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14

ANNUAL

REPORT

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ANNUAL

REPORT

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DESCRIPTION

PAGES

Doğuş Group Structure

6

Operational Map

8

Financial and Operational Highlights

10

Consolidated Financial Information by Segments

12

Corporate Profile

13

Doğuş Holding and its Functions

14

Corporate Risk Management and Internal Audit

17

Doğuş Group’s Approach toward its Stakeholders

19

Credit Ratings

20

Message from the Chairman

21

Members of the Board of Directors

23

Committees Subject to the Board of Directors

26

Message from the CEO

27

Financial Services

30

Automotive

48

Construction

54

Media

64

Tourism and Services

74

Real Estate

94

Energy

104

F&B

108

New Initiatives

113

Corporate Social Responsibility

127

Consolidated Financial Statements

143

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DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

DOĞUŞ GROUP STRUCTURE

BANKING &

FINANCIAL

SERVICES

AUTOMOTIVE

CONSTRUCTION

MEDIA

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DOĞUŞ GROUP 2014 ANNUAL REPORT

DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

F&B

REAL ESTATE

ENERGY

NEW

INITIATIVES

TOURISM &

SERVICES

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DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

OPERATIONAL MAP

AMERICA

1. USA

d.ream Partnerships

EUROPE

2. BULGARIA

Doğuş Construction EODD

Doğuş Construction Bulgaria Branch Doğuş Construction Representative Office

3. CROATIA

D-Marin

D-Hotels & Resorts

4. GERMANY

Garanti Bank Representative Office GBI Representative Office

Doğuş Media Group GMBH Euro.message Deutschland GMBH

5. GREECE

D-Marin Partnerships

6. ITALY

D-Hotels & Resorts

7. LUXEMBURG

Garanti Bank Branch

8. MALTA

Garanti Bank Branch

9. ROMANIA

Garanti Bank Romania - Headquarters & 84 Branches SC Motoractive Credit SA

Ralfi IFN SA

10. SWITZERLAND

GBI Representative Office D-Auto Suisse SA

Doğuş SA - Geneva

11. THE NETHERLANDS

GBI Headquarters

D-Marin Investments Holding BV d.ream International BV

12. TURKISH REPUBLIC OF NORTHERN CYPRUS

Garanti Bank - 6 Branches

13. UK

Garanti Bank Representative Office d.ream Partnerships

14. UKRAINE

GBI Representative Office Doğuş Construction L.L.C.

Doğuş Construction Representative Office

AFRICA

15. LIBYA

Doğuş Construction Libya Branch

16. MOROCCO

Doğuş Construction SARL

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DOĞUŞ GROUP 2014 ANNUAL REPORT

DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

ASIA

17. AZERBAIJAN

d.ream Franchise

18. CHINA

Garanti Bank Representative Office d.ream Partnerships

19. IRAQ

D-Auto L.L.C.

20. KAZAKHSTAN

Doğuş Kazakhstan Branch Doğuş L.L.C.

21. OMAN

Doğuş Construction Oman L.L.C.

22. QATAR

Doğuş Construction L.L.C.

23. RUSSIA

GarantiBank Moscow - Headquarters d.ream Franchises

Doğuş Avenu L.L.C. - Crate and Barrel

24. SAUDI ARABIA

Doğuş Construction Saudi Arabia Branch

25. THAILAND

d.ream Partnerships

26. UNITED ARAB EMIRATES

Doğuş Management Services Ltd. d.ream Partnerships

REIDIN Headquarters

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DOĞUŞ GROUP 2014 ANNUAL REPORT

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DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

FINANCIAL AND

OPERATIONAL HIGHLIGHTS

KEY FINANCIAL INDICATORS (TL THOUSAND)

PRINCIPAL PERFORMANCE RATIOS (%)

ROE

2011

2012

RESTATED *

2012

2013

2014

ROE

27.3%

6.9%

6.9%

1.2%

1.2%

TOTAL ASSETS

50.970.721

56.085.148

17.815.222

20.748.914

26.854.001

TOTAL SHAREHOLDERS' EQUITY

9.864.793

10.801.229

10.801.229

10.586.002

10.626.543

REVENUES

9.929.164

11.000.016

6.649.328

8.644.506

10.372.853

NET PROFIT FOR THE YEAR

2.691.764

744.003

744.003

127.591

60.739

GROSS PROFIT

2.551.956

2.790.710

776.615

1.083.348

1.185.416

PROFIT BEFORE NET FINANCE

COST

3.463.632

1.047.284

961.861

1.036.479

1.046.099

ROE

2011

2012

RESTATED *

2012

2013

2014

GROSS PROFITABILITY

25.7%

25.4%

11.7%

12.5%

11.4%

NET PROFITABILITY

27.1%

6.8%

11.2%

1.5%

0.6%

ROA- RETURN ON ASSETS

5.3%

1.3%

4.2%

0.6%

0.2%

ROE- RETURN ON

GROUP EQUITY

27.3%

6.9%

6.9%

1.2%

0.6%

* Effective from 1 January 2013, the Group has adopted the new reporting standard (IFRS 11- Joint Arrangements). The proportionate consolidation method applied to the Group’s interest in joint ventures is replaced by the “equity method” effective for annual periods beginning on or after 1 January 2013. Therefore, key financial indicators for 2012 are restated for comparative presentation.

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DOĞUŞ GROUP 2014 ANNUAL REPORT

DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

KEY FINANCIAL INDICATORS (TL THOUSAND)

