Annual Report, 2002
Transcription
Annual Report, 2002
Big and strong OYAK’s alternative delivery channels OYAK Group FINANCIAL SERVICES GROUP CEMENT GROUP AUTOMOTIVE GROUP FOOD-CHEMICALS GROUP SERVICES GROUP OYAK on the WEB ADANA Ç‹MENTO OYAK RENAULT HEKTAfi OYAK ‹NfiAAT OYAK ANKER BANK BOLU Ç‹MENTO MA‹S TUKAfi OYAK TUR‹ZM OYAK EUROPEAN FINANCE ÜNYE Ç‹MENTO OMSAN LOJ‹ST‹K TAM GIDA OYTAfi OYAK PORTFÖY YÖNET‹M‹ MARD‹N Ç‹MENTO OMSAN FRANCE S.A.R.L. OYAK TEKNOLOJ‹ ELAZI⁄ Ç‹MENTO OMSAN GmbH OYAK SAVUNMA OYAK YATIRIM OYSA N‹⁄DE Ç‹MENTO OMSAN LOJ‹ST‹K EOOD OYAK KONUT AXA OYAK HOLD‹NG OYSA ‹SKENDERUN Ç‹MENTO OYAK BANK AXA OYAK S‹GORTA GOODYEAR OYKA KA⁄IT AMBALAJ ET‹ PAZARLAMA www.oyak.com.tr E-MAIL OYCEM udten@oyak.com.tr OYAK CALL CENTER OYAK ENERJ‹ (90 312) 415 61 00 OYPA AXA OYAK HAYAT S‹GORTA ALO-OYAK INFORMATION LINE HALK LEASING (90 312) 434 09 80 FAX (90 312) 430 37 33 (90 312) 434 12 50 (90 312) 431 83 27 About the cover OYAK Renault, Adana Çimento, Bolu Çimento, Ünye Çimento, Mardin Çimento, TUKAfi, Goodyear, and TAM G›da are all included in the list of Turkey’s 500 biggest industrial companies (ISO 500), published by the ‹stanbul Chamber of Industry, (ISO), based on 2001’s figures. Adana Çimento, Bolu Çimento, Mardin Çimento, Ünye Çimento, Ni¤de Çimento, Goodyear, HEKTAfi and TUKAfi are publicly traded on the ‹stanbul Stock Exchange’s National Market. 41 kere maflallah (May God preserve from harm forty-one times) is a Turkish folk saying that is used to ward the evil eye away from anything that is successful, beautiful, or good. Glass beads called nazar boncu¤u (literally “evil eye bead”) are also popularly used to protect cherished things against the harm that might be caused by those who are envious or covetous of them. Such beads can be seen in Turkey dangling from the bumpers of taxi cabs, pinned to the clothes of babies, built into the foundations of modern office buildings, and nowadays even inserted into the code of web sites. Inspired by this venerable Turkish saying, we’ve decided to put a nazar boncu¤u on the cover of this report of our forty-first year of operation. 2002 Annual Report www.oyak.com.tr OYAK’s Mission OYAK is a supplementary social security organization and a pension fund committed to achieving the highest financial returns for its members. It also functions as a holding company that manages a variety of portfolio and equity investments distinguished by their social and environmental value, in order to earn maximum returns for members while maintaining a sound actuarial balance. OYAK’s Vision OYAK aspires to achieve member satisfaction by being a forerunner of new ideas in Turkey, making investments that are beneficial both to herself and to the nation, and distributing consistently a higher profit to members every 41year st 2002 Annual Report year without putting its assets at risk. OYAK’s Common Values The common values that direct our behavior, decisions and business: Integrity Transparency Innovation Excellence Mutual Respect Accountability Justice Competitiveness Member and Employee Satisfaction OYAK’s Highlights 2002 (TL Trillion) 2001 (TL Trillion) 2002 (USD Million) 494.7 1,622.7 594.4 966.6 326.1 1,069.7 100.9 58.2 55.6 53.4 66.5 38.4 (%) (%) ANNUAL RATE OF RETURN TO MEMBERS 41.1 94.9 RATE OF RETURN (above WPI) RATE OF RETURN (above CPI) 33.4 38.4 7.1 38.5 30.8 29.7 88.6 68.5 (TL Trillion) (TL Trillion) (USD Million) 368.2 3,913.8 22,072.8 1,606.7 225.1 5,930.8 635.9 3,453.2 18,745.6 1,267.9 305.5 5,154.1 242.7 2,579.9 14,550.2 982.9 148.3 3,628.5 (TL Trillion) (TL Trillion) (USD Million) 1,040.2 236.0 577.5 242.0 685.7 155.6 ACTUARIAL PROFIT TOTAL ACTUARIAL ASSETS TOTAL LEGAL BENEFITS PAID TOTAL SOCIAL BENEFITS PAID WPI (Wholesale Price Index) CPI (Consumer Price Index) A - OYAK GROUP COMPANY HIGHLIGHTS PRE-TAX PROFIT TOTAL GROSS SALES (1) TOTAL TRANSACTION VOLUME (2) TOTAL SHAREHOLDERS’ EQUITY TOTAL TAXES PAID TOTAL ASSETS (1) The total of gross sales revenues for production and sales companies. (2) Total transaction volume of OYAK Bank, OYAK Yat›r›m and Halk Leasing. B - OYAK FINANCIAL INVESTMENT HIGHLIGHTS TOTAL FUNDS UNDER MANAGEMENT (by year-end) RETURN ON FINANCIAL INVESTMENTS Average USD/TL rate 1,517,018 / year end USD/TL rate 1,634,501 (for the year ended 31 December 2002) Contents 1 OYAK’s Operational Results 2 OYAK in Brief 6 A Message from the Chairman 8 A Message from the Chief Executive Officer 10 The Turkish Economy 14 OYAK: 41 Years of Growth 16 OYAK: An Assessment of Activities in 2002 18 Developments in OYAK Subsidiaries 26 Developments in Member Services 32 Financial Services Group 38 Cement Group 46 Automotive Group 50 Food-Chemicals Group 54 Services Group 60 Board of Directors and Board of Auditors 61 Executive Management 62 Auditors’ Report 67 Directory OYAK in OYAK, (Ordu Yard›mlaflma Kurumu / Armed Forces Pension Fund), is a supplementary social security institution that was founded in 1961 by her own law for the purpose of providing for the futures of Turkish Armed Forces personnel and their families. Under its governing statutes, OYAK, as a corporate entity and a pension fund that is financially and administratively autonomous, is only subject to the provisions of private law. 20 37 subsidiaries 2 OYAK annual report 2002 in five groups 15,922 employees n brief OYAK is the first private pension fund in Turkey. OYAK also acts as an insurance company, offering life and health insurance to its members, specifically retirement assistance, pension packages, and death and disability provisions. 02 OYAK also lends money to thousands of members and their families, providing them with financing or loans for a variety of needs including housing, like a credit institution. 206,036 members TL 494.7 trillion actuarial profit 3 OYAK annual report 2002 Turkey’s Since its inception, OYAK has maintained solid and sustainable actuarial balances throughout all its investments, focusing on its key goals of both providing its members with the highest standards of service and maximizing the returns on their contributions. OYAK accomplishes these goals though its financial investments and through the activities of its subsidiary companies. Macroeconomically, OYAK is an important contributor to Turkey as a whole thanks to the role it plays as both a pioneer and a model in providing employment, generating new business, encouraging exports and attracting foreign investment. OYAK subsidiaries are grouped under the headings: financial services, cement, automotive, food and chemical, and services. As of year-end 2002, OYAK subsidiaries held assets of TL 5,931 trillion, total equity of TL 1,607 trillion, and made pretax profits of TL 368 trillion. The Company’s production and marketing subsidiaries enjoyed total sales of TL 3,914 trillion while its financial services subsidiaries handled business worth a total of TL 22,074 trillion. It is this kind of volume of business that puts OYAK at the forefront of Turkey’s multi-sector corporate groups. 4 OYAK annual report 2002 As of the end of 2002, the total actuarial assets stood at TL 1.6 quadrillion, a 67.9% increase in a year in which monetary inflation was held to 30%. On a US dollar basis, this is comparable to an increase of around 38.0%. OYAK’s actuarial profit in 2002 reached TL 495 trillion, providing members with a return of 41.1% on their savings. This result is 38.4% higher than the increase in wholesale prices and 33.4% higher than the increase in consumer prices. largest supplementary social security institution As of year-end 2002, OYAK had become a “lifelong partner” for 206,036 members. The phrase “lifelong partner” succinctly sums up OYAK’s business philosophy: where members and company share in OYAK’s success and where long-term relationships are encouraged and developed. A lifelong partner to its members OYAK is a lifelong partner to the 206,036 members it was serving as of year-end 2002. This principle of shared profit and long-term relationship is the rudder that guides all of OYAK’s investments and how it conducts the day to day running of its businesses. The contributions that OYAK receives from its members are invested with a long term view to balancing risk with return. OYAK also is always sensitive to social and environmental issues in all its investments. Discerning, accurate and sensitive investment decisions have made it possible for OYAK to fulfill all its pension commitments and to provide its members with consistent returns. principled business practices, ranks as high as its commitment to sound financial structuring and economic strength. This probity has ensured that OYAK is seen as a model of its kind not only in Turkey but abroad as well. OYAK enjoys an infrastructure streamlined by the very latest technological innovations. This allows OYAK to provide its members with worldclass standards of service and world-class products. OYAK can offer an unrivalled range of ways to access its products and services: through the internet, via call center, in person, by post and most recently through the “member service synergy”, developed with OYAK Bank, (the flagship company of the OYAK Financial Services Group) To OYAK, its commitment to ethical investing and a resolute adherence to transparent, 5 OYAK annual report 2002 A Message from the Chairman Y. Selçuk Saka (Ret.) Lieutenant General Chairman Dear members of the OYAK community and esteemed friends, I take great pride and pleasure in presenting to you this report of our 41st year of operation. Not only have the benefits that we provide our members been increasing steadily since 1961, but we also support the national economy by providing employment and by offering highquality goods and services. Our continuously increasing export volume is also an important source of foreign currency for our country. The taxes we pay also make a sizeable contribution to the national budget’s revenues. In the course of the last 41 years, our country’s economy has witnessed many highs and lows. Yet, OYAK has continued to prosper, maintaining a sound actuarial balance. We have always fulfilled our legal and social obligations towards our membership. We continue to produce goods and to offer services through our subsidiaries. We are mindful in all that we do and all that we achieve of how important a role production, employment and exports play in the struggles of Turkey to claim its rightful place in the international community. We believe that using the very latest modern technology is not only necessary for competitiveness but also vital in the wider dynamic of social progress and development in Turkey as a whole. To be at the very cutting edge is essential for our nation. We shape all our actions with this wider sense of community in mind. We view the future with both hope and confidence. 6 OYAK annual report 2002 We are a pension fund, in other words we offer a supplement or alternative to government social security benefits. All the enormous assets that our Company can call upon today are simply the result of the careful management and judicious investment of the modest savings of its individual members. We believe that our record in this respect provides an excellent example of how to manage a pension fund. Social dynamics Turkey possesses a social and economic structure that is highly dynamic, and our country is rich in resources. We believe that, if the problems confronting us internationally are resolved, we will quickly return to a growth economy and soon be on a par with the advanced economies. The resolution of issues that are in debate will not only embolden the Turkish people, but will also increase the inflow of foreign investment. This in turn will also further strengthen the position of Turkish businessmen and entrepreneurs in the global markets. Economic realities When we came before you a year ago with our report for 2001, we spoke of having just experienced an extraordinary amount of economic contraction. Compared with that year, 2002 has produced better results. The 9.4% shrinkage in GNP in Turkey during 2001 rallied thanks to 7.8% of growth in 2002. That improvement, however, did not prevent the unemployment, the bankruptcies and the widespread economic stagnation that have plagued nearly every sector. To sum up, difficulties at both the macro and microeconomic levels, the lingering aftereffects of Turkey’s financial crisis and the pressures of external events made 2002 a difficult year for us all. and of OYAK Yat›r›m Menkul De¤erler, our securities brokerage subsidiary. In the cement sector, we have completed important investments in Ünye on the Black Sea and have also bought a paper sack factory. In discussing our new ventures, I would particularly like to single out for mention OYAK Emeklilik, a private pension fund company that we set up in 2002. OYAK: An example of stable growth OYAK itself as you know is a pension fund for Turkish armed forces personnel. As the oldest, most successful and most respected provider of private supplementary pension funds in Turkey, we are confident in the knowledge and experience that we have built up over more than four decades and we invite everyone in our country to take advantage of this. The rate of return on contributions, which is the most important issue for our members, was 41.1% in 2002. That figure is 11.4 points higher than the posted rate of WPI inflation in our country last year. In other words, our Company’s contribution to the wealth of its members amounts to 38.4% of their savings. Our financial results further consolidate our position among the forefront of Turkey’s major multi-company groups and also build upon OYAK’s track record for stable growth. During 2002 we continued to improve the service that we offer our members. One of the most exciting projects that we undertook was the planning of satellite towns that will offer our members all the conveniences of modern life. In its 41st year of operation, OYAK achieved an actuarial profit of TL 495 trillion. This result proves that OYAK can successfully manage the assets at its disposal even under the most volatile market conditions. It also evidences a high level of competence in assessing and exploiting risk. Our subsidiaries continue to go from strength to strength. Our principal financial services arm, OYAK Bank, has completed its first year of activity in its newly reconstituted form, continuing to grow bigger and stronger thanks in part to the success of our other financial services subsidiaries. Our principal automotive industry subsidiary maintained its position as Turkey’s leading manufacturer of automobiles for domestic and foreign markets, as well as its distinction of having the country’s largest and most extensive sales and aftersales network. TUKAfi continued to grow and HEKTAfi remains the national market leader in the manufacture of agricultural chemicals and pharmaceuticals. During 2002, OYAK pursued two guiding principles: it restructured where necessary and undertook new ventures where possible. In an economic climate of weak markets plagued by low supply and demand in nearly every sector, we successfully restructured and invested, particularly with a view to taking advantage of the recovery that we expect to begin in the second half of 2003. OYAK at all times has focused on improving efficiency and productivity and therefore improving profitability. Based on our expectations of an economic recovery, we have undertaken a diverse program of investment: we have set up new subsidiaries that will be active in the retirement pensions, housing, and energy sectors. In the financial services sector we continued to achieve steady growth thanks to the successes of OYAK Bank The outlook for 2003 Despite all the upheavals inside and outside of Turkey, we believe that the second half of 2003 will be a period of relative recovery and renewal for the Turkish economy. Through its subsidiaries and employees, OYAK is ideally placed to take the best possible advantage of the growth opportunities. We relish competition because it is a sign of a vibrant economy. Our group of companies share a common business philosophy and a corporate culture that accept the realities of an economic environment characterized by sustainable macro-level growth and competition in global markets. We will carry on tirelessly with our efforts to achieve our mission, convinced that we will do so through expertise, efficiency and continuity. In closing, I wish to thank all those who are working with us to that end. Y. Selçuk Saka (Ret.) Lieutenant General Chairman 7 OYAK annual report 2002 A Message from the Chief Executive Officer fierif Coflkun Ulusoy, Ph.D. Chief Executive Officer Change The pace of change is speeding up not just in Turkey but worldwide. We are witnessing changes taking place faster than ever before in history and, at the same time, we also know that this pace is going to continue to accelerate. As we have in previous years, we greeted and experienced 2002 mindful of this. At last year’s shareholders meeting we noted that “the rain clouds are gathering and enormous storms are approaching”. In our annual report for 2001 we also said that 2002 was going to be a difficult year. When we look back upon the economic results and the sociopolitical developments that took place both nationally and internationally in 2002, we can see that our fears were justified. 