Deutsche Bank A.Ş. Annual Report 2014
Transcription
Deutsche Bank A.Ş. Annual Report 2014
Deutsche Bank Sustainable Performance Integrity Client Centricity Discipline Innovation Deutsche Bank A.Ş. Annual Report 2014 Our Values and Beliefs Partnership Our Values & Beliefs Deutsche Bank operates by six core values. Our values show how we bring our brand to life each and every day. Integrity § We live by the highest standards of integrity in everything we say and do. § We will do what is right – not just what is allowed. § We communicate openly; we invite, provide and respect challenging views. Sustainable Performance § We drive value for shareholders by putting long-term success over short term gain. § We encourage entrepreneurial spirit which responsibly balances risks and returns. § We pursue lasting performance by developing, nurturing and investing in the best talent, and by managing based on merit. Client Centricity § We earn our clients’ trust by placing them at the core of our organisation. § We deliver true value by understanding and serving our clients’ needs best. § We strive to pursue mutually beneficial client relationships in which the value created is shared fairly. Innovation § We foster innovation by valuing intellectual curiosity in our people. § We enable our clients’ success by constantly seeking suitable solutions to their problems. § We continuously improve our processes and platforms by embracing new and better ways of doing things. Discipline § We protect the firm’s resources by always thinking and acting like owners. § We live by the rules and hold ourselves accountable to deliver on our promises – no excuses. § We achieve operational excellence by striving to ‘get it right the first time’. Partnership § We build diverse teams to generate better ideas and reach more balanced decisions. § We put the common goals of the firm before ‘silo’ loyalty by trusting, respecting and working with each other. § We act as responsible partners with all our stakeholders and regulators, and in serving the wider interests of society. Contents 02 Message from the Chairman and the CEO 1 Introduction 07 07 08 08 08 2 Management and Corporate Governance 19 22 24 24 27 28 30 31 32 08 09 09 10 History of Deutsche Bank A.Ş. Financial Highlights Amendments to the Articles of Association Extraordinary General Meetings in 2014 Shareholder Structure, Changes during the Year, Qualified Shares and Management Shares Associates Deutsche Bank A.Ş. within the Banking Industry Research and Development Operations in 2014 Board of Directors Senior Management Independent Auditor Committees Information on Dividend Distribution Policy Human Resources Applications Related - Party Transactions Outsourced Services Corporate Social Responsibility 3 Financial Assessment and Risk Management 4 37 38 40 40 40 41 41 43 44 45 Report of the Audit Committee Management Declaration Audits Other Information Regarding Corporate Actions Financial Assessment Monitoring Targets Risk Management Policies Credit Ratings Summary of Five - Year Financial Highlights Annual Report Compliance Opinion Independent Auditors’ Report, Financial Statements and Disclosures 47 48 52 Independent Auditors’ Report Unconsolidated Financial Report Financial Statements and Disclosures Deutsche Bank Annual Report 2014 Message from the Chairman and the CEO 02 Message from the Chairman and the CEO Peter Tils Chairman of the Board of Directors Ersin Akyüz CEO Dear Shareholders, We look back on 2014 as a year when overall global economic growth slightly disappointed. Whilst the US growth momentum stood out, much-awaited recovery in Europe proved to be fairly gradual, driving central bank divergence with the Fed ending quantitative easing as the ECB eased further. In emerging markets, economic expansion continued in 2014, albeit at a slower pace, mostly owing to softer activity in China and Latin America. Oil prices collapsed as supply rose and the USD strengthened, which added to deflationary pressures across the globe. Despite periodic volatility spikes, tail risks remained contained, enabling global markets to rally. Turkish economy displayed a slight slowdown in 2014. Real GDP growth is expected to transpire around 2.7% following 4.1% recorded in 2013. Tight monetary conditions prevalent during most of the year and stricter macro-prudential stance on consumer loans together took a toll on domestic absorption. This was, however, more than compensated by net exports having turned positive on the back of improved export performance and compressed imports. Such-rebalancing brought a welcome deceleration in the current account deficit which shrank to 5.8% as per cent of GDP from 7.9% a year ago. Inflation diverged further from the Central Bank’s 5% target and ended the year at 8.2%, after 7.4% in 2013. A severe drought impacted food prices adversely, while strong pass-through from earlier currency weakness was also still at play. Central Bank’s significant tightening late in January eased the pressure on Turkish Lira, and paved the way for a 175bps reduction in the policy rate Deutsche Bank Annual Report 2014 Message from the Chairman and the CEO 03 to 8.25% through July. Relative currency weakness and elevated inflation later in the year, however, prompted the Central Bank to adopt a cautious approach, and the policy rates were kept on hold in the second half of the year. Trading environment was extremely challenging during the first quarter of the year. This was due to the political uncertainty around the local elections at the end of the quarter. The markets turned very bullish following the elections and interest rates on the benchmark 5-year and 10-year Treasury notes were mostly on a declining trend until the end of the third quarter. The rally in rates picked up further speed in the last quarter as oil prices started declining rapidly, as Turkey was seen as a major beneficiary from lower prices, in terms of growth, inflation and sustainability of current account deficits. Economic growth slowed down from 4.1% in the first quarter to around 2% during the remaining three quarters. Consequently, the growth in loan demand remained low and the lending spreads continued to remain tight. In this generally favourable environment, our Net Income improved significantly to TL 80.6mn from TL 2.1mn in 2013. The increase was due primarily to a significant increase in our Trading income. However, significant increases in income were also achieved in our Custody, Lending and Cash Management businesses. Our Balance Sheet increased from TL 2,360mn to TL 2,922mn. Loans increased by over 20%, in line with our longer-term objectives. Separately, we took advantage of the favourable conditions in the reverse-repo market and maintained increased lending in this market. Despite the increase in our Balance Sheet, our Capital Adequacy Ratio at year-end improved to 28.4%, from 24.8% in 2013, thanks to the significant increase in Net Income. Subject to regulatory approval, we expect to pay dividends of around TL 69mn, following which we expect our Capital Adequacy Ratio to be around 25%. We are confident that we have ample room for further growth in our balance sheet. We are very pleased with the broad-based contribution from our various businesses to this success. As noted above, Trading business was the major contributor to the turn around to our results. Our Sales and Coverage platform continued to perform well to meet the financing and trading demands of our financial and corporate clients. Thanks to increased Lending volumes, our interest income was higher. Similarly, our Cash Management revenues were also significantly higher. Our Custody business Deutsche Bank Annual Report 2014 Message from the Chairman and the CEO 04 revenues were also substantially higher due primarily to substantially higher interest income on customer balances. Our Investment Banking Coverage and Our Investment Banking Coverage and Advisory had a very difficult year as mergers and acquisition activity in Turkey was very subdued due to the political uncertainty around the local and presidential elections. On the Costs side, despite increased volumes and the associated investments, we have been able to keep our costs under control. Excluding one-off items, the increases in our personnel costs and other expenses have been in line with inflation. In line with our parent, we embarked on a major drive for strengthening our corporate culture. We believe that a strong corporate culture, founded on values and beliefs shared by all of our employees, is essential to the bank’s long-term success. These Values are: Integrity, Sustainable Performance, Client Centricity, Innovation, Discipline and Partnership. Together with the associated Beliefs, these Values should guide our point of view, decisionmaking and behaviour in a continually changing environment and help the bank select the right course of action – to the benefit of clients, shareholders, employees and society. We continue to remain committed to our corporate social responsibilities. We contributed 5,000 saplings to the renewal of a forest in Balıkesir following a fire. Separately, we continue our support for a primary school in a poor part of Istanbul. Our staff continues to complement these efforts by active involvement with the students in the school. These investments strengthen the fabric of the society and help enhance the environment in which we operate. Looking ahead into the rest of 2015, the world economy is expected to grow at a similar pace to 2014. Developed economies continue to perform better on the back of above-trend expansion in the US and acceleration in Europe thanks to improving credit conditions, weaker Euro and cheap oil. On the other hand, the outlook for emerging economies is slightly less upbeat with Chinese economy softening further, Russia entering a recession, and the curtailed growth prospects in oil-producing countries. On the domestic front, we expect growth to display a slight uptick this year to 3.5% Deutsche Bank Annual Report 2014 Message from the Chairman and the CEO 05 as less tight monetary conditions lead to an improvement in loan extension, prompting a measured rebound in private consumption. We expect the current account deficit to improve further, declining to a little below 5% of GDP thanks to a lower energy bill. Inflation is likely to decelerate to around 7% for the year. Fiscal policy is expected to be stable despite Parliamentary elections in June. Central Bank has already lowered its policy rate by 75bps yearto-date to 7.50%. Further easing will depend on the impact of the recent weakening of TRY on the inflation going forward. Much will also depend on Fed’s policy actions on US rates. We are very conscious of this highly challenging environment. The trading conditions will be very difficult in the face of the expected rate normalization cycle in the US. Turkey, along with other emerging markets, has suffered significant selloff in its currency but its long-end rates have been comparatively stable, thanks to the relative stability in US rates. Any selloff in US rates is highly likely to result in increased rates in Turkey and other emerging markets. Domestically, the parliamentary elections in June and the subsequent developments have contributed to a wait-and-see mode amongst corporates. As a result, economic growth might surprise on the downside. This might effect our Lending business, as well as our Custody business as foreign investor flows might slow down. Further, although we have a large number of mandates in our pipeline, the M&A environment might be adversely effected. In this difficult environment, we will strive to be even more conscious of improving operational efficiencies. Despite these challenges, we are very confident that we will deliver outstanding service to our clients and sustainable value to our shareholders. Peter Tils Chairman of the Board of Directors Ersin Akyüz CEO 1 Introduction 07 07 08 08 08 08 09 09 10 History of Deutsche Bank A.Ş. Financial Highlights Amendments to the Articles of Association Extraordinary General Meetings in 2014 Shareholder Structure, Changes during the Year, Qualified Shares and Management Shares Associates Deutsche Bank A.Ş. within the Banking Industry Research and Development Operations in 2014 Deutsche Bank Annual Report 2014 01 - Introduction History of Deutsche Bank A.Ş. Financial Highlights 07 7 History of Deutsche Bank A.Ş. • • • • • • • • • • • • • • • • Established as Türk Merchant Bank A.Ş. in 1987. Renamed as Bankers Trust A.Ş. in 1997. Continued operations as Deutsche Bank A.Ş. as of 2000 following Deutsche Bank’s acquisition of Bankers Trust. Having provided corporate banking services under an investment banking license until 2004, Deutsche Bank A.Ş. applied to the Banking Regulation and Supervision Agency (BRSA) for permission to accept deposits in an attempt to expand its product range. Obtained permission to accept deposits in October 2004. Added corporate cash management and custody and settlement services to its product portfolio in 2005. The Bank acquired the domestic custody unit of T. Garanti Bankası A.Ş. in 2007 and became the leader of the custodian banks that keep custody of securities portfolios of foreign institutional investors in 2014. Received authorization to participate in Treasury auctions as a market-maker in 2014 as every year since 2005. Starting from 2010 continued to act as a market maker for TL-USD, TL-EUR and EUR-USD futures contracts (with cash settlement) on the Turkish Derivatives Exchange in 2014. Received factoring and forfeiting licenses in February 2012, in accordance with the decision taken by the Banking Regulation and Supervision Agency. The Bank has no branches. The Trade Registry Number of the Bank is 244378. The Central Registration System Number (MERSIS) of the Bank is: 0-8760-0487-2200015 Bank's web address: www.db.com.tr Bank's E-mail address: muhaberat.ist@list.db.com Bank's Head Office address: Esentepe Mahallesi Büyükdere Caddesi Tekfen Tower No: 209 K: 17-18 Şişli 34394 Istanbul / Turkey Financial Highlights December 31, 2014 Summary Financial Highlights (TL 000) Cash and Balances with the Central Bank Trading Securities Loans and Receivables Total Assets Deposits Shareholders’ Equity Interest Income Operating Profit 533,958 581,682 1,090,757 2,921,847 680,744 507,223 223,716 102,039 Financial Ratios (%) Capital Adequacy Ratio Shareholders’ Equity/Assets 28.39 17.36 Off-Balance Sheet Items (TL 000) Guarantees and Warranties Commitments Derivative Financial Instruments Items Held in Custody 213,101 2,774,861 1,502,438 49,239,274 Deutsche Bank Annual Report 2014 01 - Introduction Amendments to the Articles of Association, Extraordinary General Meetings in 2014, Shareholder Structure, Changes during the Year, Qualified Shares and Management Shares, Associates 08 Amendments to the Articles of Association No amendments were made to the Articles of Association of Deutsche Bank A.Ş. during 2014. Extraordinary General Meetings in 2014 No Extraordinary General Meetings were held during 2014. Ordinary General Meeting of Deutsche Bank A.Ş. was held on March 26, 2014. Shareholder Structure, Changes during the Year, Qualified Shares and Management Shares All shareholders of Deutsche Bank A.Ş. are Deutsche Bank Group companies. The Bank holds no privileged shares. There was no change in the shareholder structure in 2014. The Bank did not acquire its own shares. The most recent shareholder structure is presented in the table below. Chairman and Members of the Board of Directors, Members of the Audit Committee, CEO and Assistant General Managers do not own any shares in the Bank. 01.01.2014 - 31.12.2014 Shareholder Number of Shares Shares Capital (TL) Deutsche Bank AG 1,349,999,730 134,999,973 Süddeutsche Vermögensverwaltung GmbH 68 6,8 DB Industrial Holdings GmbH 68 6,8 Nordwestdeutscher Wohnungsbauträger GmbH 67 6,7 DB Capital Markets (Deutschland) GmbH 67 6,7 Total 1,350,000,000 135,000,000 Associates The Bank does not have any associates, either directly or indirectly. Share (%) 99,99 <1 <1 <1 <1 100 Deutsche Bank Annual Report 2014 01 - Introduction Deutsche Bank A.Ş. within the Banking Industry Research and Development 09 Deutsche Bank A.Ş. within the Banking Industry Operating in Turkey since 1987, leveraging the strong global banking network of its parent company Deutsche Bank AG, Deutsche Bank A.Ş. is primarily focused on corporate banking. Offering its corporate banking services with a workforce of 115 employees, Deutsche Bank A.Ş. is the Istanbul based subsidiary of Deutsche Bank Group, which has approximately 100,000 employees and EUR 1.718 billion in total assets (as of December 2014) throughout the world. Deutsche Bank A.Ş. targets the highest levels of quality in all product and service segments in which it is active, and strives to be one of the prime relationship banks of each client. In 2014, the Bank secured a 3% market share in the outright purchases and sales market for bonds and bills and over-the counter fixed income securities transactions. The Bank maintained its 2% market share in total foreign currency vs. Turkish lira transaction volume. Having started to provide custody services as of 2005, Deutsche Bank A.Ş. has become an extremely reputable bank, preferred by foreign investors for its custody services. The bank has a 45% market share among all the custodian banks that keep custody of securities portfolios of foreign institutional investors. The bank mediates cash management circulation in domestic and international trade and provides services and consultancy to clients in Turkey in the fields of short and medium term trade financing and risk management via its specialist teams. Besides Conventional Foreign Trade products, the bank has become a reliable partner in its clients’ banking transactions by providing customized solutions in terms of Trade Financing products and corporate cash management. The bank provides consultancy services in preparation of major foreign company purchase offers and acquisition financing packages and actively works on buying and selling, capital issuance and financing transactions of various financial institutes. The bank aims to maintain its pioneering position in the market in 2015 as it did in 2014 through developments in ongoing projects. Deutsche Bank A.Ş. aims to provide services in line with the priorities and requirements of its local and multinational customer segment, so as to develop strategic and longstanding relations with its prominent customers. In doing so, it takes advantage of Deutsche Bank’s global know-how and maximizes the coordination within different product groups, thus providing the most effective solutions through exclusively designed financing techniques and banking services for its clients. Bank’s target for 2015 will be to reinforce its reputation as a reliable and permanent business partner by establishing longstanding relations with its clients. Research and Development After many years of providing corporate banking services in Turkey under an investment banking license, Deutsche Bank A.Ş. also began offering commercial banking services in October 2004 after having been awarded a deposit taking license. In 2005, a separate unit was established within the Bank to provide settlement and custody services. Deutsche Bank A.Ş. continuously seeks to enhance the quality and diversity of service. To this end, the Bank implements system development studies required by its expanding services and cash management products. Having started as an extension of its main business line in 2006, these services have continued effectively in 2014. Combining its local experience with its main shareholder Deutsche Bank AG’s global network, expertise and know-how in the areas of public offerings, block sales and derivative products, Deutsche Bank A.Ş. continues to provide capital markets and treasury solutions. Improvements to support the diversified product range and increasing transaction volume of the bank and applications strengthening our control structure were the points of focus for us during 2014. In this respect, our organizational structure was configured based on the new needs, applications were developed and new investments were made to boost the performance. We will focus on risk controlling, service management and capacity expansion in 2015. In line with the bank’s strategies, improvement operations in product development, risk management, hardware and software consolidation and operational continuity will go on. Deutsche Bank Annual Report 2014 01 - Introduction Operations in 2014 10 Operations in 2014 Deutsche Bank A.