BANKING AND FINANCE

2011

2012

RESTATED *

2012

2013

2014

SEGMENT ASSETS

38.670.347

42.455.912

5.652.082

6.055.545

7.063.906

TOTAL INTEREST AND

COMMISSION INCOME

3.581.705

3.994.879

-

-

-

AUTOMOTIVE

2011

2012

RESTATED *

2012

2013

2014

SEGMENT ASSETS

1.918.829

2.113.525

1.803.381

2.122.790

2.538.297

REVENUE

5.118.152

5.486.618

5.133.468

6.604.260

7.694.772

CONSTRUCTION

2011

2012

RESTATED *

2012

2013

2014

SEGMENT ASSETS

1.068.310

1.014.417

1.022.364

1.083.802

1.675.571

REVENUE

646.326

507.446

507.446

449.154

800.605

MEDIA

2011

2012

RESTATED *

2012

2013

2014

SEGMENT ASSETS

1.505.245

1.550.752

1.551.065

1.591.177

1.498.397

REVENUE

273.678

594.153

596.660

818.749

746.683

TOURISM AND SERVICES

2011

2012

RESTATED *

2012

2013

2014

SEGMENT ASSETS

1.696.527

2.122.733

2.074.886

2.336.769

3.199.053

REVENUE

218.992

272.438

274.949

348.148

480.882

ENERGY

2011

2012

RESTATED *

2012

2013

2014

SEGMENT ASSETS

890.448

1.291.204

643.030

993.933

1.653.824

REVENUE

-

8.060

-

62.082

68.840

F&B

2011

2012

RESTATED *

2012

2013

2014

SEGMENT ASSETS

-

799.724

748.747

1.025.624

1.584.289

REVENUE

-

19.561

19.564

208.663

342.103

OTHER INDUSTRIAL SEGMENTS

2011

2012

RESTATED *

2012

2013

2014

SEGMENT ASSETS

5.221.015

4.736.881

4.319.668

5.539.274

7.640.664

REVENUE

90.311

116.861

117.241

153.450

238.968

* Effective from 1 January 2013, the Group has adopted the new reporting standard (IFRS 11- Joint Arrangements). The proportionate consolidation method applied to the Group’s interest in joint ventures is replaced by the “equity method” effective for annual periods beginning on or after 1 January 2013. Therefore, key financial indicators for 2012 are restated for comparative presentation.

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DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

CONSOLIDATED FINANCIAL

INFORMATION BY SEGMENTS

TOTAL REVENUE BY SEGMENT 2014

TOTAL ASSETS BY SEGMENT 2014

Others Others F&B F&B Energy Energy Tourism Tourism and Services Media Media Automotive Automotive Financial Services Construction Construction

26%

10%

6%

6%

2%

3%

1%

5%

7%

8%

12%

74%

6%

6%

28%

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DOĞUŞ GROUP 2014 ANNUAL REPORT

DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

CORPORATE

PROFILE

Founded in 1951, Doğuş Group has been taking its place among the leading business conglomerates of Turkey. The Group is a corporate leader in the region.

Doğuş Group is active in eight core businesses: financial services, automotive, construction, media, tourism and services, real estate, energy and F&B. In addition, the Group sustains its growth with new investments in the areas of technology, sports and entertainment. Doğuş Group utilizes a management style that is both customer-focused and productivity-centered. While it is formed through material gains, it embodies a strong corporate citizenship approach which is at the center of all business practices of the Group and which benefits the entire society. In line with this approach, the Group implements several corporate responsibility and sponsorship projects, with a special focus on child development, education, environment, culture-arts and sports.

Doğuş Group is aware of its responsibilities and acts in accordance with a vision that includes leading by example and contributing to economic development. The Group plays a significant role in the Turkish economy by creating numerous employment opportunities and generating high levels of business volume. The Group’s Corporate Social Responsibility Strategy; is to support economic, social and environmental development and increase the level of prosperity by creating innovative and sustainable business models in every sector and region.

Doğuş Group has more than 250 companies and around 50,000 employees. The Group has created strong customer loyalty while building brand value with its high-tech infrastructure. Doğuş Group continues contributing to Turkey’s ongoing process of transformation and innovation. Utilizing its global perspective, world-class brands, and noteworthy partnerships, the Group’s vision – particularly with regard to services – is a valuable asset to Turkey. The Group is able to maximize the value of its brands by utilizing the highest quality human resources and the most advanced technology to maintain the high standards that have made it a regional leader in the services sector.

Doğuş Group always provides its services based upon the principles of customer satisfaction and trust. As a result of this approach, the Group has created reputable brands with global standards and has been representing Turkey worldwide. To become a leading regional player, the Group builds alliances with local and international partners towards its growth strategy. The Group has contributed to this process by creating a synergy with global partners including the following: BBVA (Banco Bilbao Vizcaya Argentaria, S.A.) in finance, Volkswagen AG and TÜVSÜD in automotive, CNBC and Condé Nast in media, Hyatt International Ltd. and HMS International Hotel GmbH (Maritim) in tourism, Latsis Group, Kiriacoulis Group and Adriatic Croatia International (ACI) Group in marine, and the International Azumi Group in the food & beverage industry.

Standing out as a pioneer of change, Doğuş Group is always ready to adapt to the developments around the world. In line with this adaptation strategy, the Group also has the advantage of capitalizing on its broad range of experience and collaborations. By signing partnership agreements with the leading companies, Doğuş Group signals its intention to accelerate its investments throughout the world.

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DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

DOĞUŞ HOLDING

It is the mission of Doğuş Holding to fulfill steering, coordination, control and audit functions, as well as to generate value for the Group and its companies, monitor activities of the Group companies on behalf of the shareholders, and perform the financial audit and administer control systems. Doğuş Holding aims to create competitive companies that put regional growth at the focal point of their operations. In the management of its subsidiaries, Doğuş Holding is committed to fulfilling the following responsibilities:

» Updating the Group’s strategy along with the changing investment climate and steering the Group companies in line with the predetermined strategy.

» Ensuring generation of sufficient financial resources to realize the Group’s long-term vision.

» Formulating and managing corporate initiatives so as to enable the Group to adapt in the quickest manner possible to the developing and evolving business environment.

» Leading the creation and management of strategic alliances and corporate partnerships.

» Providing communication among the Group companies and identifying opportunities that will result in synergies.

» Coordinating and consolidating the financial and corporate reporting of Group companies.

» Ensuring optimum use of technology, knowledge and human resources across the Group.

» Formulating and maintaining corporate values and communicating them within and outside the Group.

» Instilling an awareness of social responsibility and corporate citizenship.

» Implementing the ERM (Enterprise Risk Management) approach to assure that the business risks undertaken by the Group companies are aligned with shareholders’ risk appetite.

HOLDING FUNCTIONS

Corporate Communications

The Corporate Communications Department is responsible for Doğuş Group’s reputation management through the means of strategic communication tools, media relations, social responsibility projects and sponsorship activities. The Department is also responsible for the coordination of the internal communications among Doğuş Group companies and the Group’s external communication tools including the annual report, corporate responsibility report, and the Group’s website.

Finance and Financial Reporting

The Finance Department is responsible for relations with local and foreign financial institutions in tandem with the financing needs of Doğuş Holding and other Group companies (excluding the finance sector), cash flow and asset management, coordination of market risks as well as rating process management, and project finance requirements of the nonfinancial segment of Doğuş Group. The Financial Reporting Department is mainly responsible for the preparation of consolidated financial statements, management reports and projections in accordance with Turkish and International Financial Reporting Standards, and monitoring and reporting of deviations from business line budgets. The Group planning and budgeting process is monitored. Group Reporting System convergence projects are also carried out by the Department.