8 OYAK annual report 2002 OYAK in 2002 Even during so difficult a year as 2002 proved to be, OYAK maintained its record for uninterrupted service to its members. We continued our efforts to achieve results that were the best possible as much for Turkey as for OYAK itself and in those efforts, we never once lost our faith either in our country or in its people. OYAK’s strategy for 2002 combined proactive investment and expansion with sound retrenchment and restructuring. Above all, we have put in place the structures best designed to take advantage of the coming economic upturn. Ongoing projects continued to flourish and we began a number of new ventures. OYAK succeeded in maintaining our actuarial balance whilst at the same time allocating funds for high-return (above inflation) investments. Over the year I am pleased to announce that we balanced prudence with expansion. A year of achievements We continued to search out and discover new investment opportunities to ensure that OYAK continued giving its membership a good return on their investment. We set up two new companies: OYAK Konut, whose purpose is to manage the ongoing OYAK Ça¤dafl Evler (OYAK Contemporary Houses) project, while also developing new housing projects; and OYAK Enerji, an energy production and distribution company that will be supplying the needs of both group companies and the market at large. We also began preparations for the formation of OYAK Emeklilik, a private pension fund company that will be putting our 41 years of experience in this field to work in the business of individual retirement plans. We completed the formalities of OYAK Emeklilik’s incorporation in early 2003. As well as new investments, our subsidiaries also restructured a number of ongoing investments to bring them into line with current economic conditions. YADAfi, a software house that joined the Group as a Sümerbank subsidiary in 2001, was reorganized under the name OYAK Teknoloji, and given the task of supplying OYAK Bank and OYAK subsidiaries with the technology, consultation, and operations services that they require. We incorporated OB Menkul De¤erler, a brokerage house belonging to OYAK Bank, into OYAK Menkul De¤erler and we renamed the resulting company OYAK Yat›r›m Menkul De¤erler. We increased our minority stake in Adana Ka¤›t Torba, a paper sack manufacturer, to 75%. That company now operates under the name OYKA Ka¤›t Ambalaj. While investing in new areas and restructuring our existing investments, we also withdrew from areas of business that we did not consider to be profitable enough. At an extraordinary shareholders meeting of OYAK, the commercial activities of that company (OYPA) were suspended. We have also disposed of our stake in SELYAK and sold our shares to TOTAL FINA-ELF. . Concerning the future… Underlying everything we do is our goal of making OYAK one of the top three corporate groups in Turkey. We believe that we possess everything necessary to accomplish this. During 2002, we have worked hard on building the infrastructure that is vital to achieve this, on building up our cash position and on striking out in new directions. We believe that 2003 will be a year for more aggressive investment. Turkey’s economic upturn will allow us to move into what we consider key areas of expansion: energy, telecommunications, transportation and mining. Along with our investments in the financial sectors, we believe that industry will reward us with high, long-term returns. Now, in the early months of 2003, we are at what the world will remember as one of history’s turning points. There is no doubt that the ramifications will be felt very strongly in Turkey and in the world at large. We, at OYAK, are very mindful of these developments and believe that we have shaped a strategy that can combine prudence with risk, that allows us both to restructure and rationalize and to invest and speculate. What will guide us through all this change will be OYAK’s vision and its shared values. With my respects, fierif Coflkun Ulusoy, Ph.D. Chief Executive Officer 9 OYAK annual report 2002 The Turkish economy: An assessment of 2002 and the outlook for 2003 Turkey 2002 was a year marked by rapid growth and by an intensification of the effort to combat inflation. An IMF-backed program and a search for political stability The terrorist attacks of 11 September 2001 had an adverse impact on international financial markets causing resources to dry up, be diverted, or become more expensive. For Turkey, the upshot of this was to create an unsustainable an external financing deficit. To deal with it, the country chose the option of signing a new standby agreement with the IMF covering the years 2002-2004. The IMF-backed economic program is founded on the principles of maintaining fiscal discipline, combating inflation, and continuing with structural reforms. The first half of 2002, a year in which efforts were made to bind the national economy’s wounds in the wake of the previous year’s crises, was a period in which expectations improved. Mounting political uncertainties after the middle of the year however eventually led the country into early general elections that were held on November 3rd. 10 OYAK annual report 2002 What emerged from those elections was a parliament in which all of the seats were held by just two political parties. With a commanding majority of 363 MPs, AKP formed a single-party government in late November. This development was heralded both in Turkey and abroad as an important new beginning from the standpoint of the country’s quest to achieve economic and political stability. Rapid growth while combating inflation 2002 was a year marked by rapid growth and by an effort to combat inflation that proved to be even more intense than had been called for. Real growth in GNP is put at 7.8% in 2002, a year in which the 12-month inflation in wholesale prices plummeted to 30.8%, down from 88.6% the year before while consumer price inflation also shriveled from 68.5% to 29.7%. The Central Bank’s tight-money policies, markets dominated by a relative degree of confidence, and the fact that economic growth was not being nourished by domestic demand were all influential in achieving these lower inflation figures. Turkish economy: 1998-2002 key figures 2002 2001 2000 1999 1998 7.8 116,165 273,463,168 2,584 (9.5) 107,783 176,483,953 2,123 6.3 119,145 125,596,129 2,948 (6.1) 112,044 78,282,967 2,880 3.9 119,303 53,518,332 3,255 WPI (Annual % increase) CPI (Annual % increase) 30.8 29.7 88.6 68.5 32.7 39.0 62.9 68.8 54.3 69.7 Exports ($ billion) Imports ($ billion) 35.1 50.8 31.3 41.4 27.8 54.5 26.6 40.7 27.0 45.9 Total Reserves* ($ billion) CBT Reserves ($ billion) 38.9 26.7 30.2 18.8 34.2 22.2 33.8 23.2 29.5 19.7 GNP Growth (%) GNP (fixed prices - TL billion) GNP (current prices - TL billion) GNP Per Capita ($) * As announced by CBT. Includes CBT, gold, and banks’ gross international reserves. To a large degree, the economic growth experienced in 2002 was driven by manufacturers renewing stocks that had been run down to the bare minimum during and immediately after the financial system crisis of 2001 as well as by record-breaking increases in the country’s exports. In real terms on the other hand, total consumption and investment in 2002 was up only 9.2% in the public sector while in the private sector it rose by a barely perceptible 0.4%. Central Bank policies Sluggish domestic demand and a real appreciation in the value of the Turkish lira as measured against a number of major currencies prevented accumulated cost-push inflation in wholesale prices (which had been regarded as a serious threat in the anti-inflationary campaign at the beginning of the year) from being reflected in consumer prices. The Central Bank’s policy of setting short-term interest rates according to its inflation targets and the fact that the country was having a bumper crop year were two other significant contributors to the fight against inflation. Positive developments in Treasury borrowing The overall course of the Treasury’s borrowing activities presented a favorable picture during most of 2002. With the exception of a spate of mounting political uncertainties in June and July, the cost of the Treasury’s borrowings adhered to a fairly stable tendency to decline. Indeed the year-end average cost of TL borrowing, 63.8%, was below both the Treasury’s own projections and those of the IMF. An increased appetite for Treasury debt instruments among investors as well as the restoration of the market-making system in September also had the effect of making life easier for the Treasury, which experienced no serious lack of demand at its auctions throughout the year. In the run-up to the early general elections that were held on November 3rd, there were some elevated concerns over the sustainability of the Treasury’s debt. Nevertheless, the fact that the rise in the Treasury’s costs remained a low two points a month is another very noteworthy development. 11 OYAK annual report 2002 The Turkish economy: An assessment of 2002 and the outlook for 2003 In the implementation of fiscal policies during 2003, it will be vitally important that due care be given to maintaining the non-interest surplus as well as the price stability that is an essential prerequisite for sustainable growth. Developments in the stock of public debt Despite brief periods of uncertainty in 2002, the Treasury suffered from no fundamental problems in its borrowing and this greatly facilitated its ability to service its debt. The fact that principal was being repaid by means of new borrowing however caused the nominal increase in the stock of domestic debt to continue to rise. As of year-end 2002, the total stock of domestic debt amounted to TL 149.9 quadrillion (USD 91.7 billion), corresponding to a net year-on increase of TL 27.7 quadrillion (USD 6.8 billion). At year-end 2002, total public debt on a consolidated budget basis was equal to USD 148.3 billion, of which amount USD 91.7 billion consisted of domestic debt and USD 56.6 billion of foreign debt. (The latter figure does not include the foreign debt incurred by state-owned enterprises, municipalities, or other public entities including the Central Bank.) The net increase in total consolidated budget public debt in 2002 was USD 24.8 billion. USD 6.8 billion of this is the result of an increase in domestic debt. The remaining USD 18 billion increase stemmed from 12 OYAK annual report 2002 net foreign indebtedness, of which slightly more than half (USD 9.9 billion) was received from the IMF. Although public debt rose in nominal terms during 2002, GNP growth turned out to be higher than anticipated for the year. The result is that the ratio of the stock of public debt to GNP has declined by what is now estimated to be something like 15%. At year-end 2001, Turkey’s total stock of foreign debt amounted to USD 115.2 billion. Twelve months later, this had reached USD 131.6 billion. Favorable developments in exports Turkey’s exports rose 12% in 2002 over their 2001-year figure and reached USD 35.1 billion. During the same period, imports rose 22.8% to USD 50.8 billion. Because the increase in imports was significantly higher than that in exports, the country’s foreign trade deficit amounted to USD 15.7 billion: an increase of 56% over the previous year’s figure of USD 10.1 billion The appreciation of the Turkish lira (as measured against foreign currencies) witnessed during 2002 appears to have somewhat stimulated the importation of consumer goods as well as that of capital goods: the year-on increase in consumer goods imports in 2002 was 21.9%. 51.5% of Turkey’s exports in 2002 were directed to EU countries, signifying a 12% increase in the country’s exports to the euro zone as compared with 2001. 2003 The outlook for 2003 The three most important developments expected to take place in 2003 are these: • A program will be formulated to ensure the continuation of IMF and World Bank support. • The ongoing process of reform both in the Turkish banking industry and in the public sector will become systematized. • Due care will be given to maintaining both the non-interest budget surplus (which is the only parameter of debt sustainability over which anyone has direct control) and price stability (which is an essential prerequisite for sustainable growth). The 58th government that emerged from the early general elections held in November has announced that it will be bound by the targets of a non-interest surplus/GNP ratio of 6.5% and of an annualized 20% rate of inflation. The targets of 20% for consumer price inflation and of 5% for overall growth look like being difficult ones to meet for the simple reason that, despite the expected recovery in domestic demand, there is as yet no evidence of a serious increase in the private sector’s willingness to invest. For there to be real growth, it is crucially important that a climate of confidence be maintained, that the country’s structural reforms be completed, and that there be no serious international crisis to contend with. At the EU summit in Copenhagen in late 2002, Turkey was given until December 2004 to set in place all the political criteria needed so that accession negotiations could begin. If markets perceive that those negotiations are going to begin as scheduled, the likely impact will be to increase inflows of foreign direct investment into the country. A US-led operation against Iraq that was being talked about all year long in 2002 finally was launched towards the end of March 2003. Although some measures have been taken to minimize the adverse impact of this war on our country’s markets, the conflict cannot help but have an impact on our economy. 13 OYAK annual report 2002 OYAK: 41 years of growth 1961-2002 1969 1961 OYAK is founded on 1 March 1961. OYAK posts its first actuarial profit in just eight years since it was founded and begins paying its 1962 members dividends. The same OYAK acquires a stake in year, the Company signs a Goodyear, Turkey. partnership agreement with the giant automotive manufacturer, 1963 OYAK establishes Ordu Pazarlar›. Renault, while also continuing its These markets catering to military investments in the cement industry personnel and their dependents by acquiring stakes in Bolu Çimento, Ünye Çimento, and are the first example of a chain Mardin Çimento. store operation in Turkey. The same year, OYAK expands its investments by acquiring Çukurova 1970 OYAK’s membership reaches Çimento and HEKTAfi. 77,000. Since the year it was founded, the US dollar value of the 1966 retirement pension it pays has The Company successfully increased twofold. completes its first ventures into satisfying members’ needs for 1975 housing by turning over to them the keys to their new dwellings in The Company acquires a stake in Aselsan (electronics). Ankara and ‹stanbul. 1978 1967 OYAK acquires a stake in TUKAfi OYAK acquires a stake in Omsan, a leading company in the transport (canned foods) investments. industry. 1968 1982 OYAK founds MA‹S, its first Deciding to pursue growth in the investment in the automotive food industry, the Company sector. The same year, it also acquires stakes in ET‹ Pazarlama undertakes its OYAK Sigorta and TAM G›da. OYAK ‹nflaat, a investment. construction company, is set up to better address members’ housing needs. 14 OYAK annual report 2002 1984 Paralleling developments in Turkey’s capital markets, the Company’s brokerage house OYAK Menkul De¤erler, which was originally set up in 1982, commences operations. 1989 OYAK sets up its Donation Based Retirement Income System, which provides its members with a way to secure additional income after retirement. 1990 OYAK’s membership reaches 117,000. The Company acquires stakes in First National Bank of Boston and in Selyak (ELF). 1992 OYAK acquires stakes in two privatized cement companies, Ni¤de Çimento and ‹skenderun Çimento. 1993 OYAK transfers a part of its shareholding interest in MA‹S to Renault, its French partner in the automotive sector. The 41st year in OYAK’s corporate history was one of new progress and new undertakings made towards achieving the Company’s mission. 1994 The Company acquires full ownership of Türk Boston Bank (formerly First National Bank of Boston). 1995 AXA OYAK Hayat Sigorta, a life insurance company, is set up in a joint venture with the AXA Group. The same year, OYAK’s first mutual fund is launched. 1996 Türk Boston Bank is renamed Oyak Bank. OYAK members are offered three new services: Retirement Monthly Pension System, Supplementary Housing Preaccumulation Fund, and Combining the Reserve Officer Service. 