator periodic controls were completed,• Environmental evaluations were completed,

• Risk analyses were completed in line with legal requirements and action plans were

developed,• Actions were implemented, starting from the

highest risk factor.

In 2015, Altın Yunus worked to raise awareness on welcoming and farewell, sales, packages, Turkish Bath services, standard Swedish massage and communication skills for guests with a disability. The restaurant and bar personnel were trained on separating waste into organic, paper, plastic and glass and sending it to the waste rooms accordingly.

Altın Yunus recruited new employees for various departments in 2015 and the average number of employees was 238. The Company continued its standard orientation, occupational health and safety and hands-on training, as well as performing health checks of its personnel at recruitment and subsequent periods.

Regular Orientation Training

2,209TOTAL TRAINING FOR EMPLOYEES

HOURS

20 21


Environment and Sustainability Corporate Social Responsibility

Altın Yunus intends to minimize the environmental effects of service provision processes and strives to reduce power, water and energy consumption.

Accordingly, Altın Yunus uses 100% recycled and recyclable paper, collecting at source and sending it on to the appropriate facilities. Altın Yunus purifies waste water to use for the irrigation of gardens and woods and makes efforts to use more geothermal energy rather than from other power resources.

In line with its efforts to receive the Green Star Hotel Certification, the benchmark for facilities with environmental awareness, Altın Yunus has:• Reduced use of chemicals and power by improving water quality.

Altın Yunus acted on its conviction of social cooperation and welfare by continuing its social projects in 2015. The Company focused especially on education and also supported environmental, natural and sports initiatives.

In 2015, Altın Yunus’ support for education included the following: • The Company attended the Career Days organized by Balıkesir University in February 2015, Afyon Kocatepe University and Izmir University of Economics in March 2015, Yaşar University in April 2015, Ege University Çeşme Vocational School and Adnan Menderes University Tourism -

Altın Yunus continues to work on power consumption, treatment of waste water, recycling and environmental cleaning and has also begun efforts to achieve the Green Star Hotel Certificate.

As part of its policy of making its resources available for education, Altın Yunus provided internships for 61 students in 2015.

• Started a transition from fuel-oil to LNG to decrease the use of fossil fuels and resultant carbon emissions, started using geothermal energy more effectively for heating and hot water, and reduced LNG consumption by 40% and carbon emissions by 20%.

• Built separate flush tank installations in the renovated rooms to pass the purified

waste water through an ultra-filter so it can be used in flush tanks.

• Ensured energy savings by using heat-insulated frames and double-glazing in Marina rooms and implementing heat insulation on the ceilings of lower floor corridors. • Installed LED systems and sensors for hotel lighting.• Collected used batteries, fluorescent lamps, waste grease and other hazardous waste to deliver to the proper facilities in an effort to protect the environment.

• Changed the boiler used for heating the building to a condensing boiler to increase efficiency and

decrease LNG consumption.• Installed air-conditioning inverters

during renovation of the beach-front rooms to save energy.• Replaced old refrigerators with Class A products.• Installed VRF air-conditioning systems in addition to the central

air-conditioning of the renovated ball room. Used outdoor air feeders and heat

recycling devices to save energy.• Replaced the heating installation during the

renovation of Block B Personnel Quarters with a more efficient and less power-consuming system.

Hotel Administration Vocational School in November 2015.• In 2015, three students from the Tourism Education Center (TUREM), 12 students from high schools and 46 university students were given internships at Altın Yunus.• Students from Çeşme Tourism & Hotel Management High School ranked 2nd place in the category of lamb dishes, with support provided for catering training and materials, at the Antalya Young Teams Contest. • Students from Çeşme Yahya Kerim Onart High School ranked 1st place in the category of Food from the Black Sea Region with support provided for catering training and materials.

On May 13, 2015, Altın Yunus organized a beach cleaning event at Boyalık, which was attended by hotel employees, and continues to provide the Animal Shelter, Çeşme with leftover food. On April 10, 2015, the national swimmer Derya Can Göçen participated in an event named “Never Dive Solo”, which was aimed at creating awareness of the dangers of solo free-diving. The dive was sponsored by Altın Yunus.

Approach of Social & Environmental Awareness

20%REDUCTION IN

CARBON EMISSIONS OF THE FACILITY

40%SAVINGS IN LNG CONSUMPTION

THANKS TO THE USE OF GEOTHERMAL

ENERGY

22 23


Altın Yunus, which aims for high quality and 100% satisfaction of our guests in the tourism industry, received two awards and three certificates of appreciation in 2015.

• Holiday Check, a German travel platform accessed by 25 million monthly visitors, granted the 2015 "Quality Award" to Altın Yunus based on the rate of satisfying our guests.

• Altın Yunus was granted with a plaque by Zoover, a website for holiday reviews. • In 2015, Altın Yunus received a certificate by Turmepa Clean Sea Foundation for its efforts on protecting and

sustaining the environment.

• Altın Yunus received a certificate of appreciation by Çeşme Municipal Government and also from Çeşme Society for the Prevention of Cruelty to Animals for its support to the Animal Shelter, Çeşme since 2006.

• Altın Yunus received also a certificate in gratitude for the support it gave to the Çeşme Alper Çizgekanat State Hospital.

Documents and certificationsISO 9001-2008 Quality Management System Certification

Awards - Certificates

Altın Yunus prioritizes quality and hygiene in all its services and its competence is testified by the certifications and awards it has received.

Altın Yunus has raised the bar in the Turkish tourism industry and continues its successful journey with new achievements at every step.

1972 Altın Yunus is established on Kalem Point – December 21 – occupying an area of 140,000 m2. 1974 Altın Yunus was opened on June 10, 1974 by the External Affairs Minister of the time, Turan Güneş, after 18 months of construction. 1984 The facility hosted a NATO meeting, a very important step forward, and proved its competence in not only hosting large numbers of guests but also providing security and confidentiality. 1987Altın Yunus shares were sold on the Stock Exchange. 2004 Altın Yunus was

granted with a Blue Flag for its 250-meter beach. 2010 Consultancy services were procured in occupational health and safety. 2011 Altın Yunus received the ISO 9001-2008 Quality Management System Certification. 2014 Altın Yunus hosted the world-famous competitors for the 2014 European Sailing Championship. 2015 Altın Yunus has started to aim towards the goal to receive the Green Star Hotel Certification.

Altın Yunus's Milestones

Sector Leader for Services

• Turkey's first 5-star resort with 1,100 beds • Turkey's first facility engaged in yacht tourism and sea sports • The first facility to allow guests to benefit from the therapeutic waters of Çeşme • The first facility in the Aegean region to implement the concept of “open buffet” • The first facility to host guests from Scandinavia and Europe • The first facility to make use of wind power

"Firsts" by Altın Yunus

2 AWARDS

3 CERTIFICATIONS

OF APPRECIATION


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CORPORATE GOVERNANCE PRACTICES AND FINANCIAL INFORMATION

MANAGEMENTEmine Feyhan Yaşar - ChairpersonFeyhan Yaşar has a bachelor's degree from Boğaziçi University's Administrative Sciences Faculty in 1978 and a post-graduate degree from Dokuz Eylül University's Economics Department. Feyhan Yaşar started her career in 1978 at DYO as a Human Resources Expert and served as Personnel Relations Coordinator, Tourism Coordinator and Executive Committee Member, She also served as Yaşar Holding Vice Chairperson and Board Member. Feyhan Yaşar served as Vice Chairperson of Yaşar Holding Board (1997 – 2003) and Chairperson of Yaşar Holding Board (2004 – 2009). She now serves as Vice Chairperson of Hedef Board. Feyhan Yaşar serves as Chairperson of the Board of Pınar Su, Pınar Et and Altın Yunus as well as a board member at other Yaşar Group companies and also as the Vice Chairperson of Yaşar Holding Board of Directors.She is also the Chairperson of Turkish Union of Chambers and Exchange Commodities (TOBB) Beverages Industry Commission, Vice Chairperson of Yaşar Education and Culture Fund, Board Member of Turkish Corporate Governance Association (TKYD), and member of the Board of Trustees at Yaşar University, Turkish Education Foundation (TEV), Health and Education Foundation (SEV), and Boğaziçi University Foundation (BÜVAK). Feyhan Yaşar is a member of Turkish Industry and Business Association (TÜSIAD), Union of Turkish Dairy, Meat and Food Industrialists and Manufacturers (SETBIR) and Aegean Industrialists and Businessmen Association (ESIAD) and Honorary Consul of Luxembourg in Izmir.

İdil Yiğitbaşı – Vice Chairpersonİdil Yiğitbaşı has a bachelor's degree from Boğaziçi University's Business Administration Department 1986 and a post-graduate degree from Indiana University's Business Administration Department in 1989. She started her career in 1986 at Yaşar Group in the finance sector. She served as top-level manager and board member for a number of group companies, especially in the food industry, in the areas of strategy and marketing and Vice Chairperson of Yaşar Holding Board from 2003 to 2009. İdil Yiğitbaşı served as the Chairperson of Yaşar Holding Board from April 2009 to April 7, 2015 and was appointed as the Vice Chairperson on this date. Yiğitbaşı is a member of Turkish Industry and Business Association (TÜSIAD), Union of Turkish Dairy, Meat and Food Industrialists and Manufacturers (SETBIR), ESIAD and Turkish Corporate Governance Association (TKYD) and serves as a board member for a number of Yaşar Group companies.

Atila Sezgin - Independent MemberAtila Sezgin received a bachelor’s degree in business administration from the Middle East Technical University in 1966, and a doctorate degree in the same field from Ankara Academy of Economic and Commercial Sciences in 1974, where he obtained associate professor title in 1976. He became a professor in the Faculty of Economics and Administrative Science at Hacettepe University in 1982. He worked as a budget specialist in the Ministry of Finance Directorate General of Budget and Financial Control (1968-1971), as financial advisor and general coordinator at the Tepe Group Hacettepe University Foundations (1976- 1986), member of the Assembly and the Board of Directors at Ankara Chamber of Industry (1984-1986), Chairman of the Board of Directors at KAMU-İŞ (a union of public sector employers) and a member of the Board of Directors of Central Anatolian Association of Iron and Non-Iron Metal Exporters (1993-1996). Atila Sezgin was a Member of EU-Turkey Economic and Social Council Mixed Advisory Committee from 1995 to 1998, Chairmen of the Turkish Delegation to the EU-Turkey Coal and Steel Community Treaty Task Force from 1994 to 1996, Vice Chairman of the Board of Directors of Istanbul Association of Iron and Non-Iron Metal Exporters from 1992 to 1996 as well as Member of the Board and Economics Committee at the International Iron and Steel Institute and General Manager and Board Chairman at Turkish Coal and Steel Enterprises. Sezgin served as Board Member at Eurasiasat SAM Company and General Manager and Board Vice Chairman at Türk Telekomünikasyon A.Ş. from 1998 to 1999 and also serves as a board member for various Yaşar Group companies. Having held various academic positions including Vice Dean, Dean and Vice President at Ankara Academy of Economic and Commercial Sciences and Dokuz Eylül University, Atila Sezgin served as the President of Izmir University of Economics from October 2001 until January 2012. Atila Sezgin is also e member of the Board of Trustees for Yaşar University.

Davut Ökütçü - Independent MemberDavut Ökütçü has a bachelor’s degree in Chemical Engineering from Robert College in 1969 and a master degree in Industrial Engineering from Syracuse College in the USA in 1971. He started his career as an industrial engineering at Koç Holding company Bozkurt Mensucat. Ökütçü served as Planning Manager, Investment Coordinator, Business Manager, Vice General Manager, General Manager and Managing Member. He was assigned as Vice Chairperson of Koç Holding Energy, Commerce and Construction Group in 1990 and General Manager of Ramerica International Inc. (USA) in 1991. He was assigned as the Consumer Group Vice Chairperson in 1996 and served as Board Member at Maret, Bozkurt Tarım ve Gıda, Koç Ece, Bozkurt Mensucat Sanayii and BAT Tütüncülük, He retired in 2003.Davut Ökütçü served as Independent Board Member of Arçelik and Marmaris Altın Yunus in 2012. He is a member of Turkish

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RISK MANAGEMENT, INTERNAL CONTROL SYSTEM AND INTERNAL AUDIT ACTIVITIES

MANAGEMENT

RISK MANAGEMENTThe scope of Enterprise Risk Management activities to be implemented at companies under Yaşar Group organization and their operating procedures and principles are set out within the frame of a Regulation. In addition, the framework of risk management activities, risk management duties and responsibilities, processes, reports, confidence procedures and risk management terminology have been created.

The Company began implementing “Enterprise Risk Management” as a systematic process whereby risks are defined, analyzed, controlled and monitored. This method is capable of minimizing the costs incurred in relation to contingencies that result negatively, as well as their impact upon the Company’s asset values.

Risk Management Policy of the Company The Company’s Board of Directors has adopted risk management strategies that will minimize the impact and probability of risks, which might affect the stakeholders in the Company and particularly the shareholders; accordingly, the Board of Directors makes sure that necessary actions are taken.

Works of Early Detection of Risk Committee The Early Detection of Risk Committee performs activities for the purposes of early detection of risk and creation of an efficient risk management system.

The Committee oversees the conduct of enterprise risk management activities, which are aimed at the creation of the prioritized risk inventory within the frame of risk management policies and procedures, determination of appropriate risk strategies, taking of necessary actions and monitoring the outcomes. The Committee also provides the necessary guidance in these aspects.

Future Risks Regarding Sales, Productivity, Income Generation Capacity, Profitability, Debt/Equity Ratio and Similar Matters Under the risk management policy and procedures adopted across the Group, work is underway to create the risk inventory for all of the Company’s activities and to take necessary actions. Along the line; • the Company’s risk exposure is classified under the headings of strategic, operational, financial, external and compliance risks, and analyzed according to their impact and probability, • existing controls for material risks are reviewed with respect to their design and implementation, and optimum strategies and actions are identified,• results of the action taken are followed up, and • results and possible developments are reported to related units and assessed.

INTERNAL CONTROL SYSTEM AND INTERNAL AUDIT ACTIVITIES A control is described as any implementation aimed at eliminating an event that will adversely affect the achievement of the Company’s goals, or at mitigating their impact and probability. The internal control system is composed of the definitions of standards for business processes, policies and procedures, job descriptions, and authorization structures. In this frame, the management has set up all control systems, including those that prevent/identify and improve, for efficient and productive conduct of the Company’s business.

The internal control systems established at the Company are intended to ensure the efficiency and effectiveness of operations, reliability of the financial reporting system, compliance with legal regulations, and they seek to provide assurance in these aspects. These control systems also protect the Company’s assets, reputation and profitability.

The oversight of the Company’s accounting system, public disclosure of financial information, independent audit and the operation and efficiency of the internal control system is basically fulfilled by the Audit Committee set up by the Company’s board of directors. When fulfilling this function, the Audit Committee makes use of the findings of the bodies performing certification under the Group Audit and Risk Management Coordinator, independent audit and certified accountancy.

Under the internal audit activities, the Company evaluates the effectiveness of the existing risk management system, and the adequacy, effectiveness and efficiency of the internal control system, and also makes proposals for their improvement. In addition, the processes of determining and implementing the necessary actions for relevant determinations and proposals are monitored closely.

Education Foundation Trustees and Board, Darüşşafaka Association Board and High Advisory Committee as well as Union of Turkish-American associations (ATAA) and TABA High Advisory Board.

İbrahim Tamer Haşimoğlu - Memberİbrahim Tamer Haşimoğlu was graduated from Istanbul Technical University Mechanical Engineering Department in 1988 and has a master degree in Istanbul University's Business Administration Department in 1989. He started his professional career in 1989 as a Trainer at Koç Holding Planning Coordination and served as Specialist, Manager and Coordinator. He was assigned as the Acting Manager of Koç Holding Strategic Planning Group in 2004 and continued to serve as Koç Holding Strategic Planning Manager from May 2004 to April 2011. Haşimoğlu was assigned as the Director Koç Holding Tourism, Food and Retail Group in April 2011 and has been a member of Altın Yunus Board of Directors since 2011.

Yılmaz Gökoğlu - MemberYılmaz Gökoğlu has a bachelor's degree from Ankara University Faculty of Political Sciences Economics-Finance Department in 1977, He served as an Account Expert at the Ministry of Finance from 1978 to 1982 and joined Yaşar Group in 1983. He served as top-level manager at various positions in the fiscal affairs and audit departments and was assigned as a Board Member of Yaşar Holding in April 2007. Yılmaz Gökoğlu also serves as the Secretary General of Boards at Yaşar Holding as well as a member of several other companies within the group.

Mehmet Aktaş - MemberMehmet Aktaş received a bachelor’s degree in economics from Ankara University, Faculty of Political Sciences in 1983, a master’s degree in economics from Vanderbilt University in 1992 and a doctorate degree in finance from 9 Eylül University in 2003. He served as a civil servant from 1984 to 1995. Aktaş joined Yaşar Group in 1995 and served as a top-level manager at a number of positions, mainly in the areas of strategy, budget and corporate finance. Mehmet Aktaş was appointed as Chief Executive Officer (CEO) of Yaşar Holding in July 2007 and has been serving as a member of Yaşar Holding Board of Directors and as Chief Executive Officer since April 2009. Aktaş also holds seats on the Boards of Directors of other companies under Yaşar Group.

Members of the Board of Directors of our company, which is affiliated to Yaşar Group, may hold seats on the boards of directors of other Group companies, and there may be various transactions by and between these companies that may be considered under the scope of Article 395/1 of the Turkish Commercial Code. However, the parties to such transactions are Group companies only, and necessary permissions are obtained at the general assembly meeting of each relevant company.

SENIOR MANAGEMENTÖzgür Cireli - General ManagerÖzgür Cireli was graduated from Hacettepe University Tourism and Hotel Management Department in 1990 and started his career at Izmir Hilton in 1991. Cireli, after serving at various departments, serves as Revenues Manager at Hilton Ras Al Khaimah from August 2001 to May 2006 and at Hilton Kuwait Resort from June 2006 to May 2008. He served as Revenues Manager and Vice General Manager at Fujairah Rotana Resort & Spa from January 2008 to April 2012. Özgür Cireli served as the Vice General Manager at Rixos The Palm Dubai from March to September 2012 and as General Manager at Bin Majid Beach Resort Ras Al Khaimah from December 2012 to March 2014. He started to work for Altın Yunus Çeşme as the Operations Manager in June 2014 and was assigned as the acting General Manager of the Company in September 2014. Mr. Özgür Cireli was assigned as General Manager as of March 1, 2016.

Cüneyt Günlüsoy – Financial Affairs ManagerHe was graduated from Anadolu University Business Management Department in 1989. He served as Sales Agent at Vepa Group and Accountant at Koruma Tarım until 1993. In 1993, he joined Yaşar Group as an Accountant at Yaşar Holding Headquarters Accounting Department and was assigned as Cost Accounting and Budget Control Chief to Pınar Deniz Ürünleri in 1997.In 1999, he was assigned as the Accounting Manager of Bintur and also served as the Finance and Budget Control Manager at the company. He was assigned as the Finance Manager of Altın Yunus in 2006. He currently serves as the Finance Manager of Altın Yunus Çeşme Turistik Tesisler A.Ş. and Bintur Turizm ve Catering Hizmetleri Tic. A.Ş. Cüneyt Günlüsoy is a certified finance consultant.

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LEGAL DISCLOSURES AGENDA

Information on the Extraordinary General Assembly Meeting during the Reporting Period, If Applicable The decisions adopted in 2015 at the Ordinary General Assembly Meeting held on March 27, 2015 have been implemented. An Extraordinary General Assembly Meeting was not convened during 2015.

Affiliated Companies ReportThe conclusion of the report on relations with Controlling Company and Affiliates issued by the Board of Directors as per TCC Article 199 is as follows:

The Company's Board of Directors is obliged to issue a report related to relations with the controlling shareholder and its affiliates in the last year of operation (within the first three months of the year of activity) and include the conclusion section of this report in its annual report pursuant to article 199 of Turkish Commercial Code 6102 as promulgated on July 1, 2012.

Necessary disclosures on the transactions our company carried out with the associated parties are covered in the present report. In this report by the Board, the Company’s Board of Directors concluded that in all transactions the Company carried out during 2015 with its controlling company or with its affiliates, an appropriate counter-performance was provided in each transaction according to the conditions and state known to us at the time the transaction and/or the action was realized/taken or avoided; that there were no actions taken or avoided which might potentially cause loss to the Company, and that there are no transactions or actions that would require equalization within this scope.

Donations and GrantsThe Company may, from time to time, make donations and grants to foundations, associations, universities and similar institutions, which are founded with social motives, subject to the principles set out by the Capital Markets Board.

In 2015, the Company’s donations to various organizations and institutions amounted to TL 10,000.

Lawsuits Filed Against the Company with a Potential Impact on the Company’s Financial Standing and Activities and Possible ResultsThe related disclosure is presented in note 26 to financial statements for the period 01 January 2015 - 31 December 2015.

Disclosure of Administrative or Judicial Sanctions Against the Company or the Members of the Governing Body on Account of Practices Violating the Provisions of LegislationThere are no administrative or judicial sanctions imposed against the Company or the members of the governing body on account of any practice violating the provisions of legislation.