Ş. believes that Turkey, which has long stood out among emerging economies, offers tremendous potential for growth and investment in the years ahead. Corresponding to this perspective, the Bank is continuing its expansion into Turkey with a primary focus on corporate banking. The organization of Deutsche Bank A.Ş. is composed of Markets, Global Transaction Banking, Corporate Finance, Support Functions and Internal Systems. Markets The Markets business consists of Trading Unit. Trading: This unit conducts the structuring and sales transactions of debt and money market instruments. It mediates the spot trading and derivatives trading transactions of financial institutions, insurance companies and corporations in foreign exchange and TL. The unit also conducts transactions of debt instruments, treasury bonds, trading of bonds and derivative products. Moreover, it provides clients with rate of exchange and interest risk management services by pursuing risk management policies. Deutsche Bank A.Ş. is a leader in the Turkish capital markets in terms of fixed income products. Global Transaction Banking The Global Transaction Banking consists of three units providing services to corporations and financial institutions; which are Investor Services, Trade Finance and Cash Management Corporates, and Cash Management & Trade FIs. Investor Services: With its Investor Services Unit, established by a highly competent and experienced team in 2005, Deutsche Bank A.Ş. has become an extremely reputable bank, preferred by foreign investors for its custody services. The Bank has a 44% market share among all the custodian banks that keep custody of securities portfolios of foreign institutional investors. Deutsche Bank A.Ş. continued to grow by expanding its current market share and client portfolio in 2014. The Bank maintains its successful intermediary services by increasing its transaction volume in a number of significant acquisitions, company takeovers transfers and in stock lending transactions. Unit's leadership especially in stock lending transactions in the market has led to an increase in both client number and transaction volumes. Deutsche Bank A.Ş. Investor Services maintained their ‘TOP RATED’ status, first granted in 2009, and scored even higher points in the annual customer poll conducted by the Global Custodian magazine in 2014, as in previous years. In this way, it has asserted its first class quality of client services. In 2015, Deutsche Bank A.Ş. plans to boost its market share and capture the leading position in the market for clearing and custody activities through new products to be included in its already wide product range and with customized applications developed for foreign investors. Deutsche Bank Annual Report 2014 01 - Introduction Operations in 2014 11 Executive Committee From left to right: Hakan Ulutaş, Pınar Çapanoğlu Altuğ, H. Sedat Eratalar, Özge Kutay, Ersin Akyüz, Tjien Gümüşdiş, H. Hüsnü Okvuran, S. Mert Haracçı, Cenk Esener Trade Finance and Cash Management Corporates: This unit mediates cash management circulation in domestic and international trade. Its specialist teams have been providing services and consultancy to clients in Turkey in the fields of short and medium term trade financing and risk management. Deutsche Bank A.Ş. reflects the additional value of 100 years plus experience in more than 70 countries of Deutsche Bank AG, its main shareholder, to its clients. Besides Conventional Foreign Trade products, the bank has become a reliable partner in its clients’ banking transactions. This is achieved by providing customized solutions in terms of Trade Financing products and corporate cash management. In Corporate Banking, enhancing the efficiency of resources, and, for this purpose, setting the necessary targets and attaining them gain more and more importance with each passing day. Although the competition is becoming fiercer, particularly in corporate banking as a result of rising interest from foreign capital organizations in the wake of Turkey’s upgrade to Investment Grade by a leading international rating agency, as Deutsche Bank A.Ş. Trade Finance and Cash Management Corporate Unit we develop suitable products which meet the needs of changing conditions, and we have gradually raised our market share. Deutsche Bank Annual Report 2014 01 - Introduction Operations in 2014 12 Cash Management and Trade Finance, Financial Institutions: As one of the leading global banks in the field of Cash Management, Deutsche Bank continues to provide services as one of the solution partners and main correspondents for Turkish banks. Enjoying this position to provide cash management solutions to banks, the unit performs US Dollar money transfers through Deutsche Bank Trust Company Americas, New York; Euro transfers through Deutsche Bank AG, Frankfurt Branch and Sterling transfers through Deutsche Bank AG, London Branch. Services provided by the unit include Dollar and Euro based commercial and treasury money transfers, liquidity management and sales and support services for related products. While supporting clients with local, regional and global cash management solutions, the unit aims to provide the most efficient and the best services through its extensive global branch network. Having been providing its clients with foreign trade services in more than 40 countries, Deutsche Bank offers solutions for foreign trade products and trade financing through its experience, knowledge and wide variety of products in order to maximize the level of its clients’ efficiency in foreign trade transactions. By taking an active role in the guarantee transactions and in confirmation, financing and discounting of letters of credit from Turkish financial institutions to those abroad, the division performs the sales and marketing of similar products used in the financing of global trade. Through difficult times in financial markets and the global economy, the Bank has maintained uninterrupted and consistent support for Financial Institutions. Thus, it aims to always be the most reliable and preferred business partner of Turkish banks by continuing to share its Cash Management and Foreign Trade products with clients, as well as to provide innovative solutions and global experience. Corporate Finance Corporate Finance is composed of two units; Investment Banking Coverage & Advisory; and Capital Markets & Treasury Solutions. Investment Banking Coverage & Advisory: Investment Banking Coverage & Advisory provides consultancy services to Turkish companies as well as foreign companies seeking to invest in Turkey. These consultancy services include company mergers and acquisitions, public offerings and capital market and financing products. In this respect, the Unit within 2014, • advised Malaysia Airports Holding Berhad ("MAHB") on the acquisition of the remaining 40% stake in Istanbul Sabiha Gokcen International Airport, • advised Rönesans Gayrımenkul Yatırım A.Ş. ("RGY") on the sale of 21.4% stake in RGY to Singapore Sovereign Wealth Fund, GIC through a capital increase, • advised Turkish groups on bidding for major international assets and arranging acquisition financing for such bids, • actively worked on mergers and acquisition, capital issuance, and financing projects of several financial institutions. Deutsche Bank Annual Report 2014 01 - Introduction Operations in 2014 13 Investment Banking Coverage & Advisory unit currently continues to work on selected merger and acquisitions, equity offerings and financing projects, and through developments in ongoing projects aims to maintain its pioneering position in the market in 2015 as it did in 2014. Capital Markets & Treasury Solutions: The Unit is divided into three groups; NonFinancial Institutions, Financial Institutions and Corporate Banking, providing services to corporations and FI’s. - Non-Financial Institutions The Non-Financial Corporates group offers Turkish companies, operating both in Turkey and abroad, access to Deutsche Bank’s global platform and accumulation of knowledge in the field of structured finance and risk management. By working in cooperation with the Corporate Coverage, the Bank aims to comprehensively understand every facet of its clients’ needs. The Bank is then able to efficiently and rapidly generate appropriate solutions by working with the right teams within Deutsche Bank. - Financial Institutions The FI Group is responsible for developing, marketing and selling products in order to meet the requirements of all financial institutions, primarily those of banks, brokerage houses and asset management companies based in Turkey. It offers a platform to financial institutions for all financial product transactions, especially exchange and fixed income securities. In addition the group also offers long-term funding and structured products by tailoring the design of the products for its clients, allowing them to benefit from the worldwide distribution network and product know-how of Deutsche Bank. In 2015, the FI group aims to continue to offer solutions that fully meet the requirements of its clients, to offer them with global access and products and thus to remain a key strategic partner for financial institutions. - Corporate Banking The Corporate Banking aims to provide services in line with the priorities and requirements of its local and multinational customer segment, so as to develop strategic and longstanding relations with its prominent customers. In doing so, the Group takes advantage of Deutsche Bank’s global know-how and maximizes the coordination within different product groups, thus providing the most effective solutions through exclusively designed financing techniques and banking services for its clients. The Group’s target for 2015 will be to reinforce its reputation as a reliable and permanent business partner by establishing longstanding relations with its clients. Deutsche Bank Annual Report 2014 01 - Introduction Operations in 2014 14 Support Functions and Internal Systems Support Functions and Internal Systems include Human Resources, Risk Management, Legal, Finance, Compliance and Internal Control, Internal Audit, Technology and Operations, Corporate Real Estate and Services. Human Resources: Human Resources Unit acts in accordance with the principle that its employees are Bank’s most valuable assets, draws its strength from the employees, and provides equal opportunities with innovative human resources applications supporting and improving the employees. In addition to a fair wage structure, which aims to increase loyalty of the employees towards the Bank and meet their needs under challenging conditions of competition, HR also provides conditions that will enable the employees to establish their work-life balance. In order to keep the organisational structure dynamic, the unit provides an efficient communication and motivation environment where the employees are able to use their creativity and to express their opinions, and adopts a transparent management policy that accommodates and embraces different opinions and knowledge. Human Resources Unit supports professional and personal development of the employees, reinforces their connection with the Bank and therefore plays a strategic role in attaining the Bank’s targets with ease. The unit manages the relevant structures and processes in accordance with the policies and procedures stipulated in the Laws and regulations. Possible impacts of legislation amendments to current practices, issues that concern the Bank as a whole, personnel policies, exercise of rights granted to the personnel, appointment proposals up to the level of Managing Director, training and social organizations, etc. are, put into effect based on the resolutions adopted by the Personnel Committee and, when deemed necessary, upon the approval of the Board of Directors, and announced to the employees by the Human Resources Unit. Risk Management: The Risk Management Unit is responsible for Bank-wide implementation of the standards “regarding the risk-return structure of the Bank’s cash flows and monitoring, controlling and, when necessary, modifying the nature and level of the operations” that were devised and put into effect by the Board of Directors within the framework of the BRSA regulations. The Risk Management Unit is responsible for understanding risks and conducting sufficient evaluations before entering a transaction, setting risk management policies and practice methods based on risk management strategies, ensuring the application and adaptation of risk management policies and practice methods, maintaining quantified risks within limits and reporting the risk measurements and risk monitoring results to the Board of Directors or Board Member responsible from Internal Systems and senior management, on a regular and timely basis. Deutsche Bank Annual Report 2014 01 - Introduction Operations in 2014 15 Operations Committee From left to right: Abdullah Kaçmaz, C.Ertunç Ulak, G.Duygu Özcan, Özge Kutay, Ersin Akyüz, Özge Tuğtan, Günce Çakır İldun, Nesrin Akyuz, Ali Doğrusöz, Ayhan Eryiğit Legal: The Legal Unit provides legal consultancy services to the business and support service divisions of Deutsche Bank A.Ş. and performs Corporate Secretariat functions. It examines the compliance of contracts to which the Bank is a party, as well as transactions and texts prepared by other divisions of the Bank with the applicable laws, and expresses its opinions with respect to legal implications to the divisions. The Legal Unit is also responsible for examining the Bank’s new projects and recently developed products from a legal point of view, and where necessary, for offering legally compliance alternatives. The Unit also serves as the secretariat to Board of Directors, General Assembly, Audit Committee, Executive Committee and Operations Committee meetings. The Legal Unit represents the Bank in lawsuits to which the Bank is a party or appoints 3rd party law firms for this purpose. In 2015, the Legal Unit aims to continue providing legal consultancy services related to the finance sector and issues concerning the Bank, to provide legal support for potential projects, and to conduct the necessary studies in order for the Bank to be in compliance with the amended legislation. Deutsche Bank Annual Report 2014 01 - Introduction Operations in 2014 16 Finance: The Finance Unit examines the Bank’s financial position through its daily and monthly reports and informs the Executive Management on the results. In order to adequately assess the performance of profit centers, the unit prepares the financial statements for these units on a daily and monthly basis. The unit is in charge of providing the information flow for the Bank's audit by the independent auditor and regulatory bodies. The Finance Unit generates new projects for Executive Management reporting and internal control systems and supports other related projects, the unit prepares the Bank’s financial statements and related disclosures in the required format and submits them to entities such as the Banking Regulation and Supervision Agency, Central Bank of Turkey, Undersecretariat of Treasury, Capital Markets Board and The Banks Association of Turkey. Compliance and Internal Control: Compliance and Internal Control conducts Bank's compliance and internal control activities. Responsibilities of the unit in terms of compliance are to ensure compliance of internal by-laws and applications and each and every contract and similar legal text that may be binding on Deutsche Bank with the related applicable laws, regulations, ethical principles and widely-accepted Principles of Corporate Governance. Within this framework, it is responsible from conducting the necessary research and preparing the necessary reports regarding the businesses and transactions of the Bank's clients by taking the relevant laws and regulations, especially the Banking Law no. 5411 and Law no. 5549 on Prevention of Laundering Proceeds of Crime as basis. It acts as a bridge between business units. The unit provides recommendations about maintaining the necessary legal compliance and cooperation in relations with the supervisory and regulatory institutions determined by laws and regulations. The unit also undertakes to give opinions and recommendations about the necessary issues to the Board of Directors, Executive Management and business units, in compliance with the related legislation. The Compliance and Internal Control Unit is secondarily responsible for the internal control activities after the unit, which is liable from the operation of all control systems established within the body of Deutsche Bank A.Ş. in the first place, primarily the financial and operational systems. The Unit maintains its activities within the framework of “Compliance and Internal Control By-Law” confirmed by the Board of directors. The principle of separation of powers has been established for the necessary control points within the Bank. The independence of the internal control process from the functional activity units has been sufficiently assured and tasks and responsibilities within the corporate structure have been separated on the basis of function. Thanks to this organizational structure, measures within the internal control system are implemented independently and objectively with the principle of the separation of powers. The internal control system is regulated in compliance with the types and levels of risks emerging in relation with the character and content of the Bank’s activities. Deutsche Bank Annual Report 2014 01 - Introduction Operations in 2014 17 Internal Audit: The Internal Audit Unit monitors the internal audit structure at all Deutsche Bank A.Ş. units regularly and independently on behalf of the Board of Directors. The Unit evaluates the unit’s transactions and practices on the basis of targets, their compliance with internal/external regulations and their performance within the framework of risk analysis, and focuses on assisting the Board of Directors regarding the effectiveness of the corporate management. The Unit checks that the Bank’s ethical standards have been fully implemented by the business units. In addition to monitoring the compliance with internal and external regulations, Internal Audit also conducts dynamic and effective monitoring of the working environment at all business and support units under a risk focused approach. Technology and Operations: Improvements to support the diversified product range and increasing transaction volume of the Bank and applications strengthening our control structure were the points of focus for the Technology and Operations Unit during 2014. In this respect, our Organizational structure was configured based on the new needs, applications were developed and new investments were made to boost the performance. The Technology and Operations Units will focus on risk controlling, service management and capacity expansion in 2015. In line with the Bank’s and its parent company’s strategies, improvement operations in Product development, Risk Management, Hardware and Software Consolidation and Operational Continuity will go on. Corporate Real Estate and Services: The Unit is responsible for providing a working environment compliant with the necessary health and safety conditions in order to sustain the activities of Deutsche Bank A.Ş. in a productive, safe and efficient way. The unit is also responsible for the management of critical systems such as construction, real estate, decoration, rent management, building management, strategies for working spaces, security systems, office and building maintenance, generators, UPS and mechanical and electrical systems, as well as conducting corporate services such as insurance, providing physical archive space, car rental, couriers and reception. The unit maintains its efforts to create a physical working environment in compliance with Deutsche Bank's global values and standards in order to better meet the internal client needs. 2 Management and Corporate Governance 19 22 24 24 27 28 30 31 32 Board of Directors Senior Management Independent Auditor Committees Information on Dividend Distribution Policy Human Resources Applications Related - Party Transactions Outsourced Services Corporate Social Responsibility Deutsche Bank Annual Report 2014 02 - Management and Corporate Governance Board of Directors 19 Board of Directors 1 2 3 4 5 6 7 8 9 02 - Management and Corporate Governance Board of Directors Deutsche Bank Annual Report 2014 20 Board of Directors 1 Peter Johannes Maria Tils Chairman of the Board of Directors, Chief Executive Officer of Central and Eastern Europe Region Born in 1952, Peter Tils graduated from the University of Cologne with an MBA. He has more than 37 years of experience in banking. Mr. Tils joined Deutsche Bank AG in 1977 and has been serving as the Chief Executive Officer for the Central and Eastern Europe Region at Deutsche Bank in Frankfurt since 2005. Tils was appointed as the Chairman of the Board of Directors of Deutsche Bank A.