2000 OYAK’s membership reaches 179,000. The Company is reorganized and its management principles are restructured. Radical changes are made in management positions. The Company begins cooperating with Vak›fbank in its lending services. Since the Company was founded, the US dollar value of the retirement benefits it pays its members has increased tenfold. 2001 OYAK’s membership reaches 193,000. The Company’s restructuring is completed. Sümerbank, YADAfi, and Yaflar Yat›r›m are acquired and the processes of merging Sümerbank with OYAK Bank and Yaflar Yat›r›m with OYAK Menkul are begun. 1998 The Ordu Pazarlar› supermarket New projects are launched in chain is renamed and rebranded housing construction. Mehmetçik as OYPA and begins serving the Sigortas›, a group life insurance program for military personnel that general public. was inaugurated in 2000, is expanded. With corporate 1999 communications and transparency All of the Company’s insurance becoming more and more activities are brought together important in OYAK, the Company under the roof of AXA OYAK Holding, a joint venture with AXA. publishes its first annual report for the year 2000 that is intended for general public release. 2002 The number of OYAK members has reached 206,000. There are now more than 17,000 members in the Supplementary Housing Preaccumulation Fund and more than 84,000 members in the Voluntary Additional Contribution Retirement Annuity System. Changes have been made in the regulations governing the Retirement Pension System. Work has begun on creating a new retirement system called a “Lifelong Supplementary Pension”. The work of merging Sümerbank into OYAK Bank and Yaflar Yat›r›m and OB Menkul De¤erler into OYAK Yat›r›m Menkul De¤erler has been completed. OYAK Teknoloji has been restructured. The outstanding 50% stake in Adana Ka¤›t Torba has been acquired by the Group and the Company has been reconstituted as OYKA Ka¤›t Ambalaj. Two new companies, OYAK Konut and OYAK Enerji, have been founded. Work has also begun on setting up another two: OYAK Emeklilik and OYAK Haz›r Beton. Work has begun on another project to merge the OYSA Ni¤de and OYSA ‹skenderun cement companies under a single roof (OYSA Ni¤de). The OYAK Group’s stake in SELYAK has been sold. At an extraordinary shareholders meeting it was decided to suspend the commercial activities of OYPA. 15 OYAK annual report 2002 OYAK: An assessment of activities in 2002 During 2002 OYAK continued to create added value for its members, for its employees, and for the Turkish economy as a whole while also pursuing stable growth. While successfully transforming the opportunities created by the changing and dynamic structure of the national economy into new undertakings, OYAK managed the assets under its control in light of its accurate business strategies and by taking a prudent approach towards risk. As a model of how to achieve sustainable growth, OYAK continues to fulfill all its obligations towards all its members. All of the active companies in the OYAK subsidiaries portfolio completed 2002 posting successful financial results. Three important mergers were completed during the year. One of the Group’s banking subsidiaries Sümerbank was merged into OYAK Bank while its three capital market operations were reduced to one when Yaflar Yat›r›m and OB Menkul De¤erler were merged into OYAK Yat›r›m Menkul De¤erler. OYSA ‹skenderun Çimento has been merged into OYSA Ni¤de Çimento. The Group also decided to withdraw from business activities that were regarded as unproductive. The group-wide reorganization that was begun in 2000 continued with the successful completion of its 2002-year schedule. Viewing the stagnation that was plaguing markets as a perfect opportunity to restructure, OYAK guided its subsidiaries through the reorganizations that they required. All of these preparations have put the OYAK Group in a stronger and more competitive position for the time when, in the near future, the Turkish economy begins growing again. OYAK continued the efforts it has been making to improve its members’ satisfaction. The number of OYAK members now exceeds 206,000. In addition to being in closer contact with its members and maintaining a genuine and sincere dialog with them however, OYAK is also involved in projects to provide its members with services and products at standards and quality equal to that of similar organizations operating in the world’s advanced economies today. Particularly encouraging results In general OYAK’s overall performance in 2002 was successful. 16 OYAK annual report 2002 have been achieved through the use of newly introduced alternative delivery channels of such as the internet and OYAK Call Center. As a pension fund and social security institution, OYAK stands by its members, providing them with social services and systems that address their particular needs at different stages of their lives while also doing everything it can to maximize their retirement benefits. To this end, OYAK takes measures to ensure that the costs entailed by the social services and systems have as little impact as possible on retirement benefits. The Company successfully maintained its actuarial balance in 2002 as in the years before and it booked TL 494.7 trillion as actuarial profit. In a year when increase Total Actuarial Assets in consumer prices was running around 30%, OYAK secured a return of 41.1% for its members. The total value of legal benefits provided by OYAK to its members in 2002 stood at the TL 159 trillion level. The total actuarial assets of OYAK reached TL 1.6 quadrillion, a year-on increase of 67.9% Recognizing that its human resources are an essential foundation stone of both its future and of its achieving sustainable growth, throughout the year OYAK demonstrated its ability to be an institution that draws as much public esteem for the level of its professionalism and the importance it gives to corporate management as for its human resources policies and practices. Membership (TL Trillion) 1,622 192,937 206,036 The total actuarial assets of OYAK increased by 67.9% in 2002. 2002 2001 2002 2001 967 The number of OYAK members increased 6.8% in 2002. strength confidence 17 OYAK annual report 2002 Developments in OYAK subsidiaries OYAK has 37 direct and indirect subsidiaries that are grouped in five main areas of business. The service and sales network that these subsidiaries create gives the Group as a whole an extensive reach. The Financial Services Group In general Overall, 2002 was a year during which OYAK subsidiaries continued to achieve stable growth and development. We successfully implemented a wide range of restructuring projects throughout our subsidiaries during the year, including measures to improve effectiveness and productivity, investment programs and human resources-related projects. Despite the economic sluggishness experienced countrywide in 2002, OYAK successfully continued to widen its financial portfolio investments. With the exception of Ünye Çimento, (which undertook a substantial amount of investment during the year), and OYPA, (whose activities were suspended), all of OYAK’s subsidiaries showed growth in profitability and in operational results. As of year-end 2002, OYAK’s subsidiaries held total assets worth TL 5,931 trillion and total equity worth TL 1,607 trillion. Their aggregate pretax profit stood at TL 368 trillion. Total sales by the Company’s production and marketing subsidiaries amounted to TL 3,914 trillion for the year while its financial services subsidiaries secured a total of TL 22,073 trillion worth of business volume. 18 OYAK annual report 2002 Turkey’s financial services industry became embroiled in a serious crisis during the second half of 1999, the effects of which can still be felt. For the sector as a whole, 2002 was a year spent contending with the lingering after-effects of this crisis, an economy largely in transition, and spent undergoing radical restructuring. During 2002, many players in the sector either dropped out or were ruled out, especially in banking but also in financial management, leasing, factoring, and insurance fields. What the survivors shared was robust capitalization, transparency and a strong corporate commitment to ethical values. This shake up has decreased the number of banks active in the sector. At year-end 1999 there were 81 banks active; three years on, there are 55. We can see equally dramatic changes in the number of branches, down to 1,687 in September 2002, from 2,494 at the end of 2001; and in personnel, more than halved, down from 61,601 to 30,896 during the same period. In the capital markets as well 2002 was a rather dismal year. The ISE National-100 Index, beginning 2002 at 13,782, closed at 10,370 on the year’s last day of trading, a net loss to investors of some 25%. share of the ISE’s trading in corporate stocks and its 70,000 clients have moved it into the top five brokerage organizations in Turkey. A bank whose sphere of operation encompasses all of Turkey In line with OYAK’s decision to continue to expand its financial services activities, in 2001 the Company acquired control of Sümerbank, a bank that the Savings Deposit Insurance Fund had had to take over. After purchase OYAK decided to merge the acquisition into OYAK Bank. The merger was completed on 11 January 2002. A growing service network with a philosophy of integrated service OYAK’s financial services subsidiaries make up a network of successful, growing, and highly diversified and complementary products and services ranging from banking to portfolio management. By effective communication, by investing in related fields and by investing in integrated technology, during 2002, OYAK continued to take advantage of every possible cross-sale and complementary sale opportunity that presented itself among its subsidiaries to increase both its own profitability and customer satisfaction. This merger confirmed OYAK Bank’s position in the market as a growth-oriented institution. Having transformed itself from a bank with just 11 branches to one with more than 220 in a very short time, OYAK Bank immediately set about providing service to customers across Turkey. OYAK Bank posted successful results during 2002 and promises to live up to its potential. OYAK Teknoloji, the OYAK Group’s technology subsidiary, represents the latest example of the Group’s planning and implementation strategies. YADAfi, a software house that joined the Group as a subsidiary of Sümerbank, was restructured and given a new identity, strategy and mission, and also renamed OYAK Teknoloji. The goals of this new company are to provide group-wide technological services and to develop and maintain technological support. The synergies created between OYAK Bank and the members of the OYAK Cement Group in 2002, for example, are an encouraging example of the synergies possible within OYAK Group. The great potential in investment banking OYAK also decided to merge three independent securities brokerage subsidiaries. In late 2001 Yaflar Yat›r›m was merged into OYAK Yat›r›m and in 2002, OB Menkul De¤erler was also merged into OYAK Yat›r›m. The objectives of this two-stage restructuring were to take greater advantage of economies of scale, achieve a greater business volume and increase effectiveness by reducing costs. OYAK Yat›r›m is OYAK’s oldest financial services subsidiary. Despite an adverse business climate created by weak market trading volumes, the Company’s 2.8% Group’s Total Assets Total Shareholders’ Equity (TL Trillion) (TL Trillion) 1,607 5,931 5,154 Total assets of OYAK’s 27 subsidiaries increased 15.1% in 2002. 2002 2001 2002 2001 1,268 In 2002 OYAK’s subsidiaries registered a 26.7% increase in their total equity. a solid equity structure 19 OYAK annual report 2002 Developments in OYAK subsidiaries The Automotive Group Under the e-cement project that has been undertaken, companies in the OYAK Cement Group have been restructured with e-business, e-learning, cement intranet, and cement web applications for the purposes of installing technologies that support information-sharing, communication, and training on electronic platforms, of lowering costs while increasing productivity and effectiveness, and enhancing creativity. Turkey’s automotive industry suffered from shrinking domestic demand and from the adverse effects of intense competition during 2002. AXA OYAK, the Group’s non-life insurance subsidiary, succeeded in increasing its number of premiums by 34% last year. In 2002, AXA OYAK became the first insurance company in Turkey to pass the TL 200 trillion mark in terms of premium revenue. The Turkish automotive industry in recent years has looked to export markets for growth. However, the profit margins in such markets are considerably tighter than the domestic markets, which has stunted growth here too. The general contraction in the domestic market during 2002 resulted in a year-on decline of 30% in the automotive industry’s business volume. The leasing sector spent much of its time last year trying to recover from 2001. During the year, Halk Leasing, OYAK’s leasing subsidiary, overhauled its financial structure. The Company also focused its efforts on debt collection, increasing its collection rate to 118%. During 2002, the Company generated USD 20 million worth of business, eight times the USD 2.5 million of 2001. OYAK Portföy Yönetimi is a portfolio and assets management company that ranks 5th among the 20 portfolio management companies active in the market. In 2002, the Company continued to successfully manage the portfolios customers consisting of private individuals, institutions, and foundations. OYAK Anker Bank and OYAK European Finance, the Finance Group’s two foreign subsidiaries, not only achieved real results in 2002 but, more importantly, generated significant volumes of complementary sales in foreign trade financing, private banking services and leasing. 20 OYAK annual report 2002 The enormous volatility in domestic demand since 1998 has destabilized the whole automotive sector. Many domestic automobile manufacturers continue to produce well below capacity and the industry has endured substantial cuts in employment. Pursuing export-focused growth In 2002, OYAK Renault again continued to focus on foreign markets. The Company performed successfully, exporting a total of 87,219 automobiles. This made OYAK Renault the leading exporter of automobiles in Turkey last year again. OYAK Renault is responsible for 49% of all automobile manufacturing in Turkey. It believes passionately in the export potential of its product. A leading company in the domestic market The other automotive subsidiary in the OYAK Group is MA‹S. While MA‹S did experience some of the stagnation in the Turkish automotive sector, sales of 16,716 automobiles during 2002 nevertheless gave it a 17.6% market share to maintain its position as sector leader. MA‹S’s achievements are the result not only of its successful advertising campaigns and other promotional activities, but also of timely and insightful cost cutting and restructuring measures. This ensured that MA‹S was one of a very few automotive sales companies in Turkey that showed a profit during 2002. Increasing the ability to provide integrated service in the EU The stagnation that plagued the automotive sector during 2002, also affected the logistics services and tire-manufacturing sectors as well. The contraction in the economy squeezed foreign as well as domestic trade, though exports did turn out to be one of the few areas to register positive growth in our country over the last two years. While the general contraction in the volume of trade did have an impact on logistic services providers, the increases in both imports and exports during 2002 provided an important stimulus for those companies who do possess an international network. Even while other logistic services providers were being affected by economic problems, OMSAN Lojistik, OYAK’s subsidiary, continued to grow and defend its position as a leader in its field. Making bold decisions to optimize resources OYAK’s guiding principle is to put its resources (the funds that come from the contributions of its members and the returns generated by them) to work in investments which are effective and profitable. This is the criterion by which OYAK measures every existing and potential investment. When circumstances dictate, bold decisions leading to substantial changes in investment policies are made based on subsidiary company performance and market trends. Guided by this philosophy OYAK decided to sell its stake in the fuels distribution sector and to use those resources in alternative ventures that would provide greater long-term benefit. Resulting from negotiations begun in 2001, OYAK’s 25% share and MA‹S’s 7% share in SELYAK, a fuels distributor and a manufacturer of lubricants, were sold to that company’s principal shareholder, TOTAL-FINA ELF, in the first half of 2002. Because of continued weakness in the Turkish automotive sector and reacting to cutbacks in MA‹S’s demand for road transport services, OMSAN Lojistik turned its attentions increasingly to private and specialpurpose transport as a way of diversifying its markets. During 2002, OMSAN Lojistik entered into a cooperation agreement with Transfesa, one of Europe’s logistic operators. OMSAN also formed a subsidiary in Bulgaria, OMSAN Lojistik EOOD, to increase its ability to provide an integrated logistics service across the EU. Bulgaria will become a full member of the EU in 2007 and this new fleet of vehicles is a foothold in the lucrative European markets. Total Gross Sales Total Transaction Volume (TL Trillion) (TL Trillion) 3,914 22,074 OYAK’s production and marketing subsidiaries are active in more than a dozen sectors. Their overall sales were up 13.3% in 2002. 