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1TAV AIRPORTS HOLDING 2014 ANNUAL REPORTA NEWCHAPTER BEGINS NOW!

2 TAV 2014 ANNUAL REPORT

New horizons await!

1On the 14th year of our success story, TAV Airports has turned into a strong regional airport operator that can also compete effectively in the global arena.

With our deep know-how, unique business model and long-standing success in establishing partnerships, our target market is the whole world from now on!

In this new period, we are ready to write a new chapter in our success story with our airport operations and strong service companies, each of which is a strong candidate to become a global star on its own.

This report contains our 14 year success story and our outlook for the future.

We Have Based Our Growth Strategy on Three Pillars

Major Developments in 2014

Corporate Governance and Sustainability

Our Core Business is Airport OperationsTAV and ADPs OperationsWe Have Based Our Growth Strategy on Three PillarsOur Service Companies Today and TomorrowBoard of Directors MessageCEOs MessageConcessions at a Glance

s.6

s.50

s.81

s.144

s.03s.04s.06s.10s.40s.44s.48

s.50s.64s.66 s.67s.68s.77s.78

s.81s.84s.89s.108 s.112s.118s.127s.128s.132s.138s.139s.140s.141s.142

Aviation Industry and TAVFinancial SummaryInvestments in 2014Awards & AchievementsHighlights of 2014After 2014Investor Relations and BIST Performance

SustainabilityRisk Management and Internal AuditCorporate Governance Principles Compliance ReportOrdinary General AssembliesBoard of DirectorsSenior ManagementFinancial Benefits Provided to the Members of the Board of Directors and Senior ManagementOperating Principles of the CommitteesAmendment of the Articles of Association in 2014Dividend PolicySubsidiary ReportAuditors ReportStatement of ResponsibilityStatement of Independence

Operational & Financial Figures

Financial ConsolidationGuidance and ActualsGuidance for 2015Operational and Financial PerformanceAirport CompaniesService CompaniesTAV in Figures Consolidated Financial Statements and Independent Audit ReportGlossary

s.144s.145s.145s.146s.148s.150s.151s.153s.267

3Our Core Business is Airport Operations

TAV Airports one of worlds leading airport operators - operates Istanbul Atatrk, Ankara Esenboa, zmir Adnan Menderes, Gazipaa Alanya and Milas Bodrum Airports in Turkey. Additionally, TAV Airports operates one airport in Saudi Arabia, two airports each in Macedonia, Tunisia and Georgia and Zagreb Airport in Croatia. TAV Airports also conducts business in related areas of airport operations including duty free, food & beverage services, ground handling services, information technologies, security, and operation services.

In addition, TAV Airports provides commercial services at Riga Airport in Latvias capital city. In 2014, TAV Airports served nearly 743 thousand flights and 95 million passengers. Since February 23, 2007, the Companys shares have been listed on Borsa Istanbul under the ticker code TAVHL.

*TANK WA Alpha GmbH, a wholly owned subsidiary of Aroports de Paris.

743 thousand flights

95 million passengers

EUR 983 million* in consolidated revenue

EUR 218 million in net profit

TAV Airports Ownership Structure

Aroports de Paris Group* 38.0%Tepe naat Sanayi A.. 8.1%Akfen Holding A.. 8.1%Sera Yap Endstrisi ve Ticaret A.. 2.0%Free-float (Other) 40.3%Non-floating (Other) 3.5%

* IFRIC 12 adjusted.

TAV and ADPs Operations

Industrial Cooperation

Strategic Partner

Assistance in Management

Operator and Strategic Partner

Operator

Operator and Strategic Partner

55.0 million

0.3 million

Amsterdam Schiphol A. 8%

Lige A. 25,6%

Netherlands

Belgium

5.7 million

14.7 million

0.3 million

2.9 million

Cambodia

Mexico

Guinea

Republic of Mauritius

TAVs Share

ADPs Share

TAV Commercial Flights

TAV Passengers

ADP Passengers

Phnom Penh A.

Mexico North Central 25.5%

Conakry A. 29%

Mauritius A. 10%

Siam Reap A.

591.5 thousand

80.6 million

Istanbul Atatrk A. 100%

Gazipaa Alanya A. 100%

Milas Bodrum A. 100%

Turkey

38.3 thousand

14.0 thousand

23.8 thousand

48.5 thousand

*Only commercial areas

Concession Operator

Owner and Operator

Concession Operator

Concession Operator

Management Contract

Concession Operator

Concession Operator

Management Contract and Strategic Partner

2.4 million

92.7 million

1.3 million

1.8 million

5.7 million

7.1 million

Zagreb A. 15%

Paris Charles de Gaulle A. 100%

Zagreb A. 21%

Paris Orly A. 100%

Ohrid A. 100%

Tbilisi A. 80%

Medinah A. 33%

Amman Queen Alia A. 9%

Riga A.* 100%

Skopje A. 100%

Batumi A. 76%

Croatia

France

Macedonia

Georgia

Saudi Arabia

Jordan

Latvia

7.2 million

Jeddah Hajj Terminal 5%

Saudi Arabia

zmir Adnan Menderes A. 100%

Ankara Esenboa A. 100%

26.8 thousand

3.3 million

Monastir A. 67%

Enfidha A. 67%

Tunisia

Concession Operator



Organic GrowthWe are on three continents, in seven countries, at 14 airports. The number of passengers we serve increased 14% and reached 95 million in 2014. Our primary target in the upcoming period will be maximizing our revenue and profitability at all the airports where we have been operating.

In the next 15 years, USD 1 trillion in total investment is anticipated in the world aviation sector. With our strong partners and integrated business model, TAV Airports plans to focus on new and profitable business opportunities all over the world in the coming period.

Over the years, our service companies have significantly contributed to TAVs success and also started to provide services at airports not operated by TAV. We believe that the world aviation sector will soon meet with our star companies rising from Turkey in areas such as duty free, food & beverage service, ground services and information technologies.

Inorganic Growth

Service company growth outside the TAV ecosystem

1

2

3

7TAV

TAV and ADP

37 airports, 229* million passengers

Long-term operating contracts

Strong global partners

TAV Construction ranks first according to Engineering News Record (ENR)

Expert in airport design

TAV and Aroports de Paris together constitute one of the worlds biggest airport operating platforms, achieving growth by complementing each other and providing services to 229* million passengers at 37 airports.

TAV will continue to operate in: Tunisia until 2047, Zagreb until 2042, Medina until 2037, Milas Bodrum until 2035, Gazipaa Alanya until 2034, zmir until 2032, Macedonia until 2030, Georgia until 2027 and Ankara until 2023.

Aroports de Pariss acquisition of an equity stake in TAV Airports paved the way for both a technical and strategic partnership between the two airport operators.

As an affiliated company of TAV Airports, TAV Construction is the worlds largest airport construction company.

ADPI is the third largest airport design company in the world.

3

4

7

15

14

37

95

229*

Continents

Continents

Countries

Countries

Airports

Airports

Million Passengers

Million Passengers

* Excluding number of passengers of Schiphol and Riga Airports.


TAV Airports service companies have different areas of expertise and value creation and aim to grow in the global arena in duty free, food & beverage, information technologies and education & training. In order to achieve this goal, these companies are putting forth their strongest efforts:

TAV Information Technologies won a tender in Abu Dhabi. AT won the concession at five airports in Tunisia and Salalah Airport in Oman. TAV Operation Services and BTA worked together to start operations in Oman. Also, BTA is operating at Uniq Mall. Providing services in six German cities and having received an operating license in Medinah, HAVA participated in the second ground handling license tender in Saudi Arabia. TAV Operation Services will operate passenger lounges in Germany. While TAV Academy provided training in China, the company is also seeking opportunities in Jordan, Oman, Uganda and Mongolia.

Service company growthoutside the TAV ecosystem 3


9OperationTAV Operation Services

TAV Operation Services launched services in three lounges that serve Air France-KLM passengers in Germany. It operates prime class passenger lounges at Frankfurt, Munich and Stuttgart airports in Germany. TAV Operation Services aims to operate more than 30 Air France/KLM lounges around the world.

TAV Operation Services will provide commercial services at Salalah Airport.