Changes in the Articles of Incorporation during the Reporting PeriodNo changes were made to the Articles of Incorporation during the reporting period.

Financial Rights Provided to the Members of the Board of Directors and Senior ExecutivesFinancial rights provided to the Chairperson, Members of the Board of Directors and Senior Executives are determined within the frame of the Remuneration Policy posted on our website. In the twelve months that ended on 31 December 2015, remuneration and other benefits to the members of the Board of Directors and senior executives amounted to TL 542,653.

Disclosures Concerning Special Audit and Public Audit Conducted During the Fiscal YearDuring 2015, regular audits have been performed by various public agencies, after which no material notices have been served on our party.

The Company’s Shareholders’ EquityThe shareholders’ equity worth TL 150,556,835 as at 31 December 2015 indicates that the issued capital of TL 16,756,740 has been very well maintained.

AGENDA FOR 2015 ORDINARY GENERAL ASSEMBLY OF ALTIN YUNUS ÇEŞME TURİSTİK TESİSLER A.Ş. DUE ON MARCH 25, 2016

1. Opening and election of Presiding Committee,

2. Authorizing the Chairmanship Committee to sign the minutes of the General Assembly Meeting,

3. Reading, deliberating and approving the Annual Report 2015 prepared by the Board of Directors,

4. Reading and deliberating the Independent Auditor’s Report for 2015 fiscal year,

5. Reading, discussion and approval of 2015 Financial Statements,

6. Acquitting the Company’s directors of their fiduciary responsibilities for 2015 operations,

7. Deliberation and decision on Article 3 “Purpose and Scope” of the Company’s articles of incorporation,

8. Deliberation and decision on amendment of the Company's articles of association, Article 15 titled “General Assembly” as per the “Communiqué on General Assembly Meetings of Joint Stock Companies on Electronic Platforms” issued by the Ministry of Customs and Trade,

9. Laying down the Independent Audit Firm designated by the Board of Directors for the approval of the General Assembly pursuant to the Turkish Commercial Code and the Capital Markets Board requirements,

10. Determining the number of Board directors and their terms of office; making elections in accordance with the number of Board directors so determined; designating independent Board members,

11. Determining the rights provided to the Board directors such as compensation and attendance fees, bonuses and premiums pursuant to Article 408 of the Turkish Commercial Code,

12. Informing shareholders, pursuant to Article 12 of the Corporate Governance Communiqué no. II-17.1 issued by the Capital Markets Board, about guarantees, pledges, mortgages and sureties that have been granted by the Company in favor of third parties and about any income and benefits that may have been derived,

13. Submittal of the Donations Policy generated as per the Capital Markets Legislation to the approval of the general assembly,

14. Informing shareholders about any donations that were made during the year and laying down the donation limit set under the Capital Market legislation for the approval of the General Assembly,

15. Deliberating and voting on matters pertaining to the year’s profits,

16. Authorizing the Company directors to engage in the transactions as per Articles 395 and 396 of the Turkish Commercial Code,

17. Wishes and opinions.

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DRAFT AMENDMENT OF ARTICLES OF INCORPORATION

FORMER VERSIONOBJECTIVE & SUBJECT Article 3-Company's purpose and field of operation are as follows.

a. Establishing touristic facilities in touristic regions of the country; building, selling, operating or purchasing hotels, beaches, entertainment venues and similar places and repairing, operationalizing, reselling, leasing or hiring such places,

b. Selling souvenirs in touristic regions, building and oper-ating stores for selling such merchandize, purchasing, repairing, operationalizing or selling such stores,

c. Buying souvenirs, selling them in Turkey or exporting them,

d. Establishment of tourism agencies in and out of the country and engaging in temporary or permanent partnerships with established tourism agencies or operating, taking over such agencies,

e. Organizing Charter and other tours by land, water and air for tourists, organizing travels for tourist groups in and out of the country or mediating for such travels or assisting foreign hunting clubs to hunt in Turkey,

f. Organizing folklore groups for touristic purposes, orga-nizing tours for these groups in and out of the country, shooting or assisting documentary films for touristic introduction of Turkey or buying and selling such movies, publication for touristic purposes, especially issuing, publishing and selling guides or establishing permanent or temporary partnerships with companies which provide such services,

g. Engaging in industrial and other activities in line with the scope and purposes of the company as well as import and export activities,

h. Establishing liaison offices and agencies in line with the scope and purposes of the company,

i. Leasing or purchasing land and parcels from real or legal persons or the public at touristic regions or establishment of usufruct for the company, leasing out or selling such land and parcels to third parties for touristic purposes, leasing usufruct for the same purposes, building permanent or temporary touristic facilities or camps on leased land and parcels, operat-ing or leasing them,

j. Opening schools in and out of the country to train qualified personnel for tourism sector, operating them or supporting their operation,

k. Afforestation of land and parcels for recreation and embellishment of the land or development of the facilities to gain revenues in line with company's field of business, using, operating, buying and selling movable or immovable estate in line with company's field of business, taking or giving pledge, procuring and revealing real rights on behalf of the company, borrowing loans, acquiring patent, license and other incorporeal rights directly or by transfer, registering

NEW VERSIONOBJECTIVE & SUBJECT Article 3-Company's purpose and field of operation are as follows.

a. Establishing touristic facilities in touristic regions of the country; building, selling, operating or purchasing hotels, beaches, entertainment venues and similar places and repairing, operationalizing, reselling, leasing or hiring such places,

b. Investing or engaging in operation of marinas, boat yards or shipyards in and out of the country; building restaurants, cafes, pastry shops, diners, night clubs, sports facilities, health facilities or social facilities and other recreation and touristic facilities in such places as well as petrol or gasoline stations to meet the requirements of the customers, operating, hir-ing or leasing out such facilities, engaging in fiscal, commercial and administrative actions and activi-ties in line with this purpose and scope,

c. Building, operating, hiring, leasing sea tourism facil-ities and engaging in activities specified by the applicable legislation including the Sea Tourism Regulation,

d. Building, operating, hiring, leasing out shore facil-ities, engaging in operations in such facilities in accordance with the applicable legislation including the Regulation on Basis and Principles of Operating Permits of Shore Facilities,

e. Selling souvenirs in touristic regions, building and oper-ating stores for selling such merchandize, purchasing, repairing, operationalizing or selling such stores,

f. Buying souvenirs, selling them in Turkey or exporting them,

g. Establishment of tourism agencies in and out of the coun-try and engaging in temporary or permanent partnerships with established tourism agencies or operating, taking over such agencies,

h. Organizing Charter and other tours by land, water and air for tourists, organizing travels for tourist groups in and out of the country or mediating for such travels or assisting foreign hunting clubs to hunt in Turkey,

i. Organizing folklore groups for touristic purposes, orga-nizing tours for these groups in and out of the country, shooting or assisting documentary films for touristic introduction of Turkey or buying and selling such mov-ies, publication for touristic purposes, especially issuing, publishing and selling guides or establishing permanent or temporary partnerships with companies which provide such services,

j. Engaging in industrial and other activities in line with the scope and purposes of the company as well as import and export activities,

k. Establishing liaison offices and agencies in line with the

scope and purposes of the company,l. Leasing or purchasing land and parcels from real or legal

persons or the public at touristic regions or establishment of usufruct for the company, leasing out or selling such land and parcels to third parties for touristic purposes, leasing usufruct for the same purposes, building perma-nent or temporary touristic facilities or camps on leased land and parcels, operating or leasing them,

m. Opening schools in and out of the country to train qual-ified personnel for tourism sector, operating them or supporting their operation,

n. Afforestation of land and parcels for recreation and embellishment of the land or development of the facilities to gain revenues in line with company's field of business, using, operating, buying and selling movable or immovable estate in line with company's field of business, taking or giving pledge, procuring and revealing real rights on behalf of the company, borrowing loans, acquiring patent, license and other incorporeal rights directly or by transfer, registering them under the name of the company, using, leasing or selling them,

o. Buying, leasing and selling boats and yachts, organizing boat tours, leasing boats to tourist groups by Charter agreements, organizing sea sports events,

p. The Company may, from time to time, make donations and grants to foundations, associations, universities and similar institutions or allocate a certain share, which are founded with social motives, subject to the principles set out by the Capital Markets Board.

The Company acts in accordance with the capital markets legislation in commitment of guarantee, bail or pledge or any other eights of mortgage on behalf of itself or third parties.

GENERAL ASSEMBLYArticle l5-The General Assembly meets for ordinary and extraordinary meetings. Ordinary general assembly meets within 3 months as from the fiscal year end of the company, minimum once annually, and extraordinary general assembly meets when required by the course of business. The necessary decisions are taken after discussions as specified by articles 408 and 409 of Turkish Commercial Code at Company general assembly meetings.

Participation to General Assembly via electronic mediaBeneficiaries entitled to participate in General Assembly meetings of the Company may participate in such meetings via electronic media according to article 1527 of Turkish Trade Code. According to provisions of Notice regarding General Assembly Meetings of Joint Stock Companies to be organized in Electronic Media, Company may install the Electronic Meeting System that will allow beneficiaries to participate in General Assembly and state their opinions, propose recommendations and vote in such meetings via electronic media or Company may purchase services from systems installed for such purpose. According to this article of the Articles of Association, in all General Assembly meetings to be held, beneficiaries and their representatives will be allowed to exercise their rights stated under the provisions of the referred Notice, via such system installed.

them under the name of the company, using, leasing or selling them,

l. Buying, leasing and selling boats and yachts, orga-nizing boat tours, leasing boats to tourist groups by Charter agreements, organizing sea sports events,

m. The Company may, from time to time, make donations and grants to foundations, associations, universities and similar institutions or allocate a certain share, which are founded with social motives, subject to the principles set out by the Capital Markets Board.

The Company acts in accordance with the capital markets legislation in commitment of guarantee, bail or pledge or any other eights of mortgage on behalf of itself or third parties.

GENERAL ASSEMBLYArticle l5-The General Assembly meets for ordinary and extraordinary meetings. Ordinary general assembly meets within 3 months as from the fiscal year end of the company, minimum once annually, and extraordinary general assembly meets when required by the course of business. The necessary decisions are taken after discussions as specified by articles 408 and 409 of Turkish Commercial Code at Company general assembly meetings.

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STATEMENT OF INDEPENDENCE STATEMENT OF INDEPENDENCE

As a candidate for independent member for the Board of Director of ALTIN YUNUS ÇEŞME TURİSTİK TESİSLER A.Ş. (“The Company”), I declare that;

• I or my spouse or my up-to-second-degree relatives have not been employed in managing positions involving significant tasks and responsibilities in the last five years by the Company, other companies which are managed or significantly influenced by the Company or shareholders who manage or significantly influence the Company and legal persons managed or significantly influenced by such shareholders and I or my spouse or my up-to-second-degree relatives do not individually or collectively own more than 5% of its capital or voting rights or preferred shares and have not been engaged in major commercial activity with them,

• I have not been a shareholder (5% or more), manager with significant tasks and responsibilities or board member of companies which have provided significant services or products for or purchased them from the Company within the scope of agreements in the last five years including auditing (including tax audit, legal audit or internal audit), rating or consultancy services,

• I have the professional education, knowledge and skills required to fulfill the requirements of the tasks which will be assigned to me as an independent board member,

• Except for academicians and provided that it is in accordance with the related legislation, I am not working full-time at public institutions,

• I am resident in Turkey as per the Income Tax Law 193 dated 31/12/1960,

• I possess solid ethic standards, professional reputation and experience which will allow me to make contributions to the Company, maintain its objectivity regarding any conflicts between the Company and its shareholders and make unbiased decisions considering the interests of the beneficiaries,

• I am capable of allocating time for the Company which will allow getting sufficiently engaged in company business and fulfill the requirements of assigned tasks,

• I have not been a board member for more than six years in the last ten years,

• I do not hold the position of independent board member at more than three companies managed by the Company or the shareholders managing the Company or more than five stock-exchange-quoted companies,

• I am not registered and announced as a board member on behalf of the selected legal person,and therefore I will serve at the board of directors of the company as an independent member.

Best regards,Atila SEZGİN

9 March 2015

As a candidate for independent member for the Board of Director of ALTIN YUNUS ÇEŞME TURİSTİK TESİSLER A.Ş. (“The Company”), I declare that;

• I or my spouse or my up-to-second-degree relatives have not been employed in managing positions involving significant tasks and responsibilities in the last five years by the Company, other companies which are managed or significantly influenced by the Company or shareholders who manage or significantly influence the Company and legal persons managed or significantly influenced by such shareholders and I or my spouse or my up-to-second-degree relatives do not individually or collectively own more than 5% of its capital or voting rights or preferred shares and have not been engaged in major commercial activity with them,

• I have not been a shareholder (5% or more), manager with significant tasks and responsibilities or board member of companies which have provided significant services or products for or purchased them from the Company within the scope of agreements in the last five years including auditing (including tax audit, legal audit or internal audit), rating or consultancy services,

• I have the professional education, knowledge and skills required to fulfill the requirements of the tasks which will be assigned to me as an independent board member,

• Except for academicians and provided that it is in accordance with the related legislation, I am not working full-time at public institutions,

• I am resident in Turkey as per the Income Tax Law 193 dated 31/12/1960,

• I possess solid ethic standards, professional reputation and experience which will allow me to make contributions to the Company, maintain its objectivity regarding any conflicts between the Company and its shareholders and make unbiased decisions considering the interests of the beneficiaries,

• I am capable of allocating time for the Company which will allow getting sufficiently engaged in company business and fulfill the requirements of assigned tasks,

• I have not been a board member for more than six years in the last ten years,

• I do not hold the position of independent board member at more than three companies managed by the Company or the shareholders managing the Company or more than five stock-exchange-quoted companies,

• I am not registered and announced as a board member on behalf of the selected legal person,and therefore I will serve at the board of directors of the company as an independent member.

Best regards,Davut ÖKÜTÇÜ

9 March 2015

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ALTIN YUNUS TURİSTİK TESİSLER A.Ş.CORPORATE GOVERNANCE PRINCIPLES COMPLIANCE REPORT

PART I - Statement of Compliance with Corporate Governance Principlesa) During the operating period ended 31 December 2015, ALTIN YUNUS ÇEŞME TURİSTİK TESİSLER A.Ş. (“the Company”) achieved compliance with the entirety of the mandatory articles of the Corporate Governance Principles appended to the “Communiqué No: II.17.1 on Corporate Governance (” the Communiqué “) issued by the Capital Markets Board of Turkey (CMB).

b) Our Company spends maximum effort to achieve full compliance also with the non-compulsory Corporate Governance Principles. Justifications for currently non-implemented non-compulsory principles are presented herein below, and it is considered that the said matters do not lead to any major conflicts of interest under the current circumstances.

As per the principle 1.3.10, the Company has generated a Donations Policy to submit to the approval of the General Assembly at 2015 ordinary meeting.

It maintains its position for the principle numbered 1.3.11 as their implementation is non-compulsory.

While the Company intends to achieve full alignment with the principle numbered 2.1.2, the hardships in practice create obstacles against full compliance.

Alignment with the principles numbered 1.5.2 and 4.6.5 cannot be realized due to the fact that these principles do not fully coincide with the market and the Company’s existing structure.

The Company is currently in the process of assessment in relation to efforts for full compliance with the principle numbered 4.2.8.

In 2015, the Company has assigned the Investor Relations Department Manager as the Corporate Governance Committee Member, made progress regarding the effectiveness of the board committees and continued improvement of the web site.

Our company will continue to monitor the changes in legislation and implementations regarding compliance with the principles and to carry out the necessary work also in the future.

PART II - SHAREHOLDERS2.1. Investor Relations DepartmentThe Investor Relations Department handling communication with the investors has been set up at the Company pursuant to Article 11 of the Communiqué. Investor Relations Department reports to the Company's General Manager, Özgür Cireli.

Contact information for Investor Relations Department is presented below:

Head of the Investor Relations Department: Gökhan Kavur (holds Capital Market Activities Advanced Level License)

Investor Relations Department Officer: Yusuf Kılcan (holds Capital Market Activities Advanced Level License)

Tel: 0 232 495 00 00Fax: 0 232 489 15 62 E-mail: [email protected]

The Investor Relations Department is mainly charged with the following: • Ensure that records of correspondence by and between the investors and the Company, and of other information and documents are maintained in a reliable, secure and up-to-date manner,• Respond to shareholders’ written requests for information about the Company,• Prepare the documents related to the general assembly meetings, which need to be made available for the information of, and review by, shareholders, and take necessary steps to make sure that the general assembly meetings are carried out in accordance with the applicable legislation, the Company’s articles of incorporation and other bylaws,• Supervise and monitor that obligations arising out of the capital market legislation are fulfilled, including all aspects of corporate governance and public disclosure,• Ensure that investor relations activities are properly conducted.

Having obtained the views of other units when necessary and in coordination with such units, the Investor Relations Department is responsible for providing shareholders and potential investors with information about the Company’s activities, financial standing, and

strategies, with the stipulations that it may not divulge any information which is confidential and/or in the nature of a trade secret and that it must not do so in any way that might lead to information asymmetry and for managing communication moving on both directions between shareholders and company managers.

During the reporting period, the Unit held one-on-one contacts with nearly 80 investors, and responded to more than 100 queries by phone or e-mail. The website has been updated regularly to make sure that up-to-date information is made available to the investors at all times. Maximum attention is paid to achieving compliance with the legislation in fulfilling investor requests.

Investor Relations Department submits minimum 10 reports on its activities to the Board of Directors annually.

2.2. Use of Shareholders’ Rights to Obtain InformationThe fundamental principle in shareholders exercising their right to obtain information is that there should be no discrimination among shareholders. All information and documents that shareholders may need to exercise their shareholders’ rights in a sound manner are made equally available to all shareholders on the Company’s corporate website. During 2015, utmost care was paid, under the supervision of the “Investor Relations Department”, to respond to requests for information received from shareholders within the framework of the requirements of capital market laws and regulations and without delay.

Such requests for information are generally about such issues as general assembly meeting dates, information on financial statements that are disclosed, developments in the sector and profit distribution. All requests for information, except in the case of information that was in the nature of a trade secret and information that it was deemed to be in the Company’s interest to keep confidential, were responded to without making any distinctions among shareholders and in line with any statements that may previously have been made within the framework of capital market laws and regulations. Information and disclosures that might affect the exercise of shareholders’ rights are announced in the “Investor Relations” section on the Company website, and there have been no information or disclosures during the reporting period, other than those disclosed under the Capital Market legislation. While the request to have a special auditor appointed is not an individual right provided for under the Company’s articles of incorporation, no such request was received during 2015.

2.3. General AssemblyPursuant to “Article 18 - Meeting Quorum” of the Company’s articles of incorporation, the decisions of annual and extraordinary General Assembly meetings require representation of three-fourths of the capital and majority of those present at the meeting. However, as specified by the amended articles of incorporation, positive votes of the shareholders representing 75% of the capital are required. Paragraph two of Article 421 of Turkish Commercial Code is reserved.

On March 27, 2015, 2014 Ordinary General Assembly Meeting was held at Altın Yunus Çeşme. At the 2014 Ordinary General Assembly Meeting, 93.53% of the Company’s capital was represented. During the meeting, shareholders attending the meeting or their proxies expressed their comments and wishes. Shareholders did not propose any agenda items during the said General Assembly meeting, either.

In addition to shareholders, representatives of the independent auditors were also sent written invitations to attend the meetings. Invitations to the General Assembly Meeting were made by the Board of Directors.

The Company’s General Assembly meeting announcements were promulgated under “Article 21 - Announcements” of the Company’s articles of incorporation, and in accordance with the relevant provisions of the Turkish Commercial Code and with other regulations, communiqués, Capital Markets Board requirements to be published under the said Code, as well as other applicable legislation. The meeting announcement was published in the Turkish Trade Registry Gazette minimum 21 days (excluding the dates of the meeting and announcement) in advance. The meeting announcement was also published on the corporate website, and shareholders whose addresses were on record with the Company were sent letters in which they were informed about the meeting date, location, and agenda. Prior to the General Assembly Meeting, the meeting date, place and agenda, the information that the Informational Document regarding the agenda is posted on the website, and the profit distribution proposal to be submitted by the Board of Directors to the General Assembly were publicly disclosed in material event disclosures. The Informational Document drawn up for 2014 Ordinary General Assembly Meeting covered detailed descriptions about each general meeting agenda item, as well as all the explanations, information and documents required by the legislation.

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The Company’s annual report and the informational document for the general assembly meeting were made available for shareholders’ information at the Company headquarters and on its corporate website as of 21 days before the General Assembly Meeting date. To facilitate attendance to the General Assembly Meeting, shuttle buses were provided for transportation between downtown and Çeşme. During the General Assembly Meeting, issues on the agenda were explained impartially and in detail so as to be clear and intelligible. Shareholders were given equal opportunities to express their thoughts and to ask questions, and a healthy climate of debate was created.Minutes of General Assembly meetings are kept available for shareholders at all times at the Company headquarters. In addition, the minutes of the Company’s General Assembly meetings for the past 10 years are also accessible in the Investor Relations section of the Company website at www.altinyunus.com.tr.

At the Company’s General Assembly meetings, information was presented to the shareholders on the amount and recipients of the donations and grants made during the reporting period. This matter was addressed as a separate agenda item. An upper limit was set for the donations to be made during 2015 at the meeting. The Company has also generated a Donations Policy to be submitted to the approval of 2015 Ordinary General Assembly.