Financial Affairs and Accounting

The Financial Affairs and Accounting Department is responsible for organizing the accounting records in accordance with tax legislation and within the framework of a single-form accounts plan, preparing and controlling of all monthly, quarterly and annually tax returns, preparing and submitting the financial reports (quarterly P&L, balance sheet, reconciliations and other reports as required) to the authorities. The Department is liable for the approval of the invoices in line with the manual of the Company, and following up their maturity dates. It also has the responsibility of providing assistance in terms of tax accountability, relations with tax authorities, intercompany relations, and financial activity compatibility.

DOĞUŞ HOLDING

AND ITS FUNCTIONS

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DOĞUŞ GROUP 2014 ANNUAL REPORT

DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

Human Resources

The Human Resources Department is responsible for the management of Doğuş Holding human resources processes in line with corporate values and long-term strategies. The Department aims to create common language for human resources policies among the other Doğuş Group companies. The main goals of the Human Resources Department are attracting and recruiting talented individuals who will help support the Holding going forward, investing in and creating a well-educated, innovative, ethical and sensitive workforce, developing employees’ careers based on the future needs of the Group, enhancing practices within the Group through assignments, transfers and rotation for employee and organizational development, establishing competitive reward and recognition systems, and increasing employee motivation and commitment. The other functions of the Department are implementing organizational development policies, career planning, compensation, benefits and performance management for Doğuş Holding and some of its subsidiaries. The Department is also responsible for establishing the communication platform and providing strategic and operational human resources policies among the other Doğuş Group companies and also ensuring an environment suitable for lifelong learning.

Information Technologies

The IT Department is responsible for assistance and support services under information technologies of Doğuş Holding and other Group companies which are under the same IT infrastructure with Doğuş Holding. This includes installing, managing and supporting all hardware, software and other services under the IT infrastructure. IT professionals working in this capacity ensure that the network is operating properly and all employees have the ability to use IT resources. The IT Department is also responsible for information security, availability and providing a corporate perspective on information technology initiatives.

Internal Audit

The Internal Audit Department is responsible for the performance of financial, operational, and IT audits at Doğuş Group companies in accordance with its annual risk-based audit plan. In addition, the Department tracks all internal audit findings and coordinates follow ups to ascertain that appropriate action is taken. The results are periodically reported to the Risk & Audit Committee.

Investments

The Investments Department is responsible for business development activities in new sectors and in those sectors in which Doğuş Group already operates. It evaluates domestic and regional investment opportunities that are in line with the Group’s strategy and developments in the global economy. Department responsibilities include providing thorough analysis of business opportunities and undertaking M&A activities of the Group for the projects approved by Doğuş Holding Board of Directors. The Department is also responsible for monitoring projects after successful initiation to ensure timely and efficient returns.

Lean Management

The Lean Management Department is responsible for coordinating the lean transformation within Doğuş Group. Through a series of activities, such as training, value stream mapping studies, action workouts, and Kaizen projects, the Department helps management and employees to understand lean management principles and invigorate business performance of the entire Group. It leads and reports the results of process optimization studies that help the Group increase its competitive advantage and profitability through increased efficiency, quality and customer satisfaction.

Legal Affairs

The Legal Affairs Department is responsible for the legal representation of Doğuş Holding and other Group companies and for ensuring that all kinds of contracts, legal processes and counseling services are handled in line with the Company’s best interests and with no legal risk.

Protocol

The Protocol Department is responsible for the overall coordination of meetings, events and organizations in which the Chairman of Doğuş Group is involved and invited as well as the logistical coordination of protocol services and event management. This includes conducting the necessary arrangements to represent the Chairman at the national and international platforms in line with the protocol, the coordination of the official relations of Doğuş Group and the coordination of the official organizations to which the Doğuş Group Executive Board members are invited. The Protocol Department’s responsibilities also include economic research, analysis and reporting on a regular and ad hoc basis, drafting

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DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY statements, letters and protocol messages, preparing documents and

presentations upon request of the Chairman, and managing external communications and strategic relations with the related third parties and institutions such as the World Economic Forum (WEF), Turkish Industry and Business Association (TÜSİAD) and Foreign Economic Relations Board (DEİK).

Risk Management

The Risk Management Department’s main responsibility is to assure that the risks and opportunities of Doğuş Group are identified and risk and opportunity topics are properly measured, managed and actioned upon in order to ensure the shareholder values are sustained and enhanced. Risks monitored by the Department include financial, strategic, legal and operational risks. The Department works closely with the Group companies and their respective finance, sales, operational and other functions as well as the risk management departments in order to consider necessary risk intelligence information for assessing the risks and their due consideration in the decision making processes. The Department is also responsible for risk retention and transfer through design and procurement of corporate insurance cover with relevant insurance policies. In accordance with risk management guidelines, the Department regularly prepares risk reports, facilitates risk-based discussions in management meetings, and makes recommendations to the CEO, Risk & Audit Committee, and the Board of Directors.

Security and Administrative Affairs

The Security and Administrative Affairs Department supports Doğuş Holding and Group companies in administrative cases including work safety, employee health, cleaning, catering, gardening, call-center and courier services, protocol services, library and archives services, educational audit, security training services, ambulance service, transport, purchasing, common purchasing, vehicle fleet rental, technical maintenance, emergency case management, electronic security applications and project management, private security and other administrative affairs in line with the Group’s vision, mission, main principles and terms.

Social Projects

The Social Projects Department is responsible for managing Doğuş Holding’s social content related projects. The concentration of the projects has been focused on the topics of financial literacy and the empowerment of women, with financial literacy programs such as “3 Kumbara Financial Literacy Education Program” and “İSMEK (Goal 20.000 Women)”. The Department also supports WEF Gender Parity Gap Turkish Task Force “Equality at Work Platform”. The Social Projects Department works in close cooperation with public authorities, NGOs and various organizations that are within the scope of the undertaken programmes. The Department aims to generate various sustainable projects that are of added value to the Turkish society.

Tax Affairs

The Tax Affairs Department is responsible for assistance and support services for Doğuş Group, as well as its subsidiaries, regarding tax laws and procedures such as tax disputes, incentives, M&A, transfer pricing, training and tax planning, and structuring to avoid international double taxation. The Department also participates in the meetings of the related associations such as TÜSİAD and YÖİKK to support the tax legislation process.

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DOĞUŞ GROUP 2014 ANNUAL REPORT

DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

Doğuş Group acts proactively

in terms of risk management

in order to ensure that its

business operations in different

industries and regions are not

adversely affected as a result of

market, operational, liquidity

and / or counterparty risks. Risk

Management and Internal Audit

departments within every major

sector and at the Group level,

provide and maintain awareness for

different types of risks, including

emerging risks, and ensure that

appropriate risk management

mechanisms are in place.