Duty freeAT

ITTAV IT

Ground ServicesHAVA/TGS

SecurityTAV Security

TAV Security ranks among the top 10 companies in the security sector and provides services to 40% of air transport passengers in Turkey.

TAV Security targets to have a corner on the market in providing security services to category A facilities and to carry out activities abroad.

The Company will offer IT service in Abu Dhabi.

TAV IT is seeking new opportunities in Iran, Indonesia, Qatar, Kuwait, Croatia, USA, Malta and Germany.

Today, HAVA has a distinguished customer portfolio that includes more than 200 airlines worldwide.

HAVA got a license in Saudi Arabia Medinah and began to provide ground services. HAVA is participating in the second ground services license bid in Saudi Arabia.

Food and BeverageBTA

BTA will provide food & beverage service at Salalah International Airport.

BTA started to operate the food & beverage areas at Uniq Istanbul, one of Istanbuls largest shopping, cultural and entertainment centers.

AT won the operating right for the duty free stores at five international airports in Tunisia.

AT won the operating right of the duty free areas at Oman Salalah Airport until 2025, with a two-year option.


Our Service Companies Today and Tomorrow

AT 50%

Our Strategic Subsidiaries and Shareholding Ratios

TAV Operation Services 100%

BTA 67%

HAVA 100% TGS 50% HAVA Europe 67%

TAV Security 100%

TAV IT 100%

TAV Academy 100%


By continuing the investments we make in duty free stores, human resources and customer services, we aim to improve our operational quality even more.

Ersan Arcan AT General Manager

Innovation, productivity andprofitability have turned AT into a market leader in duty free in five countries.

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Q How does your company create value?

A Through strong partnerships with our business community, our innovative retail approach in both design and concept and the three Ps: productivity, profitability and perception. AT is the duty free market leader in five countries.

Q What are the fundamental components of your business model?

A Creative retail execution, matched to detailed and insightful market research of customer profiles at each airport where we operate. The joint venture approach enhances the vision of AT operations from the airport operator point of view to the supplier.

Q What does AT owe its success to? A We are a customer-oriented business.

Our customers are at the heart of everything we do. We pride ourselves on our customer knowledge, product knowledge, retail strategy and customer service.

Our aim is to deliver a memorable experience to every single passenger who comes through our doors. We treat brands as partners and offer a great variety of brands in all of our operations.

Q What could you do better?

A More language skills for the staff, recognizing the changing passenger profile - particularly the Chinese dynamic. Better targeting, too, as well as harnessing social media and smarter in-store promotions.

AT



Q What kinds of opportunities do industry developments and technological advances present to your company?

A Renovations in retail often provide better customer flow and helps drive passengers into the store and increase basket size. Advances in technology

We are a customer-oriented business. Our customers are right at the heart of everything we do. We are proud of our customer knowledge, product knowledge, retailing strategy and customer service.

Our aim is to deliver a memorable experience to every single passenger whocomes through our doors. We treat brands as partners and offer a great variety of brands in all of our operations.

Another component of our success is the strong partnerships we established with our suppliers, and the innovative retail approach we have in both design and concept.


CUSTOMER ORIENTATION

BRAND DIVERSITY

INNOVATIVE RETAILING

ATS ELEMENTS OF SUCCESS

mean better systems, increasing overall efficiency and getting more passenger information faster to help us tailor specific retail events and offers.

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Q What are your short, medium and long term strategies?

A Our short term goal is to increase spend per passenger in every airport where we operate. In the long term, we need to increase our investment in stores, people and customer service to improve our service quality in operations and expand our global footprint.

Q Tell us about growth outside the TAV ecosystem.

A Perhaps the single most important and independent achievement by AT so far was the successful tender bid for five airports in Carthage, Djerba, Sfax, Tozeur and Tabarka in Tunisia last year. This will be manifested not just in design but in the variety of products offered, which will

To increase spend per passenger in every airport we operate.

To Improve our high quality operations even further.

To increase our investments in stores, people and customer services in order to expand our global footprint.

provide each travelling passenger unique access to brands previously unavailable in the marketplace.

Wherever we operate, we take great pride in sourcing and developing our staff - recognizing and developing talent to match individual skills to the benefit of the individual, the team and our customers. Our Oman Salalah operation will be a step forward in the region as yet another independent achievement. We believe we have a great chance to grow our business in that region following the Salalah project.

Q What are your core regions for possible expansion?

A The world is our oyster. But we will only tender at airports or enter joint ventures where it makes financial and strategic sense for us to participate.

SHORT TERM MEDIUM TERM LONG TERM

Please read the adjacent QR code via smartphone to reach detailed information on ATs operations or visit www.atu.com.tr.

ATS STRATEGIC GOALS


The most important source of value underlying our success is our experienced, productive and innovative human capital, which makes up our sound organizational structure. Our synergy with TAV Airports also contributes significantly to our brand in terms of transforming our know-how into new products and services.

. Nurzat ErkalHAVA General Manager

With our know-how and experience, we aim to become the first company that comes to mind in new markets that are ready to emerge.

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A HAVA is a world-class ground handling services provider thanks to its focus on people, service quality, equipment pool and technology infrastructure. The company is committed to sustaining its success in the aviation industry in the future.

HAVA provides ground handling services at 25 airports in Turkey and eight airports abroad while also offering import and export warehousing services in Istanbul, Ankara and zmir in order to serve customers better and quicker. Structured to provide the full range of ground handling services that an airline may need at airports, HAVA today boasts a distinctive client portfolio of more than 200 airlines whose brands are synonymous with quality across the world.

Organized so as to reflect the unique service concepts and offerings of airlines to their passengers on a one-to-one basis and striving to constantly raise service quality and customer satisfaction, HAVA also operates passenger shuttles between the airports and downtown locations using buses that are at least as luxurious as an aircraft.

Q What are the fundamental components of your business model?

A Our business model is based on a lean business approach that can make decisions and implement action plans quickly and can focus more on success, in line with the dynamic responses required by the aviation industry. Experience and experience transfer form the basis of this approach. At the core of our business is the necessity of being prepared for unexpected urgent needs and extraordinary

With our know-how and experience, we aim to become the first company that comes to mind in new markets that are ready to emerge.

circumstances and being able to address these needs immediately under the extreme time pressure that is inherent to our industry.

Q What do you owe your success to?

A The most important source of value underlying our success is our experienced, productive and innovative human capital that makes up our strong organizational structure. Our synergy with TAV significantly contributes to our brand in terms of transforming our know-how into new products and services as well as helping us become a company that can diversify and expand its business areas abroad.

Q What could you do better?

A We plan to undertake initiatives to expand our operations overseas. The most important players in the transformation process that we have launched in order to convert our superior service quality into commercial success will be our human capital who are open to improvement and thrive on knowledge and innovation.

Q What kinds of opportunities do industry related developments and technological advances present to your company?

A Technology is our most critically important tool at this point in time, which is characterized by the two key aspects of our industry: speed and efficiency.

The components of our infrastructure that increase the speed of our business operations and contribute to our error-free rate include: - Vehicle Tracking and Management System:

provides countless benefits such as tracking location information and dispatching equipment that is the closest to the point

HAVA



of operation; ensuring the protection and safety of personnel the vehicle is assigned to; preventing unauthorized use; minimizing accident risk through the monitoring of speed and direction data; attaining balanced usage and equalizing depreciation costs by keeping track of utilization times; monitoring active use status of vehicles; reducing fuel consumption; reporting current and historical data; and tracking the maintenance requirements.

- Simulator System: allows driver trainees to apply in practice the knowledge they gained in theoretical classroom training; helps driver trainees to become familiar with the apron and adapt to apron conditions faster, and reinforces information through continuous and instantaneous feedback; enables action under various environmental and meteorological conditions; minimizes accident risk arising from driver trainees not knowing the vehicle well; eliminates fuel costs and wear and tear on vehicles usually incurred during training; and allows the monitoring and reporting of the training process.

Our most important source of value underlying the companys success is our sound organizational structure. Our business model is based on a lean business approach that can make decisions and implement action plans quickly. This approach also allows the company to focus more on achieving success while remaining a dynamic organization, which is critical within the aviation industry.