2002 2001 18,746 2002 2001 3,453 OYAK Bank, OYAK Yat›r›m, and Halk Leasing increased their overall business volumes 17.8% during 2002. professional management 21 OYAK annual report 2002 Developments in OYAK subsidiaries The Cement Group Cement and ready-mix concrete are two industries that are entirely in the hands of the private sector in Turkey. In the first ten months of 2002, Turkey produced about 28.8 million tons of cement, exporting 4.9 million tons of that. However, clinker production has slowed because of overcapacity, a slow market and price-cutting during 2002. Unusually, the cement industry enjoys a virtual monopoly, apart from steel, as a building material; however, the industry does suffer from instability because of its dependence on the state of the domestic and the global economy. In times of economic crisis, demand for cement plummets as public sector investment dwindles and new building dries up. Many producers around the world have sought to penetrate foreign markets as a way of counterbalancing the volatility in their home markets. The OYAK Cement Group The OYAK Cement Group consists of eight companies seven of which are cement producers and one of which is a manufacturer of ancillary supplies. Together they rank as Turkey’s biggest cement producer, with a total annual production capacity of 12.6 million tons. The OYAK Cement Group’s facilities, employing the latest technology and enjoying a fully integrated production line (from raw materials to paper packaging), can be found serving the whole of Turkey. The Group’s plants are the first cement mills to be granted full environmental certification in Turkey. The OYAK Cement Group also posted a solid export performance during 2002, its members making a substantial contribution to the OYAK Group’s foreign sales. 22 OYAK annual report 2002 Precalcination investment reduces costs The modernization and capacity increase investments that were begun at Ünye Çimento in 1999 have been completed and the mill’s precalcination unit was launched on 19 October 2002. This project was one of the biggest investments ever undertaken in the Turkish cement industry and on its own it has been responsible for reducing Ünye Çimento’s production costs by 10.7% on a foreign-currency basis. Another project that was carried out under Ünye Çimento’s investment program involved repairing the damage that Ünye’s port facilities suffered from in a natural disaster that occurred in 1999. Thanks to this work, the facilities are once again at the service of the national economy. A merger and economies of scale The Group bought the OYSA Ni¤de and OYSA ‹skenderun cement plants upon their privatization in 1992. Today, both companies are equipped with modern facilities. They were merged in order to take advantage of economies of scale and improve efficiency. The merger was completed in March 2003. OYSA Çimento, the Company resulting from the merger, will be much more effective in both domestic and foreign markets thanks to greater capacity and lower operating costs. We expect that OYSA Çimento will become one of the strongest firms in the sector in the near future. From cement to paper sacks An important goal of the OYAK Cement Group is to enjoy a fully integrated production process. The Group took one of the most important steps in this direction when it increased its stake to 75% in Adana Ka¤›t Torba, a paper sack manufacturer. Adding the shares held by other OYAK Group members, the company became a wholly owned OYAK subsidiary. Then OYAK reorganized it and gave it a new corporate mission and identity. Renamed OYKA Ka¤›t Torba, the Company is responsible for about 20% of Turkey’s paper sack production. One of Turkey’s biggest cement producers The leader of the OYAK Cement Group is Adana Çimento, which is also the second largest cement producer in Turkey. The Company controls a 28% share of cement production and a 32% share of clinker production in Turkey’s Mediterranean region. Because of weak domestic demand during 2002, Adana Çimento focused on export markets where profit margins are tighter. The Company posted a very successful export performance last year, shipping products to countries like Israel, Spain, and Saudi Arabia. The growing volume of exports enables the Company to make more effective use of its existing capacity while also giving it greater competitive weight. Developments in our other cement subsidiaries Bolu Çimento is responsible for 5% of all the cement sales in Turkey. As of the third quarter of 2002, it ranked third among sixteen public cement companies in terms of increased profitability on the previous year. Mardin Çimento, another regional cement producer, exported products to northern Iraq during 2002. Elaz›¤ Çimento is a company that is very strong in the Eastern Anatolian market. During 2002, it increased its share of the local market to 38%. The Company has begun investing in a new clinker production line to increase competitive advantage and to satisfy market demand. This investment should be completed mid-2003. When this modern dry system begins production, it should dramatically reduce costs, increasing output and sales and margins considerably. Total Number of Employees 15,922 2002 2001 16,586 Despite the economic crisis and its aftermath in Turkey, there were no major cuts in the OYAK Group’s workforce in 2002, due to the growth in business and to newly formed companies. specialization 23 OYAK annual report 2002 Developments in OYAK subsidiaries OYAK’s subsidiaries in 2002 once again achieved successful financial and operational results despite countrywide economic slowdown. The Foods and Chemicals Group The market for agricultural chemicals and pharmaceuticals in Turkey is one that has great potential for sustained growth. The competition among the companies in this sector has been increasing recently. In the 1990s, there were many small producers within Turkey’s agricultural chemicals industry, many of whom have disappeared as a result of mergers and acquisitions or closure. The market leader in agricultural chemicals HEKTAfi, OYAK’s agricultural chemicals subsidiary, successfully defended its position as domestic market leader in 2002 despite having to compete with global companies that had entered the domestic market through mergers and acquisitions. Because a large part of the raw materials that it needs must be imported, HEKTAfi’s production costs are seriously affected by exchange rate volatility, particularly when that volatility is the result of economic crises and uncertainties. Because exchange rates remained fairly stable during 2002 and there was no major depreciation in the value of the Turkish lira, the Company secured a profit greater than expected, partly also thanks to careful planning and cost cutting strategies. 24 OYAK annual report 2002 The consumer’s first choice TUKAfi is a force in the fruit and vegetable processing industry, which also suffered from the general economic malaise that prevailed in 2002. A unique feature of this sector is that harvesting and processing is concentrated at certain times of the year whilst sales go on throughout the year. The economic slowdown of 2002 reduced consumers’ purchasing power and also created cash-flow problems for a significant number of manufacturers. TUKAfi posted a successful growth performance in 2002; a year in which the Company introduced nearly 60 new products, many of them instant dried food products. As of year-end 2002, TUKAfi ranked among the top three in nearly every product category in its sector. The continued growth of the Company’s market share in the face of a shrinking market and the widening of product categories show that TUKAfi’s growth and diversification strategy was successful. Also, TUKAfi now ranks as one of the OYAK Group’s most high achieving exporters. In the services sectors OYAK’s activities in the services group are highly diversified, ranging from construction to energy. As is true across the board, 2002 saw OYAK Services Group’s operations and sales fall in each of their market segments. Many companies were working at substantially less than full capacity. searching for and identifying land suitable for the project to develop. As was true in 2001, tourism continued to be a growth area during 2002. The volume of foreign currency entering the country as a result of tourism topped USD 10 billion for the first time. In late 2002, OYPA’s shareholders convened in an extraordinary meeting and voted to suspend OYPA’s commercial activities. However, it was also decided not to wind the Company up totally but rather to keep it in waiting to take advantage of any possible future growth in the market. New gains, new undertakings, and new decisions OYAK Turizm performed well in 2002. During the year the Company renewed its information system infrastructure, completed a wide-ranging reorganization and opened a new reservations office inside the Fenerbahçe Officers’ Club in ‹stanbul. OYAK Turizm is well on its way to becoming one of the leading companies in Turkey’s tourism industry. OYTAfi continued to grow as a specialized foreign trade company. The recovery in Turkey’s imports and exports during 2002 helped to improve OYTAfi’s operational results. OYAK ‹nflaat, the Group’s construction company, continues to work on the Zirvekent housing project. The foundations of the third phase consisting of 192 units were laid in 2002. The Zirvekent project is slated for completion during 2004. OYPA, the Group’s retailer, was unfortunately unable to achieve the profitability and productivity targets set for it, despite restructuring measures. OYAK Savunma ve Güvenlik Sistemleri, the Group’s private security services company, closed the year in profit. The Company serves an extensive clientele in addition to group companies. During 2003, the Company will focus on projects installing electronic and mechanical security systems and also on expanding the scope of its product line. Energy ranks high among those sectors in Turkey that have tremendous growth potential. More and more investment is moving into this sector each year. OYAK Enerji, OYAK’s energy subsidiary, was founded in 2002. The Company is currently working on developing projects. In 2002 OYAK set up OYAK Konut, a housing development company whose aim is to make every OYAK member a homeowner. This company is now in charge of the OYAK Ça¤dafl Evler (OYAK Contemporary Houses) project and is currently High-quality products Extensive service network 25 OYAK annual report 2002 Developments in member services continuity reliability quality In general In 2002, OYAK again secured returns in excess of inflation for the members of its Retirement Pension System. This rate of return (41.1%) was 38% higher than the rate of wholesale price inflation (29.7%) issued by the State Statistics Institute for 2002. This very important success means that since 1988 year on year, OYAK has proudly achieved doubledigit real returns for its members. Considering the testing economic conditions that Turkey has experienced in the last 4 or 5 years, the significance and value of this performance becomes even more impressive. OYAK also continued to lend funds to its members during 2002. OYAK’s credit services for its members take two main forms: one consisting of personal loans that help a member’s short-term need for cash or other financial assistance; the other consisting of long-term loans that are extended so that members can, for instance, become homeowners. We call OYAK’s credit activities on behalf of its members a “social service”. During 2002, the Company loaned a total of TL 58.2 trillion to its members as social service payments. During the same period, OYAK paid out a total of TL 100.9 trillion to its members. As the chart depicting total legal benefits paid to members shows, retirement benefits account for the largest share. Changes in the Retirement Pension System Interest in the OYAK Retirement Pension System continues to increase. As of year-end 2002, the number of OYAK members joining the system approached 25,000. In 2002, OYAK paid out TL 66 trillion to the 3,063 members who were entitled to receive pensions. OYAK-paid legal benefits include retirement benefits, dues refunds, dividends on dividends, pensions, death benefits, and disability benefits. At OYAK’s 42nd annual shareholders meeting held on 30 March 2002, a number of decisions were taken to improve further the OYAK Retirement Pension System. Out of this we have developed the Fixed Annuity Program, which was approved by the Board 26 OYAK annual report 2002 Continuity… Reliability… Quality… These three words continue to guide all of OYAK’s investments and other activities acting as a lifelong partner to each of its members. Rate of Return vs WPI Rate of Return vs CPI (%) (%) 100 100 90 Rate of return 80 80 70 70 60 60 50 50 41.1% 40 30 CPI 41.1% 40 29.7% WPI 30.8% 20 20 10 10 2002 2001 2000 Total Legal Benefits Paid (TL Trillion) 2002 0 0 2001 30 Rate of return 2000 90 2002-Breakdown of Total Legal Benefits Paid by Value (%) 101 Retirement Benefits 23.8% Withdrawals from the Retirement Pension System 5.1% Retirement Benefits 66.2% 56 2002 2001 Death and Disability Benefits, Dues and Refunds 4.9% 27 OYAK annual report 2002 Developments in member services Returns on Donation Based Retirement Income System (%) Returns on Supplementary Housing Preaccumulation Fund (%) 140 140 120 120 100 100 Return 80 Return 80 71.4% 60 66.0% 60 40 CPI 29.7% 2000 0 2002 0 2001 20 2000 20 29.7% 2002 CPI 2001 40 of Directors. Changes made in the Retirement Pension System’s regulations went into effect on 15 July 2002. After the new option was offered to our 25,000 members, many took advantage of it. In November and December alone, 6,245 members requested that they be moved over to the Fixed Annuity Program. A fund to help people become homeowners The Supplementary Housing Preaccumulation Fund, which OYAK has set up to make it possible for its members to save the deposit they need to buy a home of their own, paid its participants a return of 66.0% in 2002. A high-return investment option OYAK’s Donation Based Retirement Income System makes it possible for members to earn additional income payable while on active duty and/or after retirement. The system is based on a mutual fund that ranks among the thirteen biggest “Type B” mutual funds in Turkey. Last year the fund outstripped all others in the sector by paying its shareholders the highest rate of return (71.4% per annum) of any mutual fund in the country. Making each and every one of its members a homeowner is a goal which is, for OYAK, at least as important as its commitment to providing them with a secure retirement. The best evidence of the success of the Supplementary Housing Preaccumulation Fund is the steady increase in the number of participating members over the last four years. In 1999 there were around 17,000 participating members. This increased to 38,000 in 2000 and to more than 55,000 in 2001. Last year the number of participating members passed 84,000. A total of TL 19.3 trillion was paid out to the fund’s shareholders at quarterly intervals during 2002 while another TL 16 trillion was added to the fund’s reserves. As of 31 December 2002, the voluntary system’s capitalization stood at TL 147.6 trillion. 