2.4. Voting Rights and Minority RightsArticle 7 of the articles of incorporation contains the following privilege with respect to making nominations to the Board of Directors:

“If the Board of Directors consists of 5 members, 2 members will be selected among the candidates nominated by Group A shareholders, 1 member will be selected among the candidates nominated by Group B shareholders, 1 member will be selected among the candidates nominated by Group C shareholders and 1 member will be selected among the candidates nominated by Group D shareholders. If the Board of Directors consists of 7 members, 3 members will be selected among the candidates nominated by Group A shareholders, 2 members will be selected among the candidates nominated by Group B shareholders, 1 member will be selected among the candidates nominated by Group C shareholders and 1 member will be selected among the candidates nominated by Group D shareholders.

A managing member can be selected if decided accordingly by the Board of Directors. However, Board Chairman and Managing Member will be selected among the candidates nominated by Group A shareholders. 3/4 majority is required for selecting the Board Chairman and the Managing Member.”

The Company’s articles of incorporation contain no provisions preventing non-shareholders to vote by proxy as an appointed representative. With respect to the exercise of voting rights, the Company’s articles of incorporation contain no provisions preventing non-shareholders to vote by proxy as an appointed representative.

There are no other companies in which the Company has a cross-ownership. Minority rights are not represented on the Board of Directors. The articles of incorporation do not set minority rights to be less than one twentieth of the capital.

2.5. Dividend RightsThere are no privileges with respect to participating in the Company’s profit. Company decisions on profit distribution are based on the Turkish Commercial Code, Capital Markets Regulations, Tax Regulations and other applicable legislation as well as the profit distribution clause of the articles of association and a consistent policy balanced between the benefits of the shareholders and the Company in line with the CMB Corporate Governance Principles is applied.

The Company’s annually reviewed policy for profit distribution is to pay out cash dividends and/or bonus shares corresponding to minimum 20% of the distributable profit for the period, which is calculated in accordance with the capital market regulations and other applicable legislation, taking into consideration the economic conjuncture, market projections, the Company’s long-term strategies and long-term investment and financing policies, the Company’s financial position, profitability and cash position, to the extent allowed by relevant regulations and finances.

Unless decided otherwise on profit distribution in the relevant general assembly meeting, the profit distribution is intended to be realized in May of the year of the relevant general assembly meeting, the latest, and the date of profit distribution is decided by the General Assembly. General Assembly or Board of Directors (if authorized) may decide on distribution of dividends in installments in accordance with the Capital Market Regulations.

The Company’s Articles of Incorporation permit distribution of advances on dividends, and the Board of Directors may decide to distribute advances on dividends restricted to the relevant fiscal year, provided that it is authorized by the General Assembly of Shareholders and in accordance with the Capital Markets Regulations.


The Company’s Dividend Policy for 2013 and thereafter, which was formulated in line with the capital market legislation, has been laid down for approval at the 2013 Annual General Assembly Meeting and publicly disclosed. Our Dividend Policy is publicly disclosed also via our website.

No profits were distributed due to the fact that there were no distributable profits on the Company in 2014.

2.6. Transfer of SharesTransfer of shares is subject to the relevant provision of the TCC.

PART III - PUBLIC DISCLOSURES AND TRANSPARENCY3.1. Corporate Web Site and Its ContentThe Company’s corporate website (www.altinyunus.com.tr) contains all the matters as required by Corporate Governance Principles. The Company’s website is available in both Turkish and English. The Company continuously improves and upgrades the services provided by its website, which is actively used.

3.2. Annual ReportThe Company’s annual reports do not contain all the information specified in the Corporate Governance Principles; however, remuneration of the board of directors and senior executives and other benefits provided to them individually are disclosed not individually but as a cumulative amount.

PART IV - STAKEHOLDERS 4.1. Informing StakeholdersStakeholders are kept informed about all matters concerning the Company other than those which are considered a trade secret through CMB material disclosures within the framework of CMB regulations, Turkish Commercial Code, Competition Law, Tax Laws, and Turkish Code of Obligations.

Stakeholders are able to convey any transaction they consider to be illegitimate or unethical to the Corporate Governance Committee or the Audit Committee via Yaşar Group Ethics Committee. The Audit Committee reviews the complains received regarding the Company’s accounting and internal control system and independent audit, and handles the notifications of company employees in relation to the Company’s accounting and independent audit, observing the confidentiality principle.

Furthermore, the communication mechanism is established with the Corporate Governance Committee and the Audit Committee also via the processes that provide stakeholder participation in management as discussed under Article 4.2 herein below.

4.2. Stakeholders’ Participation in the Company’s ManagementRegular meetings and proposal systems which allow assessment of the comments and proposals of the employees based on a process-focused management system and a Total Quality approach in an effort to improve the processes and increase the efficiency ensure that the employees also have a voice in the management. Customer satisfaction system and employee comments surveys ensure a voice in the management. In this frame, opinions of the stakeholders are taken for the decisions which have consequences on them.

Contribution of the stakeholders to the management is secured by their proposals submitted at the general assembly meetings as well as comments and proposals of the agents and tour operators who sell our rooms on increasing customer satisfaction. In an effort to increase the level of customer satisfaction from the services provided by the Company, job definitions of all employees were redefined and notified to them with the applicable instructions attached. The customers can send requests and complaints regarding the services provided at the hotel to any business unit as well as on our web page.

Visits are organized after congress, conference and similar events at the hotel and customer surveys are organized; any feedback taken during such visits is also assessed. Customer complaints are resolved by the relevant department and the proposals are considered.Employee opinion surveys serve to gather the employees’ views about changes in implementations which will be made in relation to working conditions, working environment, and rights provided to employees. The action committee formed of employee representatives carries out its activities during the year for conducting the improvement works in relation to the said processes.

4.3. Human Resources PolicyThe fundamental mission of the Company’s human resources policy is to ensure the management of human resources who are innovative, who are committed to the principle of total quality, and who contribute towards the Company’s competitive advantage by easily adapting

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to change and development at the Company. The Company did not receive any complaints about discrimination as at 2015. The Company’s basic human resources policies are set forth clearly in the Company’s Personnel Regulations, which are issued to all non-contract employees against their individual signature. In addition to basic policies, these regulations also contain information about working hours, hiring principles and processes, termination, and discipline. Human resources policies and practices pertaining to employees who are covered by collective bargaining agreements are spelled out in such agreements. Job descriptions are devised for all of the Company employees. Performance and rewarding criteria for the white-collar employees are disclosed in the White Collar Employee Regulation, while the rewarding criteria for our blue-collar workers are described in the Collective Bargaining Agreement.

Basic policiesa) Staffing at the Company is determined according to the criteria of business economics. All employees agree that honorable employment is only possible through productive work.

b) The Company conducts intramural and extramural training programs within the framework of plans that are devised for each level in order to ensure the progression of its employees.c) The Company is mindful of equality of opportunity in all promotions and appointments throughout its organization. As a matter of principle, appointments are made from among the Company’s own personnel.d) By means of a career planning system in which progression plans are implemented, employees who have potential are provided with the broadest possible opportunities for advancement.e) Employees’ performance is evaluated on the basis of their fulfillment of targets and their competencies.f) Job descriptions and performance standards are documented for positions at every level from the highest to the lowest and these serve as the basis for employee evaluations.g) Employee Opinion Surveys are conducted once in two years, seeking employees’ views about the working environment, development and career, salaries and fringe benefits, job satisfaction, managers, engagement, corporate reputation, corporate structure and management policies. Improvements are made in line with the feedback that is received in this way.h) A safe workplace and safe working conditions are a matter to which the Company gives great importance. Under the Company’s occupational health and safety regulations, all legally mandated measures are taken to prevent occupational risks, ensure health and safety, and eliminate risk and accident factors. An ongoing effort to make improvements is carried out through regularly conducted safety meetings.i) Our management style is “.... [to] maintain our existence as a company that acts fully respectful of the laws and ethical rules, and embrace total quality philosophy and participatory management.”j) An essential principle at the Company is that all employees will be treated equally and without making any discrimination among them with respect to language, race, color, sex, political beliefs or philosophy, creed, religion, sect, or similar reasons. Due measures have been taken to protect this fundamental constitutional right of employees.

There are no worksite representatives at the Company.All employees are kept informed about company procedures, organizational changes, changes in rights and benefits, and other practices and decisions that may affect them by means of regulations and announcements prepared within the framework of the Company’s prescribed announcement regulations as well as via the Company intranet and bulletin boards.

4.4. Rules of Ethics and Social ResponsibilityAltın Yunus Çeşme regularly monitors and works to improve the environment performance of its manufacturers, suppliers and employees in cooperation in an effort to act responsibly regarding public health and the nature.

The Company supports education by collaborating with organizations such as Yaşar University and Yaşar Education and Culture Foundation.

The Company conducts its activities within the framework of values which are adhered to by Yaşar Group companies and whose approach to the production of goods and services involves compliance with laws and the rules of ethics, concerns itself with national problems without becoming involved in politics, and values the environment and nature. These values are known to all company employees. A summary version of Yaşar Group Rules of Ethics is publicly available on our website.


PART V - BOARD OF DIRECTORS 5.1. Structure and Formation of the Board of DirectorsMembers of the Company’s Board of Directors:

Name Title Whether or Not Whether or Not Term Independent Member Executive Member Emine Feyhan Yaşar Chairperson Not Independent Member Not Executive 1 yearİdil Yiğitbaşı Vice Chairperson Not Independent Member Not Executive 1 yearAtila Sezgin Member Independent Member Not Executive 1 yearDavut Ökütçü Member Independent Member Not Executive 1 yearİbrahim Tamer Haşimoğlu Member Not Independent Member Not Executive 1 yearYılmaz Gökoğlu Member Not Independent Member Not Executive 1 yearMehmet Aktaş Member Not Independent Member Not Executive 1 year

The General Manager of the Company is Özgür Cireli by proxy. The engagement of company directors in the activities set forth in Articles 395 and 396 of the Turkish Commercial Code is subject to the approval of the General Assembly of shareholders. With the exception of those activities, there are no other limitations imposed on what Board directors may do and external positions held, if any, are stated in their résumés covered in annual reports. Members of the Board of Directors of our company, which is affiliated to Yaşar Group, may hold seats on the Boards of Directors of other Group companies, and there may be various transactions by and between these companies that may be considered under the scope of Article 395/1 of the Turkish Commercial Code. However, the parties to such transactions are Group companies only, and necessary permissions are obtained at the General Assembly Meeting of each relevant company.

The General Manager’s resume is provided in the Company’s annual report, and the resumes of Board of Directors members are given both in the Company’s annual report and also on the corporate website. In accordance with the Capital Market legislation, independent Board directors have submitted their declarations of independence to the Corporate Governance Committee that acts as the Nomination Committee.

Two independent member candidates were presented for 2015 to the Corporate Governance Committee that acts as the Nomination Committee. The declarations of independence and resumes of these individuals have been discussed in the Corporate Governance Committee meeting of March 9, 2015 and in the meetings of the Board of Directors, and it has been decided to nominate all of them as independent members. No situations arose that prejudiced independence as of 2015 operating period. There are 2 women members on the Board of Directors. Hence, the Company has secured a ratio of not less than 25% with respect to the number of women members on the Board of Directors.

5.2. Operating Principles of Activity of the Board of DirectorsThe operating principles of the Board of Directors are regulated as follows in Article 9 of the Company’s articles of incorporation:“The Board of Directors shall convene as the Company’s affairs and operations may require. However, the Board must meet at least monthly.

Board of Directors meetings are convened with a majority of its full membership and decisions are passed with a majority of those present in the meeting.”The agenda for the Board of Directors meetings are set by the Chairperson of the Board, in consultation with the other Board directors and the General Manager.

The details of the 2015 activities and operating principles of the Board of Directors are provided below:During the reporting period, the Board of Directors convened 35 times. The Board of Directors shall convene upon a summons in the form of a written request made by its chairperson or by any director. Before a meeting, the meeting agenda is sent to the members and meeting invitation is made. Usually, all members attend the meetings. In 2015 operating period, all decisions were passed with the unanimous vote of the members present in the meeting. The questions raised during the meetings are not entered into record. No board directors have preferential voting or veto rights.

5.3 Number, Structure and Independence of the Committees Established under the Board of DirectorsThe Audit Committee, the Corporate Governance Committee and the Early Detection of Risk Committee have been set up at the Company. The Corporate Governance Committee fulfills the duties of the Nomination Committee and the Remuneration Committee.

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When performing their activities, the committees under the Board of Directors adhere to the operating principles that are posted also on the Company website.

The Audit Committee is headed by Davut Ökütçü and its other member is Atila Sezgin. Both members are non-executive and independent Board directors. The Audit Committee meets at least on a quarterly basis and holds at least four meetings in one year. Within the scope of the Committee’s activities, information has been obtained on operations and internal control systems from company executives and findings related to the audit from independent auditors. The Committee supervises the accounting system of the partnership, public disclosure of financial data, independent audit and operation and effectiveness of internal control system; oversees the selection of the independent audit provider, start of independent audit process and works of the independent audit provider; notifies the Board of Directors on integrity and accuracy of the annual and interim financial tables which will be publicly disclosed.Corporate Governance Committee Chairperson is non-executive Independent Board Member Atila Sezgin, Committee Members are non-executive Board Members Yılmaz Gökoğlu and Mehmet Aktaş and Investor Relations Department Manager is Gökhan Kavur. Corporate Governance Committee meets at least four times a year, held at least on a quarterly basis. The Corporate Governance Committee establishes whether the Corporate Governance Principles are implemented at the Company, the grounds for non-implementation, if applicable, and the conflicts of interest arising from failure to fully comply with these principles. The Committee proposes improvement actions to the Board of Directors. Corporate Governance Committee oversees the activities of the Investor Relations Department.

Within the scope of the duties of the Nomination Committee, the Corporate Governance Committee works to create a transparent system to deal with the matters of identifying, evaluating, training, and rewarding candidates suitable for board membership and to establish policies and strategies applicable to that system. In addition, the Committee evaluates the nominations for independent Board membership including the management and shareholders, taking into consideration whether the candidate bears the independence criteria or not, and presents its relevant assessment to the Board of Directors for approval in a report.

Within the scope of the duties of the Remuneration Committee, the Corporate Governance Committee formulates its proposals regarding the principles for compensating the Board directors and senior executives, in view of the long-term goals of the Company.

The Early Detection of Risk Committee is responsible for early detecting the risks that may endanger the existence, development and survival of the Company, implementing necessary measures for the identified risks, and managing the risks. The Committee is headed by Atila Sezgin, a non-executive Independent Board Member, and its members are Ali Yiğit Tavas, non-executive Independent Board Member, and Yılmaz Gökoğlu, non-executive Board Member.

According to the Corporate Governance Principles, two members of the Audit Committee and the Early Detection of Risk Committee and the head of Corporate Governance Committee should be independent board members. Also, the Manager of the Investor Relations Department was assigned as a member to the Corporate Governance Committee by the Board of Directors. Since there are two independent members on the Company’s Board of Directors, the same member serves on more than one committee under the Board of Directors.

5.4. Risk Management and Internal Control MechanismThe Board of Directors essentially supervises risk management and internal control activities through the Early Detection of Risk Committee. In its fulfillment of these functions, the Early Detection of Risk Committee makes use of the findings of the bodies performing certification under the Group Audit and Risk Management Coordinator, independent audit and certified accountancy.

5.5. Strategic Targets of the CompanyThe Board of Directors sets the Corporate Strategy and Goals in line with the Company’s vision and growth and profitability expectations. The principles that will steer these strategies are determined by the senior management and the extent at which the goals are achieved are assessed in the monthly meetings, along with the activities and past performance.

5.6. Financial RightsThe rights provided to the Board directors are decided at the General Assembly meetings and are publicly disclosed through the minutes of the meetings issued. The Remuneration Policy that describes the remuneration system and implementations for the Company’s Board Members and executives with administrative responsibility is available on our website. The Company’s annual reports do not present the rights provided to senior executives on an individual basis, but state a cumulative amount.

The Company does not lend money, extend credit, or make available loans under the name personal loans via a third party to any of its directors or executives, nor does it provide guarantee in their favor.

To the Board of Directors of Altın Yunus Çeşme Turistik Tesisler A.Ş.

Auditor’s Report on the Board of Directors’ Annual Report

1. We have audited the annual report of Altın Yunus Çeşme Turistik Tesisler A.Ş. (the “Company”) for the period ended 31 December 2015.

Board of Directors’ responsibility for the Annual Report

2. The Company’s management is responsible for the fair preparation of the annual report and its consistency with the financial statements in accordance with Article 514 of Turkish Commercial Code (“TCC”) No. 6102 and Capital Markets Board’s (“CMB”) Communiqué Serial II, No:14.1 “Principles of Financial Reporting in Capital Markets” (the “Communiqué”) and for such internal control as management determines is necessary to enable the preparation of the annual report.

Independent Auditor’s Responsibility

3. Our responsibility is to express an opinion on the Company’s annual report based on the independent audit conducted pursuant to Article 397 of TCC and the Communiqué, whether or not the financial information included in this annual report is consistent with the Company’s financial statements and presented fairly.

Our independent audit was conducted in accordance with Independent Auditing Standards that are part of the Turkish Standards on Auditing issued by the Public Oversight Accounting and Auditing Standards Authority. Those standards require that ethical requirements are complied with and that the independent audit is planned and performed to obtain reasonable assurance whether the financial information in the annual report is fairly presented and consistent with the financial statements.

An independent audit requires applying audit procedures to obtain audit evidence on the historical financial information. The procedures selected depend on the professional judgement of the independent auditor.We believe that the independent audit evidences we have obtained during our independent audit, are sufficient and appropriate to provide a basis for our opinion. Opinion

4. Based on our opinion, the financial information in the annual report of Board of Directors of Altın Yunus Çeşme Turistik Tesisler A.Ş. is consistent with the audited financial statements and presented fairly, in all material respects.

Other Responsibilities Arising From Regulatory Requirements

5. Pursuant to subparagraph 3 of Article 402 of the TCC No. 6102, within the context of ISA 570 “Going Concern”, we have not encountered any significant issue which we are required to be reported with regard to the inability of Altın Yunus Çeşme Turistik Tesisler A.Ş. to continue its operations for the foreseeable future.

Yöntem Yeminli Mali Müşavirlik ve Bağımsız Denetim A.Ş.a member of Nexia International

ORIGINAL COPY ISSUED AND SIGNED IN TURKISH

Atila Yılmaz Dölarslan, YMMPartnerİzmir, 29 February 2016

CONVENIENCE TRANSLATION INTO ENGLISH OF INDEPENDENT AUDITOR’S REPORT ON THE BOARD OF DIRECTORS’ ANNUAL REPORT ORIGINALLY ISSUED IN TURKISH


43


42


INDEPENDENT AUDITOR’S REPORT(Convenience translation into English - the Turkish text is authoritative)

To the Board of Directors ofAltın Yunus Çeşme Turistik Tesisler A.Ş.

Report on the Financial Statements

1. We have audited the accompanying financial statements of Altın Yunus Çeşme Turistik Tesisler A.Ş. (the “Company”), which comprise the statement of financial position as of 31 December 2015 and the statement of profit or loss and other comprehensive income, statement of changes in equity and statement of cash flows for the period then ended and a summary of significant accounting policies and other explanatory notes.

Management’s responsibility for the financial statements

2. The Company’s management is responsible for the preparation and fair presentation of these financial statements in accordance with the Turkish Accounting Standards (“TAS”) and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to error and/or fraud.

Independent auditor’s responsibility

3. Our responsibility is to express an opinion on these financial statements based on our audit. Our audit was conducted in accordance with standards on auditing issued by the Capital Markets Board of Turkey and Independent Auditing Standarts that part of Turkish Standards on Auditing issued by the Public Oversight Accounting and Auditing Standards Authority. Those standards require that ethical requirements are complied with and that the audit is planned and performed to obtain reasonable assurance whether the financial statements are free from material misstatement.

An independent audit involves performing procedures to obtain evidence about the amounts and disclosures in the financial statements. The procedures selected depend on independent auditor’s professional judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to error or fraud. In making those risk assessments; the independent auditor considers internal control relevant to the entity’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit includes also evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained during our audit is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

4. In our opinion, the financial statements present fairly, in all material respects, the financial position of Altın Yunus Çeşme Turistik Tesisler A.Ş. as of 31 December 2015 and their financial performance and cash flows for the year then ended in accordance with the Turkish Accounting Standards (Note 2).

Other Responsibilities Arising From Regulatory Requirements

5. In accordance with subparagraph 4 of Article 398 of the Turkish Commercial Code (“TCC”) No: 6102; auditor’s report on the early risk identification system and committee has been submitted to the Company’s Board of Directors on 29 February 2016.

6. In accordance with subparagraph 4 of Article 402 of the TCC; no significant matter has come to our attention that causes us to believe that the Company’s bookkeeping activities for the period 1 January – 31 December 2015 is not in compliance with the code and provisions of the Company’s articles of association in relation to financial reporting.

7. In accordance with subparagraph 4 of Article 402 of the TCC; the Board of Directors submitted to us the necessary explanations and provided required documents within the context of audit.