Our experienced, productive and innovative human capital makes up our sound organizational structure. Experience and experience transfer form the basis of this approach.

Our synergy with TAV significantly contributes to our brand in terms of transforming our know-how into new products and services as well as helping us to become a company that can diversify and expand its business areas abroad.


SOUND ORGANIZATIONAL STRUCTURE

HAVA FAMILY KNOW-HOW

HAVAS ELEMENTS OF SUCCESS

- Centralized Loading Control System: positioned in a single station and generates the loading and balance documents of aircraft positioned at other stations centrally and remotely.

- Custom Software Applications: used in our resource planning processes.

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Q What are your short, medium and long-term strategic goals?

A We target steady growth in the domestic market based on rising passenger traffic and an increasing number of destinations; in addition, we aim to establish our presence in new overseas markets with high growth potential. Effectively leveraging our extensive experience, we plan to be one of the key players that has strong name recognition in both our overseas target markets as well as in our home market, and which can monitor new market opportunities and enter new markets in a timely fashion.

Q What steps you have taken to date, and what steps do you plan to take in the near future, as part of your strategy for growth outside the TAV ecosystem?

A In Turkey, we operate in 20 locations in addition to the airport terminals operated by TAV.

We launched our overseas operations by entering into a service agreement with Air Baltic, which accounts for 65% of the traffic in Riga,

Latvia and created the HAVA Europe brand. Subsequently, our overseas business growth accelerated with the passenger services that commenced in six cities in Germany: Berlin, Dusseldorf, Frankfurt, Hamburg, Munich and Stuttgart.

Q What are your targeted regions for inorganic growth?

A We target service regions where we can transfer our know-how and where we can make such know-how portable.

To this end, in addition to the regions we already serve, we plan to expand our service footprint in the Middle East, North Africa, Russia, Commonwealth of Independent States and Eastern Europe.

Additionally, we prequalified and submitted a bid for a ground handling license in Saudi Arabia that encompasses three international airports outside of Medinah Airport, which we see as a launching pad for our expansion objectives in the Middle East region.

To achieve steady growth in the domestic market based on rising passenger traffic and an increasing number of destinations.

To establish a presence in new overseas markets with high growth potential.

To leverage our extensive experience to be one of the key players with strong name recognition in our overseas target markets as well as in our home market, and which can monitor new market opportunities and enter these new markets in a timely fashion.


HAVAS STRATEGIC GOALS

Please read the adjacent QR code via smartphone to reach detailed information on HAVAs operations or visit www.havas.net.


Our first and foremost priority is to have a presence everywhere TAV invests. In addition, we have a favorable outlook on all areas, particularly airports not operated by TAV regardless of geographic location. These priorities are within the boundaries of our capabilities and will generate sustainable profit and create value for us.

Sadettin CesurBTA Chief Executive Officer

At BTA, we create value by way of guest satisfaction. We are determined to further raise the bar of our success.

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A With a bright smile on the faces of our staff members, we serve some 60 thousand guests per day at 150 cafes, kiosks, restaurants and bars at 10 airports in four countries spanning three continents. Additionally, we serve 30 thousand guests each day at 75 food and beverage outlets on the ferries and at the terminals of DO, one of the major transportation networks in the Istanbul and Marmara regions.

Similarly, we proudly demonstrate the quality of the TAV and BTA brands to our guests at the TAV Airport Hotel, which embodies our success in the hospitality business thanks to the high occupancy rate it has achieved during its 10 years of operation.

Furthermore, we are also making our presence known in other sectors thanks to various enterprises we have launched. For example, Cakes & Bakes is capable of meeting all food needs of a large number of well-known domestic and foreign brands, from sandwiches and home-style meals to cakes and bakery products, at its 23,000 square-meter facility. BTU meanwhile has recorded an outstanding accomplishment in Turkish delight production and sales in a very short period of time. And we have a new venture in the logistics industry, BTA Tedarik ve Datm A.. (Gda 360).

In our latest initiative, we are excited to take BTAs product and service quality downtown and make it available to a wider consumer base through the contemporary concepts unveiled at our food and beverage outlets at Uniq Istanbul, the citys newest, popular shopping and entertainment center.

The single most important element in the creation of all this value can be expressed succinctly with the slogan, Serving people is our business, which has been our guiding principle from day one. We as the BTA family wholeheartedly believe that people are indeed our core business.

Q What are the main components of your business model?

A As mentioned above, the key element of our business model is people, which itself has two facets for us: our employees and our guests. In some of our operational areas, our suppliers or customers assume the place of our guests. Regardless of their actual name, the fundamental principle of any venture we undertake is to ensure the complete satisfaction of these two components. Likewise, profitability, which is an indispensible requirement of any business enterprise, can only be attained this way in our operating sectors.

The other major components we focus on as part of our business model include continual training, emphasis on employee motivation, and being able to relate to and effectively communicate with our very young staff, also known as Generation Y, which constitutes nearly the entirety of our family.

Q What do you owe your success to?

A Guest Satisfaction: Since the day BTA was first established, we have been offering food and beverage services to our guests, in the great majority of our operating regions. We are fully aware of the fact that the biggest shortcoming in this region, particularly in Turkey, is the lack of a sincere smile by staff members. We also know that guest satisfaction cannot be achieved merely by cheerfulness, and many other complementary factors are also very important at this point, so these topics take up a large part and amount of time in our training initiatives.

To put it succinctly, our first and foremost priority at every new outlet we launch is guest satisfaction. We are fully aware that no matter how successful your products, architectural design and ambiance are, no food and beverage enterprise can succeed and earn a profit without guest satisfaction-oriented employees.

BTA Family Concept: We use the term BTA Family when referring to the company in our intra-company communications where possible and we make

BTA



a sincere effort to substantiate this concept. In an attempt to create the motivation and sense of belonging as the elements personnel need the most. We stand by them during their good days and bad, wherever and whenever we can, while providing support to their career goals as a senior member of the family.

Information: To stay abreast of the constantly changing and evolving developments of this day and age, we take great heed of directly accessing all information that is of concern to us at any point as part of our involvement in the sector. We are making every effort to keep up with this pace of change both financially and operationally.

Q Are there any capabilities that you need to improve? If so, what are they?

A We believe that every capability we possess is in constant need of improvement. That said, we are aware that we can do better things and further improve all of our capabilities in the following areas in particular: Deployment of the experience and capabilities we

acquired at airports and maritime transit in urban settings, which we launched with our concept outlets at Uniq,

Cakes & Bakes, which has ever-growing business opportunities, including our Turkish delight company BTU, and

Gda 360, which we established recently as our venture into this new industry in order to undertake the supply and distribution of these potential opportunities.


A Technological advances such as using digital menu boards instead of wood frame boards that need to be replaced every time the menu changes, along with the related print costs; software systems that enable centralized monitoring of cold storage measurements; custom software that nearly eliminates human error in cash register systems; and biometric time clocks and devices to track employee hours more precisely. We closely monitor every relevant development around the world in this regard.

BTAS ELEMENTS OF SUCCESS

Our first and foremost priority at every point of service is guest satisfaction. We are fully aware that no matter how successful your products, architectural design and ambiance are, no food and beverage enterprise can succeed and be profitable without guest satisfaction-oriented employees.

Each and every one of us sees him/herself as part of the BTA Family. We stand by our employees during their good days and bad wherever and whenever we can while providing support to their career goals as a senior member of the family.

Everything is in a constant state of change and evolution. We take great care to directly obtain accurate information at every point that relates to our business operations. We are making every effort to keep up with the increasing pace of change both financially and operationally.

GUEST SATISFACTION BTA FAMILY INFORMATION

Please read the adjacent QR code via smartphone to reach detailed information on BTAs operations or visit www.bta.com.tr.


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A Short Term: We aim to consolidate our companies that operate

in various business lines in a wide geographic area under a single roof.

Medium Term: We intend to increase the number and expand

the reach of our service points, strengthen the recognition and value of our brand, and create more jobs.

Long Term: We strive to pass all the value we create on to

future generations and to ensure its sustainability.

Q What steps have you taken to date, and what steps do you plan to take in the near future, as part of your TAV-independent growth strategy (providing services outside of TAV-operated airports)?