Global and local risk experiences in the last years have made effective risk management mechanisms crucial. Increasing scrutiny, as well as a push for stronger governance coming from not only regulatory bodies (including Turkish Commercial Code) but also the investing community, makes it essential for companies to have in place solid risk management and control systems for ensuring viability and sustainable growth. Doğuş Group, with diverse business operations in different regions and countries, has already been cognizant of its need to monitor and manage various risks, including not only its strategic, business and operational risks but external risks as well.

As for Doğuş Group’s risk management activities in 2014, it was a successful year in terms of maintaining and improving risk management practices, both at the Group level and at the Company level, and enhancing the risk culture across the Group. Risk Committee meetings are held on a regular basis and these meetings generate valuable and relevant risk information, which is discussed and escalated if deemed necessary. Risks are managed on a daily basis by various levels of management in each of the subsidiaries, and supporting risk management activities such as providing a framework for related guidance and reporting mechanisms are conducted by the risk function teams.

The Group Risk Management Function works closely with the company Risk Management Departments in order to strengthen its risk culture and ERM penetration and obtain sound, timely information for assessing and evaluating the decision making processes. In addition to establishing an independent reporting infrastructure for companies and providing policies, guidance and know-how to Group companies, raising group-wide awareness for different types of risks and ERM culture is a continued undertaking facilitated by periodical risk roundtables, workshops, dashboards and reports throughout the organization. The Department is also responsible for risk retention and transfer through design and procurement of corporate insurance cover with relevant insurance policies.

CORPORATE RISK

MANAGEMENT AND

INTERNAL AUDIT

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DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY Every major sector has its own Risk and Audit Committee. The

Committee, which functions under the Board of Directors, is also responsible for assessing risks and proposing appropriate solutions according to risk appetite of shareholders.

Internal Audit is an independent department designed to improve and add value to Doğuş Group’s operations. It helps the Group to accomplish its objectives by bringing a systematic, disciplined approach to evaluating and improving the effectiveness of risk management, control and governance processes.

The Internal Audit Department of Doğuş Holding is responsible for performing financial, operational (process) and IT audits at Doğuş Group companies in accordance with its annual risk-based audit plan. The Department operates with a risk-based approach, tracking all internal audit findings and coordinating follow-ups to ascertain that appropriate action is taken. Results are periodically reported to the Risk and Audit Committee of Doğuş Holding, which in turn monitors and reviews the scope, extent and effectiveness of the activity of the Internal Audit Department of Doğuş Holding and receives a report. The report includes updates on audit activities, progress of the Group audit plan, the results of the audits, the action plans to address these areas, and resource requirements of the Internal Audit Department. The Internal Audit team consists of qualified professionals in different audit disciplines with relevant experience in the business processes that are under review.

In addition, every major sector within Doğuş Holding has its own Internal Audit department. The Internal Audit Department of Doğuş Holding works closely with the Internal Audit departments of various sectors to improve the effectiveness of control environments within the Group companies.

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DOĞUŞ GROUP 2014 ANNUAL REPORT

DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

DOĞUŞ GROUP’S

APPROACH

TOWARD ITS

STAKEHOLDERS

Doğuş Group’s stakeholder relations

are shaped by the Group’s principles

of transparency, accessibility and

equality. In addition to integrating

high ethical standards in its own

businesses, Doğuş Group requires

from all of its stakeholders to adhere

to these internationally accepted

standards.

TRANSPARENCY AND ACCOUNTABILITY

Doğuş Group adheres to strict business ethics that include transparency and accountability in an environment where all players, from large corporations to individual customers, and from employees to society in general, are affected by each other’s actions. In all of its operations and business activities, Doğuş Group has fully integrated globally-accepted principles of responsible business conduct. All stakeholders have been informed of the Group’s position on these matters. Upholding these principles and high ethical standards is not limited to its own business dealings; the Group also requires that the same approach be followed by all of its stakeholders, on both national and international levels. Doğuş Group embraces the principle of “not being involved” with any party that acts contrary to globally-accepted standards and that cannot provide reliable disclosures with regards to its actions.

Much attention is paid by Doğuş Group to the disclosure of its financial and non-financial information to its shareholders, employees, customers, national and international business partners, suppliers, existing and potential investors of its publicly floated companies, and the public at large. The Group makes all relevant information available on its website and informs the public about its corporate strategy, activities, and new fields of investment via annual reports, periodic press releases, and conferences. The Group’s financial statements are drawn up quarterly in accordance with International Financial Reporting Standards (IFRS). Independent semi-annual and year-end audit reports are shared with the public.

All Doğuş Group affiliated companies listed on Borsa İstanbul (BIST) have their individual Investor Relations departments that are able to effectively manage the flow of information to their stakeholders in line with national regulations. The fields of activity and performance of the Group’s publicly-floated companies are disclosed in conformity with the principles of their respective companies by the Capital Markets Board of Turkey (SPK).

ETHICAL PRINCIPLES

Strict compliance with the Code of Conduct and Standards is a key principle for Doğuş Group. As such, actions that violate the Company’s Code of Conduct are subject to disciplinary measures. As a participant to the United Nations Global Compact since April 2007, the Group has reaffirmed its commitment to fight corruption both internally and in other areas, which may fall within its sphere of influence.

Ethical principles are spelled out and documented in procedures under the following headings:

» Time and resource utilization at the companies,

» Relations with customers, subcontractors, suppliers of goods and other companies and individuals with whom the company has commercial interactions,

» The acceptance of gifts, invites, aids and donations,

» Relations with the media,

» Actions that can result in conflict of interest,

» Safeguarding of information pertaining to the companies, personal information, professional misconduct, security and harassment.

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DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

CREDIT

RATINGS

Doğuş Holding can instantly

be recognized based on the

ratings given by international

rating agencies. The Group has

become well-known for both its

quality of management and the

global principles of corporate

governance it supports.

Transparency and accountability are the two key components of Doğuş Group’s management approach. Consequently, Doğuş Holding has been rated by two of the major international rating agencies - Standard & Poor’s and Moody’s since 2000 and 2006, respectively. Doğuş Holding is instantly recognized by its ratings from international rating agencies. The Group has become well-known for both its quality of management and the global principles of corporate governance it supports.

Doğuş Holding Ratings as of June 1, 2014 are as follows;

Standard & Poor’s

Rating Outlook

Rating

Outlook

LONG-TERM COUNTERPARTY

CREDIT RATING BB NEGATIVE

SHORT-TERM COUNTERPARTY

CREDIT RATING B

Moody’s

Rating

Outlook

LONG-TERM CORPORATE

FAMILY RATING Ba2 STABLE

PROBABILITY OF

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DOĞUŞ GROUP 2014 ANNUAL REPORT

DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

MESSAGE FROM

THE CHAIRMAN

Dear Stakeholders,

The global economy has been going through a process in which the growth differential between developing and advanced economies continues to narrow. In general, the potential output growth has also been going down on a global basis. Advanced economies led primarily by the USA are strengthening while the emerging markets are losing momentum. The developments in oil prices, appreciation of the US Dollar against major currencies and a number of geopolitical risks are also among the topics on the global economic agenda.