Ş. on November 21, 2012. 2 Ersin Akyüz Member of the Board of Directors, CEO Born in 1961, Mr. Akyüz has a Bachelor’s and Master’s degree in Economics from the London School of Economics in addition to a Master’s degree in Business Administration from the University of Chicago. Assuming various positions both in Turkey and abroad in his 26 - year banking career, Mr. Akyüz joined Deutsche Bank A.Ş. in February 2008 as the CEO and Board Member. 3 Tijen Gümüşdiş Member of the Board of Directors Deutsche Bank AG London, Markets, Head of Turkey Trading and CCE Rates, Managing Director Born in 1965, Gümüşdiş holds a double major in Business Administration and Economy from Boğaziçi University. Gümüşdiş has 23 years of banking experience and she joined Deutsche Bank in 2007. Gümüşdiş works as Managing Director responsible from Turkey Trading and CCE Rates in Deutsche Bank AG London Branch and acts as Board Member of Deutsche Bank A.Ş. as of January 2014. 4 Kaya Didman Vice Chairman of the Board of Directors, Chairman of Audit Committee Born in 1962, Mr. Didman is a graduate of Boğaziçi University, Department of Business Administration. Mr. Didman held senior positions in companies such as Türk Ekonomi Bank, Baring Securities (London) and Morgan Stanley & Co. in London. Appointed to the Board of Directors at Deutsche Bank A.Ş. in June 2007, Mr. Didman has served as the Audit Committee Chairman since March 2008. 5 Hamit Sedat Eratalar Member of the Board of Directors Responsible from Internal Systems Born in 1952, Mr. Eratalar is a graduate of Ankara University, Department of Economics and Public Finance. He worked as a partner at Arthur Andersen between 1981 and 2001 and served as a founding partner at Eratalar Management Consulting between 2001 and 2008. Serving on the Board of Directors at Deutsche Bank A.Ş. since August 2001. 02 - Management and Corporate Governance Board of Directors Deutsche Bank Annual Report 2014 21 6 Marco Kistner Member of the Board of Directors Born in 1964, Marco Kistner graduated with a degree in Banking Management from the University of Frankfurt. With 31 years of banking experience, Mr. Kistner has been working for Deutsche Bank AG since 1984. Currently serving as the Global Director of Emerging Markets Credit Risk Management, Mr. Kistner was appointed as a member of Board of Directors of Deutsche Bank A.Ş. in September 2012. 7 Satvinder Singh Member of the Board of Directors Born in 1970, Satvinder Singh graduated with an MBA from the University of Durham. Having worked for HSBC and Citibank before joining Deutsche Bank AG in 2011, Mr. Singh is the Global Director of Direct Securities Services and Cash Management FI. Mr. Singh was appointed as a member of the Board of Directors of Deutsche Bank A.Ş. in July 2012. 8 Özge Kutay Member of the Board of Directors responsible from Financial Reporting Chief Operating Officer Born in 1970, Ms. Kutay is a graduate of the Faculty of Business Administration at Istanbul University. Starting her career at the Turkey Office of KPMG in 1993, Ms. Kutay has 18 years of experience in banking. Having been employed by Deutsche Bank A.Ş. since 1998, she served as an Assistant General Manager between 2001 and 2012 before being appointed as a member of the Board of Directors in October 2012. 9 Paul Antony Geradine Member of the Board of Directors, Member of the Audit Committee Born in 1960, Paul Geradine holds a Master’s degree in Modern History from the University of Oxford. Having worked for UBS AG and HSBC before joining Deutsche Bank AG in 2012, Mr. Geradine is currently responsible for Deutsche Bank AG’s Markets Compliance Unit in the Europe, the Middle East and Africa regions. Mr. Geradine was appointed as a member of the Board of Directors and a member of the Audit Committee of Deutsche Bank A.Ş. in December 2012. None of the members of the Board of Directors is involved in transactions with the Bank either in their own capacity or on behalf of third persons or engaged in operations considered under the prohibition of competition. Ahmet Arınç's resignation from Board of Directors was accepted with the Board of Directors resolution dated January 16, 2014 and Tijen Gümüşdiş was appointed to replace him. Her appointment was approved with the Ordinary General Assembly resolution dated March 26, 2014. Deutsche Bank Annual Report 2014 02 - Management and Corporate Governance Senior Management 22 Senior Management Ersin Akyüz, Member of the Board of Directors, CEO: Born in 1961, Mr. Akyüz has a Bachelor’s and Master’s degree in Economics from the London School of Economics in addition to a Master’s degree in Business Administration from the University of Chicago. Assuming various positions both in Turkey and abroad in his 26-year banking career, Mr. Akyüz joined Deutsche Bank A.Ş. in February 2008 as the CEO and Member of the Board of Directors. Özge Kutay, Member of the Board of Directors responsible from Financial Reporting Chief Operating Officer: Born in 1970, Ms. Kutay is a graduate of the Faculty of Business Administration at Istanbul University. Starting her career at the Turkey Office of KPMG in 1993, Ms. Kutay has 18 years of experience in banking. Having been employed by Deutsche Bank A.Ş. since 1998, she served as an Assistant General Manager between 2001 and 2012 before being appointed as a member of the Board of Directors in October 2012. Ali Doğrusöz, Assistant General Manager - Technology and Operations: Born in 1963, Mr. Doğrusöz graduated from North Carolina State University, Department of Mechanical Engineering and received a master’s degree in Mechanical Engineering from Middle East Technical University. With 26 years of professional experience, Mr. Doğrusöz has been working at Deutsche Bank A.Ş. as the Assistant General Manager since 2002. Süleyman Mert Haracçı, Assistant General Manager - Markets: Born in 1971, Mr. Haracçı graduated with both undergraduate and master’s degrees from Marmara University, Department of Finance. Serving in the banking sector since 1996, Mr. Haracçı joined Deutsche Bank A.Ş. in 2000. He was appointed Assistant General Manager in 2009. Hakan Ulutaş, Assistant General Manager - Global Transaction Banking, Investor Services: Born in 1965, Mr. Ulutaş is a graduate of Istanbul University, Department of Business Administration and holds a master’s degree in Business Administration from Marmara University as well as a master’s degree in Management from North Carolina State University. Mr. Ulutaş spent 22 years of his 25-year professional career in the banking sector. Hakan Ulutaş has been with Deutsche Bank A.Ş. since 2004. Ulutaş was appointed as the Assistant General Manager in October 2012. Cenk Esener, Assistant General Manager - Global Transaction Banking, Trade Finance and Cash Management Corporates: Born in 1970, Mr. Esener graduated from Eastern Mediterranean University, in the Department of Economics. Having served for 17 years in similar positions in various banks, he joined Deutsche Bank A.Ş. in August 2009, and was appointed as Assistant General Manager in October 2012. Hüseyin Hüsnü Okvuran, Managing Director - Corporate Finance, Head of Turkish Investment Banking Coverage and Advisory and Head of CEEMEA FIG: Born in 1972, Mr. Okvuran graduated with a Bachelor’s degree from the Faculty of International Relations and Economics at Yale University. After undertaking various positions in the investment-banking sector abroad throughout his 21-year banking career, Okvuran joined Deutsche Bank A.Ş. in 2011. Okvuran heads Turkish IBC&A and FIG in CEEMEA. Pınar Çapanoğlu Altuğ, Director - Global Transaction Banking, Cash Management and Trade Finance: Born in 1977, Mrs. Çapanoğlu graduated from the Middle East Technical University with a degree from the Department of Economics. Serving in the banking sector since 1999, Mrs. Çapanoğlu joined Deutsche Bank A.Ş. in 2008. Deutsche Bank Annual Report 2014 02 - Management and Corporate Governance Senior Management 23 Ali Cem Cansu, Director - Corporate Finance, Capital Markets and Treasury Solutions, Corporate Banking: Born in 1972, Mr. Cansu graduated from the Department of Political Science and Public Administration in Middle East Technical University Administrative Sciences. Mr. Cansu holds an Executive MBA degree from Koç University from 2007 and has a total of 18 years of banking experience mainly in the fields of Corporate Banking and Trade Financing. He has been providing services for Deutsche Bank A.Ş. since March 2010. Abidin Orhan Özalp, Director - Corporate Finance, Capital Markets and Treasury Solutions, Financial Institutions: Born in 1982, Mr. Özalp graduated with a Bachelor’s degree from the Economics and Business Administration Departments at Koç University. Having worked for Deutsche Bank A.Ş. since 2006, Özalp has been serving as the Manager in charge of Financial Institutions since 2011. Abdullah Kaçmaz, Vice President – Internal Audit: Born in 1980, Kaçmaz graduated from Istanbul University, Department of Economics. Kaçmaz started his banking career in 2002 and joined Deutsche Bank A.Ş. in 2011. Kaçmaz holds CIA (Certified Internal Auditor), CISA (Certified Information Systems Auditor), CRMA (Certification in Risk Management Assurance) and CRISC (Certified in Risk and Information Systems Control) certificates. Kaçmaz was appointed as Head of Internal Audit of Deutsche Bank A.Ş. on November 17, 2014. Özge Tuğtan, Vice President – Compliance and Internal Control: Born in 1979, Özge Tuğtan graduated from Boğaziçi University, Department of Political Science and International Relations, and holds an LL.M in business law. Tuğtan started her banking career in 2001 and joined Deutsche Bank in 2006. Tuğtan was appointed as Head of Compliance and Internal Control and Compliance Officer of Deutsche Bank A.Ş. on October 16, 2014. Cenk Ertunç Ulak, Director - Risk Management: Born in 1976, Ulak holds a Bachelors degree in Management from Boğaziçi University and a Masters in Management from Koç University. Working in the banking sector since 1999, Ulak joined Deutsche Bank A.Ş. in 2011. Günce Çakır İldun, Director - Legal: Born in 1977, Mrs. İldun is a graduate of Ankara University, Faculty of Law and holds a Master of Laws (LL.M.) degree from State University of New York, Buffalo. Günce Çakır İldun has 15 years of professional experience, 14 of which were in the banking sector. Mrs. İldun has been with Deutsche Bank A.Ş. since December 2006. Ayhan Eryiğit, Vice President - Human Resources: Born in 1972, Eryiğit holds an undergraduate degree in business administration from Istanbul University and an MBA from Yeditepe University. Eryiğit started his professional career in 1996 and has been working in human resources field of the banking sector since 1998. Eryiğit joined Deutsche Bank A.Ş. in 2013. Gonca Duygu Özcan, Vice President - Global Logistic Services: Born in 1972, Mrs. Özcan is a graduate of Istanbul Technical University, Department of Architecture and holds an MBA from Istanbul Bilgi University/Manchester Business School. She has 22 years of professional experience, 19 of which are in the banking sector. Mrs. Özcan joined Deutsche Bank A.Ş. in 2006. Nesrin Akyüz, Vice President - Finance: Born in 1975, Nesrin Akyüz graduated from the Middle East Technical University with a degree from the Department of Business Administration. Having gained auditing experience in various banks since 1997, Akyüz joined Deutsche Bank A.Ş. in 2006. Deutsche Bank Annual Report 2014 02 - Management and Corporate Governance Independent Auditor Committees 24 Independent Auditor During the Ordinary General Assembly of Deutsche Bank A.Ş. held on March 26, 2014, it was resolved that Akis Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş., selected as the independent auditor for 3 years on the Ordinary General Assembly on March 28, 2013 for a period of 3 years would continue to act as the independent auditor. Committees Audit Committee Kaya Didman, Chairman Paul Antony Geradine, Member The Audit Committee was established on October 31, 2006, pursuant to the Board of Directors Resolution No. 48/6. The Audit Committee convened 19 times during the 2014 fiscal year. Assets and Liabilities Committee (ALCO) Ersin Akyüz, Chairman Özge Kutay, Member Cenk Esener, Member Hakan Ulutaş, Member Tijen Gümüşdiş, Member S. Mert Haracçı, Member Joachim Bartsch, Member Cenk Ertunç Ulak, Member Nesrin Akyüz, Member The ALCO is responsible from analyzing the Bank's future capital requirements by overseeing the structure of the Bank's assets and liabilities, and evaluating riskbearing assets, liquidity and market risk. The ALCO convenes quarterly under the presidency of the Bank’s CEO. During the 2014 fiscal year, all committee meetings were attended by all members either in person or via teleconferencing. Executive Committee (EXCO) Ersin Akyüz, Chairman Özge Kutay, Member S. Mert Haracçı, Member Hakan Ulutaş, Member Cenk Esener, Member Pınar Çapanoğlu Altuğ, Member H. Sedat Eratalar, Member H. Hüsnü Okvuran, Member The Executive Committee meets once a month for a number of purposes including Deutsche Bank's global strategies to be followed in Turkey, generating ideas for the mutual development of coordination and new business ideas among the executive units established in Turkey, in addition to exploring cross-selling opportunities, coordination with the infrastructure units and assessing any risks regarding the reputation of Deutsche Bank’s franchise. Deutsche Bank Annual Report 2014 02 - Management and Corporate Governance Committees 25 Operations Committee Özge Kutay, Chairman Ali Doğrusöz, Member Özge Tuğtan, Member Abdullah Kaçmaz, Member G. Duygu Özcan, Member Ayhan Eryiğit, Member Günce Çakır İldun, Member Cenk Ertunç Ulak, Member Nesrin Akyüz, Member The Operations Committee meets on a weekly basis. The Committee is a platform where all Operations, Support and Control Units discuss the developments, changes and problems regarding the operations of the Bank, produce solutions and organize the effective utilization and allocation of resources. Personnel Committee Ersin Akyüz, Chairman Özge Kutay, Member Ayhan Eryiğit, Member Ali Doğrusöz, Member S. Mert Haracçı, Member Hakan Ulutaş, Member Cenk Esener, Member H. Hüsnü Okvuran, Member The Personnel Committee is responsible for setting up the necessary platforms for establishing, implementing, discussing and modifying personnel policies to reflect any regulatory amendments having an impact on Bank's personnel; evaluating promotion recommendations up to the Managing Director level; organizing training and development tasks that have Bank-wide relevance; and implementing the benefits to be provided to the personnel. The Committee meets twice a year or when deemed necessary by the Committee Chairman or the Human Resources Unit. Human Resources represent units that are not self-represented in Committee meetings. Reputational Risk Committee Ersin Akyüz, Chairman Tijen Gumusdiş, Member H. Sedat Eratalar, Member Özge Kutay, Member Özge Tuğtan, Member Sancar Tomruk, Member Hakan Ulutaş, Member Cenk Esener, Member Günce Çakır İldun, Member Clients, transactions and other matters that are deemed to be of potential risk to the Bank’s reputation are assessed at the Reputational Risk Committee. The Reputational Risk Committee offers recommendations to the related units on whether the Bank should accept the transactions or clients under consideration. The Committee meets under the presidency of the CEO when deemed necessary. The Compliance and Internal Control Director undertakes the duty of Secretary of the Committee. Deutsche Bank Annual Report 2014 02 - Management and Corporate Governance Committees 26 Credit Committee Ersin Akyüz, Chairman H. Sedat Eratalar, Member Özge Kutay, Member The Credit Committee was established to allocate credits under the authority delegated to the committee by the Board of Directors’ decision No. 84 dated December 13, 2010. The Committee takes loan decisions within the limits determined for itself, and by determining the allocation conditions. The Credit Committee convenes once a week or when deemed necessary. Risk Management Meetings Weekly meetings on “Market Risk” are held upon participation of the Board Member responsible from Internal Systems, Head of Markets Unit and Head of Deutsche Bank A.Ş. Risk Management Unit. If it is needed, General Manager is also invited to these meetings. The objective of these meetings is to review the developments in the economy, (FX rates, Interest Rates etc.) discuss the position of the bank in terms of Government Bond portfolio and bank’s FX position, (if any) and check whether the bank is within the Bank Limits for Market Risk (like PV01, the effect of 1 basis change in interest rates to the Bank’s P/L). Stress test results are also discussed in these meetings before they are submitted to the Board of Directors for approval. Monthly Risk Management meetings where Market Risk, Operational Risk and Credit Risk related matters are discussed are also held. Board Member responsible from Internal Systems, COO, Head of Markets Unit, Head of Internal Control and Head of Deutsche Bank A.Ş. Risk Management Unit participate in these meetings. If it is needed, General Manager is also invited to these meetings. The objective of these meetings is to review the developments in the economy, to discuss all kinds of credit, market or operational risk related matter and to check whether the bank is within the Bank Limits. Results of the stress test regarding credit, market and operational risk are also discussed in these meetings before they are submitted to the Board of Directors for approval. Participation of Board Members and Committee Members in Meetings The Board of Directors meets at least once a month in accordance with the Bank’s Articles of Association and governing legislation to oversee matters related to the Bank and to make decisions (within the scope of its duties and responsibilities). When deemed necessary, the Chairman of the Board of Directors also calls for meetings. During 2014, members participated in Board meetings regularly, conforming to the criteria for a quorum to convene and make decisions. Deutsche Bank Annual Report 2014 02 - Management and Corporate Governance Committees Information on Dividend Distribution Policy 27 The Audit Committee meets at least once a month. In principle, Committee members participate in all meetings. However, in the event that they are not present at the Bank, due to business travel arrangements or other reasons, they participate through teleconferencing to present their opinions and suggestions regarding agenda items. In 2014, the Committee and Council Members participated in Committee meetings regularly, conforming to the criteria to form a quorum to convene and arrive at decisions. Transactions conducted by Members of the Board of Directors with the Bank Pursuant to the permission granted by the Bank's General Assembly, none of the members of the Board of Directors is involved in transactions with the Bank either in their own capacity or on behalf of third persons or engaged in operations considered under the prohibition of competition. Financial Benefits of the Senior Executives In the current period, the total benefits allocated to senior executives such as Chairman of the Board of Directors, members of the Board of Directors, the CEO and the Assistant General Managers amounting to TL 20,340 thousands and expenses such as the transportation and accommodation of senior executives amounting to TL 490 thousands. Information on Dividend Distribution Policy The Bank has adopted as its dividend distribution policy to distribute all of its profit available for distribution to its shareholders by receiving the necessary BRSA approval, provided that there are no unfavorable conditions prevalent in the national and/or global economic conditions and Deutsche Bank's total equity adequacy ratio is at the target level. The allocation and the distribution of the net profit are decided at the Deutsche Bank A.