A The steps we have taken so far in this regard include:

Operating food and beverage areas at Uniq Istanbul, the citys newest, popular shopping and entertainment center,

Assuming the food and beverage services for the Volkswagen Arena concert and activity hall, which is also located on the premises of this complex,

Operating MEF Universitys cafeteria and our concept service points on the campus, and

Launching the Loqum brand, which we established as a joint venture and continue to operate very successfully.

Our plans for the near future include:

Closely monitoring developments and tenders related to downtown hotels and restaurants to be leased where we believe we can create value,

Undertaking initiatives to launch new concept food rest stops boasting the BTA product and service quality on intercity highways that we see as a significant need,

Further developing the framework we set up to grant franchising rights to our brands as well as the negotiations we have conducted with select international chains to be the franchisee for their brands, and

Monitoring all tenders, similar to the Salalah tender that we participated in jointly with AT and which we won, with comparable operational scope and significant financial magnitude with a preference for the same region.

Q Is there a region that you target specifically for growth?

A Our first and foremost priority is to have a presence everywhere our parent company TAV invests. In addition, we have a positive outlook on all areas, particularly airports in line with TAVs existing standards regardless of the geographic location, which we already operate in or have the capability to do so and that will generate profit and create value for us.


BTAS STRATEGIC GOALS

To consolidate our companies that operate in various business lines in a wide geographic area under a single roof.

To expand the geographic scope of our operations, increase the recognition and value of our brand, and create more jobs.

To pass all of this value we create onto future generations and to ensure its sustainability.


The core components that set us apart from other information technology firms in the industry are our state-of-the-art technology products that can be easily adapted to any business process, our highly competent employees who are equipped with superior knowledge of the aviation sector, and our skilled engineers.

Binnur Gleryz OnaranTAV IT General Manager

We aim to take on more projects in line with our growth strategy, expand our service portfolio and our employee base.

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A TAV IT uses its specialist staff, aviation experience and products to provide a vital service in airport operations. The companys primary objectives are to offer integrated turnkey airport systems, increase efficiency not only through IT solutions but also by restructuring business processes, and attain the optimal utilization of airport resources.

With 13 years of experience and a variety of aviation industry related product offerings, the company provides 24/7 support to airports while also rendering domestic and international consultancy services. We provide services at internationally recognized ITIL, COBIT and CMMI standards. Thanks to our experience and know-how in the aviation industry and airport infrastructure systems, we are able to generate the best solutions spanning a diverse range of services, from analysis and design, to consultancy, support and maintenance. TAV IT provides turnkey solutions without operational disruption during deployment or development for airports of all sizes, in both improvement projects of existing IT systems as well as in initial IT system installations at new airports.

We expand our product portfolio every year in accordance with our strategy of continuous development. As part of this effort, the following additions were made to our product offering in 2014:

We completed the necessary development for the TAV SmartZone application as one of the first companies in the world to deploy iBeacon technology. Using these features, we will be undertaking joint initiatives with AT and BTA to make available modern promotional campaigns, special offers and location-based promotions to TAV SmartZone users and AT and BTA customers.

We completed development of the Slot Coordination and Management System (SCMC) product that allows airports to make highly reliable slot planning decisions based on the operational and physical constraints of the airports, use their capacities more effectively, and foresee their future needs.

We completed development of the Shrike product, which is designed to meet the monitoring and management needs of TAV ITs products, and its infrastructure equipment and systems. Shrike enables the centralized monitoring and management of TAV ITs products, integrations, and its infrastructure equipment and systems.

Q What are the basic components of your business model? What constitutes the foundation of your business?

A The core components that set us apart from other information technology firms in the industry are our state-of-the-art technology products that can be easily adapted to any business process, our highly competent employees who are equipped with superior knowledge of the aviation sector, and our skilled engineers who are adept at working with advanced technology. We strive to meet and exceed the expectations of all of our clients by generating innovative and practical solutions. In addition, we aim to roll out flexible airport IT products to beat the competition and to provide 24/7 uninterrupted service.

Q What are the three most important factors behind your success?

A 1. To provide 24/7 uninterrupted operations services as well as round-the-clock maintenance and support services to ensure customer satisfaction,

TAV IT



2. To develop our own products and offer flexible IT solutions that will fully meet customer needs and expectations, and 3. To operate at a high level of efficiency as a result of the synergy with our specialist technical personnel who have ample industry experience.


A We have always embraced the principle of closely monitoring advances in technology and figuring among the worlds pioneers in terms of adopting new technologies. This approach allows us to increase the flexibility of our products as well as their benefits to customers. Meanwhile, our innovative product and service offerings assist clients in constantly improving their own internal processes and enable them to provide their own products and services to their customers under more innovative structures.

In addition to administering the IT infrastructure related tasks of all TAV airport projects, we have also offered products and services to non-Group clients since 2011. We have successfully completed the design and deployment of the IT infrastructure and aviation systems of Medinah Prince Mohammad bin Abdulaziz Airport in Saudi

Arabia that will commence operation in 2015; we have positioned our products within this project and we plan to begin providing operations, maintenance and support services in 2015. We have successfully completed the project where we deployed our own products at the Riyadh and Dammam airports of the General Authority of Civil Aviation of Saudi Arabia (GACA); pursuant to the subsequent O&M tender that were awarded to TAV IT, we will provide maintenance services for three years for our own software programs AODB, FIDS and RMS. We plan to undertake the design and deployment of the aviation systems, network and infrastructure work of Riyadh King Khalid Airports fifth terminal and we will also deploy TAV IT products at this facility.

We won Abu Dhabi International Airport Midfield terminals communication technology tender. In addition, we continue to conduct negotiations to participate in a number of projects and make preparations to bid in tenders in various countries including Iran, Indonesia, Qatar, Kuwait, Croatia, Cyprus, United States, Germany, Czech Republic and Malta.

CUSTOMER SATISFACTION

BEST IT SOLUTIONS

EXPERT EMPLOYEES

To provide 24/7 uninterrupted operations services as well as 24/7 maintenance and support services to ensure customer satisfaction.

To develop our own products and offer flexible IT solutions that will fully meet customer needs and expectations.

To operate at a high level of efficiency as a result of the synergy with our specialist technical personnel who have ample industry experience.

TAV ITS ELEMENTS OF SUCCESS


27


A Short Term:To continue expanding our product portfolio and to complete the tenders for which we are awaiting the results in the fastest and most successful manner. Medium Term: To take on more projects in line with our growth strategy and to expand our service portfolio and grow our employee base. Long Term: To increase our brand recognition globally.


A As a result of the initiatives we have carried out since 2011, we generated a significant part of our total EBITDA in 2014 from non-TAV Holding

airports. In 2015, we aim to generate more from airports not operated by TAV. The tenders we have bid in and have been shortlisted on in 2014 have a total project value of US$ 1 billion. In addition, our ERP team also began serving non-Group companies. We are expending efforts to do business with a larger number of non-Group clients in the period ahead.


A In addition to the growing Middle East market, we are monitoring and working on all potential business opportunities in the world regardless of location.

To continue to expand our product portfolio and to complete the tenders for which we are awaiting the results in the fastest and most successful manner.

To take on more projects in line with our growth strategy and to expand our service portfolio and our employee base.

To increase our brand recognition globally.

TAV ITS STRATEGIC GOALS


Please read the adjacent QR code via smartphone to reach detailed information on TAV ITs operations or visit www.tavit.aero.


In 14 short years, TAV Operation Services has become a giant brand that hosts more than 2 million passengers annually at the passenger lounges that it operates. The company has recently taken over the operations of Air France/KLM Lounges at Frankfurt, Munich and Stuttgart airports and will soon launch services at Washington Dulles Airport.

Ali Bora bulanTAV Operation Services General Manager

Within the next five years, we aim to add 40 additional lounge locations to our current 30 lounges at nine airports.