The external financing conditions, especially related with the economic recovery process in the USA have been affecting all economies and Turkey is no exception. Despite the developments in the external financing conditions and geopolitical risks, Turkey grew by approximately 3% in 2014, which was a rebalancing year for our economy. I believe that, as an oil importing economy, our main macroeconomic indicators will continue to improve in 2015, in which our growth performance is expected to be stronger compared to 2014. Against this background, we, as Doğuş Group, delivered sound operational and financial results while continuing our strong growth process. Highlights from last year in our pre-existing business lines include the following:

» Despite the market conditions, Garanti Bank sustained its strong performance in 2014 with successful balance sheet management, sound and high quality asset structure, comfortable liquidity level and strong capital base. I am confident that its new ownership structure shaped recently with the BBVA, one of the important players of the international banking system, will pave the way for ongoing success.

» Doğuş Otomotiv showed an outstanding performance in 2014 in its 20th anniversary. While maintaining its growth trend in the fifth consecutive year in a row, Doğuş Otomotiv also increased its market share above 20% in 2014 for the first time.

» Doğuş Construction continued to undertake infrastructure projects not only in Turkey but also in the Middle East, Eastern Europe and Russia either through joint ventures or consortiums. With its highly regarded reputation, Doğuş Construction’s target markets include the Gulf countries, Eastern Europe, Commonwealth of Independent States, Central and North Asia and the Sub-Saharan African countries as well.

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DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

» Doğuş Media Group continued its operational success and increased its market share in 2014. Its brand portfolio will be strengthened further with the inclusion of Glamour and Condé Nast Traveller publications of the Condé Nast Group.

» In our tourism & services business, 2014 was another year of strong performance and growth. Villa Dubrovnik and argos in Cappadocia transactions were successfully closed within the planned timeframe. In addition, we are excited with and looking forward to the opening of our new hotels Murat Reis Ayvalık and D-Resort Šibenik in Croatia. We also reinforced our position with new brands and stores in retail sector.

» In wellness sector, we launched D-Gym Etiler in 2014 to continue to improve the way of exercising, the quality of life and change for the better. We also developed a cooperation framework between D-Life and Chenot Group in healthy living concept. D-Life is renamed as “Espace Privé Chenot D-Life İstanbul” and has become the first center introducing the Chenot Method in Turkey.

» Doğuş Real Estate and Doğuş REIT, our real estate companies, proved once again their operational success in 2014.

» Our energy company DOEN | Doğuş Energy continued its successful operations in the growing and developing electricity market of Turkey. We completed the Aslancık Hydroelectric Power Plant and started electricity generation in 2014. DOEN | Doğuş Energy supplies electricity to B2C and B2B customers through its “220 PLUS” brand.

» D-ream further strengthened its position in the entertainment sector with its remarkable acquisitions and partnerships including the partnership with Günaydın Restaurants in 2014. Today, d-ream is a family of approximately 7 thousand employees in 147 locations both in Turkey and abroad. Its future strategy is to focus mainly on introducing new and innovative concepts.

Strongly believing in the capacity, potential and the future of Turkey, we have also been active in technology-based new initiatives, partnerships and acquisitions besides the operations and activities in our main business lines. In this regard;

» Our open market platform n11, our Joint Venture with the SK Group of South Korea, which brings numerous brands and stores together with millions of customers, sustained its very strong growth performance in 2014 and became the sector leader in the last quarter. Our private equity firm DGSK, the other JV in cooperation with the SK Group set up for making private equity investments in dynamic Turkish companies with high potential, made its first investment in 2014 and became a

partner in Radore, which is a provider of co-location and dedicated server services.

» In digital marketing, we left behind a successful year of operation with euro.message, which currently covers two thirds of the Turkish market.

» Following our partnership with REIDIN, the leading real estate information company focusing on emerging markets, the company has been working on broadening the scope and the level of the information services in many countries at the levels offered in Turkey and the UAE.

» We established Doğuş Customer Systems (DMS) in 2014 with the aim of creating and sustaining the “perfect customer service”.

» As another new investment area, Crate and Barrel Holdings and Doğuş Avenu made Crate & Barrel operational with three stores in Turkey and one store in Russia via a Master Franchise Agreement, within which seven more countries in the region are also planned to be covered.

Our social responsibility efforts of giving back to the society also increased in various fields (heritage, sports, youth and elder)... Our efforts in this respect continued to focus on areas like children’s development, education, environment, culture-art and sports. One of our most recent initiatives that I would like to underline is our collaboration with the Acıbadem University and Boston Children’s Hospital to build a reference children’s hospital in Turkey to be established with the vision to serve the region as well.

Believing in the great potential, dynamism and future of Turkey, we will continue to invest, expand further in our business operations and create more value and employment for our society and for our country. Also, as expanding our business internationally, our aim of becoming a regional competitive player will continue.

In this respect, I would like to take this opportunity to thank first and foremost my colleagues, our esteemed customers, business partners and shareholders for their efforts, trust and contributions in our joint success.

FERİT F. ŞAHENK

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23

DOĞUŞ GROUP 2014 ANNUAL REPORT

DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

MEMBERS OF

THE BOARD OF

DIRECTORS

FERİT F. ŞAHENK

Chairman

Ferit F. Şahenk is the Chairman of Doğuş Group and also the Chairman of Garanti Bank. Formerly, he served as the founder and Vice President of Garanti Securities, CEO of Doğuş Holding and Chairman of Doğuş Otomotiv. Mr. Şahenk is a Board Member of the Foreign Economic Relations Board (DEİK) of Turkey. Following his term as the Chairman of the Turkish-American Business Council of DEİK, he is currently chairing the Turkish-German Business Council; serving as Deputy Chairman of Turkish-United Arab Emirates Business Council and Executive Board Member of Turkish-Greek Business Council of DEIK. Mr. Şahenk is an active member of the World Economic Forum and the Alliance of Civilizations Initiative. He serves on the Regional Executive Board of Massachusetts Institute of Technology (MIT) Sloan School of Management for Europe, Middle East, South Asia and Africa and Advisory Board of the Middle East Centre of London School of Economics. Mr. Şahenk holds a Bachelor’s degree in Marketing and Human Resources from Boston College.