28 OYAK annual report 2002 As of 31 December 2002, the Supplementary Housing Preaccumulation Fund’s capitalization totaled TL 118.5 trillion. Developments in social services Under the umbrella of “social services”, OYAK offers its members a range of services including short-term loans and long-term mortgages. These funds are made available out of OYAK’s own resources as well as those of Vak›fbank under an agreement with that bank. OYAK comes to the aid of its members with financial support to deal with unexpected eventualities and also offers its members the opportunity of owning their own home through mortgages. Home procurement services are offered including “Personal Housing Loans”, “Building Cooperative Loans”, and “Mass Housing Production Loans”. This finance is available on repayment terms ranging from three to ten years, and with a variety of fixed and flexible installment options. In 2002, OYAK lent TL 12.9 trillion in housing loans to 868 of its members. OYAK lent a total of TL 37.9 trillion to 39,130 of its members from its own resources. The amount loaned is calculated on up to twice the individual’s salary. The loans are repayable in fixed installments over 6, 9, or 12 months. It is now possible for members to apply for loans online at the OYAK website. During 2002, 3,777 members applied for these online loans. bank’s own resources: personal loans and fixedinstallment consumer loans. Increasing synergy with OYAK Bank OYAK and OYAK Bank are continuing to work with one another to achieve their common goals of developing member services and increasing member satisfaction. As part of this program, an OYAK Bank ATM was installed at the OYAK Headquarters entrance and an OYAK Bank Member Services Branch has also been opened inside the headquarters building itself. Both completed a joint project together in April 2002: now Donation Based Retirement Income allowances and dividends and Retirement Pension System pensions can be paid through OYAK Bank. By the end of 2002, the number of OYAK members who were also using OYAK Bank had reached 28,630. Since 1 May 2002, members have been able to make all their payments related to OYAK services at any of more than 220 OYAK Bank branches located around the country without charge. As an alternative to loans from OYAK, under an agreement with Vak›fbank, members can apply to that bank for two types of loans provided from the Total Social Benefits Paid 2002-Breakdown of Total Social Benefits Paid by Value (TL Trillion) (%) 53 58 Comissary Services 6.7% Housing Services 23.7% Lump-sum Loans of up to 80% of Members’ Reserves 4.5% 2002 2001 Lending Services 65.1% As a supplementary social security institution, OYAK places great importance on the social services that it offers its members. Total social service payments, in the form of loans and mortgages, increased 9% in real terms during 2002. sustainable performance 29 OYAK annual report 2002 Developments in member services OYAK’s services are shaped by a technologyintensive approach and it is this approach that makes it possible for OYAK to provide its members with products and services that conform to the highest standards of convenience and quality. Low-cost but effective communication with members By prioritizing and investing in technology, OYAK is able to offer its members with the very latest products and services in the most efficient and direct manner possible. Members are able to access OYAK’s services in a variety of ways: on the internet (www.oyak.com.tr), through the OYAK Call Center, and by means of OYAK Bank ATMs. OYAK is committed to giving its members every possible channel of communication to increase accessibility and efficiency. OYAK Call Center: Since April 2002, eight customer representatives have been on duty at the OYAK Call Center. They handled a total of 330,096 calls during 2002. The OYAK web site: OYAK’s web site was updated in 2001, and a variety of new modules added in 2002, the year when the website became OYAK members’ most popular way of contacting their pension provider. A total of 672,747 people visited the site at www.oyak.com.tr and 393,449 of them took advantage of the Online Member Services module to manage 30 OYAK annual report 2002 their personal accounts. 17,813 members used the website to apply for a variety of services. The number of members who take advantage of the site’s free personal e-mail service has reached 4,421. Members can also access OYAK by e-mail. In 2001, a total of 1,274 e-mails were received from members; this increased to 5,485 during 2002. An average of 22 e-mails a day were received by the OYAK Member Services Department during 2002. ALO-OYAK: Another channel of communication between members and OYAK is the ALO-OYAK automated services system. A total of 19,024 members used this option during 2002. Of these calls, 17,319 were to obtain personal information about OYAK services. 1,705 members called up to obtain information about new programs and changes in existing ones. Mail and fax: During 2002, the Member Services Department received a total of 12,289 queries by mail and fax from members dealing with issues other than applications for loans, pensions, annuities and different topics. An example of customer-focused quality service Since OYAK was founded, it has made providing customer-focused, world class standards of service the cornerstone on which its success has been built. The Member Services Department is based at OYAK headquarters and is open to all members. Any member may walk in and discuss matters directly with OYAK representatives. During 2002, a total of 46,986 of the members took advantage of our faceto-face services in this way. Despite the growing popularity of alternative channels of distribution in recent years, OYAK is fully aware of how important the Member Services Department is for its members. The Company continues to develop new ways to improve the convenience and effectiveness of the services provided by the department as it addresses members’ individual and personal needs. More than one million contacts in a single year During all of 2002, OYAK came into contact with its members a total of 1,070,046 times. This number includes all the telephone calls, emails, letters, faxes, ALO-OYAK calls, and website visits made by members last year. An approach that gives the highest priority to members’ interests All the packages and financing that OYAK has put together for its members are born out of the belief in putting their savings to work and in distributing the returns on these investments to members fairly and in full. OYAK focuses its activities on pooling members’ contributions and the returns from investing their funds to make it possible for its members to enjoy a satisfactory standard of living in their retirement years. In other words, OYAK is honor and duty bound to make a profit by placing the savings entrusted to it by its members in investments that maximize return while minimizing risk, and to hold that profit in safekeeping for its members’ futures. While it is true that not all of OYAK’s products and services are related exclusively to members’ pensions, all the products and services that it does provide within the limits prescribed by law are governed by the considerations of maintaining a sound actuarial balance and of ensuring its members’ well-being when they do retire. OYAK: guaranteeing its members’ futures 31 OYAK annual report 2002 Financial Services Group OYAK Bank OYAK Yat›r›m 220 branches The Group’s oldest financial services subsidiary ATM, telephone banking, and internet banking services 70,000 customers retail, corporate and commercial banking products & services 2.8% of ISE trading volume AXA OYAK Holding 10th biggest brokerage in Turkey Combining the strengths of OYAK and AXA (France) Halk Leasing AXA OYAK Sigorta financial leasing services AXA OYAK Hayat Sigorta USD 20 million worth of business in one year Life, non-life and health insurance products and services 34% increase in premium production in non-life branch 32 OYAK annual report 2002 OYAK BANK A.fi. Date of Establishment 1984 OYAK Group’s Participation 1990 Field of Activity Banking OYAK Group’s Share 100.00% www.oyakbank.com.tr OYAK Bank is a national bank whose goal is to become the leader of its sector. For its customers, OYAK Bank means productivity, reliability, soundness, and innovation. This identity is what makes it possible for OYAK Bank to fill out its global vision with high-quality and competitively-priced products and services and to keep its eye on achieving sustainable, real growth in whatever it does. The reorganization program that was carried out after the merger that took place on 11 January 2002 made it possible for OYAK Bank to quickly take its rightful place among Turkey’s leading banks. Its growth-focused strategy made OYAK Bank one of the banks most preferred by customers to work with in 2002. As of year-end 2002 OYAK Bank had a network of 220 branches (including a branch in Bahrain) as well as a highly developed system of physical and alternative channels of distribution including ATMs and internet and telephone banking applications. OYAK Bank provides a complete range of banking products and services to customers located all over Turkey in the corporate, commercial, and retail banking market segments. According to inflation-adjusted figures for yearend 2002, OYAK Bank had total assets worth nearly TL 3.5 quadrillion, a figure that represents a year-to-year increase of 15%. During the same period, the Bank’s total equity reached TL 414 trillion and its capital adequacy ratio was a solid 22.56%. As of the same date, OYAK Bank held a total of TL 2.8 quadrillion in deposits. OYAK Bank’s professionalism is what guides the Bank in its efforts to provide its customers with high-quality banking services. According to Moody’s, the Bank’s expertise in foreign trade financing, in corporate, commercial, and retail banking, in cash management, and in securities trading complement the bank’s ability to supply funding, its sound balance sheet, and the quality of its assets. Precisely-defined target groups and appropriately designed products and services are what are encouraging more and more companies and individuals to choose OYAK Bank with every passing day. Insightful strategies are what make it possible for customers to receive banking products and services of the highest quality possible in return for the fees and commissions that they pay. This in turn ensures a sustainable balance of customer satisfaction and loyalty. During 2002, OYAK Bank successfully marketed products in all its basic business segments and achieved substantial growth in both customer and transaction volumes. The Bank’s innovations and accomplishments have transformed banking into an easily accessible service for customers located all over the country. OYAK Bank has five subsidiaries. Three of them are located in Turkey: OYAK Yat›r›m (securities brokerage and investment services), OYAK Portföy Yönetimi (portfolio management), and OYAK Teknoloji (technology support and management). In addition it owns OYAK Anker Bank, a German bank with branches in four different cities, and OYAK European Finance, a finance institution based in Dublin. 33 OYAK annual report 2002 OYAK ANKER BANK GMBH Date of Establishment 1958 OYAK Group’s Participation 1996 Field of Activity Banking OYAK Group’s Share 100.00% www.oyakankerbank.de OYAK EUROPEAN FINANCE PLC Date of Establishment 1994 OYAK Group’s Participation 1994 Field of Activity Financial Services OYAK Group’s Share 100.00% www.oyakeuro.com OYAK Anker Bank has been an OYAK Bank subsidiary since 1996. Its headquarters are located in Koblenz and there are branches in Berlin, Bonn, Mannheim, and Augsburg. OYAK Anker Bank is a commercial bank and a member of the German Banks Association. OYAK Anker Bank is at the service of German and international customers, with a particular focus on international trade finance and retail banking. Retail banking services–especially retail loans–make up the most important component of the Bank’s activities. In 2002 the Bank began devoting more and more of its attention to international trade finance as well. As of year-end, OYAK Anker Bank had total assets of EUR 260 million, total deposits of EUR 228 million, and total loans of EUR 212 million. 34 OYAK annual report 2002 OYAK European Finance (OEF) is a financial services company based in the Dublin International Finance Center in Ireland. Since 1994 OEF has been serving customers in a variety of business lines ranging from corporate finance consultation to project financing. All of its activities are subject to Irish law. At year-end 2002 OEF had total assets of USD 71.7 million and loans amounting to USD 51.8 million on its books. OYAK PORTFÖY YÖNET‹M‹ A.fi. Date of Establishment 1997 OYAK Group’s Participation 1997 Field of Activity Portfolio Management OYAK Group’s Share 100.00% www.oyakportfoy.com.tr OYAK TEKNOLOJ‹ B‹L‹fi‹M VE KART H‹ZMETLER‹ A.fi. Date of Establishment 1967 OYAK Group’s Participation 2001 Field of Activity Information Technologies OYAK Group’s Share 99.97% www.oytek.com.tr OYAK Portföy Yönetimi a joint venture owned by OYAK Bank and OYAK Yat›r›m, was the first portfolio management company set up for the express purpose of providing customers with portfolio management services. The Company is at the service of numerous private individuals as well as institutions such as foundations whose portfolios it manages. OYAK Portföy Yönetimi registered substantial growth in 2002. As of year-end, the value of all the assets under its management topped USD 173 million. As of the third quarter of the year it ranked 10th among 53 mutual fund managers and 5th among 20 portfolio management companies who were active in the market. The Company manages a total of ten different Type A and B mutual funds that belong to OYAK, OYAK Bank, OYAK Yat›r›m, and AXA OYAK. OYAK Teknoloji is the only information technology company in the Group. Its core was a software house called YADAfi, which was acquired along with Sümerbank by OYAK in 2002. That company was reorganized and given a new identity and mission along with a new name, OYAK Teknoloji. The Company’s mission is to be a technology solution and system integration partner for all OYAK subsidiaries and to respond to their technology needs in an effective manner. OYAK Teknoloji is structured to provide services in five different primary groups: basic financial applications software, card systems and services, alternative delivery channels and corporate solutions, CRM and data warehousing, and technological services. OYAK Teknoloji develops strategic business partnerships with leading IT manufacturers and service providers in Turkey and around the world. Its customer-focused approach to service is supported by ongoing investments in advanced technology as well as by a growing team of specialists. 35 OYAK annual report 2002 OYAK YATIRIM MENKUL DE⁄ERLER A.fi. Date of Establishment 1982 OYAK Group’s Participation 1982 Field of Activity Capital market brokerage services OYAK Group’s Share 98.44% www.oyakyatirim.com.tr OYAK Yat›r›m is one of the oldest and most respected brokerage houses active in Turkey today. The OYAK Group’s first venture into financial services, the Company was founded in 1982 and ever since then it has been fulfilling its service commitments towards its customers with its market experience, its customer-focused management and business philosophy, its technological expertise, and its transaction volume. OYAK Yat›r›m has been awarded an ISO 9002 Quality Assurance System certificate. OYAK Yat›r›m has a highly diversified client base consisting of more than 70,000 customers that include Turkish and foreign private investors and international mutual funds and institutional investors for whom the Company is the premier choice when investing in today’s complex and volatile markets. OYAK Yat›r›m offers all the products and services needed in the areas of capital markets and investment banking so that investors can make sound investment decisions, precisely balancing their taste for risk versus return. The Company’s services include a wealth of in-depth research, investment consulting, brokerage services in Turkish and international markets, and mutual funds management among others. 