Yöntem Yeminli Mali Müşavirlik ve Bağımsız Denetim A.Ş.a member of Nexia International

ORIGINAL COPY ISSUED AND SIGNED IN TURKISH

Atila Yılmaz DÖLARSLAN, YMMPartner

İzmir, 29 February 2016

ALTIN YUNUS ÇEŞME 2015 ANNUAL REPORT

44 45


CONTENTS ............................................................................................................................................................. PAGE

STATEMENTS OF FINANCIAL POSITIONS (BALANCE SHEETS) .......................................................................... 46-47

STATEMENTS OF INCOME AND OTHER COMPREHENSIVE INCOME ................................................................ 48

STATEMENTS OF CASH FLOWS .............................................................................................................................. 49

STATEMENTS OF CHANGES IN EQUITY................................................................................................................. 51

NOTES TO THE FINANCIAL STATEMENTS ............................................................................................................. 52-100

NOTE 1 ORGANISATION AND NATURE OF OPERATIONS .............................................................................. 52NOTE 2 BASIS OF PRESENTATION OF FINANCIAL STATEMENTS ................................................................ 52-63NOTE 3 BUSINESS COMBINATIONS ............................................................................................................... 63NOTE 4 INTEREST IN OTHER ENTITIES ......................................................................................................... 64NOTE 5 SEGMENT REPORTING ...................................................................................................................... 64NOTE 6 CASH AND CASH EQUIVALENTS ...................................................................................................... 64NOTE 7 TRANSACTIONS AND BALANCES WITH RELATED PARTIES ........................................................... 65-67NOTE 8 TRADE RECEIVABLES AND PAYABLES ............................................................................................. 68-69NOTE 9 RECEIVABLES AND PAYABLES FROM FINANCE SECTOR OPERATIONS ....................................... 69NOTE 10 OTHER RECEIVABLES AND PAYABLES ............................................................................................. 69NOTE 11 INVENTORIES ...................................................................................................................................... 69NOTE 12 BIOLOGICAL ASSETS ......................................................................................................................... 70NOTE 13 PREPAID EXPENSES AND DEFERRED INCOME .............................................................................. 70NOTE 14 INVESTMENT PROPERTY ................................................................................................................... 70NOTE 15 PROPERTY, PLANT AND EQUIPMENT ............................................................................................... 70-72NOTE 16 RIGHTS TO INTERESTS ARISING FROM DECOMMISSIONING, RESTORATION AND ENVIRONMENTAL REHABILITATION FUNDS .................................................................................... 72NOTE 17 MEMBERS’ SHARES IN CO-OPERATIVE ENTITIES AND SIMILAR INSTRUMENTS ....................... 72NOTE 18 INTANGIBLE ASSETS .......................................................................................................................... 72NOTE 19 GOODWILL .......................................................................................................................................... 73NOTE 20 EXPLORATION FOR AND EVALUATION OF MINERAL RESOURCES................................................ 73NOTE 21 LEASING .............................................................................................................................................. 73NOTE 22 SERVICE CONCESSION AGREEMENTS ........................................................................................... 73NOTE 23 IMPAIRMENT IN ASSETS .................................................................................................................... 73NOTE 24 GOVERNMENT GRANTS AND INCENTIVES ...................................................................................... 73NOTE 25 BORROWINGS AND BORROWING COSTS ....................................................................................... 73-75NOTE 26 PROVISIONS, CONTINGENT ASSETS AND LIABILITIES ................................................................... 76-78NOTE 27 COMMITMENTS .................................................................................................................................. 78NOTE 28 EMPLOYEE BENEFITS ........................................................................................................................ 78-79NOTE 29 EXPENSES BY NATURE ...................................................................................................................... 80NOTE 30 OTHER ASSETS AND LIABILITIES ..................................................................................................... 80NOTE 31 SHARE CAPITAL, RESERVES AND OTHER EQUITY ITEMS .............................................................. 80-82NOTE 32 REVENUE AND COST OF SALES ....................................................................................................... 83NOTE 33 CONSTRUCTION CONTRACTS .......................................................................................................... 83NOTE 34 GENERAL ADMINISTRATIVE EXPENSES AND MARKETING EXPENSES ......................................... 83NOTE 35 OTHER OPERATING INCOME AND EXPENSE .................................................................................. 84NOTE 36 INCOME AND EXPENSES FROM INVESTMENT ACTIVITIES ........................................................... 84NOTE 37 EXPENSES CLASSIFIED BY CLASS ................................................................................................... 84NOTE 38 FINANCIAL INCOME/ (EXPENSES) ..................................................................................................... 85NOTE 39 ANALYSIS OF OTHER COMPREHENSIVE INCOME .......................................................................... 85NOTE 40 NON-CURRENT ASSETS HELD FOR SALE AND DISCONTINUED OPERATIONS ........................... 85NOTE 41 INCOME TAXES (INCLUDING DEFERRED TAX ASSETS AND LIABILITIES) ...................................... 85-88NOTE 42 EARNING/ (LOSS) PER SHARE ......................................................................................................... 89NOTE 43 SHARE BASED PAYMENTS ................................................................................................................ 89NOTE 44 INSURANCE CONTRACTS ................................................................................................................. 89NOTE 45 EFFECTS OF CHANGES IN FOREIGN CURRENCY RATES............................................................... 89NOTE 46 REPORTING IN HYPERINFLATIONARY ECONOMIES ....................................................................... 80NOTE 47 DERIVATIVE FINANCIAL INSTRUMENTS............................................................................................ 89NOTE 48 FINANCIAL INSTRUMENTS ............................................................................................................... 89NOTE 49 NATURE AND LEVEL OF RISKS DERIVING FROM FINANCIAL INSTRUMENTS ............................. 90-98NOTE 50 FINANCIAL INSTRUMENTS (FAIR VALUE AND FINANCIAL RISK MANAGEMENT DISCLOSURES) ................................................................................................................................... 99-100NOTE 51 SUBSEQUENT EVENTS ...................................................................................................................... 100NOTE 52 OTHER MATTERS THAT MAY HAVE A MATERIAL EFFECT ON, OR BE EXPLAINED FOR THE CLEAR UNDERSTANDING OF THE FINANCIAL STATEMENTS ...................................................................... 100

ALTIN YUNUS ÇEŞME TURİSTİK TESİSLER A.Ş.

FINANCIAL STATEMENTS AT 1 JANUARY - 31 DECEMBER 2015TOGETHER WITH INDEPENDENT AUDITOR’S REPORT

(CONVENIENCE TRANSLATION INTO ENGLISH - THE TURKISH TEXT IS AUTHORITATIVE)

46 47

ALTIN YUNUS ÇEŞME 2015 ANNUAL REPORT ALTIN YUNUS ÇEŞME 2015 ANNUAL REPORT

CONVENIENCE TRANSLATION INTO ENGLISH OF FINANCIAL STATEMENTSORIGINALLY ISSUED IN TURKISH

ALTIN YUNUS ÇEŞME TURİSTİK TESİSLER A.Ş.STATEMENTS OF FINANCIAL POSITIONS (BALANCE SHEETS)AT 31 DECEMBER 2015 AND 2014(Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.)

Notes 31 December 2015 31 December 2014ASSETS

Current Assets 2.981.101 2.715.755

Cash and Cash Equivalents 6 708.075 1.017.344Trade Receivables 649.232 710.330 - Due from Related Parties 7 58.426 79.986 - Other Trade Receivables 8 590.806 630.344Other Receivables 115.526 78.255 - Other Receivables 10 115.526 78.255Inventories 11 364.115 332.191Prepaid Expenses 13 638.667 487.753 Current Income Tax Assets 41 369.421 4.414 Other Current Assets 30 136.065 85.468

Non-Current Assets 174.766.856 114.151.134

Financial Assets 4 159.734 155.806Property, Plant and Equipment 15 173.406.079 112.795.263Intangible Assets 86.545 69.552 - Other Intangible Assets 18 86.545 69.552Prepaid Expenses 13 1.114.498 1.130.513

TOTAL ASSETS 177.747.957 116.866.889

The financial statements at 31 December 2015 and for the year then ended have been approved for issue by the Board of Directors of Altın Yunus Çeşme Turistik Tesisler A.Ş. on 29 February 2016.

The accompanying notes are an integral part of these financial statements.

Notes 31 December 2015 31 December 2014

LIABILITIES

Current liabilities 4.632.252 10.783.259

Short Term Borrowings 25 500.000 4.400.000Short-Term Portion of Long-Term Borrowings 25 112.501 2.467.311Trade Payables 2.893.887 2.986.040 - Due to Related Parties 7 1.406.925 1.565.885 - Other Trade Payables 8 1.486.962 1.420.155Payables for Employee Benefits 28 179.480 140.763Other Payables 175.036 246.403 - Other Payables 10 175.036 246.403Deferred Income 13 390.531 452.605Short Term Provisions 380.817 88.730 - Other Short-term Provisions 26 380.817 88.730Other Current Liabilities - 1.407

Non-Current Liabilities 22.558.870 9.421.032

Long-Term Borrowings 25 9.000.000 -Long Term Provisions 798.659 683.753 - Provisions for Employee Termination Benefits 28 798.659 683.753Deferred Income Tax Liabilities 41 12.760.211 8.737.279

TOTAL LIABILITIES 27.191.122 20.204.291

EQUITY 150.556.835 96.662.598

Share Capital 31 16.756.740 16.756.740Adjustment to Share Capital 31 7.916.580 7.916.580Share Premium 31 119.489 119.489Other Comprehensive Income/Expense not to be Reclassified to Profit or Loss 138.144.864 84.234.053 - Revaluation of Property, Plant and Equipment 15 138.697.299 84.709.282 - Actuarial Gain/Loss Arising from Defined Benefit Plans (552.435) (475.229)Other Comprehensive Income/Expense to be Reclassified to Profit or Loss 92.357 89.215 - Fair Value Reserves of Available for Sale Investments 92.357 89.215Restricted Reserves 31 123.920 123.920Accumulated Losses (11.060.455) (11.572.949)Loss for the Year (1.536.660) (1.004.450)

TOTAL LIABILITIES AND EQUITY 177.747.957 116.866.889



ALTIN YUNUS ÇEŞME TURİSTİK TESİSLER A.Ş.STATEMENTS OF FINANCIAL POSITIONS (BALANCE SHEETS)AT 31 DECEMBER 2015 AND 2014(Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.)

48 49


1 January - 1 January - Notes 31 December 2015 31 December 2014

PROFIT OR LOSS

Revenue 32 26.556.038 24.381.701Cost of Sales 32 (18.694.398) (16.853.471)

Gross Profit from Trading Operations 7.861.640 7.528.230

GROSS PROFIT 7.861.640 7.528.230 General Administrative Expenses 34 (6.790.881) (6.571.894)Marketing Expenses 34 (722.565) (823.699)Other Operating Income 35 215.246 155.437Other Operating Expenses 35 (772.045) (530.905) OPERATING LOSS (208.605) (242.831)

Income from Investment Activities 36 16.817 20.420 Expense from Investment Activities 36 (115.851) (40)

OPERATING LOSS BEFORE FINANCIAL EXPENSE (307.639) (222.451)

Financial Income 38 550.494 603.768Financial Expenses 38 (1.773.090) (1.207.780)

(LOSS) BEFORE TAX FROM CONTINUING OPERATIONS (1.530.235) (826.463) Tax Expense of Continuing Operations (6.425) (177.987) - Current Income Tax Expense - - - Deferred Tax Expense 41 (6.425) (177.987) (LOSS) FOR THE YEAR FROM CONTINUING OPERATIONS (1.536.660) (1.004.450)

(LOSS) FOR THE YEAR (1.536.660) (1.004.450)

(Loss) Per Share (0,0917) (0,0599)

- Loss Per 1 Kr Number of 100 Shares From Continuing Operations 42 (0,0917) (0,0599) OTHER COMPREHENSIVE INCOME/ (EXPENSE): Other Comprehensive Income/ Expense not to be reclassified to Profit or Loss 55.427.755 (167.487)

Increase in Revaluation Reserve 15 59.539.983 -Actuarial loss arising from defined benefit plans 28 (96.508) (209.359)Taxes for other comprehensive income/ expense not to be reclassified to profit or loss (4.015.720) 41.872 - Deferred tax Income/ (Expense) 41 (4.015.720) 41.872

Other Comprehensive Income/ Expense to be reclassified to Profit or Loss 3.142 2.156Fair Value Reserves of Available-for-Sale Investments 3.928 2.695Taxes for other comprehensive income/ expense to be reclassified to profit or loss (786) (539) - Deferred tax Expenses 41 (786) (539) OTHER COMPREHENSIVE INCOME/ (EXPENSE) 55.430.897 (165.331)

TOTAL COMPREHENSIVE INCOME/ (EXPENSE) 53.894.237 (1.169.781)



1 January - 1 January - Notes 31 December 2015 31 December 2014

A. CASH FLOWS FROM OPERATING ACTIVITIES

Loss for the year (1.536.660) (1.004.450)Adjustments related to reconciliation of net (loss)/profit for the year 5.961.891 4.988.966Adjustments related to taxation on (income)/ expense 41 6.425 177.987Adjustments related to depreciation and amortization 29 3.841.512 3.634.240Adjustments related to provision for employment termination benefits 34 189.650 149.275Adjustments related to interest income 38 (34.345) (29.316)Adjustments related to interest expense 38 1.049.094 510.778Adjustments related to provision for illegal occupation (“Ecrimsil”) 26 356.514 546.956Adjustments related to provision for doubtful receivables 35 454.007 142.004Gain on sales of property, plant and equipment 36 99.034 (20.380)Unrealized foreign exchange (gain) loss/ on borrowings - (122.578) Changes in Working Capital (1.263.941) (1.402.002)Adjustments related to decrease/(increase) in inventories 11 (31.924) 13.788Adjustments related to decrease/(increase) in inventories 11 (31.924) 13.788Adjustments related to increase in trade receivables 8 (414.469) 2.139.937Adjustments related to (increase)/decrease in trade receivables from related parties 7 21.560 (10.704)Adjustments related to (increase)/decrease in other receivables and other current assets (650.624) (1.581.216) Adjustments related to increase in trade payables 8 66.807 162.384Adjustments related to increase/(decrease) in trade payables to related parties 7 (158.960) (28.473)Adjustments related to increase in other current liabilities (96.331) (2.097.718)

Cash Used in Operating Activities (235.579) (821.172)Paid illegal occupation 26 (64.327) (485.118)Employment termination benefits paid 28 (171.252) (336.054) Net Cash Generated From Operating Activities 2.925.711 1.761.342

B. CASH FLOWS FROM INVESTING ACTIVITIES Purchases of property, plant and equipment, and intangible assets 15 (5.058.687) (1.241.270)Proceeds from sales of property, plant and equipment 30.313 26.754Interest received 38 34.345 29.316

Net Cash Used in Investing Activities (4.994.029) (1.185.200)

C. CASH FLOWS FROM FINANCING ACTIVITIESCash outflows related to financial liabilities 9.000.000 4.400.000Increase in financial liabilities (6.254.810) (4.564.924)Interest paid (986.141) (510.778) Net Cash Used in Financing Activities 1.759.049 (675.702)

Net decrease in cash and cash equivalents before foreign currency translation differences (309.269) (99.560)

D. EFFECT OF CURRENCY TRANSLATION DIFFERENCES ON CASH AND CASH EQUIVALENTS - - ET DECREASE IN CASH AND CASH EQUIVALENTS (309.269) (99.560) Net (Decrease)/ Increase in Cash and Cash Equivalents (309.269) (99.560) E. CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE PERIOD 1.017.344 1.116.904 CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD 6 708.075 1.017.344



ALTIN YUNUS ÇEŞME TURİSTİK TESİSLER A.Ş.STATEMENTS OF INCOME AND OTHER COMPREHENSIVE INCOME FOR THE PERIODS 1 JANUARY - 31 DECEMBER 2015 AND 2014(Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.)


ALTIN YUNUS ÇEŞME TURİSTİK TESİSLER A.Ş.STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED AT 31 DECEMBER 2015 AND 2014(Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.)


50 51


Other Comprehensive Other Comprehensive Income/Expense Income/Expense not to be reclassified that can be reclassified to Profit or Loss to Profit and Loss Accumulated Losses Actuarial gain/ (loss) Fair Value Reserve Adjustment arising from For Available Share to Share Share Revaluation defined For Sale Restricted Accumulated Net Profit/Loss Capital Capital Premium Reserve benefit plans Investments Reserves Losses For the year Total Equity

PREVIOUS PERIOD

Amounts as of 1 January 2014 (opening) 16.756.740 7.916.580 119.489 86.148.415 (307.742) 87.059 123.920 (12.079.400) (932.682) 97.832.379

Transfer of loss for prior year to accumulated losses - - - - - - - (932.682) 932.682 -Total Comprehensive Loss - - - - (167.487) 2.156 - - (1.004.450) (1.169.781)Depreciation transfer – net (Note 15) - - - (1.439.133) - - - 1.439.133 - -

31 December 2014 16.756.740 7.916.580 119.489 84.709.282 (475.229) 89.215 123.920 (11.572.949) (1.004.450) 96.662.598

CURRENT PERIOD

Amounts as of 1 January 2015 (opening) 16.756.740 7.916.580 119.489 84.709.282 (475.229) 89.215 123.920 (11.572.949) (1.004.450) 96.662.598

Transfer of loss for prior year to accumulated losses - - - - - - - (1.004.450) 1.004.450 -Total Comprehensive Income - - - 55.504.961 (77.206) 3.142 - - (1.536.660) 53.894.237Depreciation transfer – net (Note 15) - - - (1.435.737) - - - 1.435.737 - -Fund transfer due to property, plant and equipment sale - - - (81.207) - - - 81.207 - -

31 December 2015 16.756.740 7.916.580 119.489 138.697.299 (552.435) 92.357 123.920 (11.060.455) (1.536.660) 150.556.835



ALTIN YUNUS ÇEŞME TURİSTİK TESİSLER A.Ş.STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED AT 31 DECEMBER 2015 AND 2014(Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.)


ALTIN YUNUS ÇEŞME TURİSTİK TESİSLER A.Ş.STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED AT 31 DECEMBER 2015 AND 2014(Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.)


52 53


NOTE 1 - ORGANISATION AND NATURE OF OPERATIONS

Altın Yunus Çeşme Turistik Tesisler A.Ş. (“the Company” or “Hotel”) is engaged in giving hotel services in Çeşme/ İzmir, Altın Yunus Altın Yunus Çeşme Turistik Tesisler A.Ş. (“the Company” or “Hotel”) is engaged in giving hotel services in Çeşme/ İzmir, Altın Yunus Hotel, providing accommodation services, conference-seminar organisations and health and beauty programs to resident and foreign guests. Sales of the hotel are mainly performed by domestic and foreign tour companies. Operations of the Company, fluctuates according to seasonality of tourism sector. Total of the marina rooms are 423 (2014: 423 rooms) and total of the Altın Yunus apart’s rooms 42 (2014: 42 rooms)

The Company is subject to the regulations of the Capital Markets Board (“CMB”) and its shares have been traded on the Borsa Istanbul (“BIST”). The ultimate parent of the Company is Yaşar Holding A.Ş (“Yaşar Holding”) with 62% shares of the Company (2014: 62%). As of 31 December 2015, the shares traded on the BIST constitute 8% (2014: 8%) of total share capital (Note 31).

The Company is registered in Turkey and the address of the Company and Hotel are as follows:

Company center:

Şehit Fethibey Caddesi No:120 Alsancak/ İzmir

Hotel center:

Altın Yunus Çeşme Turistik Tesisler A.Ş. Boyalık Mevkii, 35948Çeşme- İzmir

NOTE 2 - BASIS OF PREPARATION OF FINANCIAL STATEMENTS

2.1 Basis of Presentation of Financial Statements

2.1.1 Preparation of Financial Statements and Accounting Standards

The accompanying financial statements are prepared in accordance with Communiqué Serial II, No:14.1, “Principles of Financial Reporting in Capital Markets” (“the Communiqué”) published in the Official Gazette numbered 28676 on 13 June 2013. According to Article 5 of the Communiqué, financial statements are prepared in accordance with the Turkish Accounting Standards issued by Public Oversight Accounting and Auditing Standards Authority (“POAASA”). TAS contains Turkish Accounting Standards, Turkish Financial Reporting Standards (“TFRS”) and its addendum and interpretations (“IFRIC”).

The financial statements of the Company are prepared as per the CMB announcement of 7 June 2013 relating to financial statements presentations. Comparative figures are reclassified, where necessary, to conform to changes in the presentation of the current year’s financial statements.

In accordance with the CMB resolution issued on 17 March 2005, listed companies operating in Turkey are not subject to inflation accounting effective from 1 January 2005. Therefore, the financial statements of the Company have been prepared accordingly.

The Company maintains its books of accounts and prepares its statutory financial statements in accordance with the Turkish Commercial Code (“TCC”), tax legislation, the Uniform Chart of Accounts issued by the Ministry of Finance and principles issued by CMB. These financial statements have been prepared under historical cost conventions except for financial assets, financial liabilities, land, buildings and land improvements, machinery and equipments which are carried at fair value. The financial statements are based on the statutory records, which are maintained under historical cost conventions, with the required adjustments and reclassifications reflected for the purpose of fair presentation in accordance with TAS. The Company’s functional and reporting currency is Turkish Lira (“TL”).