SÜLEYMAN SÖZEN

Vice Chairman

Süleyman Sözen is a graduate of Ankara University Faculty of Political Sciences and has worked as a Chief Auditor at the Ministry of Finance and the Undersecretariat of Treasury. Since 1981, he has held various positions in the private sector, mainly in financial institutions. Mr. Sözen holds a Certified Public Accountant license. Having served on the Board of Directors of Garanti Bank since 1997, Sözen was appointed as Vice Chairman on July 08, 2003. He serves also in subsidiaries of Garanti as the Chairman of the Board of GarantiBank International N.V. and GarantiBank Moscow. Mr. Sözen holds Chairman of the Board and Vice Chairman responsibilities in various other affiliates of Doğuş Holding.

HÜSNÜ AKHAN

CEO of Doğuş Group

Hüsnü Akhan was born in Birecik/Şanlıurfa on the 23rd of January, 1953. He completed his primary and secondary education at Birecik High School. Mr. Akhan is a graduate of Middle East Technical University, Department of Business Administration and earned his Master’s degree in Economics from University of Miami (USA). Mr. Akhan served at various positions of the Central Bank of the Republic of Turkey. He served as Representative at London Office and Assistant General Manager at the Foreign Relations Department of the Central Bank of the Republic of Turkey. He joined Doğuş Group in 1994. After serving as the Executive VP responsible for Treasury, Operations and Foreign Relations at Garanti Bank, he was assigned as the General Manager of Körfezbank in 1998. Mr. Akhan was a Board Member of Doğuş Holding and CFO during 2001-2005. Since January 2006, he has been a Board Member of Doğuş Holding and the CEO. Additionally, he currently serves as the Chairman of the Board of Doğuş Real Estate Investment Trust, Doğuş Energy, Doğuş Healthy Life, Körfez Aviation, Hedef Media, Doğuş Planet Electronics & Informatics Services, Pozitif Music, as Deputy Chairman of D Energy, and as the Board Member of TÜVTÜRK, IMG-Doğuş, Doğuş Construction, Doğuş Avenu, and GarantiBank Moscow.

ACLAN ACAR

Member

Aclan Acar started his career in 1974. After working for the state-owned Halkbank for three years, he joined the Central Bank of Turkey in 1978 where he served in different departments until 1990. During this period Mr. Acar undertook several managerial responsibilities including establishing trading room, managing open market account for domestic operations, reorganizing and managing foreign exchange transactions division of money markets and treasury department of the Central Bank. Mr. Acar has been continuing his career within the Doğuş Group, one of the leading conglomerates of Turkey, since September 1990. First, he started at Garanti Bank, one of the leading private banks in the country, as the Executive Vice President in charge of Treasury and Financial Institutions. At this position, he also undertook administration of international branches and representative offices of Garanti Bank. Between 1994-1996 period, he served as the President and Chief Executive Officer of Bank Ekspres, then owned by the Group. Following acquisition of Ottoman Bank, the oldest and one of the most respected banks of the country, by the Doğuş Group in June 1996, Mr. Acar was appointed as the President and Chief Executive Officer of the Bank. Since April 2000 he serves as a Member of Board and the Executive Committee of

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DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY Doğuş Group. Between the years 2001-2005 he served as the Chairman

of Tansaş and in the meantime as the Chairman of Garanti Insurance and Garanti Pension Company. As of January 2006 he was appointed as the Chairman of Doğuş Otomotiv.

Mr. Acar took his undergraduate degree from the Academy of Economics and Commercial Sciences in Ankara. Later on, he received his MS degree in Banking and Insurance from the same university. Between the years of 1985-1986, he attained his MA degree in Economics from Vanderbilt University, Nashville, Tennessee, USA.

AHMET KURUTLUOĞLU

Member

Ahmet Kurutluoğlu obtained his undergraduate degree from Faculty of Law, his MBA degree from the Business Administration Faculty, and his Master’s degree in Labour Legislation from the Faculty of Law, İstanbul University. He joined Doğuş Group in 1981 and has been in charge for the legal affairs as a Legal Counsel for Doğuş Holding and Doğuş Construction. Mr. Kurutluoğlu is currently a member of the Board of Directors of Doğuş Holding and in charge for the legal affairs as the Chief Legal Counsel of the Group.

E. NACİ BAŞERDEM

Member

Naci Başerdem was born in Aksaray, 1957. Mr. Başerdem completed his primary and secondary education at Konya Anadolu Lisesi; graduated from Boğaziçi University, Economic and Administrative Sciences Faculty, Department of Business Administration in 1981. Mr. Başerdem undertook several managerial responsibilities in both banking and private sectors. He participated in the majority establishment process at NTV as Vice President. During major internal restructuring, as NTV became the Doğuş Media Group, Mr. Başerdem worked as Executive Committee Member responsible from Financial Affairs. He played an active role on restructuring and growth of Tansaş. After Tansaş, he joined Doğuş Construction Group. Then, as the General Manager he supervised the establishment and growth of German TÜVSÜD, English Bridge Point and TÜVTÜRK Vehicle Inspection Services Inc., all created under the auspices of Doğuş leadership. Mr. Başerdem, assigned to Doğuş Holding Board of Directors in October 2014. He oversees Doğuş Tourism Group as the Sector Head since 2011 July.

ERMAN YERDELEN

Member

Erman Yerdelen was born in İstanbul and graduated from high school also in İstanbul. He has visited Münster University, Germany, where he attended the School of Business Administration. In 1966, he graduated from the Finance and Business Administration Faculty of İstanbul School of Economy and Commerce. He received his Master’s degree in 1996 from Marmara University, İstanbul. After various managerial posts in the private sector, in 1992, Mr. Yerdelen became the Chairman of the Board of Turkish Airlines. He participated in the founding of NTV News Channel in 1996 and has been acting as its Chairman of the Board since then. He is also a member of Doğuş Holding Board of Directors representing Doğuş Media Group. Mr. Yerdelen speaks both English and German.

GÖNÜL TALU

Member

Gönül Talu is a graduate of İstanbul Technical University with a Master of Sciences degree in civil engineering. He joined Doğuş Group in 1969 and has held various managerial positions in Doğuş Construction. Since 1991, he serves as the CEO and the Chairman of the Board of Directors of Doğuş Construction. He is also a member of the Board of Directors of Doğuş Holding.

PROF. DR. MUHSİN MENGÜTÜRK

Member

Prof. Dr. Muhsin Mengütürk is a member of the Board of Directors of Doğuş Holding. He served as the Chairman of the Capital Markets Board of Turkey from 1997 to 2000 and he has held numerous executive roles in the finance sector. Prior to 1990, he taught at Bosphorus University and İstanbul Technical University (İTÜ). Prof. Mengütürk is a graduate of American Robert College in İstanbul where he completed his undergraduate degree in Mechanical Engineering. He received his MS and PhD at Duke University, again in Mechanical Engineering.