Ş. shareholders’ Annual General Assembly. Since the Annual General Assembly concerning the 2014 financial year had not been held as of the date of this Report, no decision has yet been taken on the distribution of dividends. In the Bank’s Annual General Assembly held on March 26, 2014; it was resolved that out of the TL 2.087 thousands net profit generated during the year that ended on December 31, 2013; TL 268 thousands would be distributed as dividend as per the permission received from the BRSA on March 25, 2014, TL 14 thousands would be allocated to legal reserves; whereas, TL 1.805 thousands from deferred tax assets would be allocated to Extraordinary Reserves. Dividend payment was made on April 30, 2014. Deutsche Bank Annual Report 2014 02 - Management and Corporate Governance Human Resources Applications 28 Human Resources Applications Recruitment: Employing the right persons with the right qualifications, who will apply Bank’s strategy, adopt and appropriate Deutsche Bank’s corporate culture, at the right positions is the basic principle underlying the recruitment policy. Supervisors, who are responsible from execution of their unit’s activities in line with the applicable legislation, should have sufficient expertise in their unit’s area of activity and employees of each unit should have the qualifications their duties, authorities and responsibilities require. It is essential that recruitment processes and applications be based on objective criteria and executed in accordance with the principle of equal opportunity. Career Management: The Bank provides various internal career development opportunities to its employees including internal recruitment, appointment, promotion, rotation and international assignments in accordance with DB Group’s strategy and business requirements. International assignments are important for the Bank because of the experience they bring to the employees. Employees are given the chance to have access to global opportunities related to the unit in which they are currently employed and to apply to positions suitable for themselves. In the short and long-term assignments, it is aimed to ensure that employees are employed in the right place, at the right time and that human resource is used efficiently. Professional knowledge, skills and sense of responsibility of employees, who exceed the expectations with their high performance, make them candidates for higher positions. Performance Management: Targets are assigned to each employee based on their duties and responsibilities, Bank’s strategies, aims and values. It is essential that performance criteria be established so as not to give rise to any conflicts of interest. After the targets are communicated with the employees, their strenghts as well as weaknesses are observed during the assessment process. After selfassessment of the employee is taken in light of the targets assigned, performance management continues with feedbacks received from supervisors. Results of performance assessment provide data for career planning and a basis to determine training and development needs and remuneration. Performance of internal systems personnel are assessed independent from the performance of executive units they control. Remuneration and Benefits: Remuneration and benefits policy of the Bank is based on establishing a working environment in accordance with the general applications of the Bank and principles that foresee fair and balanced remuneration based on work and performance, in parallel to the remuneration data unique to the sector, which has the ability to compete in the labour market; rewards high performance; encourages success and is compatible with globally-acknowledged values. Payments made to employees are associated not only with the short-term performance of the Bank such as profit or revenue, but also determined so as to have a positive impact on the corporate values and be in harmony with objective criteria. Salaries are reviewed based on criteria such as market dynamics, medium and long term requirements, performance of the Bank and its employees, and revised when deemed fit. Deutsche Bank Annual Report 2014 02 - Management and Corporate Governance Human Resources Applications 29 Training and Development: As of the first day of their employment, Bank employees are expected to complete training sessions on Bank’s corporate culture, general compliance rules and compliance and risk rules unique to the Bank within 1 month. Training requirements of the employees are determined in accordance with performance assessments, changing legislation and needs, in cooperation with their supervisors. Deutsche Bank employees, in addition to the locally executed training programs, also make use of the international opportunities and experience provided by Deutsche Bank Group. The Bank considers development of its employees in the international arena important; therefore, training sessions contributing to personal development of the employees are also provided. With a central internet based training management system, all training-related applications are consolidated and all employees have been provided with access with personal passwords. “Diversity Week at Work” was held at November 10-14, 2014 with activities below: • • • • • Female employees’ hour of chat with EXCO Members “Diversity at Work” Questionnaire Film screening “Secrets of the Sexes” Seminar entitled “Diversity means Innovation” Cuisines of Different Cultures meeting As of December 31, 2014, Deutsche Bank A.Ş. had 115 employees and Personnel Transfer Rate during 2014 was 10.4%. 67% of our employees are university graduates, 30% hold Masters and/or PhD degrees and 3% are high school graduates. Deutsche Bank Annual Report 2014 02 - Management and Corporate Governance Related - Party Transactions 30 Related - Party Transactions Within the scope of its activities, the Bank enters into various transactions with Group companies. These transactions are conducted at market prices and for fully commercial purposes. The resulting profit/loss is reflected in the income statement. The related party transactions of Deutsche Bank A.Ş. are reported in detail in the notes to the financial statements included in this annual report. The Bank did not take part in any legal transactions with the controlling Company or with any party related to the controlling Company and/or with the direction of the controlling Company for the benefit of the controlling Company or its related parties. Since banking regulations and market conditions are taken into account as far as the relations with the Group companies are concerned, measures are neither taken nor specifically avoided to be taken for the benefit of the controlling Company or its related parties in the past fiscal year. Deutsche Bank Annual Report 2014 02 - Management and Corporate Governance Outsourced Services 31 Outsourced Services The business lines and names of the entities that we have procured support services from in 2014 are listed below pursuant to Regulation on Bank's Procurement of Support Services. Outsourcing Companies Business Lines of Outsourced Services Explanation of the Service Securverdi Güvenlik Security Security services in the office, Hizmetleri A.Ş. building and their extensions, transportation of cash and securities Akbasım Matbaacılık ve Operations The secure and timely printing of Ticaret Ltd. Şti. check books in accordance with legal requirements as to form JCI Correspondence Correspondence Services BİS Çözüm Bigisayar ve Information Systems Main Banking System Entegrasyon Hiz. ve Tic. A.Ş. Global Bilişim Bilgisayar Yazılım Information Systems Technical support and maintenanceDanışmanlık San. ve Tic. Ltd. Şti. EFT/EMKT web interface development and maintenance Dataassist Bilgi Teknolojileri A.Ş. Human Resources Payroll Services Manpower İnsan Kaynakları Ltd. Şti. Human Resources Human Resources Services Deutsche Bank AG Information Systems Technical support and maintenanceSMARAGD suspicious activities Deutsche Bank AG Information Systems Technical support and maintenance Message Broker-Swift interface Deutsche Bank AG Information Systems Technical support and maintenance Support services regarding send/receive procedures of MNT - Swift Messages BT Bilişim Hizmetleri A.Ş. Information Systems Location supply and all infrastructure services for Disaster Recovery Site Deutsche Bank AG Operations Operational support services within the context of Hotscan - Embargo filtering practices Deutsche Bank AG Information Systems Technical support and maintenance Hotscan - Embargo filtering practices Deutsche Bank AG Information Systems Technical support and maintenance - SSR Reconciliation practises - Technical support and maintenance - ID-Management Management of User Accounts Deutsche Bank AG Information Systems Technical support and maintenance - Active Directory - ID Management Deutsche Bank AG Information Systems Technical support and maintenance Network Support Deutsche Bank AG Information Systems Technical support and maintenance - DAP Deutsche Bank DBOI Operational Proceedings Client Information Services Global Services Pvt Ltd Platin S.M.M.M. Ltd. Şti. Operational Proceedings Data entry and filing services HCL Technologies Ltd. Information Systems Incident management, Problem management, Hardware installations, End user services, Remote connection services, Service desk services Deutsche Bank Annual Report 2014 02 - Management and Corporate Governance Corporate Social Responsibility 32 Corporate Social Responsibility Deutsche Bank A.Ş. considers corporate social responsibility to be an area of importance and priority. The Bank takes a highly sensitive approach to the production of social responsibility projects and the support of existing projects. Deutsche Bank A.Ş. is aware of the fact that social responsibility is as important as providing customer satisfaction, employee motivation and a healthy, efficient and high-quality working environment. Deutsche Bank continues to be a bridge between Germany and Turkey in terms of developing economic, social and cultural relations: Deutsche Bank pays great attention to the development of economic, social and cultural relations between Germany and Turkey. In order to contribute to these long-running relations between the two countries, the Bank works diligently on the development of economic, social and cultural projects. Bank’s parent company, Deutsche Bank AG has been organizing the traditional annual “Incentive Tour for Top GMC Clients” meeting for the last thirteen years for the senior managers of its prominent medium scale corporate clients. Due to the importance that the Bank accords to the development of social and cultural relations between Germany and Turkey, this meeting has taken place in Istanbul four times over this period of thirteen years. Furthermore, the “Deutsche Bank European Advisory Board Meeting” was held in Turkey. Those who attended the meetings organized in Istanbul with their families gained the opportunity to get to know the city’s historical, cultural and natural beauties and enrich their impressions of Turkey. The "1st Turkish-German Investment and Cooperation Conference" was organized in 2010 in Berlin, with Deutsche Bank as the lead sponsor in cooperation with the Foreign Economic Relations Board (DEIK), the Turkish-German Business Council and participants including Turkish and German government officials, and representatives of the business world and media. The Conference proved a success, and the "2nd Turkish-German Investment and Cooperation Conference" was held in Berlin in coordination with the DEIK Turkish-German Business Council in 2011. These relations continued to strengthen in 2014 as well. Deutsche Bank will continue its studies on developing economic, social and cultural relations between Germany and Turkey. Deutsche Bank considers popularizing and developing environmental protection awareness, protecting greenery and leaving a green world to the future generations as its areas of utmost priority: With the project launched in order to popularize and develop environmental protection awareness in 2010, like every year, Deutsche Bank employees were given a tree sapling every year on their birthdays via the Turkish Foundation for Combating Soil Erosion, for Reforestation and for Protection of Natural Habitats (TEMA) in 2014. Deutsche Bank Annual Report 2014 02 - Management and Corporate Governance Corporate Social Responsibility 33 Deutsche Bank Memorial Forest Project: Deutsche Bank Memorial Forest was established on TEMA (The Turkish Foundation for Combating Soil Erosion, for Reforestation and the Protection of Natural Habitats) Foundation's Kepsut Memorial Forest, a forest land damaged during a fire in 2013 and located near the Sarıçayır Village, south of the District Kepsut of the County Balıkesir, within the jurisdiction of Kepsut Directorate of Forestry under Balıkesir Department of Forestry by donating 5000 saplings. The forest field is approximately 250 meters above the sea level and has dip slopes facing every direction. Saplings were planted on 430 hectares of the burnt field in cooperation with Balıkesir Department of Forestry with contributions from the donators of TEMA Foundation within the scope of TEMA Foundation Memorial Forests Project. Saplings of Calabrian Pine, Black Pine, European Nut Pine, Cypress, Locust, etc. were planted with contributions from the TEMA Foundation. Maintenance and preservation efforts of the field continue. We celebrated New Year by giving planting saplings on behalf of our business partners and employees in Deutsche Bank Memorial Forest: In order to provide support for the combat of the TEMA Foundation against soil erosion and desertification, this year, we celebrated New Year by donating saplings to Deutsche Bank Memorial Forest on behalf of our business partners and employees. Deutsche Bank Annual Report 2014 02 - Management and Corporate Governance Corporate Social Responsibility 34 Sait Taşcıoğlu Primary School Project: The “Sait Taşçıoğlu Primary School” project has been ongoing since 2010. As part of the project, negotiations were conducted with officials to determine the needs of the school, located in the village of Zerzevatçı in Istanbul’s Beykoz district, and its pupils in 2014. As part of the Project, which was organized by Deutsche Bank employees, various educational games and events were organized to provide contribution to personal development of the pupils of the school on the 23rd April National Sovereignty and Children’s Day. Moreover, in order to promote reading, Deutsche Bank employees donated books to the school. Van Earthquake Project: In order to heal the wounds of those earthquake victims left homeless by the Van earthquake which struck in October 2011, Deutsche Bank allocated a budget of 100,000 Euros to construct container homes and provide the necessary furnishings. Visits were organised for families living in prefabricated towns and the necessary help was provided after ascertaining their needs. Moreover, Deutsche Bank provided scholarships to 15 primary school pupils on the recommendation of the Van Governorship Welfare and Solidarity Foundation during the school years of 2012-2014. Various gifts were sent to these school pupils on the 23rd April National Sovereignty and Children’s Day. Culture and Arts: Deutsche Bank believes in the universality of art, and will continue to closely follow and support young artists around the world: In order to encourage creativity and innovation, Deutsche Bank has been supporting promising young artists all over the world in the fields of painting and music for 33 years. The starting point of the Deutsche Bank collection, the largest and most important corporate art collection in the world, can be considered as its decisiveness and sensibility in contributing to the development of art. The corporate collection, expanding since 1945, consists of paintings and photographs. Deutsche Bank has organized the exhibitions, Habersiz Buluşma (Blind Date) and Joseph Beuys ve Öğrencileri (Joseph Beuys and His Students) in Istanbul in previous years. As the sponsor of the ‘1st Contemporary Istanbul and Edge of Arabia Istanbul: Transition’ exhibition, Deutsche Bank highlighted the importance it attributes to Istanbul as a bridge between civilizations. Berlin Philharmonic Orchestra: Bank’s parent company, Deutsche Bank AG has supported the Berlin Philharmonic Orchestra since 1989, which was established as an autonomous assemblage in 1882 and has been accepted as the most noteworthy musical constitution of our era. In 2002, Deutsche Bank was the exclusive partner and focused on the education of the talented youngsters. Deutsche Bank also extended an opportunity to open a digital concert hall as an innovative initiation in 2009 which would enable the orchestra to reach more people through the Internet. For the first time in its history, the Berlin Philharmonic Orchestra performed a concert in Istanbul as part of the Istanbul Culture and Art Foundation’s 40th anniversary events in September 2012. Furthermore, the orchestra performed a concert as part of the 26th International Izmir Fest, which was organized by the Izmir Culture, Art and Education Foundation (İKSEV). Deutsche Bank Annual Report 2014 02 - Management and Corporate Governance Corporate Social Responsibility 35 We encourage individuals to take responsibility for their own cities: Through the “Urban Age” conference and project competition, Deutsche Bank’s forum for examining the future of metropolitan cities around the world that took place in Istanbul in 2009, organized by the Alfred Herrhausen Society and the London School of Economics (LSE), issues such as the participation in urban life and taking responsibility in multicultural societies were discussed with people from different environments, workshops were conducted in an effort to encourage individuals to question the idea of being an urbanite and to take responsibility for their own cities, as well as following up with award winning projects. We continue to support foundations producing projects on environment, supporting women labor and education: With charity sales organized to underline the importance of the personal development and economic freedom of women in our society; handmade gifts, made by women on low incomes who were members of the Foundation for the Support of Women’s Work, were purchased by Deutsche Bank employees in order to help promotion and development of handicrafts and to the economic freedom of women in our society. Earth Week: Through the “Earth Week”, which is celebrated between 15th and 22nd April in the world and aims to raise awareness of environmental issues, necessary measures were taken to promote the economical and correct use of water and energy resources. There were a number of presentations and speeches during the week, aimed at raising environmental awareness. Diversity Week at Work: Various events were organized between November 10th – 14th 2014 across all Deutsche Bank branches simultaneously as part of “Diversity Week”, which is aimed at creating awareness and promoting better understanding between individuals. Deutsche Bank A.Ş. employees have been implementing their own social responsibility projects by taking individual responsibility: Deutsche Bank A.Ş. pays prioritized attention to ensure that its employees are individuals who are socially and environmentally conscious, sensitive and prepared to take responsibility. Therefore, employees are encouraged to take responsibility individually and to carry out their own projects. Deutsche Bank employees improved their individual projects and worked actively on collecting waste paper, plastic bags and caps of plastic bottles in an effort to create a more sustainable environment in 2014. Employees also worked on water and energy saving projects. Deutsche Bank A.Ş. employees, even when they give a special gift to their loved ones, contribute to people who face financial difficulty, the environment and education by acting with concern for social responsibility. 