29


A TAV Operation Services, a subsidiary of TAV Airports Holding, manages non-aviation income and creates value as part of airport operations. The company does this by engaging in the operation of TAV primeclass, which was launched to develop exclusive services for the evolving needs, demands and conditions of passengers; the development and operation of passenger loyalty programs such as TAV Passport Card, TAV Passport Plus Card, TAV Passport Edition Card, and primeclass Lounge Card; operation of online travel portals such as TAVPORT.COM and AirportEasy.com as well as the TAV Tourism travel agency. In addition, the company develops, markets and leases advertisement and promotional areas at the terminals; allocates commercial areas at the terminals; and operates private passenger lounges for corporate enterprises, banks and airline companies that strive to offer unique opportunities to their clients at airports as well.


A TAV Group has a unique business model that consists of airport design, construction and operation. Our business model spans the management of the entirety of the airports operations in an integrated manner and accounts for the competitive advantage of

TAV Operation Services. Execution of this model relies on a high level of cooperation between various functions within the Group and continuous communication. We enjoy the freedom of encouraging innovation while operating in a diligent manner. The goal of TAV Operation Services is to create preferred brands rather than popular brands. We strive to be the best in what we do, not to be the biggest. Our efforts in this regard pay off by making the company the business partner of choice in vast regions and various cultures of the globe, from Germany to Saudi Arabia, Tunisia to Georgia.


A One of our major priorities is to transform our strengths discussed above into service at airports abroad not operated by TAV. In addition, we also intend to launch similar business ventures and develop projects such as private passenger lounges at ports and railway stations, or on ferry systems and railroad networks.


A Our work is extremely dynamic since airports host busy traffic on a 24/7 basis. The most important aspect of our job is closely monitoring developments in the business world, technology, and airport operations and aviation, in Turkey as well as globally.

TAV Operation Services



Thanks to the flexibility we have to measure and observe the expectations of end-use customers due to the B2C aspects of our TAV Passport and TAV Tourism businesses, we have a holistic understanding of the expectations of airport customers and leverage our operational know-how in improvement initiatives. The outward-facing, fast and flexible nature of our business also allows us to refresh our data collection constantly so we can forecast the future more accurately. During the normal course of operation of our brands, we use technological advances and tools to their fullest extent.

CUSTOMER SATISFACTION

TAV OPERATION SERVICES FAMILY INFORMATION

We embrace customer satisfaction as a priority. We see airports as places where passengers are provided with all levels of comfort and luxury in an unlimited fashion rather than as simply points of transition, and we shape our services accordingly.

Employing dynamic personnel who have embraced the appropriate and effective service approach, who were trained properly and comprehensively, and who are given support in their continuous training needs by the company are indispensible components of our success.

The fact that we have extended TAV Airports know-how and experience to various other aspects of airport operations ranks among the most important factors of our success.

TAV OPERATION SERVICES ELEMENTS OF SUCCESS


31


A We offer our TAV primeclass VIP-CIP services at the same quality standards and under the same brand at the airports we operate abroad; namely, the Tbilisi, Batumi, Skopje, Ohrid, Monastir and Enfidha-Hammamet Airports. We have developed the network by combining our know-how with the standards prevailing in each respective country. In addition to the terminals we operate, we are also able to offer departure and arrival welcome services at some 106 terminals across the globe through AirportEasy.com as a result of the feedback we have received and the need for such services that we have identified. Thanks to

this service, a passenger flying from Munich to Zurich can receive the welcoming service at both terminals.

In addition, we currently operate the AF/KLM Lounges in three German cities that serve a total of about 150 thousand passengers annually. Our next goal is to take over the operation of more than 30 AF/KLM Lounges worldwide.


A Germany and France, as well as the United States and the Middle East-Africa region, top our list of target geographies.

To be a globally sought-after company in lounge operations that is also operating a large network.

To transform TAV Passport, a unique loyalty card, into an internationally accepted card.

To transform our strengths into service at non-TAV operated airports abroad and to launch similar business ventures; and to develop projects such as private passenger lounges at ports and railway stations, or on ferry systems and railroad networks.

TAV OPERATION SERVICES STRATEGIC GOALS


Please read the adjacent QR code via smartphone to reach detailed information on TAV Operation Services operations or visit www.tavisletmehizmetleri.com.tr.


The core components of our business include aircraft security, facility security, passenger and luggage security. Our human resources and technological innovation differentiates us in the market.

Turgay ahanTAV Security General Manager

We aim to become involved in the security of Category A facilities and gain a larger market share.

33


A Commencing operation in 1999 as a security unit within TAV, TAV Security was incorporated as a joint stock company in 2006. The company prioritizes customer satisfaction and strives to strike an optimal balance between convenience and security.

The company directly provides security services at the facilities of five TAV airports in Turkey while serving as a solution partner for the security of the airports operated by the Holding abroad. In addition, TAV Security provides security services at some Category A facilities outside of airports as well as aircraft private security services at the airports under a C license.

Security services are vital for airports and constitute the single most important element allowing aviation operations to take place. No aviation operation can survive without security services. TAV Security meets the fundamental need of security practices, which is the responsibility of TAV airports, while earning additional income by also providing services in other areas.


A The core components of our business model include aircraft security, facility security, passenger and luggage security, and our employees.

As a result, these elements form the basis of our security business while we utilize implementation procedures and security devices and equipment as the complementary tools to aid in this objective.

Q Why are you so successful? What are the three most important factors behind your success?

A As it is a requirement to succeed as a member of the TAV Airports family, this is achieved in accordance with the parent companys strategies. To ensure success, we have properly implemented the rule of five Ws and one H: who, what, where, when, why and how. The factors that guide us toward our objective during this process include:- Importance given to people and the value

added created by them, - Knowing the task at hand and its

requirements, while identifying the risks, and

- Ensuring continuity through training and corrective actions.


A TAV Security has an important position in the airport security sector across Turkey and ranks among the top 10 companies in the security industry countrywide. Some 40% of all air transit passengers are served by TAV Security. While enjoying this level of success, perhaps our greatest need for improvement is in the area of expanding into new markets and enhancing our marketing capabilities.

TAV Security




A Since security is in a constantly evolving state, there is no end to the need for security services. The soaring level of aviation activity in Turkey and the importance of aviation security across the world provide us with vast business development opportunities while also allowing us to employ experienced and certified personnel as well as to accumulate know-how and marketing capabilities.

Q What are your short, medium and long-term strategic goals? A Short Term:

To retain our experienced personnel, raise the share of our certified employees to 80% of our workforce, and expand our solution partnership capabilities in airport security with operations requiring a C license within airport premises as well as with other activities.

We place a priority on our people and the value added created by them.

To ensure success, we have properly implemented the rule of five Ws and one H. We know the task at hand and its requirements and we identify the risks.

Ensuring continuity through training and corrective actions is core to our operations.

Medium Term:To engage in business development, become involved in the security of Category A facilities in accordance with TAV Airports Holding policies and gain a larger market share.

Long Term:To become a recognized brand name in aviation security that can also provide services outside Turkey.

TAV SECURITYS ELEMENTS OF SUCCESS


VALUING PEOPLE

RISK MANAGEMENT

TRAINING

35


A We have not taken any steps in this direction to date, but we have been fielding some offers to provide security services at the airports operated by the State Airports Authority of Turkey (DHM). We may have an opportunity to conduct business in this area pursuant to a strategy to be developed by the Holding.


A We have identified two categories of countries/regions for growth: high-risk regions and low-risk regions with significant

business potential. One of these categories comprises the Middle East, Turkeys immediate neighbors and North Africa. Even though we receive offers from these countries, we consider this a risky approach to business development based on TAVs brand reputation and potential problems; we decline these opportunities as they do not currently pass the cost-benefit test.

Currently, we are receiving solution partnership offers from the low-risk regions of Europe and the Nordic countries. To date, the only joint venture we have participated in is with ISTC for Schiphol Airport in the Netherlands. This effort has not borne fruit yet, but we will continue to pursue developments related to this matter. The other area we are active in is participation in the ECAC working groups. We expect these responsibilities to open up some opportunities for us in the European market.

To retain our experienced personnel, raise the share of our certified employees to 80% of our workforce, and expand our solution partnership capabilities in airport security with operations requiring C license within airport premises as well as with other activities.

To engage in business development, become involved in the security of Category A facilities in accordance with TAV Airports Holding policies and gain a larger market share.

To become a recognized brand name in aviation security that can also provide services outside Turkey.