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25

DOĞUŞ GROUP 2014 ANNUAL REPORT

DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

DR. SADİ GÖĞDÜN

Member

Sadi Göğdün graduated from İstanbul High School of Economics and Commercial Sciences and obtained his doctor’s degree in economics and commercial sciences in 1971. Mr. Göğdün joined Doğuş Group in 1976 and has worked as a member of the Board in various companies of the Group. Furthermore, he served as a member of the Board of Garanti Bank. Currently, Dr. Göğdün serves as a member of the Board of Directors of Doğuş Holding and Doğuş Construction and Trade Company.

ŞADAN GÜRTAŞ

Member

Şadan Gürtaş is a graduate of Anadolu University, Faculty of Economic and Commercial Sciences. He joined Doğuş Group in 1968. Mr. Gürtaş has been a Member of the Board of Directors of Doğuş Holding A.Ş. with his other responsibilities as the Chairman, Deputy Chairman and Board Member in other affiliates of Doğuş Group. He currently serves as the Chairman of Doğuş Turizm Sağlık Yatırımları ve İşletmeciliği Sanayi ve Ticaret A.Ş., Nahita Restoran İşletmeciliği ve Yatırım A.Ş., NTV Radyo ve Televizyon Yayıncılığı A.Ş., D Koruma ve Güvenlik Hizmetleri A.Ş., Doğuş Sigorta Aracılık Hizmetleri A.Ş., Doğuş Spor Kompleksi Yatırım ve İşletme A.Ş. He also continues to function as Deputy Chairman at Darüşşafaka Doğuş Sportif Yatırımlar ve Ticaret A.Ş., Doğuş Müşteri Sistemleri A.Ş., Doğuş Yayın Grubu A.Ş. and as the member of the Board of Directors at Doğuş İnşaat ve Ticaret A.Ş., Doğuş Sportif Faaliyetler A.Ş.

YÜCEL ÇELİK

Member

Yücel Çelik is a graduate of Ankara University, Faculty of Political Sciences. He had served in the finance sector prior to joining Doğuş Group in 1974 with Garanti Bank. Between 1983-2006, he was a member of the Board of Directors of Garanti Bank and its subsidiaries. Currently, he serves as a member of the Board of Directors of Doğuş Holding.

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DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

COMMITTEES

SUBJECT TO

THE BOARD OF

DIRECTORS

Two oversight committees

support the work of Doğuş Group

Board of Directors: The Risk

and Audit Committee and the

Human Resources Committee.

In addition, the Group has a

Legal Advisory Council.

THE RISK AND AUDIT COMMITTEE

The Doğuş Holding Risk and Audit Committee is in place in order to assist and advice the Board of Directors. The Committee consists of three Board Members elected by the Board. It meets regularly each week prior to Board meetings. The Committee is supported by Doğuş Holding Risk Management and Internal Audit departments through the information, reporting and views provided by these departments.

Risk Management related responsibilities include:

»Ensuring that a functional risk monitoring system exists and issues/matters are discussed and addressed by management and when applicable, escalated to the Board,

»Reviewing regular information flow from Group companies and evaluating risk information as well as Group strategies, business plans, budgets and investments,

»Evaluating management actions along with the risk management processes within Group companies,

»Reviewing Group risk levels to ensure that they are in line with shareholder risk preferences,

» Advising the Board of Directors of risk plans and actions,

» Providing guidance to the Doğuş Holding Risk Management Department.

Internal Audit related responsibilities include:

» Overseeing the efficiency of actions taken by Group companies in response to the results of financial, operational, and information technology audits performed by the Doğuş Holding Internal Audit Department,

» Evaluating the efficiency of the internal control processes of Group companies and advising on ways to improve the internal control environment,

» Overseeing the efficiency of financial control and internal audit activities within the Group,

» Overseeing the security, efficiency and effectiveness of the information systems used by Doğuş Group companies and reviewing and approving their contingency plans,

» Assisting the Board of Directors in order to ensure that the business activities of Group companies are in compliance with the requirements of applicable laws and regulations.

THE HUMAN RESOURCES COORDINATION COMMITTEE

The Human Resources Coordination Committee was established to assist the Board of Directors in human resources management practices at Doğuş Group companies. Comprised of Human Resources Managers from Doğuş Group companies, the Committee convenes at least twice a year as agreed upon in advance by the Board of Directors.

The Major Responsibilities Of The Committee Include:

» Developing, implementing and sharing human resources best practices within Group companies,

» Arranging work groups relevant to planned issues,

» Sharing within the Group information about vacant positions and potential candidates,

» Developing common projects to increase employee engagement.

THE LEGAL ADVISORY COUNCIL

» Evaluates law-related issues pertinent to Doğuş Group,

» Identifies important matters within these issues,

» Specifies the legal processes to be followed and the measures to be taken in all such matters.

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27

DOĞUŞ GROUP 2014 ANNUAL REPORT

DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

MESSAGE FROM

THE CEO

Dear Stakeholders,

We have left behind a year in which the gap between the growth performance of advanced economies and developing countries was further narrowed. As the substantial and nonconventional monetary stimulus policies started to pay off, the Fed concluded the tapering process in the last quarter of 2014. The European Central Bank also introduced successive monetary stimulus packages in an effort to address the risk of deflation and increase the economic activity. The recovery in the advanced economies will support the performance of the emerging markets and the global economy. While affecting the importer and exporter countries differently, on a net basis, the steep decline in oil prices has also been positive for the global economy. As a net energy importer, Turkey has been among the beneficiaries of the decline in oil prices. Despite the challenges posed by the end of tapering and the upcoming policy normalization in the USA and various geopolitical risks in the region, Turkish economy managed to grow by approximately 3% in 2014.

With its strong fundamentals in its financial sector as well as the favorable public debt dynamics, to the extent the geopolitical uncertainties are addressed, I believe that the performance of the Turkish economy will be much stronger going forward.

Our Group continued its activities with the vision of being a regional leader by its employees around 50 thousand in more than 250 companies, through the Financial Services, Automotive, Construction, Media, Tourism and Services, Real Estate, Energy, and F&B sectors where it operates and its new investments. Our strategy for organic and inorganic, fast and intense expansion in these sectors was continued also in 2014.

At the end of 2014, our consolidated turnout increased to TL 10.4 billion and profit before net finance cost was realized as TL 1.05 billion. Our consolidated assets grew by 29% to TL 26.9 billion, and our combined assets climbed by 14% to reach TL 276 billion.