3 Financial Assessment and Risk Management 37 38 40 40 40 41 41 43 44 45 Report of the Audit Committee Management Declaration Audits Other Information Regarding Corporate Actions Financial Assessment Monitoring Targets Risk Management Policies Credit Ratings Summary of Five - Year Financial Highlights Annual Report Compliance Opinion Deutsche Bank Annual Report 2014 03 - Financial Assessment and Risk Management Report of the Audit Committee 37 Report of the Audit Committee The Audit Committee did not observe any adverse occurrences regarding the Bank’s internal control, internal audit and risk management systems during the 2014 fiscal year. The Committee regularly corresponded with the Bank’s internal systems department managers, closely monitored the Bank’s risk and operations and ensured that all measures were taken for timely identification and elimination of any risk. Regarding the compliance of the Bank’s accounting practices with the Banking Law No. 5411 and other applicable legislation, the Committee reviewed the assessments of the independent auditors and did not encounter any discrepancies. Our observations and opinions on the Bank’s risk management and internal control activities are as follows: Supervision by the Board of Directors and Executive Management: The Board of Directors consists of experienced members who work actively in the banking sector, are specialized in various fields of the banking profession and possess sufficient knowledge on different types of assumed risks, how these risks occur and how they can be managed. The Executive Management works in close contact with the Board of Directors, is knowledgeable and experienced on risk and is capable of utilizing the know-how and experience of the parent bank, Deutsche Bank AG, in these areas. Responsibilities regarding continuous risk reporting associated with developments in the financial markets, risk management practices and the Bank’s operations have been identified. Risk reporting is performed on a daily basis. The Board of Directors and the Executive Management monitor the reliability and functioning of accounting and reporting systems through specialists who are not users of these systems. The Board of Directors, Executive Management and the parent company, Deutsche Bank AG, continuously review risk acceptance limits and implement the necessary preventive measures in response to changing market conditions. The Board of Directors, Executive Management and the parent company, Deutsche Bank AG, act conscientiously to ensure that the Bank’s business units and business lines employ personnel who possess the necessary knowledge, experience and expertise regarding the nature and scope of the tasks being performed. In addition, employees are offered the opportunity to benefit from the Deutsche Bank AG specialists, their knowledge and experience. Through "the Code of Business Conduct and Ethics for Deutsche Bank Group" document notified to the Deutsche Bank employees during the recruitment process against signature, the Board of Directors, Executive Management and the main partner, Deutsche Bank AG, have determined the general rules in order to form the human resources team to conduct the Bank's activities in a safe and reliable way. Thus, the necessary measures undertaken to carry out the Bank’s operations in a safe and reliable manner and to ensure that employees are honest and ethical and that they behave consistently with the Bank’s prudent management philosophy and conduct. The Board of Directors, Executive Management and the parent company, Deutsche Bank AG, monitor all operations of the Bank adequately through various internal audit and control systems. Deutsche Bank Annual Report 2014 03 - Financial Assessment and Risk Management Report of the Audit Committee Management Declaration 38 Before the Bank embarks on a new line of business or launches a new product, the Board of Directors, Executive Management and the parent company, Deutsche Bank AG, require the implementation of New Product Approval and New Business Approval procedures to assess all potential risk which may arise from such business or products, and provide the necessary infrastructure and internal controls for the management of such risk. The New Product Approval and New Business Approval procedures intend to overview the adequacy of the Bank’s infrastructure necessary for identifying, monitoring and controlling the potential risk before embarking on a new operation or launching a new product. The Bank’s risk in trading treasury bills and government bonds has been identified and policies, implementation methods and limits to measure, monitor and control these have been established. These policies, implementation methods and limits are consistent with the level of experience, goals and objectives and financial strength of Deutsche Bank A.Ş. as well as of the parent bank, Deutsche Bank AG. Hierarchical structure of the authorities and responsibilities in the Bank’s operations are set out in the organization chart. We did not identify any transaction that might result in any significant risk during 2014. The Bank’s risk management and internal control systems are capable of identifying potential risk in advance. On behalf of the Audit Committee Kaya Didman, Chairman Management Declaration As a result of the assessment made by the Board of Directors of Deutsche Bank A.Ş. (“Bank”) of the internal controls on information systems and banking processes for the audit period of January 1, 2014 – December 31, 2014 in terms of efficiency, adequacy and compliance pursuant to Regulation on Bank Information Systems and Banking Processes Audit to be Performed by External Audit Institutions, which became effective on December 31, 2009 and publicly announced at the Official Gazette on January 13, 2010 with issue no. 27461, by the Banking Regulation and Supervision Agency and the Circular Letter dated June 30, 2010 with no. B.02.1.BDK.0.77.00.00.010.06.02/3 on “Management Declaration”, which specifies the particulars of the Management Declaration, preparation of which is stipulated in Article 33 of the Regulation above, we hereby declare that, • Board of Directors of our Bank is responsible from establishment and • Board of Directors of our Bank is responsible from establishment and performance of an efficient, adequate and compliant internal control system pursuant to Articles 29 and 30 of the Banking Law with no. 5411 and to paragraph 1 of Article 4 of the Regulation on the Internal Systems and Internal Capital Adequacy Assessment Process of the Banks, which was publicly announced at the Official Gazette of June 11, 2014 with issue no. 29057, Deutsche Bank Annual Report 2014 03 - Financial Assessment and Risk Management Management Declaration 39 • Internal Control and Internal Audit Units of our Bank performed an examination on the internal control system for the banking processes included in Article 25 of the Regulation on Bank Information Systems and Banking Processes Audit to be Performed by External Audit Institutions and the Information Systems processes included in Article 24 of the same Regulation and an assessment in order to reveal all significant control deficiencies regarding this system, • During the assessment made by the related units of our Bank on the internal control system, results of the works conducted by the related units of our Bank, not the results of the works of the external audit institution were used, • No significant control deficiency was detected on the Internal Control System of our Bank, • No significant control deficiency, which may hinder the efficiency, adequacy or compliance of our internal control system in accordance with the procedures and principles set forth in the second chapter of the Regulation on the Internal Systems and Internal Capital Adequacy Assessment Process of the Banks, entitled “The Internal Control System”, and the Communiqué on Principles to be Considered in Information Systems Management in Banks, which was publicly announced at the Official Gazette dated September 14, 2007 with issue no. 26643, was found, • As a result of the assessment made on our internal control system, all control weaknesses and noteworthy control deficiencies detected on our internal control system are classified and presented to the external auditor in Annex 1, even if they were corrected by the end of the period, • As a result of the audits performed by the Internal Audit Unit during 2014, 13 Control Weakness (CW) findings were determined in total and currently, 7 CW findings are still open in accordance with the target dates of the management action plans, • No act of misconduct or corruption, which may result in material misrepresentation in the Financial tables or materially impact the integrity, consistency, reliability and confidentiality, if and when a need for such confidentiality arises, of sensitive data of the Bank, especially the financial data, and continuity of the activities or in which managers, be it of important function or not, or other employees with critical duties in the internal control system of the Bank are involved, was detected, • Current status of the findings, i.e. whether they are closed or not, determined in the previous external information systems and banking processes audits and presented to the bank, closure of which have not yet been approved by the external auditor are included in the Annex 2, • Subsequent to the examinations made on our internal control system, changes in the internal control system or in other issues which may materially impact the internal control system are presented to the external auditor in Annex 1 in a way that will include the corrective actions taken by the bank in significant and noteworthy control deficiencies. Board of Directors of Deutsche Bank A.Ş. Deutsche Bank Annual Report 2014 03 - Financial Assessment and Risk Management Audits Other Information Regarding Corporate Actions Financial Assessment 40 Audits During the fiscal period, the Bank underwent financial audit performed by the Banking Regulation and Supervision Agency (BRSA) and the routine responsibility audit, performed by the Central Bank of Turkey. In addition, independent auditor of the Bank performed quarterly interim audits and an annual audit. Other Information Regarding Corporate Actions No legal action has been lodged against the Bank that would affect the Bank’s fiscal position and actions. During 2014, the Bank was not ordered to pay any administrative fine by the BRSA since no inconsistencies were found in the Bank’s application of regulations. No administrative or legal sanctions have been applied against the Bank’s Board of Directors. Financial Assessment As of December 31, 2014, the Bank’s total assets amounted to TL 2,921,847 thousands, increased by 24% compared to the previous year. The main reason of the increase is the increase in reverse repo transactions. Total loans increased by 21% from TL 904,029 thousands at the end of 2013 to TL 1,090,757 thousands by the end of 2014. All loans are short-term. Total deposits amounted to TL 680,744 thousands at the end of 2014, implying 15% growth over the TL 592,956 thousands at the end of 2013. This growth was largely driven by the increase in banks deposits. Items held in Custody grew by 9% from TL 45,377,511 thousands at the end of 2013 to TL 49,239,274 thousands at the end of 2014. Off-balance sheet items decreased from TL 6,149,499 thousands at the end of 2013 to TL 4,490,400 thousands at the end of 2014 due to the decrease in forward value securities trading transactions. By the end of 2014, the Bank’s net profit after taxes was TL 80,571 thousands. The Bank continues to operate at high levels of profitability and strengthens its equity. The Bank commands a high level of liquidity which is sufficient to meet its debts, and a capital adequacy standard ratio well in excess of the minimum rate set by the related regulations. Deutsche Bank Annual Report 2014 03 - Financial Assessment and Risk Management Financial Assessment Monitoring Targets Risk Management Policies 41 On and off-balance sheet foreign currency balances are managed concurrently. While the receivables from reverse repo transactions, loans and securities portfolio held for trading purposes comprise the majority of the Bank’s assets, the majority of its profit is derived from interest from securities and loans and profits from derivative financial instruments. The Bank’s liquidity and interest risk are managed diligently by taking into account its capital and the funding limit set by Deutsche Bank AG, for the risk exceeding a reasonable amount, by selling forward securities to Deutsche Bank AG, London. The Bank maintains high levels of liquidity at all times and makes investment decisions depending on prevailing market conditions. The Bank’s parent company, Deutsche Bank AG, undertakes that it will fulfill the contracted responsibilities of Deutsche Bank A.Ş. based on its declaration which was approved at the General Assembly and published in its annual report. Monitoring Targets The annual budget is set by the Bank’s Board of Directors in line with the targets and monitoring activities check whether or not operational results are in line with the budget. Profit/loss, balance sheet and risk weighted assets, established in accordance with the internal assessment process, are approved by the Board of Directors of the Bank. The Bank made less profit than the profit budgeted due to the effects of the market fluctuations in the current period. Decisions taken by General Assembly are fulfilled by the Board of Directors without exception. Risk Management Policies General Policies Deutsche Bank A.Ş. maintains Turkish Lira denominated Treasury Bills and Government Bonds portfolio for trading purposes but is not engaged in equity/ stock trading. Bank’s tenor cap for cash corporate loans is five years. The bank applies different limits for cash loans and for letters of guarantee and credit. Deutsche Bank A.Ş. also has country and sector concentration limits. The bank pays utmost attention not to engage in interbank money market transactions with a maturity exceeding six months. Foreign currency transactions with banks and the other corporations are conducted on “delivery versus payment” basis; banks and corporations with a settlement limit are exceptions to this rule. The bank has an approval procedure for the new products and business lines. Insurance transactions regarding all kinds of operational risk are coordinated with Deukona. Matters regarding reputational risk are discussed and resolved in the Reputational Risk Committee. Disaster Recovery Plan is regularly reviewed and tested. Deutsche Bank Annual Report 2014 03 - Financial Assessment and Risk Management Risk Management Policies 42 Compliance with the relevant policies and limits are checked daily. All kinds of breaches are reported to the senior management, relevant units and the Board Member responsible from Internal Systems. Deutsche Bank A.Ş. aims to enlarge its loan portfolio of large scale corporations. Operating with a high capital adequacy ratio, bank’s efforts to enlarge its loan portfolio will continue in 2015. No efforts/ reporting procedure for early risk detection. Risk Management Risk Management is an independent unit responsible from risk management for all types of market, operation and credit risk. It applies the policies defining the precautions regarding monitoring, managing and administering and reporting the risks determined under the Regulation on the Internal Systems of the Banks. Function of the Risk Management Unit is to ensure that all risks that the Bank is exposed to are defined, measured, monitored, controlled and reported in a consolidated and unconsolidated manner by means of the policies, procedures and limits specified to monitor, supervise and control, and if necessary, change the risk return structure contained by the future cash flows of the Bank, and accordingly the characteristics and level of the operations of the Bank. The basic risk management divisions that should be preliminarily assessed by our Bank are defined herein below: Market Risk Market risk is the possibility to incur a loss arising from Bank’s general market risk, exchange rate risk (potential losses that may be incurred by the Bank as a result of changes in exchange rates due to all of its foreign currency assets and liabilities),interest rate risk (potential losses that may be incurred by the Bank as a result of the movements in interest rates due to its positions regarding financial instruments),swap risk (potential losses that may be incurred by the Bank due to price fluctuations of securities, foreign exchanges or merchandise subject to transactions as a result of failure to realize a swap transaction on its due date in case of transactions which cover delivery of securities, foreign exchanges or merchandise on the basis of prices on a certain due date and foresee that both parties meet their obligations on such due dates) and counterparty credit risk in trading accounts. Market Risk Management also includes liquidity risk (the risk of Bank’s failing to fulfil its responsibilities on time due to the fact that it does not have cash stock or flow that is sufficient to meet the cash outflow totally or on time as a result of an imbalance in the cash flow) management. Deutsche Bank Annual Report 2014 03 - Financial Assessment and Risk Management Risk Management Policies Credit Ratings 43 Credit Risk Credit risk is defined as the condition our Bank is in and the potential loss it may incur if and when a customer of our Bank or a counterparty that our Bank is in a business relationship fails to partially or totally fulfil its obligations arising from a contract it signed with the Bank on time. All processes pertaining to credit allocation by the Bank in favour of real persons or legal entities directly or indirectly, utilization, monitoring and operation of the said credit are regarded under the credit risk management. The principal amount of credit risk is the sum of the credit risk amounts regarding on-balance sheet assets, non-cash credits, liabilities and derivative financial instruments. It further includes Credit Risk, Counterparty credit risk management, Concentration risk management and Country risk management. Operational Risk Operational risk is the possibility to incur a loss arising from insufficient or ineffective internal processes, failures related to employees and systems or external sources, and it includes legal risk. Aim of the Operational Risk Management is to early detect/ foresee the possible operational risks that the Bank may be exposed to and to protect the Bank from any possible losses that it may incur as a result of operational risks, to establish and ensure operation of the necessary mechanisms needed for efficient management of operational risks that may pose a delay or obstacle to achieving Deutsche Bank A.Ş.’s aims, and to decrease the possibility of being exposed to operational risk and, thereby, to participate into creation of a stronger capital base. Credit Ratings Deutsche Bank A.