TAV SECURITYS STRATEGIC GOALS


Please read the adjacent QR code via smartphone to reach detailed information on TAV Securitys operations or visit www.tavguvenlik.com.


TAV Academy is committed to developing new talent who will take TAVs accomplishments forward into the future while, under the TAV Aviation Minds brand, striving to expand its training and advisory activities across the globe.

Bar MstecaploluTAV Academy Coordinator / TAV Aviation Minds General Manager

Our target is to become worlds best information and talent center in all areas where TAV operates.

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Q When was TAV Academy founded and what is its primary line of business? How does TAV Academy create value?

A Established in 2006 as the training and development center for TAV Group employees, TAV Academy was incorporated in 2012 in order to transfer the vast know-how and experience of TAV Group in its areas of operation to enterprises outside the Group. Licensed as a training institution and accredited by Turkeys Ministry of National Education in 2014, TAV Academy offers effective development solutions to all TAV employees to improve their know-how, skills and capabilities. The Academy also provides training and advisory services to non-TAV Group airports under the TAV Aviation Minds brand.

We know very well that companies which fail to prioritize their human capital and employee development cannot attain sustainable success. Development of personnel, which constitutes the most important driving force behind the Companys success, plays a key role in TAVs growth. In addition to the training modules in the TAV Academy catalogue, which consists of more than 100 courses for employees, we also organize customized training programs based on needs that arise throughout the year. In addition, we offer online training opportunities through our e-learning platform, TAV e-Academy.

Talent development has been a priority for us since day one. The intra-company mentoring program that we introduced in 2014 is yet another new learning platform where our senior managers and executives pass on their knowledge and experience to the younger generations.

Q What kind of opportunities do industry developments and technological advances present to your company?

A Today, e-learning has become a key tool to support classroom training. As the penetration of smart phones and tablets has intensified and these devices have become a major part of the lives of Generation Y, we

TAV Academy



responded by designing some of our training courses in the form of e-learning and video modules. This allows employees to access training related information whenever they want, wherever they want. As a result, personnel can revisit and refresh the subjects they have learned in detail through classroom training sessions as needed. I can confidently state that we have one of the strongest e-learning platforms in the airport industry today.

Q What kinds of activities does TAV Academy undertake for corporate development?

A We are one of the 15 designated global training centers of Airports Council International (ACI), which is the main airport operation industry body with more than 1,800 member airports. Each year we hold various ACI training sessions at

our own facility and bring together airport professionals from every corner of the world. We learn from them as they in turn learn from us. In 2014, we began to conduct joint training programs in conjunction with our parent company ADPs training department. As part of this effort, we held a joint training initiative in Paris for ADP and TAV employees. Another area we focus on for corporate development is forging ties between the industry and academia. We are developing joint projects with Turkish universities that have aviation-related departments as well as world-renowned universities abroad such as Harvard Business School, Columbia University and University of Virginia.

It is of utmost importance for us that participants in our training and development programs are satisfied both with the content of the courses and with the presentation skills of our instructors. The satisfaction ratio for our training courses and instructors in 2014 was 4.85 out of a possible 5.00.

One of our strategic approaches includes developing our talent pool as mentors or internal instructors so as to allow them to share their knowledge and skills with other TAV employees.

We are constantly and diligently improving our individual and institutional skills thanks to our memberships in international organizations, the projects we undertake with our partners, and our collaboration with academia.

PARTICIPANT SATISFACTION

INTERNAL INSTRUCTORS

CONTINUOUS DEVELOPMENT

TAV ACADEMYS ELEMENTS OF SUCCESS


39

Q What steps has TAV Academy taken to date, and what steps do you plan to take in the near future, as part of your growth strategy outside of TAV?

A We established TAV Aviation Minds in early 2013 in order to make TAVs vast know-how and experience in airport operations available to non-TAV Group airports. TAV Aviation Minds is an internationally recognized training provider that boasts International Civil Aviation Organization (ICAO)-accredited instructors. We have proven our quality standards with ISO 9001:2008 Quality Management System certification issued to us by the British Standards Institution.

Our instructors, who have undertaken large-scale projects particularly in Saudi Arabia, provided training to the executive staff of 25 different airports in China as well as to ground handling personnel at Kutaisi Airport in Georgia during 2014. As a result of these overseas programs administered in 2014, we have conducted a total of 377 training days.

To further expand the training services in airport operations we offer outside of TAV Group.

To become an International Civil Aviation Organization (ICAO)-certified training center.

To be able to offer TAVs know-how outside of airport operations to the entire globe in the form of training and consultancy solutions.


A We are strategically focusing our efforts on developing countries. We expect to add Jordan and Oman to the regions we serve in 2015, thereby conducting more than 400 days of training outside of TAV Group. TAV Academy is continuing the meetings in Uganda and Mongolia. We attend aviation exhibitions in a large number of countries from South Africa to Abu Dhabi and promote our activities to airport executives. We have received strategic partnership offers from the training centers of various European airports this year; we are currently evaluating these requests. Such collaborations that will create value for us in accordance with our objectives will allow us to access new regions even faster.

TAV ACADEMYS STRATEGIC GOALS


Please read the adjacent QR code via smartphone to reach detailed information on TAV Academys operations or visit www.tavakademi.com.


Active across the entire airport operations ecosystem on its own or through affiliate companies, TAV Airports is equipped with the state-of-the-art tools and deep know how to turn the industry-wide growth into new opportunities.


Board of Directors Message

As the Fed stopped its massive quantitative easing program in 2014 and declared that it could start the tightening cycle in 2015, the US economy officially made its exit from the recession dating back to the 2008 financial crisis and once again took its place as the engine of global economic growth. Thus, the US economy grew at 2.4% in 2014, a rather impressive rate for a developed economy. On the other hand, in Europe, we continue to see bifurcated growth, with the south lagging the rest of the continent. It is being forecast that while the developed markets will achieve modest economic expansion in 2015, emerging economies are also expected to grow, albeit at a slower rate than in previous years.

Domestic demand in Turkey began to weaken as a result of the macro-prudential measures implemented by the economy administration to keep private consumption in check and to reduce the current account deficit in late 2013. However, growth began to pick up in the second half of 2014 as industrial production started to expand at a moderate clip. The most recent forecastsindicate that Turkey will end 2014 with GDP growth of 3.3%.

In 2015, we expect Turkey to reap the benefits of the steps taken by theeconomy administration over the last two years.Inflation and, as a result, interest rates are expected to decline in 2015 due to the base effect and the sharp drop in oil prices. A major improvement in the current account deficit is also anticipated due to both the devaluation of the Turkish lira and falling energy prices. Against

this favorable macroeconomic backdrop, private sector investment and private consumption expenditures are expected to pick up steam as Turkeys economic growth accelerates to around 4%.

At TAV Airports, we can keep a close watch on private consumption trends through the duty free sales performance of the Turkish airports operated by us. As we posted excellent duty freesales particularly in the last two months of 2014 we observed that Turkish consumers began getting used to the new exchange rate levels after the steep fall in the value of the Turkish lira in late 2013. We expect this expansion in consumer spending to continue in 2015 and further boost our duty free sales performance.

World aviation market continues to grow briskly.The rise of new megacities across the globe and further growth of the existing ones as a resultof urbanization trends worldwide are creating major demand for air transport between thesemetropolises. Increased globalization of trade and commerce is also giving a significant boostto air traffic. As the growing global middle class bolsters the global tourism industry in particular,Turkey, the worlds rising star in this sector, today ranks sixth in international tourist arrivalswhile the country did not even appear in the top 15 in year 2000. Turkeys airline companies and especially Turkish Airlines are registering eye-popping passenger growth rates thanks to their strategy of positioning Istanbul as a transfer hub for the region and capitalising on the increasing popularity of Turkey as a touristic destination.

TAV Airports has accumulated significant know-how in the area of airport operations over 14 years time. While serving as a model with the state-of-the-art airports it has built, the Company has also become a major operator that sets the standards in airport operations.