NOTE 2 - BASIS OF PREPARATION OF FINANCIAL STATEMENTS (Continued)

2.2 Changes in Accounting Policies, Comparative İnformation and Correction of Prior Year Financial Statements

2.2.1 Amendments in Turkish Financial Reporting Standards

a) New standards, amendments and interpretations issued and effective as of 31 December 2015:

- Amendment to TAS 19 regarding defined benefit plans, effective from annual periods beginning on or after 1 July 2014. These narrow scope amendments apply to contributions from employees or third parties to defined benefit plans. The objective of the amendments is to simplify the accounting for contributions that are independent of the number of years of employee service, for example, employee contributions that are calculated according to a fixed percentage of salary.

- Annual Improvements 2012 and 2013: Effective from annual periods beginning on or after 1 July 2014. There are some changes as a result of annual improvements projects 2010-2012 and 2011-2013 cycle.

b) New standards, amendments and interpretations issued and effective as of 31 December 2015 have not been presented since they are not relevant to the operations of the Company or have insignificant impact on the financial statements.

c) New TFRS standards, amendments and TFRICs effective after 31 December 2015:

- Amendment to TAS 16, ‘Property, plant and equipment’ and TAS 38, ‘Intangible assets’, on depreciation and amortization, effective from annual periods beginning on or after 1 January 2016. In this amendment it has clarified that the use of revenue based methods to calculate the depreciation of an asset is not appropriate because revenue generated by an activity that includes the use of an asset generally reflects factors other than the consumption of the economic benefits embodied in the asset. It is also clarified that revenue is generally presumed to be an inappropriate basis for measuring the consumption of the economic benefits embodied in an intangible asset.

- Annual improvements 2014, effective from annual periods beginning on or after 1 January 2016. These set of amendments impacts 4 standards:

• TFRS 5, ‘Non-current assets held for sale and discontinued operations’ regarding methods of disposal.• TFRS 7, ‘Financial instruments: Disclosures’, (with consequential amendments to TFRS 1) regarding servicing contracts.• TAS 19, ‘Employee benefits’ regarding discount rates.• TAS 34, ‘Interim financial reporting’ regarding disclosure of information

- TAS 1 “Presentation of Financial Statements”; effective from annual periods beginning on or after 1 January 2016. The purpose of this change is to improve the presentation of financial statements and disclosures.


ALTIN YUNUS ÇEŞME TURİSTİK TESİSLER A.Ş.NOTES TO THE FINANCIAL STATEMENTSFOR THE PERIOD BETWEEN 1 JANUARY - 31 DECEMBER 2015(Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.)




54 55


NOTE 2 - BASIS OF PRESENTATION OF FINANCIAL STATEMENTS (Continued)

- TFRS 15 “Revenue from Contracts with Customers”, effective from annual periods beginning on or after 1 January 2017. The new standart, appears as a result of alignment project with Generally Accepted Accounting Principles in United States of America, aims the financial reporting of revenue and the world wide comparability of total revenues in financial statements. The new standart bases on the principal that revenue is accounted for when control of the good or service is transfered to customer, therefore control concept changes the current risk and reward concept.

- TFRS 9 ‘Financial instruments’, effective from annual periods beginning on or after 1 January 2018. This standard replaces the guidance in TAS 39. It includes requirements on the classification and measurement of financial assets and liabilities; it also includes an expected credit losses model that replaces the current incurred loss impairment model.

The Company will determine the effects of these amendments above on the financial statements and will apply after effective date. The above mentioned amendments and interpretations are not expected to have significant impact on the Company’s financial statements.

2.2.2 Comparative information and the restatement of prior year financial statements

The Company’s financial statements are prepared comparatively in order to enable the identification of financial position and performance trends. The Company prepared the balance sheet as of 31 December 2015 comparing to the balance sheet as of 31 December 2014, the comprehensive income, equity movement and cash flows for the year ended 31 December 2015 comparing to the comprehensive income, equity movement and cash flows for the year ended 31 December 2014.

2.3 Summary of Significant Accounting Policies

Significant accounting policies followed in the preparation of the financial statements are summarized below:

2.3.1 Revenue recognition

Revenues are recognised on an accrual basis at the time overnight stay or the other services given is realised, the amount of revenue can be measured reliably and it is probable that the economic benefits associated with the transaction will flow to the Company at the fair value of considerations received or receivable. Net sales represent the invoiced value of service given except sales tax less sales returns and discounts (Note 32). At each balance sheet date any expenditure incurred but not yet invoiced is estimated and accrued.

The Company recognizes revenue when the amount of revenue can be reliably measured, it is probable that future economic benefits will flow to the Company and when specific criteria have been met for each of the Company’s activities as described below. The Company bases its estimates on historical results, taking into consideration the type of customer, the type of transaction and the specifics of each arrangement.

Interest income is recognised on a time-proportion basis using the effective interest method. When a receivable is impaired, the Company reduces the carrying amount to its recoverable amount, being the estimated future cash flow discounted at original effective interest rate of the instrument, and continues unwinding the discount as interest income.

Rent income is recognised evenly on an accrual basis.


2.3.2 Inventories

Inventories are valued at the lower of cost or net realisable value. Net realisable value is the estimated selling price in the ordinary course of business, less the costs of completion and selling expenses. Cost elements included in inventories comprise total purchase costs. The costs of inventories are determined on the weighted average basis (Note 11).

2.3.3 Property, plant and equipment

Property, plant and equipment, except for land and land improvements and buildings acquired before 1 January 2005 are carried at cost, in the equivalent purchasing power of TL as at 31 December 2004 and items acquired after 1 January 2005 are carried at cost, less the subsequent depreciation and impairment loss, if any, as of 31 December 2015. The Company’s land and land improvements and buildings are stated at fair value, based on valuations by external independent valuer at 31 December 2015, namely TSKB Gayrimenkul Değerleme A.Ş. (Note 15). As of the date of the revaluation, the accumulated depreciation of the property, plant and equipment subject to revaluation is netted by the cost of the property, plant and equipment and in the following periods revalued net book value is taken into consideration.

Increases in the carrying amount arising on the revaluation of property, plant and equipment are credited to the revaluation reserve in equity by netting the deferred tax effect. The revaluation increases related the property, plant and equipment that was previously impaired are credited to profit and loss accounted with an amount of the previous impairment. Decreases that offset previous increases of the same asset are charged against that reserve; all other decreases are charged to the statement of comprehensive income. Each year the difference between depreciation based on the revalued carrying amount of the asset (the depreciation charged to the statement of comprehensive income) and depreciation based on the asset’s original cost is transferred from the revaluation reserve to the accumulated losses. Any accumulated depreciation at the date of revaluation is eliminated against the gross carrying amount of the relevant asset, and the net amount is restated to the revalued amount of the asset.

Property, plant and equipment are capitalized and depreciated when they are fully commissioned and in a physical state to meet their designed production capacity. Residual values of property, plant and equipment are deemed as negligible.

Depreciation is provided on the restated or revalued amounts of property, plant and equipment on a straight-line basis (Note 15). Land is not depreciated as it is deemed to have an indefinite life. The estimated useful lives of property, plant and equipment are as follows:

Years

Buildings and land improvements 5-25 yearsMachinery and equipments 2-20 yearsMotor vehicles 5 yearsFurniture and fixtures 2-12 years

The assets’ recoverable amounts and useful lives are reviewed, and adjusted prospectively, if applicable, at each balance sheet date. Subsequent costs are included in the asset’s carrying value or recognised as seperate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Company and the cost of the item can be measured reliably.






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The assets’ recoverable amounts and useful lives are reviewed, and adjusted prospectively, if applicable, at each balance sheet date. Property, plant and equipment are reviewed for impairment losses whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. Where the carrying amount of an asset is greater than its recoverable amount, an impairment loss is recognised for the amount by which the carrying amount of the asset exceeds its recoverable amount.

Repairs and maintenance are charged to the statements of comprehensive income during the financial period in which they are incurred. Subsequent costs are included in the asset’s carrying value or recognised as separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Company and the cost of the item can be measured reliably. The Company derecognises the carrying amounts of the replaced parts related to renovations regardless of whether the replaced parts were depreciated separately. Subsequent costs included in the asset’s carrying value or recognise as separate asset, are depreciated based on their useful lives. Gains or losses on disposals of property, plant and equipment are determined by reference to their carrying amounts and are included in the related income and expense accounts, as appropriate. On the disposal of revalued assets, amounts in the revaluation reserve relating to that asset are transferred to the retained earnings.

2.3.4 Intangible assets

Intangible assets have finite useful lives and comprise of acquired rights, information systems and software. Intangible assets acquired before 1 January 2005 are carried at cost in the equivalent purchasing power of TL as at 31 December 2004 and items acquired after 1 January 2005 are carried at cost, less accumulated amortisation and permanent impairment losses if any. Residual values of intangible assets are deemed as negligible. Intangible assets are recorded at acquisition cost and amortised on a straight-line basis over their estimated useful lives for a period of six years from the date of acquisition (note 18) . Gains or losses on disposals or impairments of intangible assets with respect to their amounts are included in related income and expense accounts (note 2.3.5). Residual values of intangible assets are deemed as negligible. Intangible assets are reviewed for impairment losses whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.

2.3.5 Impairment of assets

Impairment of financial assets

- Assets carried at amortized cost

The Company assesses at the end of each reporting period whether there is objective evidence that a financial asset or group of financial assets is impaired. A financial asset or a group of financial assets is impaired and impairment losses are incurred only if there is objective evidence of impairment as a result of one or more events that occurred after the initial recognition of the asset (a ‘loss event’) and that loss event (or events) has an impact on the estimated future cash flows of the financial asset or group of financial assets that can be reliably estimated.

The criteria that the Company uses to determine that there is objective evidence of an impairment loss include:

- Significant financial difficulty of the issuer or obligor,

- A breach of contract, such as a default or delinquency in interest or principal payments,

- For economic or legal reasons relating to the borrower’s financial difficulty, granting to the borrower a concession that the lender would not otherwise consider,

- It becomes probable that the borrower will enter bankruptcy or other financial reorganisation,

- Observable data indicating that there is a measurable decrease in the estimated future cash flows from a portfolio of financial assets since the initial recognition of those assets, although the decrease cannot yet be identified with the individual financial assets in the portfolio, including:

(i) Adverse changes in the payment status of borrowers in the portfolio; and

(ii) National or local economic conditions that correlate with defaults on the assets in the portfolio.

The Company first assesses whether objective evidence of impairment exists.


For loans and receivables category, the amount of the loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows (excluding future credit losses that have not been incurred) discounted at the financial asset’s original effective interest rate. The carrying amount of the asset is reduced and the amount of the loss is recognized in the statement of comprehensive income.

If, in a subsequent period, the amount of the impairment loss decreases and the decrease can be related objectively to an event occurring after the impairment was recognized (such as an improvement in the debtor’s credit rating), the reversal of the previously recognized impairment loss is recognized in the statement of comprehensive income.

- Assets classified as available for sale

The Company assesses at the end of each reporting period whether there is objective evidence that a financial asset or a group of financial assets is impaired. In the case of equity investments classified as available for sale, a significant or prolonged decline in the fair value of the security below its cost is also evidence that the assets are impaired. If any such evidence exists for available-for-sale financial assets, the cumulative loss - measured as the difference between the acquisition cost and the current fair value, less any impairment loss on that financial asset previously recognized in profit or loss - is removed from equity and recognized in the statement of comprehensive income.

Impairment of non-financial assets:

At each reporting date, the company assesses whether there is an impairment indication for the assets, except for the deferred income tax asset. When an indication of impairment exists, the company estimates the recoverable amounts of such assets. The recoverable amounts of intangible assets not yet available for use to be measured annually. The recoverable amount is the higher of an asset’s fair value less costs to sell and value in use.

2.3.6 Borrowing and borrowing cost

Borrowings are recognized initially at the proceeds received, net of any transaction costs incurred. In subsequent periods, borrowings are restated at amortized cost using the effective yield method. Any difference between proceeds (net of transaction costs) and the redemption value is recognized in the statement of comprehensive income over the period of the borrowings. Borrowing costs are expensed as incurred (Note 38). If the borrowings mature within 12 months, then they are classified in current liabilities, otherwise they are classified in non-current liabilities (Note 25). The fees paid for borrowing agreements and limits, if the usage of some or all of the limit in terms of the borrowing agreement is highly probable, is accounted for in the financial statements as transaction cost as explained above. When the usage of the limit is not probable, the fee paid is considered as the service cost paid of liquidity service and is considered as prepaid expense and is accounted for in the profit and loss statement through the validity period of borrowing limit.

2.3.7 Financial assets

The Company classifies its financial assets in the following categories: financial assets (at fair value through profit or loss, loans and receivables, available-for-sale and held-to-maturity financial assets. The classification depends on the purpose for which the financial assets were acquired. Management determines the classification of its financial assets at initial recognition. Financial assets are derecognized when the rights to receive cash flows from the investments have expired or have been transferred and the Company has transferred substantially all risks and rewards of ownership.






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i. Classification

- Loans and receivables Loans and receivables constitute non-derivative financial instruments, which are not quoted in active markets and have fixed

or scheduled payments. Loans and receivables arise, without held-for-sale intention, from the Company’s supply of goods, service or direct fund to any debtor. If the maturity of these instruments are less than 12 months, these loans and receivables are classified in current assets and if more than 12 months, classified in non-current assets. The loans and receivables are included in trade receivables and other receivables in the balance sheet. Loans are recognized initially at the proceeds received, net of any transaction costs incurred. In subsequent periods, loans and receivables are stated at amortized cost using the effective yield method less any impairment, if any.

- Available-for-sale financial assets

Investments intended to be held for an indefinite period of time, which may be sold in response to needs for liquidity or changes in interest rates, are classified as available-for-sale. These are included in non-current assets unless management has expressed the intention of holding the investment for less than 12 months from the balance sheet date or unless they will need to be sold to raise operating capital, in which case they are included in current assets. Management determines the appropriate classification of its investments at the time of the purchase and re-evaluates such designation on a regular basis.

ii. Recognition and measurement

All financial investments are initially recognised at cost, being the fair value of the consideration given and including transaction costs associated with the financial assets. Available-for-sale investments of the Company with participation rate less than 20%, and are classified as available-for-sale investments are carried at market value where there is no quoted market price and where a reasonable estimate of fair value, they are carried at fair value by using generally accepted valuation techniques, when there is no active market for the financial asset.

When there is no quoted market price, and when a reasonable estimate of fair value could not be determined since other methods are inappropriate and unworkable. Available-for-sale financial assets acquired before 1 January 2005 are carried at cost expressed in purchasing power of TL as at 31 December 2004 and available-for-sale investments acquired after 1 January 2005 are carried at cost, less impairment losses, if any. Impairment losses are recognized in the statement of comprehensive income. Unrealized gains and losses arising from changes in fair value of financial assets classified as available-for-sale are recognised in the equity until the related financial asset is derecognised. Change in fair value of financial assets classified as available-for-sale is calculated as the difference between the discounted acquisition cost and the fair value at the balance sheet date.


2.3.8 Foreign currency transaction and balances

Transactions in foreign currencies during the year have been translated at the exchange rates prevailing at the dates of the transactions. Monetary assets and liabilities denominated in foreign currencies have been translated into TL at the exchange rates prevailing at the balance sheet dates. The exchange differences that were recorded are recognized in the statement of comprehensive income as part of the loss for the year.

2.3.9 Earnings/ (loss) per share

Earnings/ (losses) per share indicated in the statements of comprehensive income are determined by dividing net loss for the year by the weighted average number of shares that have been outstanding during the year concerned (Note 42).

Companies can increase their share capital by making a pro-rata distribution of shares (“bonus shares”) to existing shareholders from retained earnings. For the purpose of losses per share computations, the weighted average number of shares outstanding during the year has been adjusted in respect of bonus shares issues without a corresponding change in resources, by giving them retroactive effect for the year in which they were issued and for each earlier year.

2.3.10 Subsequent events

Subsequent events, announcements related to net profit or even declared after other selective financial information has been publicly announced, include all events that take place between the balance sheet date and the date when balance sheet was authorized for issue.

In the case that events require a correction to be made occur subsequent to the balance sheet date, the Company makes the necessary corrections to the financial statements. Moreover, the events that occur subsequent to the balance sheet date and that do not require a correction to be made are disclosed in accompanying notes, where the decisions of the users of financial statements are affected.

2.3.11 Provisions, contingent assets and liabilities

Possible assets or obligations that arise from past events and whose existence will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Company are treated as contingent assets or liabilities. The Company does not recognise contingent assets and liabilities. A contingent liability is disclosed, unless the possibility of an outflow of resources embodying economic benefits is remote. A contingent asset is disclosed where an inflow of economic benefits is probable. (Note 26).

Provisions are recognized when the Company has a present legal or constructive obligation as a result of past events; it is more likely than not that an outflow of resources will be required to settle the obligation; and the amount has been reliably estimated. Where there are a number of similar obligations, the likelihood that an outflow will be required in settlement is determined by considering the class of obligations as a whole. A provision is recognised even if the likelihood of an outflow with respect to any one item included in the same class of obligations may be small. Provisions are not recognized for future operating losses.






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2.3.12 Accounting policies, errors and changes in accounting estimates

Significant changes in accounting policies and accounting errors are applied on a retrospective basis as if a prior period error had never occurred or the policy had always been applied. The effect of change in accounting estimate would be recognized prospectively by including it in the statement of comprehensive income within the period of the change, if the change affects that period only; or period of the change and future periods, if the change affects both.

2.3.13 Leases

(1) The Company as the lessee

Finance Leases

Leases of property, plant and equipment, where the Company has substantially all the risks and rewards of ownership, are classified as finance leases. Finance leases are capitalised at the inception of the lease at the lower of the fair value of the leased property or the present value of the minimum lease payments. Each lease payment is allocated between the liability and finance charges so as to achieve a constant rate on the finance balance outstanding. The corresponding rental obligations, net of finance charges, are included in other liabilities. The interest element of the finance cost is charged to the statement of comprehensive income over the lease period. The property, plant and equipment acquired under finance leases are depreciated over the shorter of the useful life of the asset or the lease term.

Operating Leases

Leases in which a significant portion of the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases (net of any incentives received from the lessor) are charged to the statement of comprehensive income on a straight-line basis over the lease term.

(2) The Company as the Lessor

Operating Leases

Assets leased out under operating leases are included in property, plant and equipment in the balance sheet. They are depreciated over their expected useful lives on a basis consistent with similar owned property, plant and equipment. Rental income is recognized in the statement of comprehensive income on a straight-line basis over the lease term.

2.3.14 Related parties

For the purpose of the financial statements, shareholders having control, joint control or significant influence over the Company, Yaşar family members who are the ultimate parent of the Company, Yaşar Group Companies, fellow subsidiaries, key management personnel and board members and their close family members, together with companies controlled, jointly controlled or significantly influenced by them are considered as and referred to as related parties (Note 7).

2.3.15 Segment reporting

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision makers. The chief operating decision-maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Key management that takes strategic decisions. The Company has only one reporting segment due to the fact that it operates in tourism sector and in only one geographic area; and the Company’s key management takes strategic decisions by considering all operations of the Company. For this reason, segment reporting is not applicable.


2.3.16 Taxation on income

Income tax expense for the period comprises current and deferred income tax. The current income tax liability includes the taxes payable calculated on the taxable portion of the period income with tax rates enacted on the balance sheet date (Note 41).

Deferred income tax assets and liabilities are provided, using the liability method, for all temporary differences arising between the tax bases of assets and liabilities and their carrying values for financial reporting purposes with the enacted tax rates as of the balance sheet date (Note 41). Deferred income tax income or expense is recognized in the statement of comprehensive income, except to the extent that it relates to items recognized directly in equity. In case, when the tax is related to items recognized directly in equity, the tax is also recognized in equity.

Deferred income tax assets or liabilities are reflected to the financial statements to the extent that they will provide an increase or decrease in the taxes payable for the future periods where the temporary differences will be reversed. Deferred income tax liabilities are recognized for all taxable temporary differences, where deferred income tax assets resulting from deductible temporary differences are recognized to the extent that it is probable that future taxable profit will be available against which the deductible temporary difference can be utilized. To the extent that deferred income tax assets will not be utilized, the related amounts have been deducted accordingly. Deferred income tax assets and deferred income tax liabilities related to income taxes levied by the same taxation authority are offset accordingly, if current tax assets can be offset against current tax liabilities (Note 41).

2.3.17 Employee benefits/ employment termination benefits

Provision for employment termination benefits represents the present value of the estimated total provision of the future probable obligation of the Company arising from the retirement of the employees calculated in accordance with the Turkish Labour Law. In accordance with existing social legislation and Turkish Labor Law in Turkey, the Company are required to make lump-sum termination indemnities to each employee whose employment is terminated due to retirement or for reasons other than resignation or misconduct and who has completed at least one year of service. Provision is made for the present value of the defined benefit obligation calculated using the projected unit credit method. All actuarial gains and losses are recognised in the statement of comprehensive income.