36 OYAK annual report 2002 In late 2001, OYAK Yat›r›m took over Yaflar Yat›r›m and then OB Menkul De¤erler in 2002 as well. These consolidations of OYAK subsidiaries were part of OYAK’s strategy to pursue growth in the financial services industry and as a result of them the Company is now able to reach its customers through six branches of its own as well as through 60 OYAK Bank branches that have trading halls and act as OYAK Yat›r›m’s agent and through other OYAK Bank branches all over the country. Thanks to the synergies created by its cooperation with OYAK Bank, to the volume of customer funds entrusted to it, to an ISE trading volume worth TL 5.9 trillion, and to a 2.8% market share, OYAK Yat›r›m is a company that is advancing confidently into the future. By achieving a 138% year-on increase in the volume of the business it handles, OYAK Yat›r›m rose to first place among 15 brokerages in 2002. In addition to its physical service outlets, OYAK Yat›r›m also makes successful use of alternative channels of distribution as well, providing rapid and effective service over the internet (OYAKNET), by telephone (OYAKTEL), and through its call center (OYAKBORSA). OYAK Yat›r›m operates two mutual funds of its own. The OYAK Menkul ISE-30 Index Fund and the OYAK Menkul Type B Liquid Fund. AXA OYAK HOLD‹NG A.fi. Date of Establishment 1999 OYAK Group’s Participation 1999 Field of Activity To participate in insurance companies AXA OYAK S‹GORTA A.fi. Date of Establishment 1968 OYAK Group’s Participation 1968 Field of Activity Insurance (non-life) AXA OYAK HAYAT S‹GORTA A.fi. Date of Establishment 1995 OYAK Group’s Participation 1995 Field of Activity Insurance (life and health) OYAK Group’s Share 50.00% www.axaoyak.com.tr HALK F‹NANSAL K‹RALAMA A.fi. Date of Establishment 1991 OYAK Group’s Participation 1991 Field of Activity Leasing OYAK Group’s Share 45.82% www.halkleasing.com.tr AXA OYAK Holding was founded in 1999 for the purpose of bringing together all the insurancerelated activities of OYAK and the French AXA Group in Turkey under a single roof. Shares in two Turkish insurers (AXA OYAK and AXA OYAK Hayat), jointly-owned subsidiaries of the two groups, were turned over to the newly-formed holding company. restructuring that it completed in 2002 after which it began serving customers using the same delivery channels as its sister company AXA OYAK Sigorta. The Company conducts its business through regional and liaison offices, OYAK Bank branches, and a network of 755 agents. In 2002, the Company’s premium production amounted to TL 70 trillion. The change in the companies’ ownership structure has had a positive impact on the results of both from the standpoint of more effective use of the AXA OYAK trademark. In 2002, the two of them produced a total of TL 353 trillion in premiums. Halk Leasing is one of Turkey’s leading financial leasing companies. Its two principal shareholders are Halk Bank and OYAK. Combining the strength that arises from its partnership structure and robust capitalization with its experienced and professional staff, Halk Leasing provides domestic and foreign investors, private and public sector organizations, and industrial concerns of every size with rapid, convenient, and cost-effective leasing services. AXA OYAK Sigorta is an insurer in all branches except for life insurance. AXA OYAK Holding controls a 70.9% stake in AXA OYAK Sigorta. The Company is particularly active in the fire, shipping, accident, engineering, personal accident, legal liability, and agriculture branches. In addition to its headquarters unit in ‹stanbul, the Company has ten regional offices (‹stanbul, Corporate, Kad›köy, Bak›rköy, Ankara, ‹zmir, Bursa, Adana, Antalya, and Samsun), three liaison offices (Trabzon, Denizli, and Erzurum), and an extensive network of 1,364 agents. OYAK Bank branches are also an important distribution network for AXA OYAK Sigorta’s products and services. In 2002, the Company’s premium production amounted to TL 283 trillion. The Company’s services and support include a broad range of options ranging from multi currency transactions to shipping, and from importation to investment tax incentives. For Halk Leasing, 2002 was a year in which the Company restructured itself financially. Focusing on making collections, the Company increased its collection rate to 118%. In the economic crisis environment of 2001, Halk Leasing saw its transaction volume shrink to USD 2.5 million; in 2002, it raised it to USD 20 million. AXA OYAK Hayat Sigorta is a wholly-owned subsidiary of AXA OYAK Holding that specializes in life and health insurance products and services. In 2001 the Company embarked upon a 37 OYAK annual report 2002 Cement Group Adana Çimento Bolu Çimento Turkey’s 2nd biggest producer 34% market share in the Black Sea region Ünye Çimento Mardin Çimento 1.5 million tons/year of clinker 640 thousand tons/year of clinker 1.8 million tons/year of cement 1.3 million tons/year of cement Elaz›¤ Çimento OYSA Ni¤de Çimento 38% market share in the Eastern Anatolia region 410 thousand tons/year of clinker OYSA ‹skenderun Çimento 1 million tons/year of cement 38 OYAK annual report 2002 916 thousand tons/year of cement OYKA Ka¤›t Ambalaj One of Turkey’s biggest manufacturers of paper sacks and packaging ADANA Ç‹MENTO SANAY‹‹ T.A.fi. Date of Establishment 1954 OYAK Group’s Participation 1963 Field of Activity Production and sale of clinker and cement, ready-mix concrete OYAK Group’s Share 57.00% www.oyakcimento.com GROUP A Listed in 1991 Ticker Symbol ADANA GROUP B Listed in 1991 Ticker Symbol ADBGR GROUP C Listed in 1995 Ticker Symbol ADNAC Adana Çimento is Turkey’s second biggest cement producer with annual capacities of 2.3 million tons of clinker and 3.5 million tons of cement. The Company’s output and processes are certified by a TS-EN-ISO 9001: 2000 Quality Management System certificate and by a TS-EN-ISO 14001 Environmental Management System certificate. Its output is sold to markets both in Turkey and abroad. Adana Çimento controls a 28% share of cement production in Turkey’s Mediterranean region. Its shares of total Turkish production are 4.88% in the case of cement and 5.75% in the case of clinker. The Company owns a packaging plant in Kahramanmarafl and has 18 ready-mix concrete plants located in different provinces. Adana Çimento also manufactures fresh ready-mix plaster for sale and delivery at its plants in Adana, Mersin, and Kahramanmarafl. Responding to the contraction of its markets in Turkey during 2002, Adana Çimento turned its attentions towards foreign markets where its sales of cement increased 85% year-on while clinker sales were also up 30%. As a result, the proceeds from the Company’s export sales went from USD 29 million in 2001 to USD 40 million in 2002. For this performance, Adana Çimento was cited by Globus magazine as the years’ “Star Exporter”. Adana Çimento has completed its railway line investment, which is expected to start paying off immediately by significantly lowering the transportation costs of the raw materials and fuel needed for production as well as the shipping costs of its exports. The cement manufactured by Adana Çimento is shipped in sacks, shrink bags, sling bags, big bags, and bulk form. By means of the railway system installed at the plant, it is possible for goods to be transported to points of sale by rail as well as by highway and sea. The railway line begins at the production point and extends a total of 6.5 kilometers to the State Railways’ ‹ncirlik station. Thanks to this private line, Adana Çimento is fully connected to the national railway system through the station at ‹ncirlik. Adana Çimento enjoys a strong position in its sector thanks to its qualified workforce, its hefty production capacity, and its extensive product range. It further entrenched that position through solid growth in 2002. 39 OYAK annual report 2002 BOLU Ç‹MENTO SANAY‹‹ A.fi. Date of Establishment 1968 OYAK Group’s Participation 1969 Field of Activity Production and sale of clinker and cement, ready-mix concrete OYAK Group’s Share 53.00% www.oyakcimento.com Listed in 1986 Ticker Symbol BOLUC Bolu Çimento has an annual production capacity of 1.3 million tons of clinker and 2.6 million tons of cement. The Company has six ready-mix concrete plants, one milling and packaging plant, and two gravel plants located in different provinces in Turkey’s Black Sea region. Bolu Çimento has been awarded an TS-EN-ISO 9002 Quality Assurance System certificate. According to September 2002 figures published by Turkish Cement Manufacturers Association, Bolu Çimento is responsible for 34% of cement sales in the Black Sea region and a 5% share of such sales nationwide. Because of its physical location, Bolu Çimento has a broad sales hinterland extending from the Marmara region to the Western Black Sea and down into Central Anatolia. As a result of its pricing policy in 2002, Bolu Çimento managed to defend its market share in territories close to it, increasing its profitability by reducing the adverse impact of shipping charges on its prices. Bolu Çimento’s first priority for 2003 is to continue defending its current 57% share of cement sales in nearby territories and to pursue further growth to the extent that market conditions permit. 40 OYAK annual report 2002 ÜNYE Ç‹MENTO SAN. VE T‹C. A.fi. Date of Establishment 1969 OYAK Group’s Participation 1969 Field of Activity Production and sale of clinker and cement, ready-mix concrete OYAK Group’s Share 51.00% www.oyakcimento.com Listed in 1990 Ticker Symbol UNYEC Ünye Çimento last year significantly lowered its operating costs as a result of an investment that it completed and commissioned on 19 October 2002. The Company’s precalcination investment has resulted in a 10.7% reduction (on a foreigncurrency basis) in fixed costs while also increasing clinker production capacity to 1.5 million tons and cement production capacity to 1.8 million tons a year. The precalcination investment was begun in 1999 and completed in 2002 at a total investment cost of USD 90 million. Ünye Çimento has five ready-mix concrete plants located in different provinces as well as a pumping and packaging plant at the Limanköy port facilities in Rize and storage and loading facilities in Ünye. The Company’s production has been awarded a TS-EN-ISO 9002 Quality Assurance System certificate. 41 OYAK annual report 2002 MARD‹N Ç‹MENTO SAN. VE T‹C. A.fi. Date of Establishment 1969 OYAK Group’s Participation 1969 Field of Activity Production and sale of clinker, cement, and ready-mix concrete. OYAK Group’s Share 51.00% www.oyakcimento.com Listed in 1987 Ticker Symbol MRDIN Mardin Çimento exported goods worth USD 6.3 million, increasing the volume of its foreign sales by 12% in 2002. The Company, which has been awarded a TS-EN-ISO 9002 Quality Assurance System certificate, has an annual production capacity of 640 thousand tons of clinker and 1.3 million tons of cement. The Company has two ready-mix concrete plants located in different provinces. In addition to exporting, Mardin Çimento also makes sales to domestic markets as well. Last year the Company exported 70 thousand tons to 42 OYAK annual report 2002 Northern Iraq under the United Nations program there. In 2002, Mardin Çimento distinguished itself as a company that expanded the scope of the OYAK Cement Group’s operations, playing an influential role in the national market as well as in the markets of neighboring countries and conducting its activities within the framework of a common vision of being a respected, leading, and trusted company. Regarding the happiness of its customers and employees as one of its underlying corporate values, Mardin Çimento is a company that enjoys the admiration of the people of Mardin and is respected everywhere throughout the region. ELAZI⁄-ALTINOVA Ç‹MENTO SAN. T.A.fi. Date of Establishment 1954 OYAK Group’s Participation 1996 Field of Activity Production and sale of clinker, cement, and ready-mix concrete. OYAK Group’s Share 70% www.oyakcimento.com Elaz›¤ Çimento was originally founded as a state-owned enterprise in 1954 to supply Elaz›¤ and its neighboring provinces with the cement they needed. The Company was privatized in 1996, the year in which OYAK acquired it. As a result of a program of rehabilitation, modernization, and other investments, Elaz›¤ Çimento has become a modern plant capable of supplying the needs of Turkey’s eastern and southeastern provinces. The Company has one ready-mix concrete plant. Elaz›¤ Çimento currently makes cement using the semi-dry production system, which is very high-cost. A feasibility study was carried out in 2001 to begin a dry system project employing modern technology however the investment was postponed due to that year’s economic crisis. Work has now begun on an investment worth EUR 16.1 million to install a dry system clinker production line with a capacity of 1,500 tons a day. This modernization and quality-improvement investment is slated for completion and commissioning around the middle of 2004. When the investment comes on stream, it will reduce the Company’s clinker costs by USD 10 a ton and cement-production costs by around USD 6 a ton. a 38% market share. Completion of this new investment will further strengthen the Company’s ability to compete with factories that are already using the dry system to produce lower-cost clinker and cement. The Company’s production operations are covered by a TS-EN-ISO 9002 Quality Assurance System certificate. In 2002, Elaz›¤ Çimento registered a 24% rate of growth in its sales of ready-mix concrete. Elaz›¤ Çimento enjoys an extremely strong position in eastern Anatolia, where it commands 43 OYAK annual report 2002 OYSA-N‹⁄DE Ç‹MENTO SAN. VE T‹C. A.fi. Date of Establishment 1957 OYAK Group’s Participation 1992 Field of Activity Production and sale of clinker, cement, and ready-mix concrete. OYAK Group’s Share 42.5% www.oysanigde.com.tr Listed in 1991 Ticker Symbol NIGDE OYSA-‹SKENDERUN Ç‹MENTO SAN. VE T‹C. A.fi. Date of Establishment 1974 OYAK Group’s Participation 1992 Field of Activity Production and sale of cement and ready-mix concrete. OYAK Group’s Share 50.00% www.oysa.com.tr OYSA Ni¤de Çimento has an annual production capacity of 410 thousand tons of clinker and 916 thousand tons of cement, making it one of Turkey’s leading cement producers. The Company again posted successful results in 2002. OYSA Ni¤de Çimento’s cement manufacturing processes have been awarded a TS-EN-ISO 9002 Quality Assurance System certificate. In addition to its facilities in Ni¤de, the Company has three ready-mix concrete plants in different locations. In 2002, OYSA Ni¤de Çimento saw its profitability increase 40% as compared with the previous year while also raising its share of the Central Anatolia region market from 6.8% to 9% and of the Turkish national market from 14% to 19%. During the first half of 2003, OYSA ‹skenderun Çimento will be merged into OYSA Ni¤de Çimento under a decision that was taken in 2002 and is strategically important for the Company’s future. As a result of this merger, OYSA Ni¤de Çimento will gain significant advantages from the standpoints of capacity and lower costs, which will give additional impetus to its sales both at home and abroad and further strengthen its position 44 OYAK annual report 2002 in the sector. With the completion of the merger, the Company’s annual production capacity will increase to 415 thousand tons of clinker and 1.9 million tons of cement. In 2002, OYSA Ni¤de Çimento sold a total of 717 thousand tons of cement. OYSA ‹skenderun Çimento was originally founded in 1974. The Company has an annual cement milling capacity of 1 million tons and two readymix concrete plants in addition to its facilities in ‹skenderun. OYSA ‹skenderun Çimento production processes have been awarded a TS-EN-ISO 9002 Quality Assurance System certificate. Under a decision taken in 2002, the Company is to be merged into OYSA Ni¤de Çimento, a sister company in the OYAK Cement Group, in 2003. The Company that results from this merger will be significantly stronger in terms of its production and marketing competitiveness and from the standpoint of economies of scale. OYKA KA⁄IT AMBALAJ A.fi. Date of Establishment 1963 OYAK Group’s Participation 1963 Field of Activity Packaging materials OYAK Group’s Share 100.00% www.oyakcimento.com OYKA Ka¤›t Ambalaj is one of Turkey’s leading manufacturers of paper sacks and packaging. The Company, which has been awarded a TSEN-ISO 9002 Quality Assurance System certificate, produces a full range of paper sacks and packaging materials for cement, quicklime, and other products. OYKA Ka¤›t Ambalaj has an annual production capacity of 80 million paper sacks, making it one of the biggest manufacturers in the country. The Company, which also exports to a number of countries, is responsible for some 20% of Turkey’s paper sack production in a sector where there are five other producers and a domestic market for about 400 million paper sacks a year. 45 OYAK annual report 2002 Automotive Group OYAK Renault MA‹S Turkey’s leading automobile exporter Turkey’s biggest automobile sales network 170,000 vehicles a year production capacity 17.6% share of the domestic market OMSAN Lojistik The leader of Turkey’s automobile market since 1998 Combined highway, sea, and air transport Integrated service in the European Union Goodyear OYAK’s first subsidiary Turkey’s leading tire manufacturer A global experience of more than a century 46 OYAK annual report 2002 OYAK RENAULT OTOMOB‹L FABR‹KALARI A.fi. Date of Establishment 1969 OYAK Group’s Participation 1969 Field of Activity Manufacturing of Renault automobiles and their spare parts OYAK Group’s Share 49.00% www.renault.com.tr OYAK Renault is the export champion of Turkey’s automotive industry. Operating under a license from the French automotive giant Renault, the Company has been manufacturing motor cars, engines, components, and spare parts since 1971, the year it commenced production with an annual capacity of 20,000 vehicles. Today the Company can turn out 700 vehicles a day and 170,000 vehicles a year. Due to the extraordinary contraction experienced in the domestic market in 2002, OYAK Renault continued to give emphasis to its foreign markets. The Company sold a total of 100,191 automobiles in 2002, 87,219 of which were shipped abroad. As a result of this excellent international sales performance, OYAK Renault once again ranked first in 2002 as Turkey’s leading exporter of automobiles. The quality of OYAK Renault’s production and processes was demonstrated when the Company was awarded both an ISO 9001 Quality Assurance System certificate and an ISO 14001 Environmental Management System certificate in 1996. The Company exports a substantial portion of its output to world markets, many of which are western European countries. Indeed OYAK Renault’s export performance is the best possible proof that the Company’s production meets world standards. The Company’s plant, which is located in Bursa, consists of two separate units: one assembles bodies and the other manufactures engines and transmission elements. 