As the Doğuş Group, our primary objective since the very beginning has been to increase the share of our other sectors in our financials while Garanti Bank continues its healthy and sustainable growth. We achieved this objective in turnover. Our turnover outside of our banking and financial services reached 60%. Garanti Bank will continue to be the best managed and leading bank in Turkey, also in 2015.

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DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY Enhancing its market position consistently over the years, Doğuş

Otomotiv continued its successful progress and maintained its sector leader position in 2014. The total sales have been increased from 154,293 to 157,340.

Doğuş Construction is a significant regional player today and currently has 7 offices worldwide with the aim of expanding its fields of activity in the international market. The company has been listed as one of the “Top 250 International Contractors” by ENR since 2003. By Great Place to Work® Institute, Doğuş Construction is awarded as one of the “Best Place to Work 2014 of Turkey” by means of its superior Human Resources Practices and achieved the “Occupational Health and Safety Special Category Prize” in virtue of its policies and practices in Occupational Health and Safety.

When we look at the media side, the intense structuring period that started with the inclusion of Star TV into the Doğuş Group in 2011 was also continued in 2014. Our market share has reached 21.4%. Our strategy in the media from now on will be aiming to achieve a larger penetration through process improvement.

Our investments in the tourism and services sector continued strongly in 2014. We have realized a large number of hotel investments in tourism. Il Riccio Restaurant and Beach Club which will have accommodation units is planned to open in Bodrum by midsummer 2015. We are starting the construction of a business hotel next to the Gebze Center Shopping Mall.

Meanwhile, the Retail Group has continued to grow with new stores, by adding new brands to the portfolio. D Watch has achieved a growth of over 200% as compared to the last year, including the touristic regions in Turkey in 2014, despite the economic regression experienced in the luxury consumption segment.

Doğuş Group has made an important collaboration with the Chenot Group in healthy living sector and D-Life was renamed as Espace Privé Chenot D-Life İstanbul. The Center, introduced the Chenot Method in Turkey for the first time. D-Gym which is our investment in sports and fitness industry has launched D-Gym Etiler in 2014. Doğuş Real Estate and Doğuş REIT have left behind a productive year. Doğuş REIT continued its growth by increasing its assets by 5% and realized a net income of TL 51.8 million. Doğuş Real Estate closed the year with 12 assets in all four corners of Turkey.

In the energy sector, while we are currently generating electricity,

we are continuing our new investments, as well. The Artvin Hydroelectric Power Plant is planned to be taken into service by the end of 2015. DOEN | Doğuş Energy supplies electricity to eligible consumers including its own Group companies, other businesses and individuals through the 220PLUS brand.

Posing as a leader in the F&B sector today with the realized partnerships, d.ream continues its operations in Turkey and abroad. Leaving its mark on the sector through the acquisitions and partnerships realized since its foundation, d.ream has assumed a significant role in the growth of the F&B sector.

We have continued our investments with respect to the technology sector in 2014. The open market platform “n11.com”, provides its customers with variety of products and services in different categories. Our Group has partnered with the Related Group in 2012, in line with its strategies in digital marketing. The Related Group houses the euro.message brand which allows its customers to manage interactive marketing campaigns over a single platform. With the mission of assisting the real estate sector in the emerging countries, REIDIN offers information and services on the real estate markets of 28 countries. Following its partnership with our Group, REIDIN has accelerated its breakthroughs in order to offer in-depth information services.

Doğuş Group has started to manage customer relations through the Doğuş Customer Systems (“DMS”) platform in 2014. By the value added products designed by DMS, we will reinforce and extend the collaboration between the Group companies even further, and perfect the standards in the field of customer services.

The housewares and furniture market is the other area that we focused on during 2014. Master Franchise Agreement (MFA) concluded between Crate and Barrel Holdings and Doğuş Avenu covers nine countries including Turkey. Doğuş Avenu’s main strategic priorities and targets are to successfully launch the brand in the regions and to create an overall brand awareness.

Doğuş Group, continuing its investments in the entertainment sector, has acquired the majority shares of Pozitif, the leading integrated entertainment organization in Turkey, the EMEA’s fastest growing live entertainment market. Uniting different communities and brands around global talent content in unique experiences that have shaped the country’s social, music and entertainment scene for the past 25 years, Pozitif continues to pioneer growth through its festivals, concerts, venues and content platforms.

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DOĞUŞ GROUP 2014 ANNUAL REPORT

DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

When looking from the strategic perspective, we are aiming for a sustainable growth every year, based on profitability. We evaluate growth not only as sales, but also profitability in the sales. Sustainability is definitely necessary both in profitability and healthy growth. While we do this, we make sure that risk management is never disregarded.

In 2014, we have continued to enrich the economic value, both by the sustainable products and services we provide, and by the value added in the society through the voluntary initiatives that we are a part of. The corporate social responsibility projects aimed for children are among the priority areas that we focus on.

With our “3 Kumbara” project, we ensure that financial literacy is provided for children at early ages. When the project is completed, we will reach 500 thousand children throughout Turkey.

Meanwhile, “Doğuş Kids Symphony Orchestra”, “Bugün Günlerden Yarın” and “Stay in the Game” are also among our other projects that we treasure, where we access children and youth…

Our support for education continued in various regions throughout Turkey. We have built a rehabilitation center in Van for children with autism and opened the Artvin Ayhan Şahenk Vocational and Technical Anatolian High School.

Creating value for culture and arts is another key objective that we focus on within our corporate social responsibility projects. Celebrating its 10th year in 2014, D-Marin Turgutreis International Classical Music Festival which has been organized with the support of Doğuş Group, aims to contribute to the development of classical music in Turkey.

I would like to thank all our valuable employees, who have contributed in this successful acceleration, and created a difference by their synergy, diligence and determination; our business partners who have a share in our quality standards by the compatible activities, our shareholders and all our other stakeholders who have never withheld their support from us.

HÜSNÜ AKHAN

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FINANCIAL HIGHLIGHTS (TL THOUSAND)

243.907.093

SEGMENT ASSETS

2014

2013

217.735.775

177.499.535

161.401.021

2012

2011

8.349.687

2014

7.118.805

6.407.461

5.235.894

2013

2012

2011

NET INTEREST INCOME

2011

2012

2013

2014

SEGMENT ASSETS

161.401.021

177.499.535

217.735.775

243.907.093

NET INTEREST INCOME

5.235.894

6.407.461

7.118.805

8.349.687

NET FEES AND

COMMISSION INCOME

2.130.603

2.072.749

2.667.043

2.852.232

INCOME FROM OPERATIONS(*)

4.505.841

4.535.280

4.709.609

5.188.794

*DEPRECITION EXPENSE IS EXCLUDED.

(31)

01

FINANCIAL

References

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