2.3.18 Statement of cash flows

In the statement of cash flows, cash flows are classified into three categories as operating, investment and financing activities. Cash flows from operating activities are those resulting from the Company’s production and sales activities. Cash flows from investing activities indicate cash inflows and outflows resulting from property, plant and equipments and financial investments. Cash flows from financing activities indicate the resources used in financing activities and the repayment of these resources. For the purposes of the statement of cash flows, cash and cash equivalents comprise of cash in hand accounts, bank deposits and short-term, highly liquid investments that are readily convertible to known amounts of cash with maturities equal or less than three months.






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2.3.19 Share capital and dividends

Ordinary shares are classified as equity. Dividends payable on ordinary shares are recognised as an appropriation of the profit in the period they are declared. Dividends payable on shares are recognised as an appropriation of the profit in the period in which they are declared.

2.4 Critical accounting estimates and judgments

Preparation of financial statements requires the use of estimates and assumptions that may affect the amount of assets and liabilities recognized as of the balance sheet date, disclosures of contingent assets and liabilities and the amount of revenue and expenses reported. Although these estimates and assumptions rely on the Company management’s best knowledge about current events and transactions, actual outcomes may differ from those estimates and assumptions. Significant estimates of the Company management are as follows:

(i) Revaluation of land, buildings and land improvements

The frequency of the revaluation work is determined by taking into consideration the fact that the carrying value of the property, plant and equipment that will be revalued should not be materially different than the fair value. The frequency of the revaluation work is related to the change in the fair values of property, plant and equipment. The revaluation work should be reperformed when the fair value is materially different than the carrying value of the property, plant and equipment and the revaluation work should be performed as of the same date for the whole class of asset that the revalued asset is belong to. Apart from this, it’s not necessary to report the revaluation work for the property, plant and equipment, the changes in the fair values of which are immaterial.

Since no purchase/sale transactions that could be taken as a reference happened, while performing the fair value calculations, for the lands peer comparison method, for the buildings, land improvements and machinery and equipments cost approach is used. The estimates are as follows:

- While performing the fair value calculations, by performing the most effective and the best use assessment it has been determined that the current use of the assets are the most effective and the best use. For the lands peer comparison method, for the buildings, land improvements and machinery and equipments cost approach is used.

- While performing peer comparison method, available market information is utilised, similar real estates which are entered to market recently are taken into consideration, the price adjustment has been performed by taking into consideration the criteria that can effect the market price and for the lands subject to valuation report average square meter sales price is determined. The peers that are taken into consideration are compared in terms of location, size, construction availability, physical properties and for the current assessment of real estate market, the real estate marketing firms are contacted and the available knowledge of independent professional valuation firm have been utilised.

- In cost approach, the value of the real estate is determined by adding the amortised cost of the investment over the cost of the land. In the cost approach, while calculating the value of the land the peer comparison method is used.


The values happened during purchase/sale transactions can be different than these values.

The values determined by cost approach are assessed in terms of the provisions of TMS 36 “Impairment of Assets” standard as of the initial recognition and the balance sheet date and it has been concluded that there is not any impairment.

(ii) Fair value of Available-for-sale financial assets

Available-for-sale financial assets that do not have quoted fair values are measured by using generally accepted valuation techniques. Although the estimations and assumptions are based on the best estimates of the management’s existing incidents and operations, they may differ from the actual results (Note 4).

(iii) Income taxes

There are many transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business and significant judgment is required in determining the provision for income taxes. The Company recognizes tax liabilities for anticipated tax issues based on estimates of whether additional taxes will be due. In this respect, the Company did not recognise deferred income tax assets arising from tax losses carried forward and other deductible differences as their the future utilisation is not virtually certain (Note 41). Where the final tax outcome of these matters is different from the amounts that were initially recorded, such differences will impact the current and deferred income tax provisions in the period in which such determination is made.

2.5 Offsetting

All items with significant amounts and nature, even with similar characteristics, are presented separately in the financial statements. Insignificant amounts are grouped and presented by means of items having similar substance and function. When the nature of transactions and events necessitate offsetting, presentation of these transactions and events over their net amounts or recognition of the assets after deducting the related impairment are not considered as a violation of the rule of non-offsetting. As a result of the transactions in the normal course of business, revenue other than sales are presented as net if the nature of the transaction or the event qualify for offsetting.

2.6 Compliance declaration to resolutions published by POAASA and UMS/IFRS

The Company’s management is responsible for the preparation and fair presentation of these financial statements in accordance with the Turkish Accounting Standards published by the Public Oversight Accounting and Auditing Standards Authority. As Company management, we declare that the current and previous period financial statements together with the summary of the important accounting policies and notes to the financial statements are prepared and presented in accordance with Turkish Accounting Standards published by the Public Oversight Accounting and Auditing Standards Authority. NOTE 3 - BUSINESS COMBINATIONS

None (31 December 2014: None).






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NOTE 4 - INTERESTS IN OTHER ENTITIES

Available-for-sale investments:

31 December 2015 31 December 2014

Shareholding Amount Shareholding Amount rate (%) (TL) rate (%) (TL)

Desa Enerji Elektrik Üretimi 0,25 115.447 0,25 111.519Çeşme Otelcileri Termal Enerji ve

Turizm Ticaret A.Ş. (“Çetaş”) 20,00 42.287 20,00 42.287İzmir Kongre A.Ş. 1,00 2.000 1,00 2.000

159.734 155.806

As of 31 December 2015 the fair value of “Desa Enerji” is determined by using the discounted cash flow analysis, which is the one of the generally accepted valuation techniques, and recorded accordingly in the financial statements.

Other available-for-sale investments Çetaş and İzmir Kongre A.Ş. are the companies, which aim to develop the tourism sector in the region the Company operates. Since the Company doesn’t have significant influence on the operations of Çetaş, it was not accounted for using the equity method.

NOTE 5 - SEGMENT REPORTING

Please see note 2.3.15.

NOTE 6 - CASH AND CASH EQUIVALENTS


Cash in hand 37.791 31.288Banks 195.302 491.453 - Demand deposits 95.302 361.453

- TL 95.302 37.610- Foreign currency - 323.843

- Time deposits 100.000 130.000- TL 100.000 130.000

Other 474.982 494.603

708.075 1.017.344

Other cash and cash equivalents includes the credit cards slips with an average term of 45 days (2014: 45 days). As of 31 December 2015, TL time deposits matures at 4 January 2016 with an interest rate of 11,75% per annum (“p.a.”) (2014: Mature Date 2 January 2015 and interest rate: 10.00%).

Based on the independent data with respect to the credit risk assessment of the banks at which the Company has deposits, are sufficient in terms of credit quality of the banks. The fair values of cash and cash equivalents approximate carrying values, including accrued interest income at the respective balance sheet dates.

NOTE 7 - TRANSACTIONS AND BALANCES WITH RELATED PARTIES

Summary of the due from and due to related parties balances as of 31 December 2015 and 2014 and significant intercompany transactions were as follows:

i) Balances with related parties:

a) Trade receivables from related parties- current: 31 December 2015 31 December 2014 Hedef Ziraat Ticaret A.Ş. (“Hedef Ziraat”) 53.760 20.438 Çamlı Yem Besicilik San. ve Tic. A.Ş. (“Çamlı Yem”) 41 3.038 DYO Boya Fabrikaları A.Ş. (“DYO Boya”) - 42.510 Other 4.625 14.000 58.426 79.986

Since the effect of unincurred interest expense cost of trade receivables from related parties is immaterial, trade receivables from related parties are accounted for by taking into account undiscounted invoice amounts.


b) Trade payables to related parties - current :

Yaşar Birleşik Pazarlama Dağıtım Turizm ve Ticaret A.Ş. (“YBP”) 994.402 1.138.823Yaşar Holding 262.386 308.033Bintur Turizm ve Catering Hizmetleri Ticaret A.Ş.(“Bintur”) 79.542 -Desa Enerji 68.027 69.970Pınar Su Sanayi ve Ticaret A.Ş. (“Pınar Su”) 1.186 39.297Other 1.382 9.762

1.406.925 1.565.885

Trade payables to Yaşar Holding are related to administrative service purchases, trade payables to Desa Enerji are related to electricity purchases and payables to YBP is related to purchase of goods. Since the impact of unaccrued interest cost on trade payables due to related parties is not material, trade payables due to related parties are measured at invoice amounts without discounting.






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NOTE 7 - TRANSACTIONS AND BALANCES WITH RELATED PARTIES (Continued)

ii) Transactions with related parties: 1 January - 1 January - 31 December 2015 31 December 2014a) Product purchases:

YBP 1.455.086 1.281.696Desa Enerji 1.071.066 948.050Pınar Su 136.587 117.512Hedef Ziraat 40.226 20.940Çamlı Yem 5.289 4.800Other 1.060 17.613

2.709.314 2.390.611

Purchase of goods from YBP consists of food and beverages that are used by the Company in service sales and purchase of goods from Desa Enerji consists of electricity purchases.

b) Service purchases:

Yaşar Holding 753.604 710.829Bintur 66.403 48.040Other 8.764 1.288

828.771 760.157

Service purchases from Yaşar Holding are composed of consultancy charges. c) Service sales:

Bintur 210.087 256.476Yaşar Üniversitesi 143.279 137.199Yaşar Holding 82.157 10.839Çamlı Yem 48.698 28.773DYO Boya 30.966 89.946Pınar Süt Mamülleri Sanayii A.Ş. (“Pınar Süt”) 18.908 93Other 56.406 28.347

590.501 551.673

Service sales to related parties are composed of accommodation, hosting and meeting organizations.

NOTE 7 - TRANSACTIONS AND BALANCES WITH RELATED PARTIES (Continued)

d) Finance and other operating expenses:

1 January - 1 January - 31 December 2015 31 December 2014

YBP 151.946 146.765Yaşar Holding 65.753 56.579YDT - 25.381Other 22.329 22.759

240.028 251.484

Finance expense resulted from transactions with related parties are mainly composed of bail commission charges for the period between 1 January – 31 December 2015 and 2014. The bail commission and finance procurement rates used in the intercompany charges are both 0,50% p.a. (2014: 0,50% p.a.).

e) Purchase of property, plant and equipment:

Yaşar Holding 49.605 40.230 Pınar Süt 5.401 2.362 Bintur - 41.334 Other - 5.427

55.006 89.353

f) Key management compensation:

Key management includes general manager, finance director and members of Board of Directors and key management compensation and attendance fees paid to Board of Directors are as follows: Short-term employee benefits 519.765 334.663Profit sharing and bonuses - - Post-employment benefits 16.922 73.210 After severance benefits - - Other long term benefits 5.966 -

542.653 407.873

g) Bails received from related parties

The Company signed loan agreements with local finance institutions as of 20 January 2015 and 25 May 2015 amounting to TL9.500.000. YBP, Yaşar Holding and Desa Enerji have undersigned this loan agreement as the guarantors of this borrowing obtained. (31 December 2014: The Company signed loan agreement with local finance institution as of 1 August 2011 amounting to EUR3.000.000. YBP and YDT have undersigned this loan agreement as the guarantors of this borrowing obtained.)






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NOTE 8 - TRADE RECEIVABLES AND PAYABLES

31 December 2015 31 December 2014 a) Short-term trade receivables

Cheques and notes receivable 288.613 82.387 Customer current accounts 1.183.393 978.943

1.472.006 1.061.330

Less: Provision for impairment of receivables (881.200) (430.986)

590.806 630.344

Customer current accounts and overdue cheques mainly consist of receivables from travel agencies.

The agings of trade receivables as of 31 December 2015 and 2014 are as follows;


Overdue 177.300 309.5850-30 days due 70.284 202.22531-60 days due 179.342 116.14761-90 days due 63.552 2.38791-180 days due 100.328 - 590.806 630.344

The aging of overdue receivables as of 31 December 2015 and 2014 are as follows:

0-30 days 76.397 217.80031-60 days due 22.686 66.98061-90 days due 74.986 22.95991-180 days due 3.231 1.846 177.300 309.585

The aging of overdue trade receivables and credit risk analysis as of 31 December 2015 and 2014 are disclosed in Note 49.a in detail.

The movement of the provision for impairment of receivables can be analysed as follows:

2015 2014

1 January (430.986) (369.530)

Charged to the statement of comprehensive income (Note 35.b) (454.007) (142.004)Collections during the year (Note 35.a) 3.793 80.54831 December (881.200) (430.986)

The receivables of the Company is mainly composed of sales to tourism agents, individual customers, groups and rent revenues. Taking into account of sector and region specific competitive conditions, there is no formal structure which enables to obtain guarantees or mortgages from tourism agents or individual customers in order to mitigate the collection risk of trade receivables. By carrying out business with reliable agents, collecting cash from individual customers before overnight stays and taking advance payments from domestic agents based on agreements, the Company manages the collection risk. The Company management does not expect any collection risk regarding those receivables considering its past experience and collections at subsequent periods.

NOTE 8 – TRADE RECEIVABLES AND PAYABLES (Continued)

31 December 2015 31 December 2014b) Short-term trade payables:

Supplier current accounts 1.486.962 1.320.155 Notes Payables - 100.000 1.486.962 1.420.155

Trade payables mature approximately within one month (2014: one month). TL762.488 (2014: TL696.860) of trade payables are overdue for one and a half months on average as of 31 December 2015 (2014: one and a half months).

NOTE 9 - RECEIVABLES AND PAYABLES FROM FINANCE SECTOR OPERATIONS

None (2014: None).

NOTE 10 - OTHER RECEIVABLES AND PAYABLES

31 December 2015 31 December 2014a) Short term other receivables:

Deposits and guarantees given 107.526 66.412Personnel advances 107.526 66.41 115.526 78.255 b) Short term other payables: Taxes and funds payable 136.529 129.613Deposits and guarantees received 36.540 100.000Other 1.967 16.790 175.036 246.403

NOTE 11 – INVENTORIES


Hotel inventory 344.622 325.021Other 19.493 7.170

364.115 332.191

Hotel inventory, mainly includes food and beverages used in the hotel kitchen. Inventories are carried at their costs. The cost of materials recognised as expense during the year included in cost of service given is amounting to TL4.622.014 (2014: TL4.339.811) (Note 29).






70 71


NOTE 12 - BIOLOGICAL ASSETS

None (2014: None).

NOTE 13 – PREPAID EXPENSES AND DEFERRED INCOME

31 December 2015 31 December 2014 a) Short-term prepaid expenses Prepaid expenses 555.550 463.796Advances given 83.117 23.957 638.667 487.753

b) Deferred income Advances received 371.655 405.081 Other 18.876 47.524 390.531 452.605

c) Long-term prepaid expenses Advances given 683.716 683.716 Prepaid expenses 430.782 446.797 1.114.498 1.130.513

NOTE 14 - INVESTMENT PROPERTY

None (2014: None).

NOTE 15 - PROPERTY, PLANT AND EQUIPMENT (Continued)

Additions to the property, plant and equipment within the year 2015 mainly consist of room renovation. Disposal from the property, plant and equipment within the year 2015 mainly consist of sales of furniture and fully depreciated equipment.

Movements of property, plant and equipment for the period 1 January - 31 December 2014 were as follows:

1 January 31 December 2014 Additions Disposals 2014

Cost/ revaluation:Lands 56.893.321 - - 56.893.321Buildings and land improvements 56.403.743 229.044 - 56.632.787Machinery and equipment 8.115.970 42.360 (2.522)Motor vehicles 200.795 30.300 (16.102) 214.993Furniture and fixtures 9.225.815 895.916 (242.863) 9.878.868Construction in progress - 13.098 -

130.839.644 1.210.718 (261.487) 131.788.875

Accumulated depreciation

Buildings and (1.252.777) (2.556.753) - (3.809.530) land improvements Machinery and equipment (7.500.921) (69.917) 2.522 (7.568.316)Motor vehicles (180.726) (34.758) 16.102 (199.382)Furniture and fixtures (6.709.141) (943.732) 236.489 (7.416.384)

(15.643.565) (3.605.160) 255.113 (18.993.612)

Net book value 115.196.079 112.795.263

Additions to the property, plant and equipment within the year 2014 mainly consist of room renovation. Disposal from the property, plant and equipment within the year 2014 mainly consist of sales of furniture and fully depreciated equipment. TL2.206.153 (2014: TL2.005.439) of the current year depreciation and amortization charges have been allocated to cost of sales, TL2.698 (2014:TL2.894) to marketing, Sales and distribution expenses (Note 34.a) and TL1.632.661 (2014: TL1.625.907) to general and administrative expenses (Note 34.b). Movements in revaluation reserve related to land, buildings and land improvements were as follows:

2015 2014 1 January 84.709.282 86.148.415

Increase in revaluation reserve arising from revaluation of land, buildings and land improvements 55.504.961 -Disposal of revaluation funds due to sales property, plant and equipment (81.207) -Depreciation transfer upon revaluation reserve (1.794.672) (1.798.918)Deferred income tax calculated on depreciation transfer transferred to accumulated losses 358.935 359.785

31 December 138.697.299 84.709.282





NOTE 15 - PROPERTY, PLANT AND EQUIPMENT

Movements of property, plant and equipment for the period 1 January - 31 December 2015 were as follows:

Net off 1 January Acc. Depr. 31 December 2015 Additions Disposals Transfers Before Rev. Revaluation 2015 Cost/ revaluation: Lands 56.893.321 - - - - 52.486.500 109.379.821Buildings and land improvements 56.632.787 2.370.209 (136.646) 1.866 (6.416.137) 7.053.483 59.505.562Machinery and equipment 8.155.808 411.236 (2.188.462) - - - 6.378.582Motor vehicles 214.993 - - - - - 214.993Furniture and fixtures 9.878.868 2.218.741 (381.840) 11.232 - - 11.727.001Construction in progress 13.098 3.694 (3.694) (13.098) - - - 131.788.875 5.003.880 (2.710.642) - (6.416.137) 59.539.983 187.205.959 Accumulated depreciation Buildings and land improvements (3.809.530) (2.623.989) 17.382 - 6.416.137 - -Machinery and equipment (7.568.316) (92.587) 2.182.864 - - - (5.478.039)Motor vehicles (199.382) (15.941) - - - - (215.323)Furniture and fixtures (7.416.384) (1.071.183) 381.049 - - - (8.106.518)

(18.993.612) (3.803.700) 2.581.295 - 6.416.137 - (13.799.880)

Net book value 112.795.263 173.406.079


72 73


NOTE 15 - PROPERTY, PLANT AND EQUIPMENT (Continued)

The movements of land, buildings and land improvements with their cost values for the years ended 31 December 2015 and 2014 were as follows:

Buildings and31 December 2015: Land land improvements

Cost 1.267.819 60.546.605 Less: Accumulated depreciation - (41.518.349)

Net book value 1.267.819 19.028.256 Buildings and31 December 2014: Land land improvements

Cost 1.267.819 58.311.176Less: Accumulated depreciation - (40.706.414)

Net book value 1.267.819 17.604.762

NOTE 16 - RIGHTS TO INTERESTS ARISING FROM DECOMMISSIONING, RESTORATION AND ENVIRONMENTAL REHABILITATION FUNDS

None (2014: None).

NOTE 17 – MEMBERS’ SHARES IN COOPERATIVES BUSINESS AND SIMILAR FINANCIAL INSTRUMENTS

None (2014: None).

NOTE 18 - INTANGIBLE ASSETS

The movements of intangible assets for the period 1 January-31 December 2015 were as follows:


Rights and other intangible assets 571.241 54.809 - 626.048Less: Accumulated amortisation (501.689) (37.812) - (539.503)

Net book value 69.552 86.545

The movements of intangible assets for the period 1 January-31 December 2014 were as follows:


Rights and other intangible assets 511.608 59.633 - 571.241Less: Accumulated amortisation (472.608) (29.081) - (501.689)

Net book value 39.000 69.552

NOTE 19 - GOODWILL

None (2014: None).

NOTE 20 - EXPLORATION FOR AND EVALUATION OF MINERAL RESOURCES

None (2014: None).

NOTE 21 - LEASING

None (2014: None).

NOTE 22 - SERVICE CONCESSION AGREEMENTS

None (2014: None).

NOTE 23 – IMPAIRMENT ON ASSETS

None (2014: None).

NOTE 24 - GOVERNMENT GRANTS AND INCENTIVES

None (2014: None).

NOTE 25 – BORROWINGS AND BORROWING COSTS


Short-term borrowings 500.000 4.400.000 Short-term portion of long-term bank borrowings 112.501 2.467.311 Short-term financial liabilities 612.501 6.867.311 Long-term financial liabilities 9.000.000 - Total financial liabilities 9.612.501 6.867.311






74 75


NOTE 25 – BORROWINGS AND BORROWING COSTS (Continued)

31 December 2015 31 December 2014 Effective weighted Effective weighted average interest Original TL average interest Original TL rate p.a% currency equivalent rate p.a% currency equivalent

Short-term bank borrowings

TL borrowings (*) 13,25 500.000 500.000 11,34 4.400.000 4.400.000

Short-term portion of long-term bank borrowings

TL borrowings (**) 12,08 112.501 112.501 - - - EUR borrowings (***) - - - 4,82 874.716 2.467.311

Total short-term borrowings 612.501 6.867.311

TL borrowings (**) 12,08 9.000.000 9.000.000 - - -

Total long-term bank borrowings 9.000.000

(*) Short-term TL denominated bank borrowings consist of spot borrowings with fixed interest rates between 11,34% and 13,25% p.a. (31 December 2014: %11,34).