47 OYAK annual report 2002 MA‹S MOTORLU ARAÇLAR ‹MAL VE SATIfi A.fi. Date of Establishment 1968 OYAK Group’s Participation 1968 Field of Activity Sale and after-sale services for Renault motor vehicles OYAK Group’s Share 51.00% www.renault.com.tr MA‹S is the Turkish general distributor for Renault automobiles. With six branches (located in ‹stanbul, Ankara, ‹zmir, Bursa, Adana, and Diyarbak›r) and with an authorized dealership network that reaches everywhere in the country, MA‹S is Turkey’s biggest automobile sales network. A total of 94,898 automobiles were sold in the Turkish market in 2002. 16,716 of them were sold by MA‹S, giving it a 17.6% share of the domestic market. The Clio Symbol once again finished the year as the automobile most sold in Turkey, just as it did in 2001. In 2001, 8,071 of these vehicles were sold, giving them a market share of 8.5%. With the inclusion of commercial vehicles as well, MA‹S sold a total of 21,858 units in 2002. MA‹S has not surrendered its leadership of Turkey’s automobile market since 1998. In 2002 it continued to strengthen its position through investments and by providing products, sales, and after-sale services that fully addressed customers’ needs. 48 OYAK annual report 2002 OMSAN LOJ‹ST‹K A.fi. Date of Establishment 1978 OYAK Group’s Participation 1978 Field of Activity Logistical services; national and international highway, air, and sea transport. OYAK Group’s Share 100.00% www.omsan.com.tr GOODYEAR LAST‹KLER‹ T.A.fi. Date of Establishment 1961 OYAK Group’s Participation 1962 Field of Activity Production of tires and inner tubes; manufacturer of tread rubber OYAK Group’s Share 11.48% www.goodyear.com.tr Listed in 1986 Ticker Symbol GOODY OMSAN Lojistik is one of Turkey’s leading transport companies, providing integrated highway, sea, and air transport services with a fleet of 550 dry bulk carriers, automobile carriers, and cement carriage trucks. new areas of operation. OMSAN Lojistik ranked among the top companies cited by the newspaper Dünya as “the year’s most successful companies in their individual sectors” survey that it conducts every year. Having developed its strategy of providing integrated services in the European Union, OMSAN Lojistik has set up a new subsidiary in Bulgaria called OMSAN Lojistik EOOD. Bulgaria is set to become a full member of the EU in 2007 and the country is an important link in OMSAN Lojistik’s chain of investments aimed at achieving integration and competitive strength in Europe. OMSAN Lojistik also has two other European subsidiaries–OMSAN GmbH in Germany and OMSAN SARL in France–and a liaison office in the Italian port city of Trieste. During 2002 OMSAN Lojistik entered into a cooperation agreement with Transfesa, Europe’s leading logistic services company. This agreement will further strengthen the Company’s ability to provide services at the global level. All of OMSAN Lojistik’s processes and activities have been audited and awarded an ISO 9002 Quality Assurance System certificate. Goodyear is a joint venture set up by Goodyear USA and OYAK. The Company also has the distinction of being OYAK’s first subsidiary and its stock has been trading on the ISE National Market since 1986. Goodyear has two plants, one in ‹zmit and the other in Adapazar›, in which it manufactures tires for automobiles, trucks, pickups, buses, minibuses, tractors, and heavy-duty equipment as well as tread rubber for use in tire rebuilding. Despite the condition of recession that has been plaguing the Turkish economy, OMSAN Lojistik continued to grow in 2002. The Company ranks among its sector’s trailblazers from the standpoints of volume of business handled and of the quality of its products and services. In 2002 OMSAN Lojistik turned its attentions to private transport services. The Company is also involved in feasibility studies looking into possible 49 OYAK annual report 2002 Food and Chemicals Group HEKTAfi TUKAfi The leader of the agricultural chemicals market A leader in its sector Distributor for Dupont, FMC, and Uniroyal Chemical 300 products and an HACCP total quality system Nearly 200 products Production capacity of 130 thousand tons/year Products suitable for organic farming Exports to 51 countries TAM G›da ET‹ Pazarlama Manufacturer of ET‹, one of Turkey’s most venerable food brands A leading company in its sector 50 OYAK annual report 2002 Exports to five continents HEKTAfi T‹CARET T.A.fi. Date of Establishment 1956 OYAK Group’s Participation 1963 Field of Activity Manufacturing and sale of agricultural chemicals OYAK Group’s Share 53.81% www.hektas.com.tr Listed in 1986 Ticker Symbol HEKTS HEKTAfi has been manufacturing, importing, and selling agricultural chemicals essential for farming since 1956. The Company is also the Turkish distributor for such world giants as Dupont, FMC, and Uniroyal Chemical. HEKTAfi has a diversified product line of nearly 200 chemicals. It is also involved in a number of activities to support organic farming, the produce of which has been enjoying a rising tide of consumer demand in recent years. HEKTAfi has already put out fifteen new products in this category. The Company plans to further expand its product line with the introduction of veterinary pharmaceuticals in 2003. Despite the difficulties besetting the Turkish economy last year, HEKTAfi managed to post a profit in excess of its target by means of costcutting made possible by the short, medium, and long-term measures it has been taking. HEKTAfi is the leader of its sector, a position it enjoys thanks to the enduring confidence that its customers have in it. The Company produced a total of 10,603 tons in 2002 and sold 10,725 tons. HEKTAfi’s market share continues on the rising trend it has been following in recent years and has reached 21.1%. The Company’s activities and processes have been awarded an ISO 9001 Quality Assurance System certificate. The correct use of agricultural chemicals is of crucial importance from the standpoint of agricultural productivity. In keeping with its own acknowledged social responsibilities, every year HEKTAfi provides thousands of dealers and farmers with information about agricultural chemicals in order to be certain that those who sell its products and those who use them are knowledgeable. HEKTAfi has production facilities in Gebze and fianl›urfa and it operates through seven regional departments. 51 OYAK annual report 2002 TUKAfi GIDA SAN. VE T‹C. A.fi. Date of Establishment 1962 OYAK Group’s Participation 1967 Field of Activity Production and sale of canned goods, pickles, ketchups, mayonnaises, jams and jellies and instant dried foods OYAK Group’s Share 72.00% www.tukas.com.tr Listed in 1994 Ticker Symbol TUKAS TUKAfi is a strong leader of Turkey’s processed foods sector has been in business for more than four decades. Founded in 1962, TUKAfi joined the OYAK Group in 1967. As a member of OYAK, a powerful group of companies that actively contribute to our country’s economic and social life, TUKAfi has continued to pile up success upon success in the years since. TUKAfi’s headquarters are located in ‹zmir and the Company has production facilities in Turgutlu, Torbal›, and Manyas. Its factories’ processes have been awarded ISO 9001 and HACCP total quality system certificates. TUKAfi’s product line consists of approximately 300 different items including tomato paste, canned fruits and vegetables, ketchups, ready-to-eat foods, pickles, honey, jams and jellies, cheeses, butter, olives, mayonnaise, sauces, and instant dried foods. Currently undergoing a process of radical change and renovation, TUKAfi continued to grow in 2002 while further increasing its brand strength and product category market shares. The modernization of the Manyas plant, which was acquired in December 2001, has been completed and the 52 OYAK annual report 2002 plant commenced operation in May 2002. The Manyas plant has made it possible for the Company’s total production capacity to reach about 130,000 tons a year, which amounts to a 76% increase in its overall output. Product research and development efforts continued in 2002, a year in which sixty new products were added to the Company’s product line and supplied to market. Efforts to further develop marketing activities have resulted in increased brand strength and market shares for individual products. As of year-end 2002, TUKAfi ranked among the top three companies from the standpoint of market share in every product category in which it was active. Sales in 2002 were up year-on 109% in terms of their Turkish lira value and 58% in terms of tonnage. TUKAfi has also been as energetic in exports as it is in the domestic market. The number of countries to which the Company sells its goods has reached 51. Customer-focused and innovative, TUKAfi is one of Turkey’s food industry pioneers. In a competition conducted by Tüketici Raporu, the Consumer Report, TUKAfi received the 2002 golden award for consumer-friendliness in the foods category. TAM GIDA SAN. VE T‹C. A.fi. Date of Establishment 1980 OYAK Group’s Participation 1982 Field of Activity Manufacture of biscuits, crackers, cakes etc. OYAK Group’s Share 29.09% www.tamgida.com.tr ET‹ PAZARLAMA VE SAN. A.fi. Date of Establishment 1981 OYAK Group’s Participation 1982 Field of Activity Marketing and distribution of biscuits, crackers, cakes etc. OYAK Group’s Share 26.00% www.etipazarlama.com.tr TAM G›da manufactures biscuits, crackers, chocolate products, creams, and specialties under the “ET‹” brand name as well as a line of health products. ET‹ Pazarlama a leading marketer of foods, handles the sale and distribution of TAM G›da products. The Company significantly increased its market share in 2002. During 2002 the Company expanded its product line while also increasing production quantities in response to a resurgence in domestic market demand. As a company with great export potential, ET‹ Pazarlama gives particular importance to foreign markets. During 2002 ET‹ Pazarlama sold and marketed the full line of ET‹ products through distributors located in about 50 countries on five continents. 53 OYAK annual report 2002 Services Group OYAK ‹nflaat OYTAfi From housing to industrial plants Expertise in foreign trade Zirvekent Housing Project 21st-century construction techniques Leading trader in coal and petrocoke OYAK Savunma ve Güvenlik Hizmetleri OYAK Turizm Security services Serving national and international customers Transporting cash, negotiable instruments, and valuables IATA member Electronic and physical security systems Class A travel agent OYAK Enerji OYAK Konut Real estate development Contemporary Houses Project 54 OYAK annual report 2002 OYPA OYAK ‹NfiAAT A.fi. Date of Establishment 1982 OYAK Group’s Participation 1982 Field of Activity Project, construction, and installation works for any kind of building OYAK Group’s Share 75.00% www.oyakinsaat.com.tr OYAK ‹nflaat is the OYAK Group’s construction company. Founded in 1982, OYAK ‹nflaat undertakes the design and the construction and installation works for all types of construction projects including housing, hospitals, industrial plants, touristic facilities, and military facilities. In addition to being the prime contractor for the Social Security Corporation, the Company is also successfully conducting its own Zirvekent project to build housing for the general market. The third phase of this project, consisting of 192 units, was launched in 2002 and the homes are slated for completion during 2004. OYAK ‹nflaat has the organizational talent and capacity to make use of advanced 21st-century construction techniques such as prefabrication, tunnel molds, and steel construction as well as classical construction systems and it has been devoting more and more attention to this new area. OYAK ‹nflaat is also pursuing its efforts to undertake projects outside Turkey as part of its efforts to become an international contractor. The Company’s activities and processes have been awarded an ISO 9001-2000 certificate. 55 OYAK annual report 2002 OYTAfi ‹Ç VE DIfi T‹C. A.fi. Date of Establishment 1974 OYAK Group’s Participation 1974 Field of Activity Domestic and international trade OYAK Group’s Share 100.00% www.oytas.com.tr OYTAfi is a foreign trade company that specializes in exploiting the OYAK Group’s import and export potential. The Company engages in all forms of foreign trade and has commanded a respected position in its sector for more than a quarter of a century thanks to its expertise and professionalism in import/export and to its skilled personnel. OYTAfi’s services all have ISO 9002 certification. In imports, OYTAfi is the leading company in Turkey in the business of importing and selling coal for heating purposes and petrocoke. The Company also procures the coal and other materials needed by OYAK Group cement companies, seeking out suitable sources and buying high-quality goods under the most economical conditions possible. In 2002 OYTAfi exported 779,123 tons of clinker and 514,579 tons of cement. The Company also sold a total of 1.3 million paper sacks manufactured by its sister company OYKA Ka¤›t Ambalaj. 56 OYAK annual report 2002 OYAK TUR‹ZM VE T‹C. A.fi. Date of Establishment 1989 OYAK Group’s Participation 1989 Field of Activity Tourism and trade in all relevant goods and supplies OYAK Group’s Share 100.00% www.oyaktur.com.tr OYAK Turizm conducts its activities under the OYAK guarantee of quality, employing a young and dynamic team and professional managers to provide painstaking, top-notch service. The Company posted successful results in 2002, a year in which it renovated its information systems in order to serve its customers better and increase its market share. OYAK Turizm’s reorganization has also been completed. OYAK Turizm’s principal services include domestic and international flight bookings and organizing national and international events such as congresses, conferences, seminars, courses, and company and dealers’ meetings. The Company also operates the sports facilities at Zirvekent in Ankara. OYAK Turizm is a member of IATA and holds a Class A travel agency license. In 2002 OYAK Turizm opened a new reservation office inside the Fenerbahçe Officers’ Club in ‹stanbul. The Company is well on its way towards its goal of becoming one of the leaders of the Turkish tourism industry. 57 OYAK annual report 2002 OYAK SAVUNMA VE GÜVENL‹K S‹STEMLER‹ A.fi. Date of Establishment 2000 OYAK Group’s Participation 2000 Field of Activity Security services OYAK Group’s Share 100.00% www.oyakguvenlik.com.tr OYAK Savunma ve Güvenlik Sistemleri is a private security company. It was founded in 2000 to provide solutions for OYAK Group members and for Turkish and foreign companies interested in receiving quality-guaranteed service in the areas of security, transport of cash and valuables, consultancy, and investigations and intelligence. The Company quickly and successfully completed its startup phase after which it began serving its customers. It showed a profit in 2002. Originally founded as OYAK Güvenlik (OYAK Security), the Company was renamed OYAK Savunma ve Güvenlik Sistemleri (OYAK Defense and Security Systems) in December 2002. In 2003 the Company plans to devote more attention to projects related to the setting up of electronic and physical security systems while continuing to rapidly increase both the size of its customer portfolio and the range of its products and services. 