43

In this robust macro environment, aviation industry players are extremely optimistic for prospects of world air traffic growth. Boeing and Airbus predict that over the next 20 yearsglobal airline passenger traffic will expand at a compound annual rate of between 4% and 5%, in effect almost doubling passenger traffic totals from todays level. In Turkey, Eurocontrol is forecasting 7% compound annual growth in passenger traffic until 2020 while the Turkish State Airports Authority (DHM) expects compound average annual growth of 9%. Turkeys domestic carriers are pursuing aggressive fleet expansion programs in line with these trends.

Taking these developments into consideration, regulatory authorities in both developedcountries and emerging markets have continued to look to the private sector for know how andfinancial resources in order to upgrade airport infrastructure to modern-day standards as well as to prepare for expected capacity expansions.As passenger traffic soars at existing airports, we will see continued modernization andcapacity increases at airport facilities across the world through privatizations and transfers ofoperation rights.

TAV Airports has accumulated significant know how in this area over 14 years time. In 14 years TAV Airports has become a best practice model in airport operations both through its high standards in operations and with the state-of-the-art airports it has built. The know how TAV Airports has accumulated meanwhile, has become globally sought after as the demand for training programs put together by TAV Airports instructors clearly demonstrates.

Augustin de RomanetDeputy Chair

Dr. M. Sani enerCEO and Board Member

Hamdi AknChair

Active across the entire airport operations ecosystem through its airport management and service companies, TAV Airports is equipped with the state-of-the-art tools and deep knowhow to turn the industry-wide growth into new opportunities. In particular, deploying this experience and know how at non-TAV operated airports ranks among our top strategic priorities in the period ahead.

The tenders already awarded to BTA, AT, TAV IT and TAV Operation Services from outside theGroup suggest that we are on the right track. The growth of our service companies outside of theTAV ecosystem will continue at an accelerating pace in the coming period.

Aroports de Pariss acquisition of an equity stake in TAV Airports in 2012 paved the way for both a technical and strategic partnership between the two airport operators. As a resultof this collaboration, TAV Airports took a 15% interest in the joint venture that operates the Zagreb Airport at the end of 2013. In addition, the consortium that also includes the both partiessubmitted a bid for the operating rights of the central terminal building of New Yorks LaGuardia Airport. This partnership will continue to create new opportunities for both sides in theyears to come.

TAV Airports has created and will continue to create significant value for its shareholders. We would like to extend our heartfelt thanks to our shareholders for their support.


We left behind a successful year during which we attained our targets and expanded our capabilities with appropiate strategies.

In the coming period, our growth will be built on three pillars: Organic growth at our existing airports, growth from new airport additions to our portfolio, and the growth prospects of our service companies outside of TAV Group.

Sani enerCEO


CEOs Message

Thanks to our successful operations in 2014, we achieved strong financial results. The social benefits we generated for the people, environment and economy of the countries we operate in were the icing on the cake for us. As we expanded our airport portfolio in line with our corporate strategy, we launched a new growth initiative within TAV Airports: expansion of our service companies outside of TAV. In March, we won the tender for Milas Bodrum Airport, which raised the number of airports we operate up to 14. During the year, AT was awarded the concession to operate the duty free shops at Salalah Airport in Oman as well as at five other airports in Tunisia, including Carthage Airport in the countrys capital. In addition, AT assumed operation of the duty free shops at Monastir Airport in Tunisia in July 2014. BTA began operating the food and beverage outlets at Uniq, which is likely to become one of Istanbuls most popular shopping malls. TAV Operation Services commenced operation of Air France/KLM passenger lounges at three airports in Germany. TAV IT won the contract to set up the IT infrastructure for Abu Dhabi airport. Expanding the geographic scope of its services to include Medinah, HAVA posted a major jump in profitability as a result of a restructuring program implemented in 2014. In December 2014, TGS, a joint venture of HAVA and Turkish Airlines, won

a tender from Turkish Airlines to provide ground handling services for eight major Turkish airports. Our total passenger traffic grew 14% in 2014, climbing to 95 million, while consolidated revenue rose 9% to 983 million. EBITDA totaled 434 million, up 14% and net profit came in at 218 million, demonstrating 64% growth, fully in line with the guidance we had disclosed at the beginning of the year. We topped the Istanbul and overall passenger targets that we had set at the beginning of 2014. According to passenger traffic statistics for the year, Istanbul Atatrk Airport was the fourth busiest airport in Europe. In order to ensure uninterrupted passenger growth at Istanbul Atatrk, we began expanding this facility in cooperation with the State Airports Authority of Turkey (DHM). The investments DHM undertook in the apron area increased the airports aircraft parking capability by 25% as of November 2014. A 42% total increase in parking capability will result as these investments are finalized in 2015. Meanwhile, TAV Airports is initiating approximately 75 million investment to increase the capacity of the international terminal. The terminal extension projects will be completed in 2016.

As we expanded our airport portfolio in line with our corporate strategy, we launched a new growth initiative within TAV Airports: expansion of our service companies outside of TAV.

47

At the beginning of 2014 we completed construction of zmir Adnan Menderes Airports domestic terminal, which commenced service as Turkeys largest domestic airport terminal. In July, we assumed operation of the domestic terminal of Milas Bodrum Airport, which we were awarded the tender for in March; as a result, we served nearly 1 million additional passengers during the second half of the year. Our marketing staff is already working diligently to help realize the full tourism potential of Bodrum, which has become a global brand in recent years. This was also a stellar year for Gazipaa Alanya Airport, where passenger traffic grew a dizzying 115% to 726 thousand passengers. After completion of the expansion projects that we will be undertaking here, Gazipaa Alanya Airports capacity will climb to 2 million passengers per year.

Medinah Airport continued to perform brilliantly with 22% growth in passenger traffic in 2014. The new terminal building that will go into service in first quarter 2015 will remove all roadblocks to this airports future growth. As rapid expansion also continued at our Georgia and Macedonia airports in 2014, we extended our airport portfolio to encompass Eastern Europe by taking a 15% equity stake in the consortium that operates Zagreb Airport in 2013. This year we expect to learn the result of the tender for the operation of New York LaGuardia Airport in the United States that we had bid on in 2014.

We attained all our operational and financial targets set at the beginning of the year and the Board of Directors has resolved to submit for shareholder

approval, a dividend of TL 306 million at the General Assembly meeting. In 2014, in line with our 50% dividend payout policy, we had distributed TL 199 million of cash dividend from our 2013 net profit. We finished the year at the top in the Board of Directors category and in third place in the overall Corporate Governance rating. As a result of our sustainability and corporate governance initiatives, we were included in the BIST-Sustainability Index that is comprised of only 15 companies. We have always strived to be a model corporate citizen that benefits society as a whole while conducting its operations. Our contribution to the public coffers through tax and concession lease payments has amounted to TL 8 billion since 2005.

In the coming period, our growth will be built on three pillars: Organic growth at our existing airports, growth from new airport additions to our portfolio, and the growth prospects of our service companies outside of TAV Group. We will move forward in all three areas without compromising the high performance we have demonstrated to date.

I would like to take this opportunity to thank our shareholders and business partners for placing their trust in us as well as our employees for their dedicated efforts and hard work.