(**) Short-term portion of Long-term borrowings includes the interest accruals of Long-term borrowings. Long-term TL denominated bank borrowing consist of borrowing with fixed interest rates between 11,90% and 12,25% p.a. (31 December 2014: None).

(***) As of 31 December 2014, EUR874.716 denominated bank borrowing is comprised of amounting to EUR 3.000.000 with a maturity date of 3 August 2015 and includes the interest accruals with semi-annually fixed interest rate of Euribor + % 4,55.

NOTE 25 – BORROWINGS AND BORROWING COSTS (Continued)

As of 31 December 2015, the redemption schedule of long-term bank borrowings is as follows:

31 December 2015

2017 1.425.007 2018 1.508.876 2019 1.598.285 2020 1.698.166 After 2020 2.769.666

9.000.000

The carrying amounts and fair values of bank borrowings are as follows:


Carrying amount 9.612.501 6.867.311Fair value 9.689.401 6.922.249

The fair values are based on cash flows discounted using the rates based on the borrowing rates of 12,08% p.a. for TL denominated bank borrowings as of 31 December 2015 (2014: 4,82% p.a. for EUR denominated bank borrowings and 11,34% p.a. for TL denominated bank borrowings).

The carrying amounts of the bank borrowings with floating and fixed rates of the Company as of 31 December 2015 and 2014 which were classified in terms of periods remaining to contractual repricing dates are as follows:

Up to 3 months Total

- 31 December 2015:

Bank borrowings with floating rates - - Bank borrowings with fixed rates 500.000 9.612.501

500.000 9.612.501

- 31 December 2014:

Bank borrowings with floating rates - 2.467.311 Bank borrowings with fixed rates 4.400.000 4.400.000

4.400.000 6.867.311

As of 31 December 2015, the Company does not have any borrowing with floating interest rate. (2014: According to the interest rate sensitivity analysis performed at 31 December 2014, if interest rates on bank borrowings had been 1% higher while all other variables being constant, net profit for the year would be TL59.823 lower).






76 77


NOTE 26 - PROVISIONS, CONTINGENT ASSETS AND LIABILITIES

31 December 2015 31 December 2014a) Short-term provisions:

Provision for the occupation 374.417 82.230 Other 6.400 6.500

380.817 88.730

In 23 May 2014, the Company had agreed with General Directorate of National Real Estate of Çeşme and obtained the certificate of occupancy of the aforementioned areas for 30 years by full filling the obligations of prior authorisation letter signed up with T.C. Çeşme Mal Müdürlüğü about marina areas. The price will be paid annually in advance depending on the accrual performed by General Directorate of National Real Estate of Çeşme. Apart from that, provisions are accounted for the usage of seashore and some areas of facilities of the hotel for which no declaration has been performed by the authority yet.

Movement of the provision for the occupation is as follows:

2015 2014

1 January 82.230 20.392

Additional provision during the period 356.514 546.956 Paid during the period (64.327) (485.118) 31 December 374.417 82.230

As of 31 December 2015 and 2014 there is not any bail, commitment and mortgage given by the Company.

NOTE 26 - PROVISIONS, CONTINGENT ASSETS AND LIABILITIES (Continued)

The collaterals, pledges and mortgages (“CPM”) position of the Company as of 31 December 2015 and 2014 were as follows:


Currency Amount TL equivalent Currency Amount TL equivalentCPM provided by the Company:

A.Total amount of CPM given for the Company’s own legal personality - - TL - - TL - - USD - - USD - - EUR - - EUR - - Other - - Other - -B. Total amount of CPM given on behalf of fully consolidated companies - - - - - -C. Total amount of CPM given for continuation of its economic activities on behalf of third parties - - - - - -D. Total amount of other CPM i. Total amount of CPM given to behalf of the majority shareholder - - - - - - ii. Total amount of CPMs given to on behalf of other group companies which are not in scope of B and C. - - - - - - iii. Total amount of CPMs given on behalf of third parties which are not in scope of C. - - - - -

TOTAL - - - - - -

The ratio of total amount of other CPM/Equity %0 %0






78 79


NOTE 26 - PROVISIONS, CONTINGENT ASSETS AND LIABILITIES (Continued)

31 December 2015 31 December 2014b) Guarantees received:

Bails received 9.500.000 6.827.763Guarantee notes received 59.200 213.392Letters of guarantee received 729.300 65.000Guarantee cheques received 348.233 83.250

10.636.733 7.189.405

The Company signed loan agreements with local finance institutions as of 20 January 2015 and 25 May 2015 amounting to TL9.500.000. YBP, Yaşar Holding and Desa Enerji have undersigned this loan agreement as the guarantors of this borrowing obtained. (31 December 2014: The Company signed loan agreement with local finance institution as of 1 August 2011 amounting to EUR3.000.000. YBP and YDT have undersigned this loan agreement as the guarantors of this borrowing obtained.)

As of 31 December 2015 and 2014 the guarantees received by the Company consist of the guarantees in TL received from maintenance and security suppliers.

NOTE 27 – COMMITMENTS

None. (2014: None)

NOTE 28 – EMPLOYEE BENEFITS


a) Payables for employee benefits

Social security premium payables 156.238 140.763 Payables to personel 23.242 -

179.480 140.763

b) Long term provisions for employee benefits

Provision for employment termination benefits 798.659 683.753 798.659 683.753

NOTE 28 – EMPLOYEE BENEFITS (Continued)

Under the Turkish Labour Law, the Company is required to pay termination benefits to each employee who has completed one year of service and whose employment is terminated without due cause, or who is called up for military service, dies or retires after completing 25 years of service (20 years for women) and reaches the retirement age (58 for women and 60 for men).

The amount payable consists of one month’s salary limited to a maximum of TL3.828,37 for each year of service as of 31 December 2015 (2014: TL3.438,22). The liability is not funded, as there is no funding requirement. The provision has been calculated by estimating the present value of the future probable obligation of the Company arising from the retirement of the employees with certain actuarial assumptions.

The principal assumption is that the maximum liability for each year of service will increase in line with inflation. Thus, the discount rate applied represents the expected real rate after adjusting for the anticipated effects of future inflation. The maximum amount of TL4.092,63 which is effective from 1 January 2016 (1 January 2015: 3.541,37) has been taken into consideration in calculating the provision for employment termination benefits of the Company which is calculated once in every six months.

The following actuarial assumptions were used in the calculation of the total liability:


Discount rate (%) 3,95 3,95Probability of retirement (%) 94,34 96,04

Movements of the provision for employment termination benefits during the years are as follows:

2015 2014

1 January 683.753 661.173

Interest costs 73.077 62.563Actuarial losses 96.508 209.359Annual charge 116.573 86.712Paid during the year (171.252) (336.054)

31 December 798.659 683.753

The total of interest costs and annual charge amounting to TL189.650 (2014: TL149.275) was included in general administrative expenses. Actuarial losses are included in other comprehensive income/expense.






80 81


NOTE 29 - EXPENSES BY NATURE


Staff costs 9.414.804 7.868.352Material 4.622.014 4.339.811Depreciation and amortization 3.841.512 3.634.240Energy 1.798.596 1.660.481Outsourced services 1.776.646 2.158.808Illegal occupation and other rent expenses 1.430.126 1.180.073Consultancy 829.590 779.224Repair and maintenance 645.213 643.541Advertisement 544.911 625.527Other 1.304.431 1.359.136 26.207.843 24.249.193

NOTE 30 - OTHER ASSETS AND LIABILITIES

31 December 2015 31 December 2014a) Other current assets:

Value added tax (“VAT”) receivable 96.420 85.433Income accrual 38.893 35Other 752 -

136.065 85.468

NOTE 31 – SHARE CAPITAL, RESERVES AND OTHER EQUITY ITEMS

The Company adopted the registered share capital system available to companies registered with the CMB and set a limit on its registered share capital representing registered type shares with a nominal value of Kr1. The Company’s historical authorized registered share capital at 31 December 2015 and 2014 is as follows:


Registered share capital (historical values) 25.000.000 25.000.000Authorized and paid-up share capital with a nominal value 16.756.740 16.756.740

In Turkey, companies may exceed registered share capital nonrecurring -except for cash injection- through capital increase from internal sources. Registered share capital may not be exceeded through capital increase by cash injection.

There are 1.675.674.000 units of shares each with a face value of Kr1 each (2014: Kr1 1.675.674.000 units).

NOTE 31 – SHARE CAPITAL, RESERVES AND OTHER EQUITY ITEMS (Continued)

The compositions of the Company’s share capital at 31 December 2015 and 2014 were as follows:


Shareholder Group Share Amount Share(%) Share Amount Share(%)

Yaşar Holding A.Ş. A-B-C 10.362.754 62 10.362.754 %62Koç Holding A.Ş. A-C-D-E 5.027.022 30 5.027.022 %30Public quotation A-C 1.366.964 8 1.366.964 %8

Total paid-in capital 16.756.740 %100 16.756.740 %100

Adjustment to share capital (*) 7.916.580 7.916.580

Total adjusted capital 24.673.320 24.673.320

(*) “Adjustment to share capital” represents the difference between the amounts of cash and cash equivalents contributions, restated for inflation, to share capital

The Company’s capital is composed of A type bearer shares, B type registered shares, C type bearer shares, D type registered shares, E type bearer share and E type registered shares. Board of Directors consisting of five to seven members is elected by the General Board from among the shareholders of the Company or out of the Company execute and manage the operations of the Company in accordance with the provisions of the Turkish Commercial Code. In the case that the Board of Directors consists of five members, two members are elected from A type Shareholder candidates, one member from B type Shareholder candidates, one member from C type Shareholder candidates and one member from D type Shareholder candidates. In the case that the Board of Directors consists of seven members, three members are elected from A type Shareholder candidates, two members from Group B Shareholder candidates, one member from C type Shareholder candidates and one member from D type Shareholder candidates. Managing Director can be selected upon administrative council decision. Moreover, the Chairman of the Board and the Executive Director are selected among shareholders of A type shares.

31 December 2015 31 December 2014Type of shares (TL) (TL)

A 8.363.992 8.363.992B 1.903.566 1.903.566C 4.813.508 4.813.508D 102.564 102.564E 1.573.110 1.573.110 16.756.740 16.756.740

Share premiums amounting to TL119.489 (2014: TL119.489) represents the difference between face value and selling price of common stocks offered to the public.






82 83


NOTE 31 – SHARE CAPITAL, RESERVES AND OTHER EQUITY ITEMS (Continued)

Under the Turkish Commercial Code, Turkish companies are required to set aside first and second level legal reserves out of their profits. Companies are required to set aside 5% of their net profits each year as a first level legal reserve. The ceiling on the first level legal reserves is 20% of the paid-up capital. The reserve requirement ends when the 20% of paid-up capital level has been reached. The second level reserves correspond to 10% of profits actually distributed after the deduction of the first level legal reserves plus minimum obligatory dividend pay-out (5% of the paid-up capital). According to Turkish Commercial, legal reserves unless they exceed 50% of the paid capital can be used to offset losses: Otherwise it is not possible to use other than that.

The aforementioned amounts accounted for under “Restricted Reserves” in accordance with CMB Financial Reporting Standards. At 31 December 2014, the restricted reserves of the Company amount to TL123.920 TL (2014: TL123.920).

In accordance with the announcements of CMB, “Paid-in Capital”, “Restricted Reserves” and “Share Premium” shall be carried at their statutory amounts. The valuation differences (e.g. the differences raises from inflation adjustments) shall be classified as follows:

- the difference arising from the “Paid-in Capital” and not been transferred to capital yet, shall be classified under the “Inflation Adjustment to Share Capital”;

- the difference due to the inflation adjustment of “Restricted Reserves” and “Share Premium” and the amount has not been utilized in dividend distribution or capital increase yet, shall be classified under “Retained earnings. Other equity items shall be carried at the amounts calculated based on CMB Financial Reporting Standards.

Based on CMB Communiqué No II-19.1, dated 1 February 2014, there is no mandatory minimum profit distribution requirement for the quoted entities at the stock exchange for profits arising from operations. Regarding the dividend distribution for the current and following years, the entities are to distribute their profits for the current and following years under the scope of their articles of association and their previously publicly declared profit distribution policies.

In accordance with Article 27 of the Company’s Articles of Association, a contribution of a maximum 5% (according to the decision of the General Assembly) of the amount remaining after the first legal reserves set aside over income before tax, accumulated deficit and first level calculated according to CMB regulations are deducted, can be allocated as the annual fee to the board members.

In accordance with the Turkish Commercial Code, unless the required reserves and the dividend for shareholders as determined in the Articles of Association or in the dividend distribution policy of the company are set aside; no decision may be taken to set up other reserves, to transfer profits to the subsequent year or to distribute dividends to the holders of usufruct shares, to the members of the board of directors or to the employees; and no dividend can be distributed to these people unless the determined dividend for shareholders is paid in cash. For the listed companies, dividend distribution is made evenly to all existing shares as of the date of dividend distribution without considering the dates of issuance and acquisition of the shares.

NOTE 32 - REVENUE AND COST OF SALES


Service sales 25.387.773 23.240.428Rent income 1.728.925 1.561.966

Gross sales 27.116.698 24.802.394

Less: Discounts (560.660) (420.693)

Net sales 26.556.038 24.381.701

Cost of sales (18.694.398) (16.853.471)

Gross profit 7.861.640 7.528.230

NOTE 33 - CONSTRUCTION CONTRACT ASSETS

None (2014: None).

NOTE 34 - GENERAL ADMINISTRATIVE EXPENSES AND MARKETING EXPENSES


a) Marketing expenses:

Advertisement 544.911 625.527Staff costs 116.330 138.830Depreciation and amortization 2.698 2.894Other 58.626 56.448

722.565 823.699

b) General administrative expenses:

Staff costs 2.074.910 1.935.086Depreciation and amortization 1.632.661 1.625.907Consultancy 829.590 779.224The adequate pay and preliminary authorization expense 585.577 599.817Taxes (excluding income tax) 459.103 238.016Employment termination benefits 189.650 149.275Insurance premiums 172.670 138.075Energy 127.953 116.237Other 718.767 990.257

6.790.881 6.571.894






84 85


NOTE 35 - OTHER OPERATING INCOME AND EXPENSE

1 January - 1 January - 31 December 2015 31 December 2014a) Other operating income:

Foreign exchange gains from operations 132.643 27.127Reversal of provision for impairment of receivables 3.793 80.548Other 78.810 47.762

215.246 155.437

b) Other operating expense:

Bad debt expense (454.007) (142.004)Due date charges (155.266) (179.081)Foreign currency losses from operations (83.804) (25.354) Other (78.968) (184.466)

(772.045) (530.905)

NOTE 36 - INCOME AND EXPENSES FROM INVESTMENT ACTIVITIES

a) Income from investment activities:


Income from sales of property, plant and equipment 16.817 20.420 16.817 20.420

b) Expense from investment activities: Loss from sales of property, plant and equipment (115.851) (40) (115.851) (40)

NOTE 37 - EXPENSES CLASSIFIED BY CLASS

Please refer to Note 29.

NOTE 38 - FINANCIAL INCOME/ EXPENSES


Foreign exchange gain 516.149 574.452Interest income 34.345 29.316

550.494 603.768

Interest expense (1.049.094) (510.778)Foreign exchange loss (493.589) (520.286)Bails expenses (84.843) (72.404)Other (145.564) (104.312 (1.773.090) (1.207.780)

NOTE 39 - ANALYSIS OF OTHER COMPREHENSIVE INCOME Please refer to profit and loss statement.

NOTE 40 - NON-CURRENT ASSETS HELD FOR SALE AND DISCONTINUED OPERATIONS

None (2014: None).

NOTE 41 - INCOME TAXES (INCLUDING DEFERRED TAX ASSETS AND LIABILITIES)

As of 31 December 2015 and 2014, corporation taxes currently payable are as follows:


Corporation taxes currently payable - -Less: Prepaid corporate tax (369.421) (4.414) Current income tax liabilities/ (assets) (369.421) (4.414)

Taxation on income for the years ended 31 December 2015 and 2014 are as follows:

2015 2014

Deferred tax expense (6.425) (177.987)

Total tax expense (6.425) (177.987

Corporation tax is payable at a rate of 20% for 2015 (2014: 20%) on the total income of the companies registered in Turkey after adjusting for certain disallowable expenses, exempt income (e.g. income from associates exemptions, investment incentive allowance exemptions) and investment and other allowances (e.g. research and development allowance). No further tax is payable unless the profit is distributed (except for withholding tax at the rate of 19,8% (2014: 19,8%), calculated on an exemption amount if an investment allowance is granted in the scope of Income Tax Law temporary article 61).






86 87


NOTE 41 - INCOME TAXES (INCLUDING DEFERRED TAX ASSETS AND LIABILITIES) (Continued)

Dividends paid to non-resident corporations, which have a place of business in Turkey, or resident corporations are not subject to withholding tax. Otherwise, dividends paid are subject to withholding tax at the rate of 15% (2014: 15%). An increase in capital via issuing bonus shares is not considered as a profit distribution and thus does not incur withholding tax.

Corporations are required to pay advance corporation tax quarterly at the rate of 20% (2014: 20%) on their corporate income. Advance tax is payable by the 17th of the second month following each calendar quarter end. Advance tax paid by corporations is credited against the annual corporation tax liability. If, despite offsetting, there remains an amount for advance tax amount paid, it may be refunded or offset against other liabilities to the government.

In Turkey, there is no procedure for a final and definitive agreement on tax assessments. Companies file their tax returns within the 25th of the fourth month following the close of the financial year to which they relate.

Tax returns are open for 5 years from the beginning of the year that follows the date of filing, during which time the tax authorities have the right to examine tax returns, and the related accounting records on which they are based, and may issue re-assessments based on their findings. Under the Turkish taxation system, tax losses can be carried forward to offset against future taxable income for up to 5 years. However, tax losses cannot be carried back to offset profits from previous periods.

In Corporate Tax Law, there are many exemptions for corporations, those related to the Company are explained below:

Dividend income from shares in the capital of another corporation subject to resident taxpaying (except dividends from investment funds participation certificates and investment trusts shares) is exempt from corporate tax.

According to Turkish Corporate Income Tax Law numbered 5520, effective from 21 June 2006, a 75% portion of the gains derived from the sale of preferential rights, usufruct shares and founding shares from investment equity and real property, which has remained in assets for more than two full years are exempt from corporate tax. To be entitled to the exemption, the relevant gain is required to be held in a fund account in the liabilities and it must not be withdrawn from the entity for a period of five years. The sales consideration has to be collected up until the end of the second calendar year following the year the sale was realized.

75% of the profits from sale of preferential right certificates and share premiums generated from sale of shares at a price exceeding face values of those shares during incorporations or capital increases of joint stock companies are exempt from corporate tax. Accordingly, the aforementioned gains/ (losses) which have been included in trade profit/ (loss) have been taken into consideration in calculation of Company’s corporate tax.

Apart from the exemptions mentioned in the preceding paragraphs, the deductions granted in 8th article of and Corporate Tax Law, and 40th article of the Income Tax Law, together with other deductions mentioned in 10th article of Corporate Tax Law, has been taken into consideration in calculation of the Company’s corporate tax.


Transfer pricing

Corporations should set the prices in accordance with the arm’s length principle while entering into transactions regarding the sale or purchase of goods and services with related parties. Under the arm’s length principle within the new legislation related parties must set the transfer prices for purchase and sale of goods and services as if they would have been agreed between third parties. Depending on the circumstances, a choice of accepted methods in aforementioned law of arm’s length transaction has to be made by corporations for transactions with related parties. Corporations should keep the documentary evidence within the company representing how arm’s length price has been determined and the methodology that has been chosen by use of any fiscal records and calculations in case of any request by tax authorities. Besides, corporations must report transactions with related parties in a fiscal period.

If a taxpayer enters into transactions regarding the sale or purchase of goods and services with related parties, where the prices are not set in accordance with the arm’s length principle, then related profits are considered to be distributed in a disguised manner through transfer pricing. The profit distributed in a disguised manner through transfer pricing completely or partially in the last day of the fiscal period when the circumstances defined in the 13th article occurred, will be assessed as distributed profit share or transferred amount to headquarter for limited taxpayers. After the distributed profit share is considered as net profit share and complemented to gross amount, deemed profit will be subject to corporate tax. Previous taxation processes will be revised accordingly by taxpayer who distributes disguised profit.

In order to make adjustments in this respect, the taxes assessed in the name of the company distributing dividends in a disguised manner must be finalized and paid.

Reconciliations of taxation on income for the years ended 31 December 2015 and 2014 are as follows:

2015 2014

Profit/ (loss) before taxation income (1.530.235) (826.463)

Tax calculated at tax rates applicable to the profit 306.047 165.293Cancellation of deferred tax assets calculated over carry forward tax losses (187.833) (344.599)Expenses not deductible for tax purposes (108.640) (56.254)Carry forward tax losses that can not be utilized (112.786) - Other 96.787 57.573

Total taxation (expense) (6.425) (177.987)






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Deferred income taxation

The Company calculates deferred income tax assets and liabilities based on temporary differences arising between financial statements prepared in accordance with CMB Financial Reporting Standards and financial statements prepared according to Turkish legislation. Deferred income taxes are calculated on temporary differences that are expected to be realized or settled under the liability method using the enacted tax rate of 20% (2014: 20%).