58 OYAK annual report 2002 OYAK KONUT ‹NfiAAT A.fi. Date of Establishment 2002 OYAK Group’s Participation 2002 Field of Activity Housing project development and management OYAK Group’s Share 100.00% OYAK Enerji OYAK ENERJ‹ SAN. VE T‹C. A.fi. Date of Establishment 2002 OYAK Group’s Participation 2002 Field of Activity Energy production-distribution OYPA OYAK BÜYÜK MA⁄AZACILIK A.fi. Date of Establishment 1998 OYAK Group’s Participation 1998 Field of Activity retailing and wholesaling OYAK Group’s Share 100.00% OYAK Group’s Share 100.00% OYAK Konut is a new subsidiary founded by OYAK in 2002 and is active in the design and management of housing and land development projects. OYAK Konut’s highest-priority mission is to develop housing projects for OYAK members and for the general market. One of its goals is to make every OYAK member a homeowner. The Company is currently managing the OYAK Ça¤dafl Evler (OYAK Contemporary Houses) project that it inaugurated a few years ago. OYAK firmly believes in the crucial importance that the energy sector has for our country, regarding it as a business that will be providing many new opportunities in the near future. OYAK Enerji is currently involved in a number of projects to identify which areas it will be serving. As soon as these are finalized, its organization will be set up and the Company will commence operations. In keeping with OYAK’s primary mission of ensuring that its members can enjoy a modern and comfortable standard of living in their retirement years, OYAK Konut is also working together with OYAK on developing a long-term, low-cost mortgage financing model. OYAK Enerji was founded in 2002 by OYAK to seek out opportunities to exploit the great potential in Turkey’s energy sector and to develop and carry out projects to transform that potential into added value. OYPA is one of the oldest retail chains in Turkey. Originally founded in 1963 to own and operate military commissaries, the Company was transformed into a joint-stock company in 1998. As OYPA failed to achieve a desirable level of profitability, OYPA’s commercial activities were suspended in the third quarter of 2002 by a decision taken at an extraordinary shareholders meeting and the Company was put into dormancy. 59 OYAK annual report 2002 Board of Directors 1 2 3 4 5 6 7 1 Y. Selçuk Saka (Ret.) Lieutenant General Chairman 2 ‹brahim Aç›kmefle Major General Gendarmerie Board Member 3 Cevat Temel Özkaynak Major General Board Member 4 Bekir Ata Y›lmaz Air Force Brigadier General Board Member 5 Mehmet Tafl Brigadier General Board Member 6 Nafiz Kartal Rear Admiral Board Member 7 Lütfi Fikret Tuncel Board Member 8 fierif Coflkun Ulusoy, Ph.D. CEO and Board Member Sabri Demirezen Brigadier General Board Member Resigned on 13 August 2002. 8 Board of Auditors 1 Ahmet Feyyaz Ö¤ütcü Rear Admiral (UH) Member 2 Haydar Gezmifl Member Ekrem Keskin, Ph.D. Member 1 60 OYAK annual report 2002 2 Executive Management 1 2 4 1 fierif Coflkun Ulusoy, Ph.D. Chief Executive Officer 2 Caner Öner, Ph.D. Executive Vice President Investments and Information Systems 3 Dr. Ayd›n Müderriso¤lu Executive Vice President New Business Development 4 Hülya Atahan Executive Vice President Financial and Administrative Affairs 5 Ergün Oktay Okur Executive Vice President Member Services 6 Celalettin Ça¤lar Head of Cement and Automotive Groups 3 5 6 61 OYAK annual report 2002 Denetim Serbest Mali Müflavirlik A.fi. ‹ran Caddesi 33/4 06700 Gaziosmanpafla - Ankara Türkiye Tel: (312) 427 62 35 Faks: (312) 427 62 02 www.deloitte.com.tr ORDU YARDIMLAfiMA KURUMU (ARMED FORCES PENSION FUND) INDEPENDENT AUDITORS' REPORT FOR THE YEAR ENDED 31 DECEMBER 2002 1. We have audited the accompanying balance sheet of Ordu Yard›mlaflma Kurumu (Armed Forces Pension Fund) (‘OYAK – the ‘Institution’) as at 31 December 2002 and the related statement of income for the year then ended. These financial statements are the responsibility of the Institution’s management. Our responsibility is to express an opinion on these financial statements based on our audits. 2. We conducted our audits in accordance with International Standards on Auditing. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. 3. Under the terms of the existing social legislation in Turkey and the labor union agreement, the Institution is required to make lump-sum payments to employees whose employment is terminated due to retirement or for reasons other than resignation or misconduct. However, as of December 31, 2002 the Institution did not provide a reserve for the retirement pay liability of TL 2,266 billion (31 December 2001: TL 1,724 billion) since such reserve is not compulsory under the Uniform Chart of Accounts. (Note: 18) 4. As of December 31, 2002, the Institution did not provide a reserve for the Civilian Defence Fund liability, amounting to TL 2,473 billion (31 December 2001: TL 2,972 billion) in the accompanying financial statements (Note: 17). 5. The banks operating in Turkey have to eliminate the effects of inflation from their financial statements according to the International Accounting Standards and during profit distribution, inflation adjusted profit has to be taken as basis according the decisions taken by Banking Regulation and Supervision Agency (BRSA) in 2002. According to the regulations of Law published on 31.01.2002 in the Official Gazette which amends Law Number: 4389, bank’s financial statements as of 31.12.2001 were subject to a special independent audit with an enlarged scope. According to the results of the independent audit, the financial statements of the Bank which were the basis of the dividend income accrual have changed. As a result, the total dividend income of TL 148,776 Billion from Oyakbank and Sümerbank decreased to TL 123,468 Billion. The difference of TL 25,308 Billion was recorded as ‘Inflation Accounting Difference’ under the participations account in the accompanying financial statements by considering the profit distribution 62 OYAK annual report 2002 principles stated in the Turkish Commerce Law (Note: 10b). Same accounting method is applied for the difference of TL 25,542 Billion arose by the end of the year 2002 (Note:10b). These dividends gained according to the principles of Turkish Commerce Law are recorded to the ‘Retained Earnings’ account in the statutory financial statements of the Oyak Bank A.fi and uncertainty about the distribution of these dividends in the future periods from Oyak Bank A.fi. is still continuing as of the reporting date. 6. The commercial operations of Oyak Büyük Ma¤azac›l›k Ticaret A.fi (OYPA), which is a subsidiary of OYAK with a cost value of TL 30,755 Billion as of 31.12.2002, is decided to be suspended at the Extraordinary General Meeting of the Institution on 5 October 2002, due to the continuing losses. According to this decision, commercial operations of OYPA are stopped and liquidation for the stores is still in process. Agreements for the transfer of stores are in the signing stage with Migros Türk A.fi for the 11 stores for an amount of USD 5.6 Million, and Gima T.A.fi for the 2 stores for an amount of USD 770 Thousand. Nature of future commercial operations and last financial position of OYPA are still uncertain by the reporting date. 7. In our opinion, except for the effects of the matters discussed in the paragraphs above, the financial statements referred above present fairly, in all material respects, the financial position of the Ordu Yard›mlaflma Kurumu (Armed Forces Pension Fund) as of 31 December 2002 and the results of its operations for the year then ended in accordance with the rules and principles indicated in Law of Oyak (Law Number 205 "the Code"- Note 1) and generally accepted accounting principles in Turkey. Ankara, 3 March 2003 DENET‹M SERBEST MAL‹ MÜfiAV‹RL‹K A.fi. Member Firm of DELOITTE TOUCHE TOHMATSU Bülent BEYDÜZ Partner Translated from Turkish original 63 OYAK annual report 2002 OYAK ORDU YARDIMLAfiMA KURUMU (ARMED FORCES PENSION FUND) BALANCE SHEETS AS AT 31 DECEMBER 2002 AND 2001 (Billion TL) I. CURRENT ASSETS A. Cash and Cash Equivalents 1. Cash 2. Banks 3. Cheques Given and Payment Orders (-) 4. Other cash equivalents B. Marketable Securities 1. Share Certificates 2. Private Sector Notes, Bonds and Bills 3. Public Sector Notes, Bonds and Bills C. Short Term Trade Receivables 1. Receivables from Retired Members 2. Receivab. from Govern. Finan. Offices and Serv. Borr. 3. Dividends Receivable 4. Other Trade Receivables 5. Doubtful Trade Receivables D. Other Receivables 1. Receivables from Participations 2. Receivables from Subsidiaries 3. Investments with Social Purposes 4. Receivables from the Personnel 5. Other Various Receivables E. Inventories 1. Raw material 2. Trade Goods F. Short Term Prepaid Expenses and Income Accruals 1. Prepaid Expenses 2. Income Accruals G. Other Current Assets 1. VAT Carry-forward 2. VAT Deductible 3. Job Advances 4. Personnel Advances 5. Other Current Assets II. NON CURRENT ASSETS A. Trade Receivables 1. Deposits and Guarantees B. Financial Non-Current Assets 1. Participations 2. Capital Commitments to Participations 3. Subsidiaries 4. Capital Commitments to Subsidiaries 5. Other Financial Non-Current Assets C. Fixed Assets 1. Land 2. Buildings 3. Machinery and Equipment 4. Vehicles 5. Furnitures and Fixtures 6. Other Tangible Fixed Assets 7. Accumulated Depreciation 8. Construction in Progress D. Intangibles 1. Rights 2. Leasehold Improvements 3. Accumulated Depreciation E. Other Non-Current Assets TOTAL ASSETS Housing Pre-Accumulation Fund Retirement Income System Based On Donations TOTAL ASSETS INCLUDING FUNDS 64 OYAK annual report 2002 TECHNICAL ASSETS 31.12.2002 TECHNICAL ASSETS 31.12.2001 1,012,162 592,600 28 592,442 (26) 156 153,739 16,943 1,332 135,464 134,364 1,215 841 120,467 2,580 9,261 94,198 1 16,528 77,517 152 1,396 71 1,325 31,883 9 31,874 3,982 3,739 25 218 811,693 426,921 23 427,114 (325) 109 12,396 1,435 10,961 294,956 1,163 1,050 282,160 10,145 438 71,439 2 253 71,027 157 1,476 35 1,441 2,713 4 2,709 1,792 1,780 12 766,055 725,407 138,754 586,653 39,367 7,366 31,141 944 71 2,414 2 (3,399) 828 1,274 72 1,380 (178) 7 446,241 418,609 91,481 327,128 26,380 6,728 19,008 854 41 1,149 2 (1,980) 578 1,247 1,380 (133) 5 1,778,217 1,257,934 127,568 156,659 52,605 69,555 2,062,444 1,380,094 OYAK ORDU YARDIMLAfiMA KURUMU (ARMED FORCES PENSION FUND) BALANCE SHEETS AS AT 31 DECEMBER 2002 AND 2001 (Billion TL) TECHNICAL LIABILITIES 31.12.2002 TECHNICAL L LIABILITIES 31.12.2001 8,973 1,698 1,282 279 137 1,293 1 543 1 748 505 232 115 158 381 381 4,982 4,750 232 114 9 105 7,937 820 598 120 102 835 2 307 1 525 410 203 74 133 160 160 5,618 5,524 94 94 94 - 579 579 579 - 1,214 1,214 1,214 - III. EQUITY A. Reserves B. Revaluation Funds C. Profit 1. Current Year Income D. Capitals of Army Markets 1,768,665 1,273,974 494,691 494,691 - 1,248,783 654,401 594,382 594,382 - TOTAL LIABILITIES 1,778,217 1,257,934 127,568 156,659 52,605 69,555 2,062,444 1,380,094 I. SHORT TERM LIABILITIES A. Trade Payables 1. Suppliers 2. Payables to Members 3. Payables to Financial Offices 4. Deposits and Guarantees Taken B. Other Payables 1. Payables to Participations 2. Payables to Subsidiaries 3. Payables to Personnel 4. Other Miscellaneous Payables C. Advances Received 1. Resources for House Constructions D. Taxes and Other Liabilities Payable 1. Taxes and Funds Payable 2. Social Security Deductions Payable 3. Other Liabilities Payable E. Reserves 1. Reserves for Taxes 2. Other Reserves F. Deferred Income and Expense Accruals 1. Short Term Deferred Income 2. Expense Accruals G. Other Short Term Liabilities 1. Current Accounts of Headquarter and Branches 2. Count Differences 3. Other Short Term Liabilities II. LONG TERM LIABILITIES A. Trade Payables 1. Deposits and Guarantees Taken B. Deferred Income and Expense Accruals 1. Long Term Deferred Income C. Retirement Pay Liabilities Housing Pre-Accumulation Fund Retirement Income System Based On Donations TOTAL LIABILITIES INCLUDING FUNDS 65 OYAK annual report 2002 OYAK ORDU YARDIMLAfiMA KURUMU (ARMED FORCES PENSION FUND) INCOME STATEMENTS FOR THE YEARS ENDED 31 DECEMBER 2002 AND 2001 (Billion TL) TECHNICAL INCOME 31.12.2002 TECHNICAL INCOME 31.12.2001 A. Investment Income 1. Income from Participations 2. Income from Subsidiaries 3. Rent Income 4. Income from Placements B. Income from Social Investments 1. Income from Army Markets 2. Loan Lending Assis. and Commodity Credits Inc. 3. Housing Aid Income C. Other Income 1. Interest and Commissions Income 2. Other Income D. Revaluation Funds 391,348 47,384 102,091 5,655 236,218 31,356 1,757 12,725 16,874 37,838 2,101 35,737 59,346 530,012 75,345 207,908 4,637 242,122 19,407 1,645 5,421 12,341 12,872 2,692 10,180 45,817 TOTAL INCOME 519,888 608,108 E. Administrative Expenses 1. Personnel Expenses 2. Legal Branch Expenses 3. Office Expenses 4. Fixed Assets Expenses 5. Miscellaneous Expenses 6. Social and Cultural Expenses 7. Depreciation Expenses F. Financial Expenses 1. Bank Commission Expenses 2. Share Certificate Commissions and Expenses 3. Other Financial Expenses G. Real Estate Operational Expenses H. Other Expenses (18,339) (11,025) (213) (1,195) (363) (4,320) (571) (652) (1,120) (288) (697) (135) (396) (2,668) (11,416) (7,657) (151) (740) (201) (2,024) (373) (270) (434) (282) (152) (313) (162) TOTAL EXPENSES (22,523) (12,325) OPERATIONAL INCOME 497,365 595,783 (2,674) (1,401) I. Technical Income/(Expense), net J. Civilian Defense Fund NET CURRENT YEAR PROFIT 66 OYAK annual report 2002 - - 494,691 594,382 Directory ORDU YARDIMLAfiMA KURUMU Ziya Gökalp Cad. No: 64 06600 Kurtulufl/Ankara-TURKEY Phone: (90 312) 415 60 00 Fax: (90 312) 432 27 05 www.oyak.com.tr Financial Services OYAK BANK A.fi. Phone (90 212) 335 10 00 Fax (90 212) 335 20 05 Eski Büyükdere Cad. Ayaza¤a Köy Yolu No: 6 Maslak 34398 fiiflli/‹stanbul-TURKEY AXA OYAK A.fi. Phone (90 212) 334 24 24 Fax (90 212) 249 48 28 Meclisi Mebusan Cad. OYAK ‹fl Han› No: 81 34433 Sal›pazar›/‹stanbul-TURKEY OYAK YATIRIM MENKUL DE⁄ERLER A.fi. Phone (90 212) 319 12 00 Fax (90 212) 351 05 99 Ebulula Cad. F-2 C Blok Akatlar 34335 Levent/‹stanbul-TURKEY HALK F‹NANSAL K‹RALAMA A.fi. Phone (90 212) 230 92 48 Fax (90 212) 246 63 79 - 230 46 69 19 May›s Cad. Golden Plaza No: 1 Kat: 2 34360 fiiflli/‹stanbul-TURKEY OYAK PORTFÖY YÖNET‹M‹ A.fi. Phone (90 212) 216 41 44 Fax (90 212) 216 31 52 Keskinkalem Sok. No: 13 Esentepe 34394 fiiflli/‹stanbul-TURKEY OYAK TEKNOLOJ‹ B‹L‹fi‹M VE KART H‹ZMETLER‹ A.fi. Phone (90 212) 339 23 00 Fax (90 212) 339 23 17-22 Büyükdere Cad. Polat Plaza Ali Kaya Sok. No: 4 A Blok Levent /‹stanbul-TURKEY Cement ADANA Ç‹MENTO SAN. T.A.fi. Phone (90 322) 332 99 50 Fax (90 322) 332 95 01- 332 97 32 Ceyhan Yolu Üzeri 01321 Adana-TURKEY MARD‹N Ç‹MENTO SAN. VE T‹C. A.fi. Phone (90 482) 226 64 30 Fax (90 482) 226 64 36-37 Savuryolu 6. Km. 47019 Mardin-TURKEY BOLU Ç‹MENTO SAN. A.fi. Phone (90 374) 226 50 60 Fax (90 374) 226 50 68 - 69 Mengen Yolu Üzeri 14001 Çaydurt/Bolu-TURKEY ELAZI⁄-ALTINOVA Ç‹MENTO SAN. T.A.fi. Phone (90 424) 224 39 21 Fax (90 424) 224 16 70 K›z›lay Mah. Kaz›m Karabekir Cad. No: 12 23200 Elaz›¤-TURKEY ÜNYE Ç‹MENTO SAN. VE T‹C. A.fi. Phone (90 321) 321 11 00 Fax (90 321) 321 11 30 Devlet Sahil Yolu, Cevizdere Mevkii 52301 Ünye/Ordu-TURKEY OYSA-N‹⁄DE Ç‹MENTO SAN. VE T‹C. A.fi. Phone (90 388) 232 36 30 Fax (90 388) 232 36 34-232 09 83 Hac› Sabanc› Bulvar› 51270 Ni¤de-TURKEY OYSA ‹SKENDERUN Ç‹MENTO SAN. VE T‹C. A.fi. Phone (90 326) 654 25 10 Fax (90 326) 654 25 00 Karay›lan Beldesi Bitifli¤i 31201 ‹skenderun-TURKEY OYKA KA⁄IT AMBALAJ A.fi. Phone (90 322) 332 92 40 Fax (90 322) 332 94 26 Ceyhan Yolu Üzeri 11. km Adana Çimento Fabrikas› ‹çi 01321 Adana-TURKEY 67 OYAK annual report 2002 Automotive OMSAN LOJ‹ST‹K A.fi. Phone (90 216) 458 55 55 Fax (90 216) 458 54 54 Tugay Yolu No: 10 Maltepe 34846 Cevizli/‹stanbul-TURKEY GOODYEAR LAST‹KLER‹ T.A.fi. Phone (90 212) 329 50 00 Fax (90 212) 276 62 25 Büyükdere Cad. Maslak Meydan› No: 41 34398 Levent/‹stanbul-TURKEY TAM GIDA SAN. VE T‹C. A.fi. Phone (90 222) 236 00 09 Fax (90 222) 236 03 49 Organize Sanayi Bölgesi 26110 Eskiflehir-TURKEY ET‹ PAZARLAMA VE SAN. A.fi. Phone (90 212) 325 21 71 Fax (90 212) 325 22 60 Gültepe Mah. Harman Cad. Ali Kaya Sok. Polat Plaza B Blok No: 2 Kat: 7-8 34394 1. Levent/‹stanbul-TURKEY OYAK ‹NfiAAT A.fi. Phone (90 312) 286 53 10 Fax (90 312) 286 49 96 Eskiflehir Devlet Yolu No: 6 Sö¤ütözü Mevkii 06520 Befltepe/Ankara-TURKEY OYAK SAVUNMA VE GÜVENL‹K S‹STEMLER‹ A.fi. Phone (90 312) 232 06 88 Fax (90 312) 231 15 34-231 15 67 Necatibey Cad. OYAK ‹fl Merkezi No: 51/30 K›z›lay/Ankara-TURKEY OYAK ENERJ‹ SAN. VE T‹C. A.fi. Polat Plaza Ali Kaya Sok. No: 4 A Blok Levent/‹stanbul-TURKEY OYTAfi ‹Ç VE DIfi T‹C. A.fi. Phone (90 212) 293 42 10 Fax (90 212) 293 42 20–21 Kemeralt› Cad. No: 28 K: 2-3 80030 Karaköy/‹stanbul-TURKEY OYAK KONUT ‹NfiAAT A.fi. Phone (90 212) 324 54 54 Fax (90 212) 324 54 59 Polat Plaza Büyükdere Cad. Ali Kaya Sok. No: 4 Kat:10 34394 4. Levent/‹stanbul-TURKEY OYAK RENAULT OTOMOB‹L FABR‹KALARI A.fi. Phone (90 212) 326 44 44 Fax (90 212) 326 44 66 Barbaros Plaza, Emirhan Cad. No: 145/C 80700 Dikilitafl/‹stanbul-TURKEY MA‹S MOTORLU ARAÇLAR ‹MAL VE SATIfi A.fi. Phone (90 212) 316 66 66 Fax (90 212) 268 04 20 Büyükdere Cad. No: 175 34394 Levent/‹stanbul-TURKEY Food-Chemicals HEKTAfi T‹C. T.A.fi. Phone (90 262) 751 14 12 751 37 40-41 Fax (90 262) 751 14 22 Gebze Organize Sanayi Bölgesi ‹hsan Dede Cad. 700. Sok. Gebze/Kocaeli-TURKEY TUKAfi GIDA SAN. VE T‹C. A.fi. Phone (90 232) 445 97 77 Fax (90 232) 482 12 22 Nadir Nadi Cad. No.15/1 35260 Konak/‹zmir-TURKEY Services OYAK TUR‹ZM VE T‹C. A.fi. Phone (90 216) 474 11 11 Fax (90 216) 474 23 23 ‹stanbul Office: Mahir ‹z Cad. No: 50/1 Altunizade 81190 Üsküdar/‹stanbul-TURKEY 68 OYAK annual report 2002 OYAK BÜYÜK MA⁄AZACILIK T‹C. A.fi. Phone (90 216) 411 06 06-09 Fax (90 216) 411 06 14-15 105 Evler, Halk Sok. No: 1 34734 Kozyata¤›/‹stanbul-TURKEY