Dr. M. Sani enerMember of the Board of Directors and President& CEO


Concessions at a Glance

AiportType/Expiry Date TAV Stake Scope

2014 Passengers

International Passenger Fee

Domestic Passenger Fee

Volume Guarantee

Yearly Lease/ Concession Fee Paid

Net Debt(1)

Istanbul AtaturkLease (Jan. 2021) 100% Terminal 57,0

US$15 2.5 (Transfer) 3 No $140m + VAT (71)m

Ankara EsenbogaBOT (May 2023) 100% Terminal 11,0 15 3

0.6m Dom., 0.75m Int'l for 2007+%5 p.a - 79m

Izmir A.MenderesLease (Dec. 2032) 100% Terminal 10,9 15 3 No 29m+VAT(2) 206m

Gazipasa Alanya Lease(May 2034) 100% Airport 0,7 8(3) TL6(3) No $50,000+VAT(4) 33m

Milas BodrumLease(Dec 2035) 100% Terminal 3,9 15 3 No

143.4m upfront+28.7m+VAT(5) (0)m

TbilisiBOT (Feb. 2027) 80% Airport 1,6 US$22 US$6 No - (1)m

BatumiBOT(Aug. 2027) 76% Airport 0,2 US$12 US$7 No - (1)m

Monastir&EnfidhaBOT+Concession (May 2047) 67% Airport 3,3 9 1 No

11-26% of revenues from 2010 to 2047 338m

Skopje & OhridBOT+Concession (March 2030) 100% Airport 1,3

17.5 in Skopje, 16.2 in Ohrid - No

4% of the gross annual turnover(6) 52m

MedinahBTO+Concession (2037) 33% Airport 5,7 SAR 80(7) - No 54.5%(8) -

ZagrebBOT+Concession (April 2042) 15% Airport 2,4

154 (Transfer) 7 No

2.0 - 11.5m fixed0.5% (2016)- 61% (2042) variable -

1) As of 31 December 20142) Accrual basis: Depreciation expense of 13.5m in 2015 to 32.4m in 2032 plus finance expense of 17.8m in 2015 to 0m in 20323) Gazipasa tariff increased on January 1, 20154) TAV Gazipasa will make a yearly rent payment of US$ 50,000 + VAT plus 65% of net profit to DHMI.5) Yearly payments start October 2015. Accrual basis: Depreciation expense of 11.1m in 2016 to 38.0m in 2032 plus finance expense of 18.8m in 2016 to 0m in 20326) The percentage will be tapered towards 2% as passenger numbers increase.7) SAR 80 from both departing and arriving international pax. Pax charge will be increase as per cumulative CPI in Saudi Arabia every three years8) The concession charge will be reduced to 27.3 % for the first two years that follow the completion of the construction.

Demand growth continues to climb in the Turkish aviation industry.

Turkish airport traffic is forecast to double within the next ten years.

2009

TOTAL NUMBER OF PASSENGERS IN TURKEY* (MILLION)

2010 2011 2012 2013 2014 2015 E 2016 E 2017 E 2023 E

180

117107

9786

76

73

98

106

65

66

90

58

59

80

51

52

41

44

86

103

118

130

149

166

187

205

223

170

350

Compound Annual Growth Rate (CAGR) between 2009-2023

11%

*Source: General Directorate of State Airports Authority

Aviation Industry and TAV

INTERNATIONAL

TOTAL

EXPECTEDE

DOMESTIC



Continuing to expand steadily, the Turkish aviation industry registered 166 million total passengers in 2014, with compound annual growth of 14% in the period 2002-2014.

TOTAL NUMBER OF PASSENGERS IN TURKEY

(MILLION)

Compound Annual Growth Rate (CAGR) in Turkey between 2002 and 2014

14%

INTERNATIONAL

DOMESTIC

TOTAL

Source: General Directorate of State Airports Authority

20032002 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014

166

149

130

118

103

8679

7065

57

3434

52

59

66

80

45

25 25

36

34

38

4444

58

65

73

86

51

31

76

41

21

31 32

36

9914

53

83.6

71.7

52.6

47.6

95.1

2010 2011 2012 2013 2014

40.5

36.2

30.8

20.618.3

The number of domestic passengers at TAV Airports in 2014 increased 12% to 40.5 million.

12%

The number of international passengers at TAV Airports in 2014 increased 15% to 54.6 million.

15%

54.6

47.4

40.9

32.0

29.3

TOTAL NUMBER OF PASSENGERS AT TAV AIRPORTS

(MILLION)

14%The total number of passengers at TAV Airports in 2014 increased 14% to 95.1 million.

INTERNATIONAL

DOMESTIC



The number of commercial flights in Turkey climbed to 1.2 million in 2014, with compound annual growth of 11% in the period 2002-2014.

TURKEY TOTAL COMMERCIAL FLIGHTS

(THOUSAND)

Compound Annual Growth Rate (CAGR) in Turkey 2002-2014

11%

20032002 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014

1,176

1,059

947

892

809

693653

615

523

472

320321

389 205

261

306

316

400

433

463

505

561

113112

151

353

208 207

615

554

483459

409

340338308

262266

239

INTERNATIONAL

DOMESTIC

TOTAL

55

TAV Airports total commercial flights increased15% to 743 thousand in 2014.

TAV AIRPORTS TOTAL COMMERCIAL FLIGHTS

(THOUSAND)

10%Compound Annual Growth Rate (CAGR) 2007-2014

DOMESTIC

INTERNATIONAL

TOTAL 2007 2008 2009 2010 2011 2012 2013 2014

742

649

570

447

416

376369

319

181

229

267

279

237

139 140 139

168149

274

304

239

438

331

375



Traffic Outlook

World air traffic will double in the next 20 years.

Turkish air traffic will double in the next 10 years.

Aggressive fleet expansion plans of major airlines in Turkey.

Capacity growth of 9% in 2015

Expansion plans at Atatrk Airport:

- Boeing projects 4.2% CAGR for world air traffic (2013-2033).

- Airbus projects 5% CAGR for 2013-2033 and 4% CAGR for 2023-2033.

- Passengers to double in 10 years.- Eurocontrol, projects 7% CAGR for

Turkey until 2020 while DHMI expects 9% CAGR in Turkey until 2023.

- THY to double fleet to 424 by 2020.- Pegasus to increase fleet to 107 by 2020

- Seat capacity increase of 9% expected at Atatrk Airport international scheduled traffic in 2015 following 13% rise in 2014

- Terminal capacity will increase by extension of international terminal.

- Number of aircraft parking positions to rise from 102 to 145 (funded by DHMI).

1

2

3

4

5

.....

*Source: Airbus Global Market Forecast 2014, Boeing Current Market Outlook 2014

*Source: THY Presentation (December 2014), Pegasus Presentation (2014)

*Source: ADI

*Source: DHMI, Ministry of Transportation

*Source: Eurocontrol, DHMI

57

0,5

1

1,5

2

2,5

0

Region: 2013 (travel per capita)/2033 (travel per capita)

Proportion of Middle Class in World Population:

Africa

2013 2023 2033

Asia/Pacific CIS Middle East Latin America/ Caribbean

Europe North America

Kaynak: Airbus Global Market Forecast

Source: Airbus Global Market Forecast

0

1,000

2,000

3,000

4,000

5,000

6,000

7,000

8,000

2033 2013

World Middle Class Population (million people)

33% 48% 63%



Macro Data for the Areas We Operate In

Country Indicator Unit Scale 2012 2013 2014 2015 2016 2017 2018 2019

Gross domestic product, current prices

US dollars Billions 56 57 58 60 62 66 70 74

Gross domestic product per capita, current prices

US dollars Units 13,077 13,401 13,624 13,995 14,503 15,314 16,315 17,350

Inflation, average consumer prices

Percent change

3.4 2.2 -0.3 0.2 1.0 1.5 2.5 2.5

Population Persons Millions 4.3 4.3 4.3 4.3 4.3 4.3 4.3 4.3




US dollars Units 3,523 3,597 3,607 3,918 4,25 4,607 4,995 5,437


Percent change

-0.9 -0.5 4.6 4.9 5.0 5.0 5.0 5.0





US dollars Units 13,886 15,187 16,145 16,836 17,887 19,214 20,596 22,090


Percent change

2.3 0.0 0.7 1.6 1.9 2.0 2.1 2.2





US dollars Units 4,638 4,931 5,262 5,688 6,134 6,608 7,087 7,625


Percent change

3.3 2.8 1.0 1.5 2.3 2.3 2.3 2.3


Croa

tia

Geo

rgia

La

tvia

M

aced

onia

59

Country Indicator Unit Scale 2012 2013 2014 2015 2016 2017 2018 2019




US dollars Units 25,139 24,953 25,401 25,778 26,357 26,975 27,692 28,460


Percent change

2.9 3.5 2.9 3.2 3.4 3.6 3.4 3.3

Population Persons Millions 29.2 30 30.6 31.3 31.9 32.5 33.2 33.8




US dollars Units 4,198 4,317 4,467 4,503 4,586 4,704 4,821 4,953


Percent change

5.6 6.1 5.7 5.0 4.2 4.0 4.0 4.0



US dollars Billions 789 820 813 861 911 965 1,022 1,082


US dollars Units 10,531 10,721 10,518 11

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