Details of cumulative temporary differences and the resulting deferred tax assets and liabilities provided at 31 December 2015 and 2014, using enacted tax rates at the balance sheet dates, were as follows:

Taxable Cumulative Deferred income tax assets/ temporary differences (liabilities) 31 December 31 December 31 December 31 December 2015 2014 2015 2014 Revaluation of property, plant and equipment 153.105.220 95.461.417 (14.407.921) (10.752.135)Restatement differences on tangible and intangible assets (7.545.191) (8.552.733) 1.511.067 1.712.576Fair value difference of available for sale investments 115.446 111.519 (23.089) (22.304)Provision for employment termination benefits (798.659) (683.753) 159.732 136.751Tax losses carried forward - (939.167) - 187.833

Deferred income tax assets 1.670.799 2.037.160Deferred income tax liabilities (14.431.010) (10.774.439)

Deferred income tax liabilities-net (12.760.211) (8.737.279)

The Company did not recognized deferred income tax assets of TL112.786 arising from tax losses carried forward as their future utilization is not virtually certain and years of expiration of tax losses carried forward over which deferred income tax assets were recognized are as follows:

Expiration years 31 December 2015 31 December 20142015 - 939.167 2020 563.928 - 563.928 939.167

Movements in deferred income tax liabilities can be analysed as follows:

2015 2014

1 January (8.737.279) (8.600.625)

Calculated on revaluation fund (4.035.022) -Credited to statement of comprehensive income (6.425) (177.987)Credited to actuarial gain/loss arising from defined benefit plans 19.302 41.872Credited to fair value reserve of available for sale investments (786) (539) 31 December (12.760.210) (8.737.279)

NOTE 42 - LOSS PER SHARE

Loss per share declared in the statement of comprehensive income is derived by dividing the profit/ (loss) for the current year by the weighted average number of ordinary shares in issue during the year.

Companies can increase their share capital by making a pro-rata distribution of shares (“bonus shares”) to existing shareholders from retained earnings. For the purpose of loss per share calculations, this bonus share distribution is regarded as issued shares. Accordingly the weighted average number of shares outstanding during the year has been adjusted in respect of bonus shares issues without a corresponding change in resources, by giving them retroactive effect for the year in which they were issued and for each earlier year.


Loss for the period A (1.536.660) (1.004.450)Weighted average number of shares with a Kr1 face value (Note 31) B 1.675.674.000 1.675.674.000

Loss per 100 shares with a Kr1 face value A/B (0,0917) (0,0599)

NOTE 43 - SHARE-BASED PAYMENT

None (2014: None).

NOTE 44 - INSURANCE CONTRACTS

None (2014: None).

NOTE 45 - EFFECTS OF CHANGES IN FOREIGN CURRENCY RATES

The foreign currency exposure of the Company is presented in Note 49.c.i.

NOTE 46 - REPORTING IN HYPERINFLATIONARY ECONOMIES

In accordance with the CMB resolution issued on 17 March 2005, listed companies operating in Turkey are not subject to inflation accounting effective from 1 January 2005. Therefore, the financial statements of the Company have been prepared accordingly.

NOTE 47 - DERIVATIVE FINANCIAL INSTRUMENTS

None (2014: None).

NOTE 48 – FINANCIAL INSTRUMENTS

Please refer to Note 4.






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NOTE 49 - NATURE AND LEVEL OF RISKS DERIVING FROM FINANCIAL INSTRUMENTS

a) Credit risk:

Ownership of financial assets involves the risk that counterparties may be unable to meet the terms of their agreements. The Company manages these risks by restricting the average risk for the other parties (except related parties) on every agreement. The Company manages the credit risk from the direct customers by regularly updating their credit limits. Taking into account of sector and region specific competitive conditions, there is no formal structure which enables to obtain guarantees or mortgages from tourism agents or individual customers in order to mitigate the collection risk of trade receivables (Note 8). The use of credit limits is regularly monitored and financial position of the customers, past experiences, reputation in the market and other factors are considered by the Company in order to evaluate the quality of the credits. The credit risk exposure in terms of financial instruments as of 31 December 2015 and 2014 were as follows:

31 December 2015 Receivables

Trade Receivables (1) Other Receivables Bank deposits and other Related Third Related Third cash parties parties parties parties equivalents TotalMaximum amount of credit risk exposed as of reporting date (A+B+C+D+E) (2) 58.426 590.806 - 115.526 670.284 1.435.042- The part of maximum credit risk covered with guarantees

A. Net book value of financial assets not due or not impaired 53.800 413.506 - 115.526 670.284 1.253.116B. Net book value of financial assets whose conditions are renegotiated, otherwise will be classified as past due or impaired - - - - - -C. Net book value of assets past due but not impaired (3) 4.626 177.300 - - - 181.926 - The part covered by guarantees D. Net book value of assets impaired - - - - - - - Past due (gross book value) - 881.200 - - - 881.200 - Impairment (-) - (881.200) - - - (881.200) - The part of net value covered with guarantees etc. - - - - - - - Not due (gross book value) - - - - - - - Impairment (-) - - - - - - - The part of net value covered with guarantees etc. - - - - - -E. Off-balance items exposed to credit risk - - - - - -

(1) Trade receivables of the Company mainly consist of sales made to the tourism agencies, individual customers and groups and rent income.(2) Factors increasing credit reliability such as guarantees received are not taken into consideration while determination of aforementioned amounts.(3) Considering the past experiences and collections subsequent to the balance sheet date, the Company management does not foresee any collection problem for overdue receivables and overdue analysis are provided in following tables.





NOTE 49 - NATURE AND LEVEL OF RISKS DERIVING FROM FINANCIAL INSTRUMENTS (Continued)

31 December 2014 Receivables

Trade Receivables (1) Other Receivables Bank deposits and other Related Third Related Third cash parties parties parties parties equivalents TotalMaximum amount of credit risk exposed as of reporting date (A+B+C+D+E) (2) 79.986 630.344 - 78.255 986.056 1.774.641- The part of maximum credit risk covered with guarantees

A. Net book value of financial assets not due or not impaired 79.986 320.759 - 78.255 986.056 1.456.056B. Net book value of financial assets whose conditions are renegotiated, otherwise will be classified as past due or impaired - - - - - -C. Net book value of assets past due but not impaired (3) - 309.585 - - - 309.585 - The part covered by guarantees D. Net book value of assets impaired - - - - - - - Past due (gross book value) - 430.986 - - - 430.986 - Impairment (-) - (430.986) - - - (430.986) - The part of net value covered with guarantees etc. - - - - - - - Not due (gross book value) - - - - - - - Impairment (-) - - - - - - - The part of net value covered with guarantees etc. - - - - - -E. Off-balance items exposed to credit risk - - - - - -

(1) Trade receivables of the Company mainly consist of sales made to the tourism agencies, individual customers and groups and rent income.(2) Factors increasing credit reliability such as guarantees received are not taken into consideration while determination of aforementioned amounts.(3) Considering the past experiences and collections subsequent to the balance sheet date, the Company management does not foresee any collection problem for overdue receivables and overdue analysis are provided in following tables.


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31 December 2015 Trade Receivables

Related parties Third parties Total

1-30 days overdue 4.626 76.397 81.0231-3 months overdue - 97.672 97.6723-12 months overdue - 3.231 3.2311-5 years overdue - - -The amount covered by guarantees - - -

4.626 177.300 181.926

31 December 2014 Trade Receivables

Related parties Third parties Total

1-30 days overdue - 217.800 217.8001-3 months overdue - 89.939 89.9393-12 months overdue - 1.846 1.8461-5 years overdue - - -The amount covered by guarantees - - -

21.976 309.585 309.585

b) Liquidity Risk

Prudent liquidity risk management implies maintaining sufficient cash and cash equivalents, the availability of funding through an adequate amount of committed credit facilities and the ability to close out market positions.

The ability to fund the existing and prospective debt requirements is managed by maintaining the availability of fund providers’ lines from high quality lenders. In order to maintain liquidity, the Company management closely monitors the collection of trade receivables on time in order to and to prevent any financial burden that may result from late collections and arranges cash and non-cash credit lines with banks for the use of the Company.


The Company’s liquidity analysis in respect of categories of financial liabilities as of 31 December 2015 and 2014 are as follows:

31 December 2015: Total cash outflows After Carrying per agreement Less than 3 - 12 1 - 5 years 5 years Value (=I+II+III+IV) 3 months ( I ) months (II) (III) (IV)Contractual maturity dates:

Non-derivative financial liabilities:

Bank borrowings 9.612.501 14.305.283 500.000 1.163.321 7.294.128 5.347.834Trade payables 2.893.887 2.893.887 2.893.887 - - -Other payables 175.036 175.036 175.036 - - -

12.681.424 17.374.206 3.568.923 1.163.321 7.294.128 5.347.834

31 December 2014: Total cash outflows After Carrying per agreement Less than 3 - 12 1 - 5 years 5 years Value (=I+II+III+IV) 3 months ( I ) months (II) (III) (IV)Contractual maturity dates:

Non-derivative financial liabilities:

Bank borrowings 6.867.311 6.960.162 5.714.999 1.245.163 - -Trade payables 2.986.040 2.986.040 2.986.040 - - -Other payables 246.403 246.403 246.403 - - -

10.099.754 10.192.605 8.947.442 1.245.163 - -

c) Market risk:

i) Foreign currency risk

The Company is exposed to foreign exchange risks through the impact of rate changes on translation into TL of foreign currency denominated assets and liabilities. The Company minimizes the risk through balancing foreign currency denominated assets and liabilities. These risks are closely monitored in Audit Committee and Board of Director’s meetings and the foreign currency position of the Company and foreign exchange rates are closely followed up.






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Foreign Currency Position 31 December 2015 31 December 2014 TL TL Equivalent USD EUR Other Equivalent USD EUR Other

1. Trade Receivables 254.208 - 80.000 - - - - -2a. Monetary Financial Assets (Cash, Bank accounts included) 413 - 130 - 324.773 2.475 113.105 -2b. Non-Monetary Financial Assets - - - - - - - -3. Other - - - - - - - -4. Current Assets (1+2+3) 254.621 - 80.130 - 324.773 2.475 113.105 -5. Trade Receivables - - - - - - - -6a. Monetary Financial Assets - - - - - - - -6b. Non-Monetary Financial Assets - - - - - - - -7. Other - - - - - - - -8. Non-Current Assets (5+6+7) - - - - - - - -9. Total Assets (4+8) 254.621 - 80.130 - 324.773 2.475 113.105 -10. Trade Payables - - - - - - - -11. Financial Liabilities - - - - 2.467.311 - 874.716 -12a. Other Monetary Liabilities - - - - - - - -12b. Other Non-Monetary Liabilities - - - - - - - -13. Short-Term Liabilities (10+11+12) - - - - 2.467.311 - 874.716 -14. Trade Payables - - - - - - - -15. Financial Liabilities - - - - - - - -16a. Other Monetary Liabilities - - - - - - - -16b. Other Non-Monetary Liabilities - - - - - - - -17. Long-Term Liabilities (14+15+16) - - - - - - - -18. Total Liabilities (13+17) - - - - 2.467.311 - 874.716 -19. Net Asset / (Liability) Position of Off – Balance Sheet Derivative Instruments (19a-19b) - - - - - - -19a. Amount of Asset Nature Off-Balance Sheet Derivative Instruments - - - - - - - -19b. Amount of Liability Nature Off-Balance Sheet Derivative Instruments - - - - - - - -20. Net Foreign Currency (Liability)/ Asset Position (9-18+19) 254.621 - 80.130 - (2.142.538) 2.475 (761.611) -21.Net Foreign Currency Asset /Liability Position of Monetary Items (IFRS 7.B23) (=1+2a+5+6a-10-11-12a-14-15-16a) 254.621 - 80.130 - (2.142.538) 2.475 (761.611) -22. Total Fair Value of Financial Instruments Used for Foreign Currency Hedging - - - - - - - -23. Amount of foreign currency denominated assets hedged - - - - - - - -24. Amount of foreign currency denominated liabilities hedged - - - - - - - -25. Export (*) - - - - - - - -26. Import - - - - - - - -

(*) The service sales to foreign tourism agencies performed by the Company in 2015 were amounting to TL7.789.203 (2014: TL7.011.007).


Table of Sensitivity Analysis for Foreign Currency Risk

31 December 2015 Profit/ Loss Equity (*) Appreciation of Depreciation of Appreciation of Depreciation of foreign currency foreign currency foreign currency foreign currencyChange of USD by 10% against TL:

1- Asset/liability denominated in USD- net - - - -2- The part of USD risk hedged (-) - - - -3- USD Effect - net (1+2) - - - -

Change of EUR by 10% against TL:

4- Asset/liability denominated in EUR - net 25.462 (25.462) 25.462 (25.462)5- The part of EUR risk hedged (-) - - - -6- EUR Effect - net (4+5) 25.462 (25.462) 25.462 (25.462)

Change of other currencies by 10% against TL

7- Asset/liability denominated in other currencies- net - - - -8- The part of other currency risk hedged (-) - - - -9- Other foreign currency effect - net (7+8) - - - -

TOTAL (3+6+9) 25.462 (25.462) 25.462 (25.462)

(*) The Company doesn’t hedge the foreign exchange liability that is caused by its operations by using derivative instruments.






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NOT 49 - NATURE AND LEVEL OF RISKS DERIVING FROM FINANCIAL INSTRUMENTS (Continued)

Table of Sensitivity Analysis for Foreign Currency Risk

31 December 2014 Profit/ Loss Equity (*) Appreciation of Depreciation of Appreciation of Depreciation of foreign currency foreign currency foreign currency foreign currency

Change of USD by 10% against TL:

1- Asset/liability denominated in USD- net 574 (574) 574 (574)2- The part of USD risk hedged (-) - - - -3- USD Effect - net (1+2) 574 (574) 574 (574)

Change of EUR by 10% against TL:

4- Asset/liability denominated in EUR - net (214.828) 214.828 (214.828) 214.8285- The part of EUR risk hedged (-) - - - -6- EUR Effect - net (4+5) (214.828) 214.828 (214.828) 214.828

Change of other currencies by 10% against TL

7- Asset/liability denominated in other currencies- net - - - -8- The part of other currency risk hedged (-) - - - -9- Other foreign currency effect - net (7+8) - - - -

TOTAL (3+6+9) (214.254) 214.254 (214.254) 214.254

(*) The Company doesn’t hedge the foreign exchange liability that is caused by its operations by using derivative instruments.


ii) Interest rate risk

The Company is exposed to interest rate risk through the impact of rate changes on interest bearing assets and liabilities.

Interest Rate Position

31 December 2015 31 December 2014Financial instruments with fixed interest rate

Financial assets 1.472.833 1.805.929Financial liabilities 12.681.424 7.632.443

Financial instruments with floating interest rate

Financial liabilities - 2.467.311

As of 31 December 2015, the Company does not have any floating rate loan. (2014: According to the interest rate sensitivity analysis performed as at 31 December 2014, if interest rates on bank borrowings had been 1% higher while all other variables being constant, net profit for the year would be TL59.823 lower as a result of additional interest expense that would be incurred on bank borrowings with floating rates.)

iii) Price risk

The Company’s operational profitability and cash inflows from its operations are affected by competition in the tourism sector and hotel inventory prices. The Company management manages the risk by regularly reviewing the prices and takes action for cost reduction to decrease the pressure of cost on the prices. These risks are monitored through regular meetings held by the Audit Committee and Company’s Board of Directors of the Company.

iv) Capital risk management:

The Company’s objectives when managing capital are to safeguard the Company’s ability to continue as a going concern in order to provide returns and benefits for shareholders; and to maintain an optimal capital structure to reduce the cost of capital.

In order to maintain or adjust the capital structure, the Company may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.






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The Company monitors capital on the basis of debt/equity ratio. This ratio is calculated as net debt divided by total equity. Net debt is calculated as total liabilities (including borrowings, trade payables and due to related parties, other liabilities, as shown in the balance sheet) less cash and cash equivalents.


Total debt 9.612.501 6.867.311 Less: Cash and cash equivalents (Note 6) (708.075) (1.017.344) Net debt 8.904.426 5.849.967 Total equity 150.556.835 96.662.598

Net Debt/ equity ratio %6 %6

NOTE 50 - FINANCIAL INSTRUMENTS (FAIR VALUE AND FINANCIAL RISK MANAGEMENT DISCLOSURES)

Fair value is the amount at which a financial instrument could be exchanged in a current transaction between willing parties, other than in a forced sale or liquidation, and is best evidenced by a quoted market price, if one exists.

The estimated fair values of financial instruments have been determined by the Company using available market information and appropriate valuation methodologies. However, judgment is necessarily required to interpret market data to estimate the fair value. Accordingly, the estimates presented herein are not necessarily indicative of the amounts the Company can realize in a current market exchange.

The following methods and assumptions were used to estimate the fair value of the financial instruments for which it is practicable to estimate fair value:

Financial assets

The fair value of the foreign currency denominated amounts, which are translated by using the exchange rates prevailing at period-end, is considered to approximate their fair value. Cash and cash equivalents are presented at fair values. The fair values of trade receivables are considered to approximate their carrying values due to their short-term nature. Available-for-sale financial assets are recognised at fair value when measurement is possible.

Financial liabilities

Trade payables, payables to related parties and other monetary liabilities are estimated to be presented with their discounted carrying amounts and they are considered to approximate to their fair values and the fair values of balances denominated in foreign currencies, which are translated at year-end exchange rates, are considered to approximate carrying values.

NOTE 50 - FINANCIAL INSTRUMENTS (FAIR VALUE AND FINANCIAL RISK MANAGEMENT DISCLOSURES) (Continued)

The table below analyses financial instruments carried at fair value, by valuation method. The different levels have been defined as follows:

- Quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1).

- Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices) (Level 2).

- Inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs) (Level 3).

The following table presents the Company’s assets and liabilities that are measured at fair value at 31 December 2015 and 2014.

31 December 2015

Level 1 Level 2 Level 3(*) TotalAssets:

Available-for-sale investments - - 159.734 159.734 Total assets 159.734

31 December 2014 Level 1 Level 2 Level 3(*) TotalAssets:

Available-for-sale investments - - 155.806 155.806 Total assets 155.806

(*) See Note 4 for Level 3 Financial Instruments.

The following table presents the Company’s non-financial assets measured at fair value at 31 December 2015 and 2014;

31 December 2015

Quoted Prices Quoted Market Unobservable in Active Prices that are Inputs Markets for Observable for for Identical Assets Either Direct or Assets Indirect (Level 1) (Level 2) (Level 3)

Property Plant and Equipment: Lands - 109.379.821 - Building and Land Improvements - 59.505.562 - Total Assets 168.885.383






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NOTE 50 - FINANCIAL INSTRUMENTS (FAIR VALUE AND FINANCIAL RISK MANAGEMENT DISCLOSURES) (Continued)

31 December 2014

Quoted Prices Quoted Market Unobservable in Active Prices that are Inputs Markets for Observable for for Identical Assets Either Direct or Assets Indirect (Level 1) (Level 2) (Level 3

Property Plant and Equipment: Lands - 56.893.321 - Building and Land Improvements - 52.823.257 - Total Assets - 109.716.578 -

NOTE 51 - SUBSEQUENT EVENTS

None (2014: None).

NOTE 52 - OTHER MATTERS THAT MAY HAVE A MATERIAL EFFECT ON, OR BE EXPLAINED FOR THE CLEAR UNDERSTANDING OF THE FINANCIAL STATEMENTS

None (2014: None).

...................................................................


ALTIN YUNUS ÇEŞME TURİSTİK TESİSLER A.Ş.NOTES TO THE FINANCIAL STATEMENTSFOR THE PERIOD BETWEEN 1 JANUARY - 31 DECEMBER 2015(Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) Stock Exchange

Altın Yunus Çeşme Turistik Tesisler A.Ş. shares are traded at Borsa Istanbul Main Market under the ticker symbol AYCES.

Initial Public Offering Date: 28.08.1987 (first transaction)

Ordinary General Assembly MeetingAs per the resolution by the Board of Directors of Altın Yunus Çeşme Turistik Tesisler A.Ş., the Company’s Ordinary General Assembly Meeting will be held on March 25, 2016, Friday at 10:30 at Kemalpaşa Caddesi No: 317 Pınarbaşı/IZMIR.

Profit Distribution PolicyThe general profit distribution policy of Altın Yunus Çeşme Turistik Tesisler A.Ş. is publicly disclosed available at the Investor Relations page of the Company’s corporate web site (www.altinyunus.com.tr).

Since the Company showed a loss as a result of its 2014 operations, The Board of Directors resoluted at the Board Meetingdated March 03, 2016 not to distribute profits is to be submitted to the approval of the Ordinary General Assembly.

Investor RelationsAltın Yunus Çeşme Turistik Tesisler A.Ş. Investor Relations DepartmentŞehit Fethi Bey Caddesi No: 120 35210 İzmirTel: +90 (232) 495 00 00Fax: +90 (232) 489 15 [email protected]

To access Altın Yunus investor relations web site:

INFORMATION FOR INVESTORS

Altın Yunus Share Performance (Compared to BIST ALL Index)

AYCES (Right Line)Relative to BIST-All (Left Line)

www.altinyunus.com.tr

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