Ş. is not rated by rating agencies. As of December 31, 2014, international rating agencies had attached the following ratings to the Bank’s parent company, Deutsche Bank AG: Short-term Rating Long-term Rating Moody’s Investors Service P - 2 A3 Standard & Poor’s A - 1 A Fitch Ratings F1 + A + Outlook Individual Rating Negative baa3 Negative bbb+ Negative a Deutsche Bank Annual Report 2014 03 - Financial Assessment and Risk Management Summary of Five - Year Financial Highlights 44 Summary of Five - Year Financial Highlights Assets (TL 000)2014 20132012 20112010 Cash and Balances with the Central Bank 533.958 228.523 162.344 132.773 27.035 Trading Securities (Net) 578.215 797.082 618.241 1.195.014 348.652 Derivative Financial Assets Held-for-Trading 3.467 18.937 861 11.063 10.745 Banks and Other Financial Institutions 35.210 313.018 41.691 112.268 55.077 Receivables from Money Markets 550.169 - - 170.1002.344.327 Investment Securities Available-for-Sale (Net) - -- -Loans and Receivables 1.090.757 904.029 381.905 531.975 168.584 Unconsolidated Subsidiaries (Net) - -- -Tangible Assets (Net) 2.042 2.675 3.442 2.532 3.617 Intangible Assets (Net) 20.013 27.028 34.151 39.429 45.646 Tax Assets 827 1.673 - 4.070 1.254 Other Assets 107.189 66.665 54.331 42.796 46.331 Total Assets 2.921.847 2.359.630 1.296.966 2.242.020 3.051.268 Liabilities (TL 000)2014 20132012 20112010 Deposits 680.744 592.956 430.740 334.835 1.790.087 Derivative Financial Liabilities Held-for-Trading 3.192 18.145 1.065 13.832 13.020 Payables to Money Markets 31.283 187.512 59.753 816.753 19.783 Funds Borrowed 1.638.258 1.074.023 236.062 608.570 803.971 Securities Issued (Net) - -- -Funds - -- -Miscellaneous Payables 2.521 2.167 2.252 3.591 7.353 Other External Resources Payable 3.141 3.632 525 5.882 193 Factoring Payables - -- -Lease Payables (Net) - - - 17283 Provisions and Tax Liability 55.485 54.488 51.688 41.352 31.463 Subordinated Loans - -- -Shareholders’ Equity 507.223 426.707 514.881 417.188 385.115 Total Liabilities 2.921.847 2.359.630 1.296.966 2.242.020 3.051.268 Income Statement (TL 000)2014 20132012 20112010 Interest Income 223.716 158.897 301.467 214.384 103.482 Interest Expense 77.012 26.805 51.318 55.693 30.727 Net Interest Income/(Expense) 146.704 132.092 250.149 158.691 72.755 Net Fees and Commissions Income/(Expense) 45.623 55.94745.105 34.57221.851 Net Trading Income/(Loss) 1.619-100.171 -85.818 -81.834 22.188 Other Operating Income 12.441 16.433 7.511 6.464 6.966 Total Operating Profit 206.387 104.301 216.947 117.893 123.760 Provision for Losses on Loans or Other Receivables (-) 3.826 10.170 1.804 7.263 970 Other Operating Expenses (-) 100.522 89.999 84.511 69.201 128.071 Net Operating Profit/(Loss) 102.039 4.132 130.632 41.429 -5.281 Gain/(Loss) on Net Monetary Position - -- -Profit/(Loss) Before Taxes 102.039 4.132 130.632 41.429 -5.281 Provision for Taxes (-) 21.468 2.045 26.525 9.356 760 Net Operating Profit/(Loss) after Taxes 80.571 2.087 104.107 32.073 -6.041 Extraordinary Profit/(Loss) After Taxes - -- -Net Profit/(Loss) 80.571 2.087 104.107 32.073 -6.041 Debt / Equity Ratio (%) 465,11 440,22 141,86 427,50 684,13 Deutsche Bank Annual Report 2014 03 - Financial Assessment and Risk Management Annual Report Compliance Opinion 45 4 Independent Auditors’ Report, Financial Statements and Disclosures 47 48 52 Independent Auditors’ Report Unconsolidated Financial Report Financial Statements and Disclosures DEUTSCHE BANK ANONİM ŞİRKETİ Financial Statements As of and For the Year Ended 31 December 2014 With Independent Auditors’ Report Thereon (Convenience Translation of Financial Statements and Related Disclosures and Footnotes Originally Issued in Turkish) Deutsche Bank Annual Report 2014 49 50 Deutsche Bank Annual Report 2014 SECTION ONE GENERAL INFORMATION ABOUT THE BANK I. II. III IV. V. PAGE History of the Bank including its incorporation date, initial legal status, amendments to legal status Bank’s shareholder structure, management and internal audit, direct and indirect shareholders, change shareholder structure during the year and information’s on Bank’s risk group Information’s on the Bank’s board of directors’ chairman and members, audit committee members, general manager, assistant Information on the Bank’s qualified shareholders Summary information on the Bank’s activities and services 52 52 53 54 55 SECTION TWO Finansal Tablolar I. II. III. IV. V. VI. VII. Balance sheet (Statement of Financial Position) Off-balance sheet items Income statement Statement of comprehensive income Statement of changes in equity Statement of cash flows Statement of profit distribution 56-57 58 59 60 61 62 63 SECTION THREE EXPLANATIONS ON ACCOUNTING POLICIES I. II. III. IV. V. VI. VII. VIII. IX. X. XI. XII. XIII. XIV. XV. XVI. XVII. XVIII. XIX. XX. XXI. XXII. XXIII. XXIV. Basis of presentation Basis of presentatiton of financial statements Explanations on strategy of using financial instruments and foreign currency transactions Informations related to investments in associates and subsidiaries Explanations on forward, options and derivative transactions Explanations on interest income and expenses Explanations on fee and commission income and expense Explanations on financial assets Explanations on impairment of financial assets Explanations on offsetting financial assets Explanations on sales and repurchase agreements and securities lending transactions Explanations on assets held for resale and discontinued operations Explanations on goodwill and other intangible assets Explanations on property and equipment Explanations on leasing transactions Explanations on provisions and contingent commitments Explanations on contingent assets Explanations on obligations related to employee rights Explanations on taxation Explanations on borrowings Explanations on issuance of share certificates Explanations on avalized drafts and bill of guarantee Explanations on government grants Explanations on profit reserves and profit distribution 64 64-65 65 65 65 65 66 66-67 67 67 67 67 67-68 68 68-69 69 69 69 69-70 70 70 70 70 70 51 Deutsche Bank Annual Report 2014 XXV. Explanations on earnings per share XXVI. Explanations on related parties XXVII. Explanations on cash and cash equivalents XXVIII. Explanations on segment reporting XXIX. Reclassifications 71 71 71 71 71 SECTION FOUR INFORMATION RELATED TO FINANCIAL POSITION OF THE BANK I. II. III. IV. V. VI. VII. VIII. IX. X. Explanations on capital adequacy ratio Explanations on credit risk Explanations on market risk . Explanations on operational risk Explanations on currency risk Explanations on interest rate risk Explanations on liquidity risk Explanation regarding the presentation of financial assets and liabilities at their fair values Explanation regarding the activities carried out on behalf and account of other parties Explanations on operating segments 72-78 78-85 85-86 86-87 87-88 89-91 91-96 96-97 97 98 SECTION FIVE EXPLANATIONS AND NOTES RELATED TO FINANCIAL STATEMENTS I. II. III. IV. V. VI. VII. VIII. IX. Explanations and notes related to assets Explanations and notes related to liabilities Explanations and notes related to off-balance sheet accounts Explanations and notes related to income statement Explanations and notes related to changes in shareholders’ equity Explanations and notes related to statement of cash flows Explanations and notes related to Bank’s risk group Explanations and notes related to domestic, foreign off-shore branches and foreign representatives of the Bank Explanations and notes related to subsequent events 99-105 106-110 111-113 113-117 118 118-119 119-121 121 121 SECTION SIX OTHER EXPLANATIONS AND NOTES I. Other explanations related to Bank’s operations 122 SECTION SEVEN EXPLANATIONS ON INDEPENDENT AUDITORS’ REPORT I. II. Explanations on independent auditors’ report 122 Explanations and notes prepared by independent auditors 122 Deutsche Bank Annual Report 2014 52 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) SECTION ONE GENERAL INFORMATION ABOUT THE BANK I.History of the Bank including its incorporation date, initial legal status, amendments to legal status Deutsche Bank Anonim Şirketi (“the Bank”) was established with Council of Ministers Permit No. 87/12432, dated 16 December 1987. This permit was published in the Official Gazette dated 26 December 1987 and it was registered on 4 April 1988. The “Articles of Association” of the Bank were published in the Trade Registry Gazette on 7 April 1988. The commercial title of the Bank upon its establishment was “Türk Merchant Bank A.Ş.” which was changed to “Bankers Trust A.Ş.” on 17 April 1997. After the global merger of Bankers Trust and Deutsche Bank, the Bank’s commercial title has been changed to “Deutsche Bank Anonim Şirketi” at 1 March 2000. The Bank obtained the permission to accept deposits with the article numbered 1381 and dated 8 September 2004 of Banking Regulatory and Supervisory Agency (“BRSA”). This permission became valid after it was published in Official Gazette No. 25614 dated 15 October 2004. The Bank’s head office is located in Istanbul and has no branches. Based on the decision taken at General Assembly Meeting of the Deutsche Bank Anonim Şirketi held on 28 March 2013, the Articles of Association has been amended in compliance with the Turkish Commercial Code (“TCC”) no. 6102. In this concept, the “Articles of Association” of the Bank was updated and simplified in accordance with TCC no. 6012. The updated Articles of Association came into effect after being published in Trade Registery Gazette No.8304 dated 19 April 2013. II. Bank’s shareholder structure, management and internal audit, direct and indirect shareholders, change in shareholder structure during the year and information on Bank’s risk group As of 31 December 2014, the Bank’s paid-in capital is comprised of 1.350.000.000 shares whose historical nominal unit values are TL 0,1. The Bank is one of the group companies of Deutsche Bank Group and 99.99% of the Bank’s capital is owned by Deutsche Bank AG. 15 years 24 years holds no shares of the Bank. Assistant General Managers Hakan Ulutaş Trade and Custody Services 18 October 2012 Undergraduate: İstanbul University Management Faculty 22 years Master: Marmara University Science Research and Application Center, Contemporary Business Education Directorate Cenk Esener Corporate Cash Management 18 October 2012 Undergraduate: Eastern Mediterranean Universy Economics Department 19 years and Foreign Trade Ali Doğrusöz Technology and Operations16 December 2002 Undergraduate: North Carolina University, Mechanical Engineering 26 years Master: METU Mechanical Engineering Süleyman Mert Haraçcı Global Markets 28 October 2009 Undergraduate and Master: Marmara University, Finance Department 20 years Tijen Gümüşdiş 16 January 2014 Undergraduate: Boğaziçi University Faculty of Administrative Sciences, Management and Economics Member of Board and Audit Committee Paul Antony Geradine12 December 2012 Undergraduate: Associate Institute of Chartered Accountants in England and Wales Master: University of Oxford, Bachelor of Arts in Modern History Chairman Peter Johannes Maria Tils 21 November 2012 Undergraduate: Bonn University Political 37 years Economics Master: Köln University Management Vice Chairman and Chairman of the Audit Committee Kaya Didman 27 March 2008 Undergraduate: Boğaziçi University 26 years Faculty of Administrative Sciences, Management Board Member and Ersin Akyüz 27 February 2008 Undergraduate: London School of Economics 26 years General Manager Master: University of Chicago Members of Board H.Sedat Eratalar Internal Systems 2 August 2001 Undergraduate: Ankara University 34 years Economics and Public Finance Department Satvinger Singh 12 July 2012 Undergraduate: Delhi College of Engineering 21 years Master: Durham University, Management Marco Kistner29 September 2012 Undergraduate: Frankfurt University Bank Management 31 years Özge Kutay Financial Reporting 18 October 2012 Undergraduate: İstanbul University Faculty of 21 years Economics and Administrative Sciences III. Information on the Bank’s board of directors’ chairman and members, audit committee members, general manager, assistant general managers, change in top management and their shareholdings in the Bank Experience in Banking and Appointment Business Title Name & Surname Responsibilities Date EducationAdministration (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 Deutsche Bank Annual Report 2014 53 54 Deutsche Bank Annual Report 2014 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) Changes occured for the year ended 31 December 2014: Title Member of Board (*) Assistant General Manager (**) Outgoing within the period Appointee within the period Ahmet Arınç Mustafa Bağrıaçık Tijen Gümüşdiş - The Board Member Ahmet Arınç has resigned from the membership of the board at 16 January 2014. At the same date, Tijen Gümüşdiş has been assigned as a board member. The appointment is approved by March 26, 2014 Ordinary General Assembly. (**) As at 30 September 2014, Assistant General Manager Mustafa Bağrıaçık, who is responsible from the investment banking, has resigned from the Bank. (*) IV. Information on the Bank’s qualified shareholders The Bank’s qualified shareholder, which has direct or indirect control power, due to the definition of qualified portion on Banking Act No. 5411 and regarding to Article 13th of Communiqué on Transactions Subject to Bank’s Permission and Indirect Portion Ownership, is shown below: Name Surname Share Share Paid Commercial Title Amounts Ratios Shares Deutsche Bank AG 134.999 99,99 134.999 Other 1 0,01 1 Total 135.000 100 135.000 Unpaid Shares - Deutsche Bank Annual Report 2014 55 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) V. Summary information on the Bank’s activities and services Activities of the Bank as stated in its Articles of Association are as follows: •All banking operations; •Jointly establishing enterprises with the corporations or individuals, joint ventures, investing to the existing or newly established commercial and industrial institutions, banks and financial institutions and transferring the shares of those enterprises; •Providing commercial and insurance activities on behalf of the Bank or the domestic and foreign institutions, acting as agencies, and providing commitments to public and non-public entities in compliance and not restricted with the regulations set by the Banking Law and the related legislations; •Purchasing and selling marketable securities on behalf of the Bank or third parties, issuing debt securities by taking the necessary permissions in accordance with the related legislation, establishing and managing investment funds and performing other capital market transactions, which are allowed by the Banking Law and operating in stock exchange; •Performing factoring and forfaiting; •Performing any transactions in foreign currency markets including derivative transactions on behalf of the Bank or its’ customers; •Performing equipment leasing and real estate financing by way of leasing the extent permitted by legislation •Acquiring intangible assets related with the Bank’s operations and making savings on them; The Bank, which has been providing investment banking services since its establishment date, has obtained the permission to accept deposits from BRSA Decision No. 1381 dated 8 September 2004, as a result of the Bank’s growth and investment policies in Turkey. This permission became into force after it was published in Official Gazette No. 25614 dated 15 October 2004. The main operations of the Bank are, Interbank Money Market transactions, purchasing and selling marketable securities, foreign currency transactions, providing collateralised non-cash loans related with commercial activities and custody services. After obtaining commercial banking licence, in addition to the Bank’s current operations like commercial banking and money market transactions, the Bank became structured to meet all of the needs of its’ customers by providing services such as accepting deposits, opening individual accounts and selling cash management products and services, accordingly. As of 31 December 2014, the number of employees of the Bank is 115 (31 December 2013: 110). 56 Deutsche Bank Annual Report 2014 Deutsche Bank Anonim Şirketi Balance Sheet (Statement of Financial Position) as at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) SECTION TWO FINANCIAL STATEMENTS I. BALANCE SHEET (STATEMENT OF FINANCIAL POSITION) ASSETS Note (5 - I) TL Current period 31 December 2014 FC Total Prior period 31 December 2013 TL FC Total I. CASH AND BALANCES WITH THE CENTRAL BANK (1) 46.074 487.884 533.958 30.142 198.381 228.523 II. FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT/LOSS (Net) (2) 578.215 3.467 581.682 797.082 18.937 816.019 2.1 Trading securities 578.215 3.467 581.682 797.082 18.937 816.019 2.1.1 Government debt securities 578.215 - 578.215 797.082 - 797.082 2.1.2 Share certificates - - - - - 2.1.3 Trading derivative instruments - 3.467 3.467 - 18.937 18.937 2.1.4 Other securities - - - - - 2.2 Financial assets at fair value through profit/loss - - - - - 2.2.1 Government debt securities - - - - - 2.2.2 Share certificates - - - - - 2.2.3 Loans - - - - - 2.2.4 Other securities - - - - - III. BANKS (3) 21.649 13.561 35.210 307.745 5.273 313.018 IV. MONEY MARKET PLACEMENTS 550.169 - 550.169 - - 4.1 Interbank money market placements - - - - - 4.2 Istanbul Stock Exchange money market placements - - - - - 4.3 Receivables from reverse repurchase agreements 550.169 - 550.169 - - V. AVAILABLE FOR SALE FINANCIAL ASSETS (Net) (4) - - - - - 5.1 Share certificates - - - - - 5.2 Government debt securities - - - - - 5.3 Other securities - - - - - VI. LOANS AND RECEIVABLES (5) 551.435 539.322 1.090.757 491.836 412.193 904.029 6.1 Loans 551.435 539.322 1.090.757 491.836 412.193 904.029 6.1.1 The Bank's risk group's loans - - - - - 6.1.2 Government debt securities - - - - - 6.1.3 Others 551.435 539.322 1.090.757 491.836 412.193 904.029 6.2 Loans at follow-up - - - - - 6.3 Specific provisions (-) - - - - - VII. FACTORING RECEIVABLES - - - - - VIII. HELD TO MATURITY FINANCIAL ASSETS (Net) (6) - - - - - 8.1 Government bonds - - - - - 8.2 Other securities - - - - - IX. INVESTMENTS IN ASSOCIATES (Net) (7) - - - - - 9.1 Consolidated according to equity method - - - - - 9.2 Non-consolidated - - - - - 9.2.1 Financial associates - - - - - 9.2.2 Non-Financial associates - - - - - X. INVESTMENTS IN SUBSIDIARIES (Net) (8) - - - - - 10.1 Non-consolidated financial subsidiaries - - - - - 10.2 Non-consolidated non-financial subsidiaries - - - - - XI. INVESTMENTS IN JOINT VENTURES (Net) (9) - - - - - 11.1 Consolidated according to equity method - - - - - 11.2 Non-consolidated - - - - - 11.2.1Financial joint ventures - - - - - 11.2.2Non-financial joint ventures - - - - - XII. FINANCIAL LEASE RECEIVABLES (Net) (10) - - - - - 12.1 Financial lease receivables (Net) - - - - - 12.2 Operational lease receivables - - - - - 12.3 Other - - - - - 12.4 Unearned Income (-) - - - - - XIII. DERIVATIVE FINANCIAL INSTRUMENTS HELD FOR RISK MANAGEMENT (11) - - - - - 13.1 Fair value hedges - - - - - 13.2 Cash flow hedges - - - - - 13.3 Net foreign investment hedges - - - - - XIV. TANGIBLE ASSETS (Net) (12) 2.042 - 2.042 2.675 - 2.675 XV. INTANGIBLE ASSETS (Net) (13) 20.013 - 20.013 27.028 - 27.028 15.1 Goodwill - - - - - 15.2 Other intangibles 20.013 - 20.013 27.028 - 27.028 XVI. INVESTMENT PROPERTY (Net) (14) - - - - - XVII. TAX ASSET (15) 827 - 827 1.673 - 1.673 17.1 Current tax asset 827 - 827 1.673 - 1.673 17.2 Deferred tax asset - - - - - XVIII. ASSETS HELD FOR SALE OR FOR DISCONTINUED OPERATIONS (Net) (16) - - - - - 18.1 Held for sale - - - - - 18.2 Related with discontinued operations - - - - - XIX. OTHER ASSETS (17) 10.117 97.072 107.189 10.785 55.880 66.665 TOTAL ASSETS 1.780.541 1.141.306 2.921.847 1.668.966 690.664 2.359.630 Deutsche Bank Annual Report 2014 57 Deutsche Bank Anonim Şirketi Balance Sheet (Statement of Financial Position) as at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) I. BALANCE SHEET (STATEMENT OF FINANCIAL POSITION) Current period Prior period 31 December 2014 31 December 2013 LIABILITIES Note (5 - I) TL FC Total TL FC Total I. DEPOSITS (1) 407.417 273.327 680.744 542.551 50.405 592.956 1.1 The Bank's risk group's deposits 34.892 - 34.892 258.390 - 258.390 1.2 Others 372.525 273.327 645.852 284.161 50.405 334.566 II. DERIVATIVE FINANCIAL LIABILITIES HELD FOR TRADING (2) - 3.192 3.192 - 18.145 18.145 III. FUNDS BORROWED (3) 701.690 936.568 1.638.258 401.913 672.110 1.074.023 IV. INTERBANK MONEY MARKET 31.283 - 31.283 187.512 - 187.512 4.1 Interbank money market funds - - - - - 4.2 Istanbul Stock Exchange money market funds - - - - - 4.3 Obligations under repurchase agreements 31.283 - 31.283 187.512 - 187.512 V. SECURITIES ISSUED (Net) - - - - - 5.1 Bills - - - - - 5.2 Asset backed securities - - - - - 5.3 Bonds - - - - - VI. FUNDS - - - - - 6.1 Borrower funds - - - - - 6.2 Others - - - - - VII. MISCELLANEOUS PAYABLES 2.315 206 2.521 2.102 65 2.167 VIII. OTHER EXTERNAL RESOURCES PAYABLE (4) 189 2.952 3.141 1.063 2.569 3.632 IX. FACTORING PAYABLES - - - - - X. LEASE PAYABLES (5) - - - - - 10.1 Finance lease payables - - - - - 10.2 Operational lease payables - - - - - 10.3 Others - - - - - 10.4 Deferred expenses (-) - - - - - XI. DERIVATIVE FINANCIAL LIABILITIES HELD FOR RISK MANAGEMENT (6) - - - - - 11.1 Fair value hedges - - - - - 11.2 Cash flow hedges - - - - - 11.3 Net foreign investment hedges - - - - - XII. PROVISIONS (7) 29.433 19.010 48.443 26.437 19.478 45.915 12.1 General provisions 18.477 - 18.477 14.833 - 14.833 12.2 Restructuring reserves - - - - - 12.3 Reserve for employee benefits 10.616 6.241 16.857 11.110 7.084 18.194 12.4 Insurance technical provisions (Net) - - - - - 12.5 Other provisions 340 12.769 13.109 494 12.394 12.888 XIII. TAX LIABILITY (8) 7.042 - 7.042 8.573 - 8.573 13.1 Current tax liability 5.381 - 5.381 5.544 - 5.544 13.2 Deferred tax liability 1.661 - 1.661 3.029 - 3.029 XIV. LIABILITIES FOR ASSETS HELD FOR SALE AND ASSETS OF DISCONTINUED OPERATIONS (Net) (9) - - - - - 14.1 Held for sale - - - - - 14.2 Discontinued operations - - - - - XV. SUBORDINATED DEBTS (10) - - - - - XVI. SHAREHOLDERS' EQUITY (11) 507.223 - 507.223 426.707 - 426.707 16.1 Paid-in capital 135.000 - 135.000 135.000 - 135.000 16.2 Capital reserves 31.866 - 31.866 31.866 - 31.866 16.2.1 Share premium - - - - - 16.2.2 Share cancellation profits - - - - - 16.2.3 Marketable securities value increase fund - - - - - 16.2.4 Tangible assets revaluation differences - - - - - 16.2.5 Intangible assets revaluation differences - - - - - 16.2.6 Investment property revaluation differences - - - - - 16.2.7 Bonus shares from associates, subsidiaries and joint-ventures - - - - - 16.2.8 Hedging reserves (effective portion) - - - - - 16.2.9 Revaluation surplus on assets held for sale and assets of discontinued operations - - - - - 16.2.10Other capital reserves 31.866 - 31.866 31.866 - 31.866 16.3 Profit reserves 259.786 - 259.786 257.754 - 257.754 16.3.1 Legal reserves 57.693 - 57.693 57.679 - 57.679 16.3.2 Status reserves - - - - - 16.3.3 Extraordinary reserves 201.880 - 201.880 200.075 - 200.075 16.3.4 Other profit reserves 213 - 213 - - 16.4 Profit or loss 80.571 - 80.571 2.087 - 2.087 16.4.1 Prior periods profit / loss - - - - - 16.4.2 Current period profit / loss 80.571 - 80.571 2.087 - 2.087 TOTAL LIABILITIES 1.686.592 1.235.255 2.921.847 1.596.858 762.772 2.359.630 The notes between pages 13 and 86 are an integral part of these financial statements. Deutsche Bank Annual Report 2014 58 Deutsche Bank Anonim Şirketi Off-Balance Sheet Items as at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) II. OFF-BALANCE SHEET ITEMS Current period Prior period 31 December 2014 31 December 2013 OFF-BALANCE SHEET Note (5 - llI) TL FC Total TL FC Total A. OFF-BALANCE SHEET COMMITTMENTS (I+II+III) 1.914.921 2.575.479 4.490.400 2.591.374 3.558.125 6.149.499 I. GUARANTIES AND WARRANTIES (1) 30.067 183.034 213.101 23.472 163.946 187.418 1.1 Letters of guarantee 30.067 158.362 188.429 23.472 155.891 179.363 1.1.1 Guarantees subject to State Tender Law - - - - - 1.1.2 Guarantees given for foreign trade operations - - - - - 1.1.3 Other letters of guarantee 30.067 158.362 188.429 23.472 155.891 179.363 1.2 Bank acceptances - - - - - 1.2.1 Import letter of acceptance - - - - - 1.2.2 Other bank acceptances - - - - - 1.3 Letters of credit - 13.164 13.164 - 6.412 6.412 1.3.1 Documentary letters of credit - 13.164 13.164 - 6.412 6.412 1.3.2 Other letters of credit - - - - - 1.4 Guaranteed prefinancings - - - - - 1.5 Endorsements - - - - - 1.5.1 Endorsements to the Central Bank of Turkey - - - - - 1.5.2 Other endorsements - - - - - 1.6 Underwriting commitments - - - - - 1.7 Factoring related guarantees - - - - - 1.8 Other guarantees - - - - - 1.9 Other sureties - 11.508 11.508 - 1.643 1.643 II. COMMITMENTS (1) 1.587.568 1.187.293 2.774.861 1.849.935 2.135.317 3.985.252 2.1 Irrevocable commitments 1.068.345 466.912 1.535.257 1.617.589 1.355.517 2.973.106 2.1.1 Forward asset purchase and sales commitments 44.329 38.387 82.716 767.543 910.272 1.677.815 2.1.2 Forward deposit purchase and sales commitments - - - - - 2.1.3 Share capital commitments to associates and subsidiaries - - - - - 2.1.4 Loan granting commitments 1.023.978 - 1.023.978 849.997 - 849.997 2.1.5 Securities issuance brokerage commitments - - - - - 2.1.6 Commitments for reserve deposit requirements - - - - - 2.1.7 Commitments for cheque payments 17 - 17 44 - 44 2.1.8 Tax and fund obligations on export commitments 21 - 21 5 - 5 2.1.9 Commitments for credit card limits - - - - - 2.1.10 Commitments for credit cards and banking services related promotions - - - - - 2.1.11 Receivables from "short" sale commitments on securities - - - - - 2.1.12 Payables from "short" sale commitments on securities - - - - - 2.1.13 Other irrevocable commitments - 428.525 428.525 - 445.245 445.245 2.2 Revocable commitments 519.223 720.381 1.239.604 232.346 779.800 1.012.146 2.2.1 Revocable loan granting commitments 519.223 720.381 1.239.604 232.346 779.800 1.012.146 2.2.2 Other revocable commitments - - - - - III. DERIVATIVE FINANCIAL INSTRUMENTS (2) 297.286 1.205.152 1.502.438 717.967 1.258.862 1.976.829 3.1 Derivative financial instruments held for risk management - - - - - 3.1.1 Fair value hedges - - - - - 3.1.2 Cash flow hedges - - - - - 3.1.3 Hedge of net investment in foreign operations - - - - - 3.2 Trading derivatives 297.286 1.205.152 1.502.438 717.967 1.258.862 1.976.829 3.2.1 Forward foreign currency purchases/sales 167.337 196.064 363.401 362.854 372.537 735.391 3.2.1.1 Forward foreign currency purchases 93.430 88.226 181.656 188.691 179.172 367.863 3.2.1.2 Forward foreign currency sales 73.907 107.838 181.745 174.163 193.365 367.528 3.2.2 Currency and interest rate swaps 129.949 1.009.088 1.139.037 355.113 886.325 1.241.438 3.2.2.1 Currency swaps-purchases 66.980 502.928 569.908 171.637 449.274 620.911 3.2.2.2 Currency swaps-sales 62.969 506.160 569.129 183.476 437.051 620.527 3.2.2.3 Interest rate swaps-purchases - - - - - 3.2.2.4 Interest rate swaps-sales - - - - - 3.2.3 Foreign currency, interest rate and security options - - - - - 3.2.3.1 Foreign currency call options - - - - - 3.2.3.2 Foreign currency put options - - - - - 3.2.3.3 Interest rate call options - - - - - 3.2.3.4 Interest rate put options - - - - - 3.2.3.5 Security call options - - - - - 3.2.3.6 Security put options - - - - - 3.2.4 Foreign currency futures - - - - - 3.2.4.1 Foreign currency futures-purchases - - - - - 3.2.4.2 Foreign currency futures-sales - - - - - 3.2.5 Interest rate futures - - - - - 3.2.5.1 Interest rate futures-purchases - - - - - 3.2.5.2 Interest rate futures-sales - - - - - 3.2.6 Others - - - - - B. CUSTODY AND PLEDGED ITEMS (IV+V+VI) 49.209.397 29.877 49.239.274 45.347.241 30.270 45.377.511 IV. ITEMS HELD IN CUSTODY (5) 49.209.397 29.877 49.239.274 45.347.241 30.270 45.377.511 4.1 Customers' securities held 41.188.445 - 41.188.445 37.802.836 - 37.802.836 4.2 Investment securities held in custody 7.995.631 - 7.995.631 7.510.698 - 7.510.698 4.3 Checks received for collection 25.321 6.688 32.009 33.707 8.927 42.634 4.4 Commercial notes received for collection - - - - - 4.5 Other assets received for collection - - - - - 4.6 Assets received through public offering - - - - - 4.7 Other items under custody - 23.189 23.189 - 21.343 21.343 4.8 Custodians - - - - - V. PLEDGED ITEMS - - - - - 5.1 Marketable securities - - - - - 5.2 Guarantee notes - - - - - 5.3 Commodities - - - - - 5.4 Warranties - - - - - 5.5 Real estates - - - - - 5.6 Other pledged items - - - - - 5.7 Pledged items-depository - - - - - VI. CONFIRMED BILLS OF EXCHANGE AND SURETIES - - - - - TOTAL OFF-BALANCE SHEET ITEMS (A+B) 51.124.318 2.605.356 53.729.674 47.938.615 3.588.395 51.527.010 The notes between pages 13 and 86 are an integral part of these financial statements. Deutsche Bank Annual Report 2014 59 Deutsche Bank Anonim Şirketi Income Statement for the Year Ended 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) III. INCOME STATEMENT Current period Prior period 1 January- 1 JanuaryINCOME AND EXPENSE ITEMS 31 December 31 December Note (5 - IV) 2014 2013 I. INTEREST INCOME (1) 223.716 158.897 1.1 Interest income from loans 77.260 37.370 1.2 Interest income from reserve deposits - 1.3 Interest income from banks 13.806 7.569 1.4 Interest income from money market transactions 74.990 27.891 1.5 Interest income from securities portfolio 57.194 85.707 1.5.1 Trading financial assets 57.194 85.707 1.5.2 Financial assets valued at fair value through profit or loss - 1.5.3 Financial assets available-for-sale - 1.5.4 Investments held-to-maturity - 1.6 Finance lease income - 1.7 Other interest income 466 360 II. INTEREST EXPENSE (2) 77.012 26.805 2.1 Interest on deposits 14.567 7.122 2.2 Interest on funds borrowed 59.268 6.179 2.3 Interest on money market transactions 3.177 13.504 2.4 Interest on securities issued - 2.5 Other interest expenses - III. NET INTEREST INCOME / EXPENSE (I - II) 146.704 132.092 IV. NET FEES AND COMMISSIONS INCOME / EXPENSE 45.623 55.947 4.1 Fees and commissions received 58.802 68.100 4.1.1 Non-cash loans 1.857 1.712 4.1.2 Others (12) 56.945 66.388 4.2 Fees and commissions paid 13.179 12.153 4.2.1 Non-cash loans - 4.2.2 Others (12) 13.179 12.153 V. DIVIDEND INCOME (3) - VI. NET TRADING INCOME/LOSSES (Net) (4) 1.619 (100.171) 6.1 Trading account income/losses 39.123 (55.323) 6.2 Income/losses from derivative financial instruments (90.716) 136.715 6.3 Foreign exchange gains/losses 53.212 (181.563) VII. OTHER OPERATING INCOME (5) 12.441 16.433 VIII. TOTAL OPERATING PROFIT (III+IV+V+VI+VII) 206.387 104.301 IX. PROVISION FOR LOSSES ON LOANS AND RECEIVABLES (-) (6) 3.826 10.170 X. OTHER OPERATING EXPENSES (-) (7) 100.522 89.999 XI. NET OPERATING PROFIT/LOSS (VIII-IX-X) 102.039 4.132 XII. INCOME RESULTED FROM MERGERS - XIII. INCOME/LOSS FROM INVESTMENTS UNDER EQUITY ACCOUNTING - XIV GAIN/LOSS ON NET MONETARY POSITION - XV. PROFIT/LOSS BEFORE TAXES (XI+XII+XIII+XIV) (8) 102.039 4.132 XVI. PROVISION FOR TAXES (9) 21.468 2.045 16.1 Current tax charge 22.890 3.850 16.2 Deferred tax charge/(credit) (1.422) (1.805) XVII. NET OPERATING PROFIT/LOSS AFTER TAXES (XV-XVI) (10) 80.571 2.087 XVIII.INCOME FROM DISCONTINUED OPERATIONS - 18.1 Income from assets held for sale - 18.2 Income from sale of associates, subsidiaries and joint-ventures - 18.3 Others - XIX. EXPENSES FROM DISCONTINUED OPERATIONS (-) - 19.1 Expenses on assets held for sale - 19.2 Expenses on sale of associates, subsidiaries and joint-ventures - 19.3 Others - XX. PROFIT/LOSS BEFORE TAXES ON DISCONTINUED OPERATIONS (XVIII-XIX) - XXI. PROVISION FOR TAXES OF DISCONTINUED OPERATIONS - 21.1 Current tax charge - 21.2 Deferred tax charge/(credit) - XXII. NET PROFIT / LOSS AFTER TAXES ON DISCONTINUED OPERATIONS (XX+XXI) - XVIII.NET PERIOD PROFIT/LOSS (XVII+XXII) (11) 80.571 2.087 Earnings Per Share (TL Full) (3.XXIV) 0,0597 0,0015 The notes between pages 13 and 86 are an integral part of these financial statements The notes between pages 13 and 86 are an integral part of these financial statements. IV.STATEMENT OF INCOME/EXPENSE ITEMS RECOGNIZED UNDER EQUITY INCOME/EXPENSE ITEMS RECOGNIZED UNDER EQUITY I. MARKET VALUE GAINS ON AVAILABLE FOR SALE ASSETS II. TANGIBLE ASSETS REVALUATION DIFFERENCES III. INTANGIBLE ASSETS REVALUATION DIFFERENCES IV. TRANSLATION DIFFERENCES FOR TRANSACTIONS IN FOREIGN CURRENCIES V. GAIN/LOSS ON DERIVATIVE FINANCIAL ASSETS HELD FOR CASH FLOW HEDGES (effective portion) (effective portion) VI. GAIN/LOSS ON DERIVATIVE FINANCIAL ASSETS HELD FOR HEDGES OF NET INVESTMENT IN FOREIGN OPERATIONS (effective portion) VII. EFFECTS OF CHANGES IN ACCOUNTING POLICIES AND CORRECTIONS OF ERRORS VIII. OTHER PROFIT/LOSS ITEMS ACCOUNTED FOR UNDER SHAREHOLDERS' EQUITY AS PER TAS IX. DEFERRED TAX OF VALUATION DIFFERENCES X. NET PROFIT/LOSS ACCOUNTED FOR DIRECTLY UNDER SHAREHOLDERS' EQUITY (I+II+...+IX) XI. CURRENT YEAR PROFIT/LOSS 11.1 Net changes in fair value of securities (transferred to income statement) 11.2 Gains/losses on derivative financial assets held for cash flow hedges, reclassified and recorded in income statement 11.3 Gains/losses on hedges of net investment in foreign operations, reclassified and recorded in income statement 11.4 Others XII. TOTAL PROFIT/LOSSFOR THE YEAR (X+XI) (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) Statement of Income/Expense Items Recognized Under Equity for the Year Ended 31 December 2014 Deutsche Bank Anonim Şirketi Prior period 1 January31 December 2013 2.087 2.087 2.087 Current period 1 January- 31 December 2014 - - - - - - - 265 (52) 213 80.571 - - - 80.571 80.784 Deutsche Bank Annual Report 2014 60 Revaluation Surplus on Assets Held for sale and onDisc. Operations Total Equity The notes between pages 13 and 86 are an integral part of these financial statements. I. Openning Balance (5.II.11) 135.000 31.866 - - 57.679 - 200.075 - 2.087 - - - - - - 426.707 Changes during the period II. Increase / Decrease related to merger - - - - - - - - - - - - - - - III. Marketable securities value increase fund - - - - - - - - - - - - - - - IV. Hedging (Effective portion) - - - - - - - - - - - - - - - 4.1 Cash-flow hedge - - - - - - - - - - - - - - - 4.2 Hedge of net investment in foreign operations - - - - - - - - - - - - - - - V. Tangible assets revaluation differences - - - - - - - - - - - - - - - VI. Intangible assets revaluation differences - - - - - - - - - - - - - - - VII. Bonus shares obtained from associates, subsidiaries and jointly controlled entities (Joint Vent.) - - - - - - - - - - - - - - - VIII. Foreign exchange differences - - - - - - - - - - - - - - - IX. Disposal of assets - - - - - - - - - - - - - - - X. Reclassification of assets - - - - - - - - - - - - - - - XI. Effect of change in equities of associates on bank's equity - - - - - - - - - - - - - - - XII. Capital increase - - - - - - - - - - - - - - - 12.1 Cash - - - - - - - - - - - - - - - 12.2 Internal sources - - - - - - - - - - - - - - - XIII. Share issuance - - - - - - - - - - - - - - - XIV. Share cancellation profits - - - - - - - - - - - - - - - XV. Effect of inflation on paid-in capital - - - - - - - - - - - - - - - XVI. Other 5.II.7 - - - - - - - 213 - - - - - - - 213 XVII. Net profit for the perod - - - - - - - - 80.571 - - - - - - 80.571 XVIII. Profit distribution - - - - 14 - 1.805 - (2.087) - - - - - - (268) 18.1 Dividends distributed 5.V.5 - - - - - - - (268) - - - - - - (268) 18.2 Transfers to reserves 5.V.5 - - - - 14 - 1.805 - (1.819) - - - - - - 18.3 Other - - - - - - - - - - - - - - - Closing Balance (III+IV+V…+XVI+XVII+XX) 135.000 31.866 - - 57.693 - 201.880 213 80.571 - - - - - - 507.223 I. Opening Balance (5.II.11) 135.000 31.866 - - 44.138 - 199.770 - 104.107 - - - - - - 514.881 Changes during the period II. Increase / Decrease related to merger - - - - - - - - - - - - - - - III. Marketable securities value increase fund - - - - - - - - - - - - - - - IV. Hedging (Effective portion) - - - - - - - - - - - - - - - 4.1 Cash-flow hedge - - - - - - - - - - - - - - - 4.2 Hedge of net investment in foreign operations - - - - - - - - - - - - - - - V. Tangible assets revaluation differences - - - - - - - - - - - - - - - VI. Intangible assets revaluation differences - - - - - - - - - - - - - - - VII. Bonus shares obtained from associates, subsidiaries and jointly controlled entities (Joint Vent.) - - - - - - - - - - - - - - - VIII. Foreign exchange differences - - - - - - - - - - - - - - - IX. Disposal of assets - - - - - - - - - - - - - - - X. Reclassification of assets - - - - - - - - - - - - - - - XI. Effect of change in equities of associates on bank's equity - - - - - - - - - - - - - - - XII. Capital increase - - - - - - - - - - - - - - - 12.1 Cash - - - - - - - - - - - - - - - 12.2 Internal sources - - - - - - - - - - - - - - - XIII. Share issuance - - - - - - - - - - - - - - - XIV. Share cancellation profits - - - - - - - - - - - - - - - XV. Effect of inflation on paid-in capital - - - - - - - - - - - - - - - XVI. Other - - - - - - - - - - - - - - - XVII. Net profit for the perod - - - - - - - - 2.087 - - - - - - 2.087 XVIII. Profit distribution - - - - 13.541 - 305 - (104.107) - - - - - - (90.261) 18.1 Dividends distributed - - - - - - - (90.261) - - - - - - (90.261) 18.2 Transfers to reserves - - - - 13.541 - 305 - (13.846) - - - - - - 18.3 Other - - - - - - - - - - - - - - - Closing Balance (III+IV+V…+XVI+XVII+XX) 135.000 31.866 - - 57.679 - 200.075 - 2.087 - - - - - - 426.707 Current Period - 1 January 2014 Bonus Shares Obtained from Marketable Tangible and Associates, Effect of Current Prior Securities Intangible Subs and Inflation Inflation Share Period Period Value Assets Jointly on Paid in on Paid in ShareCancellation Legal Status Extraordinary Other Net Profit / Net Profit / Increase Revaluation Controlled Hedging Prior Period - 1 January 2013 Note Capital Capital Premiums Profits Reserves Reserves Reserves Reserves Loss Loss Fund Differences Entities Reserves V.STATEMENT OF CHANGES IN EQUITY (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) Statement of Changes in Equity for the Year Ended 31 December 2014 Deutsche Bank Anonim Şirketi Deutsche Bank Annual Report 2014 61 62 Deutsche Bank Annual Report 2014 Deutsche Bank Anonim Şirketi Statement of Cash Flows for the Year Ended 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) VI. STATEMENT OF CASH FLOWS Note Current period 1 January31 December 2014 A. CASH FLOWS FROM BANKING OPERATIONS (5) 1.1 Operating profit before changes in operating assets and liabilities 64.095 1.1.1 Interests received 230.529 1.1.2 Interests paid (76.564) 1.1.3 Dividend received - 1.1.4 Fees and commissions received 58.802 1.1.5 Other income 51.564 1.1.6 Collections from previously written-off loans and receivables - 1.1.7 Payments to personnel and service suppliers (31.378) 1.1.8 Taxes paid (22.314) 1.1.9 Others (5.VI.1) (146.544) 1.2 Changes in operating assets and liabilities 353.037 1.2.1 Net (increase) decrease in financial assets held for trading 208.719 1.2.2 Net (increase) decrease in financial assets valued at fair value through profit or loss - 1.2.3 Net (increase) decrease in due from banks and other financial institutions (143.087) 1.2.4 Net (increase) decrease in loans (183.341) 1.2.5 Net (increase) decrease in other assets (23.145) 1.2.6 Net increase (decrease) in bank deposits (290.867) 1.2.7 Net increase (decrease) in other deposits 378.691 1.2.8 Net increase (decrease) in funds borrowed 563.661 1.2.9 Net increase (decrease) in matured payables - 1.2.10 Net increase (decrease) in other liabilities (5.VI.1) (157.594) I. Net cash used from banking operations 417.132 B. CASH FLOWS FROM INVESTING ACTIVITIES II. Net cash used in investing activities (2.387) 2.1 Cash paid for purchase of associates, subsidiaries and joint-ventures - 2.2 Cash obtained from sale of associates, subsidiaries and joint-ventures - 2.3 Purchases of tangible assets (5.I.12) (537) 2.4 Sales of tangible assets - 2.5 Cash paid for purchase of financial assets available-for-sale - 2.6 Cash obtained from sale of financial assets available-for-sale - 2.7 Cash paid for purchase of investments held-to-maturity - 2.8 Cash obtained from sale of investments held-to-maturity - 2.9 Others (5.I.13) (1.850) C. CASH FLOWS FROM FINANCING ACTIVITIES III. Net cash used in financing activities (268) - 3.1 Cash obtained from funds borrowed and securities issued - 3.2 Cash used for repayment of funds borrowed and securities issued - 3.3 Equity instruments issued - 3.4 Dividends paid (5.V.5) (268) 3.5 Payments for financial leases - 3.6 Others - IV. Effect of change in foreign exchange rate on cash and cash equivalents (5.VI.1) 20.284 V. Net increase in cash and cash equivalents 434.761 VI. Cash and cash equivalents at beginning of period (5.VI.3) 420.485 VII. Cash and cash equivalents at the end of period (5.VI.3) 855.246 The notes between pages 13 and 86 are an integral part of these financial statements. Prior period 1 January31 December 2013 (9.571) 147.508 (25.551) 68.100 153.148 (22.605) (10.353) (319.818) 375.671 (167.648) (57.450) (521.977) (12.626) 270.727 (108.495) 836.782 136.358 366.100 (1.930) (390) (1.540) (90.261) (90.261) 6.098 280.007 140.478 420.485 Deutsche Bank Annual Report 2014 63 Deutsche Bank Anonim Şirketi Statement of Profit Distribution for the Year Ended 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) VII. STATEMENT OF PROFIT DISTRIBUTION Current period (*) Prior period 31 December 2014 31 December 2013 I. DISTRIBUTION OF CURRENT YEAR INCOME 1.1 CURRENT YEAR INCOME 102.039 4.132 1.2 TAXES AND DUTIES PAYABLE (21.468) (2.045) 1.2.1 Corporate tax (Income tax) (22.890) (3.850) 1.2.2 Income witholding tax - (**) 1.422 1.805 1.2.3 Other taxes and duties A. NET INCOME FOR THE YEAR (1.1-1.2) 80.571 2.087 1.3 PRIOR YEARS LOSSES (-) - 1.4 FIRST LEGAL RESERVES (-) - 14 1.5 OTHER STATUTORY RESERVES (-) - B. NET INCOME AVAILABLE FOR DISTRIBUTION [(A-(1.3+1.4+1.5)] 80.571 2.073 1.6 FIRST DIVIDEND TO SHAREHOLDERS (-) - 268 1.6.1 To owners of ordinary shares - 268 1.6.2 To owners of preferred shares - 1.6.3 To owners of preferred shares (pre-emptive rights) - 1.6.4 To profit sharing bonds - 1.6.5 To holders of profit and loss sharing certificates - 1.7 DIVIDENDS TO PERSONNEL (-) - 1.8 DIVIDENDS TO BOARD OF DIRECTORS (-) - 1.9 SECOND DIVIDEND TO SHAREHOLDERS (-) - 1.9.1 To owners of ordinary shares - 1.9.2 To owners of preferred shares - 1.9.3 To owners of preferred shares (pre-emptive rights) - 1.9.4 To profit sharing bonds - 1.9.5 To holders of profit and loss sharing certificates - 1.10 SECOND LEGAL RESERVES (-) - 1.11 STATUTORY RESERVES (-) - 1.12 GENERAL RESERVES - 1.805 1.13 OTHER RESERVES - 1.14 SPECIAL FUNDS - II. DISTRIBUTION OF RESERVES 2.1 APPROPRIATED RESERVES - 2.2 SECOND LEGAL RESERVES (-) - 2.3 DIVIDENDS TO SHAREHOLDERS (-) - 2.3.1 To owners of ordinary shares - 2.3.2 To owners of preferred shares - 2.3.3 To owners of preferred shares (pre-emptive rights) - 2.3.4 To profit sharing bonds - 2.3.5 To holders of profit and loss sharing certificates - 2.4 DIVIDENDS TO PERSONNEL (-) - 2.5 DIVIDENDS TO BOARD OF DIRECTORS (-) - III. EARNINGS PER SHARE 3.1 TO OWNERS OF ORDINARY SHARES 0,0597 0,0015 3.2 TO OWNERS OF ORDINARY SHARES (%) 5,97 0,15 3.3 TO OWNERS OF PRIVILAGED SHARES - 3.4 TO OWNERS OF PRIVILAGED SHARES (%) - IV. DIVIDEND PER SHARE 4.1 TO OWNERS OF ORDINARY SHARES - 4.2 TO OWNERS OF ORDINARY SHARES (%) - 4.3 TO OWNERS OF PRIVILAGED SHARES - 4.4 TO OWNERS OF PRIVILAGED SHARES (%) - (*) As of the date of this report the decision of profit distribution in the current year has not been made since the General Assembly meeting has not conducted yet. (**) According to BRSA circular numbered BDDK.DZM.2/13/1-a-3 and dated 8 December 2004 net deferred tax income is not subjected to profit distribution and capital increase. The notes between pages 13 and 86 are an integral part of these financial statements. Deutsche Bank Annual Report 2014 64 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) SECTION THREE EXPLANATIONS ON ACCOUNTING POLICIES 1. Basis of presentation 1.a Disclosures on the preparation of financial statements and its explanatory notes in accordance with the Turkish Accounting Standards and the Regulation on Accounting Applications for Banks and Safeguarding of Documents As prescribed in the Article 37 of the Banking Act No. 5411, the Bank prepares its financial statements and underlying documents in accordance with the “Regulation on the Procedures and Principles for Accounting Practices and Retention of Documents by Banks” and Turkish Accounting Standards (“TAS”), Turkish Financial Reporting Standards (“TFRS”), their explanations and interpretations (together “Reporting Standards”). The financial statements have been prepared in TL, under the historical cost basis as modified in accordance with inflation adjustments until 31 December 2004, except for the financial assets and liabilities which are carried at fair value. The preparation of financial statements in conformity with TAS requires the use of certain critical accounting estimates by the Bank management to exercise its judgment on the assets and liabilities of the balance sheet and contingent issues as of the balance sheet date. These estimates are being reviewed regularly and, when necessary, suitable corrections are made and the effects of these corrections are reflected to the income statement. The explanation on the impairment of intangible assets, one of the most important assumptions and estimations of the Bank, is presented below Note XIII. 1.b Accounting policies and measurement The accounting policies and valuation principles applied in the preparation of these financial statements and valuation principles are defined and applied in accordance with TAS. Those accounting policies and valuation principles are explained in Notes II to XXIX below. 1.c Additional paragraph for convenience translation into English As explained in Section 3 Note I, the accompanying financial statements differ from International Financial Reporting Standards (“IFRS”) issued by the International Accounting Standards Board with respect to the application of inflation accounting and also for certain reclassification requirement of the POA/BRSA. Accordingly, the accompanying financial statements are not intended to present the financial position and results of operations in accordance with IFRS. II. Basis of presentatiton of financial statements The accounting rules and the valuation principles used in the preparation of the financial statements were implemented as stated in the Reporting Standards. Comments and changes on standards New standards and interpretations not yet adapted in 31 December2014 Except for the new standards summarised below, the accounting policies applied for the year ended 31 December 2013 have been applied consistently for the year ended 31 December 2014 in preparing these financial statements. • TFRS 9 Financial Instruments (see note (i)) i. Financial Instruments TFRS 9 Financial Instruments was published in April 2010 introducing new requirements as part of the project to replace TAS 39 Financial Instruments: Recognition and Measurement. TFRS 9 Financial Instruments, published on 27 April 2010 in the Official Gazette numbered 27564 and briefly summarized below introducing new requirements as part of the project to replace TAS 39 Financial Instruments: Recognition and Measurement had been published by the International Accounting Standards Board in November 2009. TFRS 9 aims to reduce complexity in accounting for financial instruments and introduce a principles-based approach to accounting for financial instruments. The principles-based approach to accounting for financial assets, as a result of the first phase of the TFRS 9, aims to provide information that is useful and relevant for users of financial statements in predicting uncertainties, timing and amounts of future cash flows by allowing users to use their own judgment. TFRS 9 introduces two measurement categories for financial assets: fair value through profit or loss and amortised cost. Deutsche Bank Annual Report 2014 65 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) The distinction between the two models is based on the business model of each entity and nature of the contractual cash flows of the financial assets. Entities will continue to apply the existing impairment and hedge accounting requirements in TAS 39. TFRS 9 is applicable to annual reporting periods beginning on or after 1 January 2018 and early adoption is permitted. The Bank does not plan to adopt this standard early and it is not expected that these amendments will have significant impact on the. III.Explanations on strategy of using financial instruments and foreign currency transactions The main operations of the Bank are, interbank money market transactions, purchasing and selling marketable securities, foreign currency transactions and providing collateralised cash, non-cash loans and custody services. The Bank’s main funding sources are equity, deposit and borrowings from domestic and foreign financial institutions. Bank’s assets mainly consist of placements in banks, reverse repo transactions, corporate loans and marketable securities portfolio held for trading. The purchasing and selling of the capital market instruments are the main activity of the Bank that generates earnings over the average earnings of all of the operation segments of the Bank. The off-balance sheet items are mostly comprised of forward foreign currency purchases/sales transactions, letter of credits and letter of guarantees extended against cash borrowings from foreign financial institutions. Foreign currency risk, interest rate risk and liquidity risk are daily measured and monitored and the asset-liability management is performed within the internal risk limits and legal limits. The Bank has no foreign currency available for sale financial instruments. The Bank has no investments in foreign associates. IV. Information related to investments in associates and subsidiaries The Bank has no investments in associates and subsidiaries. V. Explanations on forward, options and other derivative transactions In accordance with the Turkish Accounting Standard 39 (TAS 39) “Financial Instruments: Recognition and Measurement”; the forward foreign currency purchases/sales transactions and swap transactions, which are not considered as hedging instruments, are classified as trading derivative instruments. A provision is made for the diminution in value of the impaired financial asset and it is charged against the income for the year. “Financial assets at fair value through profit or loss” are measured at fair value. If the fair value of derivative financial instruments is positive, it is disclosed under the main account “Financial assets at fair value through profit or loss” in “Trading derivative financial instruments” and if the fair value difference is negative, it is disclosed under “Trading derivative financial liabilities”. Differences in the fair value of trading derivative instruments are accounted under “Trading income/loss” in the income statement. The fair values of the trading forward foreign currency purchases/sales transactions are measured with the internal pricing models by taking the expectations from the market into account. The change in the fair values is recorded through the period’s profit or loss. The Bank records the spot legs of its currency swap transactions either on its balance sheet accounts or on it’s off balance sheet accounts together with its forward currency transactions by taking the maturity dates of those transactions. The Bank has no derivative financial instruments designated as hedging instruments or embedded derivative financial instruments. VI. Explanations on interest income and expenses Interest income and expenses are recognised in the income statement on an accrual basis by using the effective interest method. The Bank ceases accruing interest income on non-performing loans and, any interest income accruals from such loans are reversed and no income is accounted until the collection is made according to the related regulation. Deutsche Bank Annual Report 2014 66 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) VII. Explanations on fee and commission income and expense Commissions received for various banking services are recorded when they are collected and other income and expense items are recorded on an accrual basis. Fees and commissions paid or received loan fees and commission, expense/ income considered as transaction cost and recognized according to effective interest rate methods. Income derived from agreements and asset purchases and custodian transactions made on behalf of third parties are recognised as income when they are realised. VIII. Explanation on financial assets The Bank classifies and accounts its financial assets as “Fair value through profit or loss”, “Available-for-sale”, “Loans and receivables” or “Held-to-maturity”. The appropriate classification of financial assets of the Bank is determined at the time of purchase by the Bank management, taking into consideration the purpose of holding the investment. The purchase and sale transactions of those financial instruments are recognised and derecognised according to their “Delivery dates”. The fair value differences between the transaction date and the delivery date of financial assets and liabilities at fair value through profit or loss and financial assets available for sale are recorded. a. Financial assets at fair value through profit or loss Financial assets, classified as “Financial assets at fair value through profit or loss”, are trading financial assets and are either acquired for generating profit from short-term fluctuations in the price or dealer’s margin, or are financial assets included in a portfolio in which a pattern of short-term profit making exists independent from the acquisition purpose. Trading financial assets are initially recognised at fair value and are subsequently re-measured at their fair value. However, if fair values cannot be obtained from the fair market transactions, it is accepted that the fair value cannot be measured reliably and that the financial assets are carried at “amortised cost” using the effective interest method. All gains and losses arising from these evaluations are recognised in the income statement. Interest earned from trading financial assets is reported as interest income and dividends received are included separately in dividend income. Derivative financial instruments are treated as trading financial assets unless they are not designated as hedge instruments. The principles regarding the accounting of derivative financial instruments are explained in detail in Note V of the related section. The difference between the cost values and fair values of the financial assets at fair value through profit or loss, is recorded as accrued interest income or allowance for the impairment loss. b. Loans and receivables Loans and receivables are financial assets which are created by providing money, services or goods to a debtor. Loans and receivables originated by the Bank are carried initially at cost and subsequently recognised at the amortised cost value calculated using the effective interest method. The expenses incurred for the assets received as collateral are not considered as transaction costs and are recognised in the expense accounts. The Bank provides general and specific provisions based on the assessments and estimates of the management, by considering the “Communiqué Related to Principles and Procedures on Determining the Qualifications of Banks’ Loans and Other Receivables and the Provision for These Loans and Other Receivables” published in the Official Gazette No. 26333 dated 1 November 2006. In this context, the revised credit risk, general structure of the current loan portfolio, financial structure of the customers, non-financial information and economic conjuncture on the basis of the prudence principle are taken into consideration by the Bank in determining the estimates. Provision expenses are deducted from the net income of the year. If there is a collection from a receivable that is provisioned previously, the amount is deducted from the “Specific Provisions” account and recorded as income to “Provision for Loan Losses and Other Receivables”. Uncollectible receivables are written-off after all the legal procedures have been finalised. Cash loans in Turkish Lira are comprised of the foreign currency indexed loans, export guaranteed loans, fund resourced loans and cash loans in foreign currency are comprised of the export loans and operating loans. Foreign currency indexed loans are followed under the TL accounts by translating its original amount to TL by using the historical foreign exchange rate of its opening date. Repayments are calculated with the foreign exchange rate on the payment date and the incurred foreign exchange gains/losses are recorded through the period’s profit or loss. Deutsche Bank Annual Report 2014 67 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) c. Held-to-maturity financial assets The Bank has no held-to-maturity financial assets. d. Available-for-sale financial assets The Bank has no available-for-sale financial assets. IX. Explanations on impairment of financial assets Financial asset or group of financial assets are reviewed at each reporting date to determine whether there is objective evidence of impairment. If any such indication exists, the Bank estimates the amount of impairment. Impairment losses occurs if, and only if, there is an objective evidence that the expected future cash flows of financial asset or group of financial assets are adversely affected by an event(s) (“loss event(s)”) incurred subsequent to recognition. The losses expected to incur due to future events are not recognised even if the probability of loss is high. X. Explanations on offsetting financial assets The Bank provides allowance for the impairment losses on the financial assets at fair value through profit or loss, when the fair values are less than their carrying values. This allowance is netted from the carrying value of the related financial assets group on the balance sheet. The Bank provides specific provisions for loans and other receivables in accordance with the related regulations. This allowance is offset from the carrying value of the loans and receivables on the balance sheet. Except for the matters explained above are offset and the net amount is reported in the balance sheet when the Bank has a legally enforceable right to offset the recognised amounts and there is an intention to collect/pay related financial assets and liabilities on a net basis, or to realise the asset and settle the liability simultaneously. XI. E xplanations on sales and repurchase agreements and securities lending transactions Securities subject to repurchase agreements (“Repo”) are classified as “Financial assets at fair value through profit or loss”, “Available-for-sale” and “Held-to-maturity” according to the investment purposes of the Bank and measured according to the portfolio to which they belong. Funds obtained from repurchase agreements are accounted under “Funds Provided under Repurchase Agreements” in liabilities and the difference between the sale and repurchase price is accrued over the life of repurchase agreements using the effective interest method. Funds given against securities purchased under agreements (“Reverse repo”) to resell are accounted under “Receivables from Reverse Repurchase Agreements” on the balance sheet. The difference between the purchase and determined resell price is accrued over the life of repurchase agreements using the “effective interest method”. The Bank has no securities lending transactions. As of 31 December 2014, the Bank has TL 550.169 reverse repo transaction (31 December 2013: None). XII. Explanations on assets held for resale and discontinued operations There are no assets held for resale and discontinued operations as of 31 December 2014 and 31 December 2013. XIII. Explanations on goodwill and other intangible assets There are no goodwill and other intangible assets as of 31 December 2014 and 31 December 2013. Intangible assets are measured at cost on initial recognition and any directly attributable costs of setting the asset to work for its intended use are included in the initial measurement. Subsequently, intangible assets are carried at historical costs after the deduction of accumulated amortisation and the provision for value decreases, if any. Intangible assets are impaired when the book value exceeds the recoverable amount. Impairment indicates that losses may be realised. When the indicators are present the Bank makes estimation on the recoverable amount. If there are no indicators of impairment there is no need for the recoverable amount estimation. 68 Deutsche Bank Annual Report 2014 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) Intangibles are amortised over their estimated useful lives using the straight-line method. The useful life of the asset is determined by assessing the expected useful life of the asset, technical, technological and other kinds of obsolescence and all required maintenance expenses necessary to utilise the economic benefit of the asset. The Bank’s intangible assets consist of rights and custody services acquired by the Bank on July 2007 (customer relationship). The intangible assets are amortised over their useful lives on a straight line basis. The amortisation method and the useful lives of the intangible assets are reassessed regularly at each year end. Rights and the customer relationship are amortised with straight line method over 5 and 10 years, respectively. XIV. Explanations on property and equipment The property and equipment acquired before 31 December 2004 are recorded at restated historical costs in accordance with inflation accounting and subsequent additions to 31 December 2004 are recorded at their historical purchase costs. The property and equipments are depreciated over their estimated useful lives on a straight-line basis. If the recoverable amounts of the tangible assets are different than their restated net book values, the Bank records other income in the income statement or other expense or equity to be added to capital. Expenditures for the repair and renewal of property and equipment are recognised as expense. The capital expenditures made in order to increase the capacity of the tangible asset or to increase its future benefits are capitalised on the cost of the tangible asset. The capital expenditures include the cost components which are used either to increase the useful life or the capacity of the asset, or the quality of the product or to decrease the costs. There are no restrictions such as pledges, mortgages or any other restrictions on the property and equipment as of 31 December 2014 and 31 December 2013. There are no changes in the accounting estimates that would have significant effects in the current period or in the following periods. Depreciation rates and the estimated useful lives of tangible assets are as follows: Motor Vehicles Office Machinery Furnitures and fixtures 5 years 3 - 5 years 5 - 15 years XV. Explanations on leasing transactions Maximum length of the finance lease contracts is 4 years. The leased assets are classified under tangible assets and depreciated over their useful lives with the rate of 20%. The payables related with those finance lease agreements are recorded under “Lease payables” on the liability side of the balance sheet. The incurred interest expenses and foreign exchange differences are recorded through the income statement. In case of the annulment of the operational lease contracts before its expiration date, the cash paid penalties are recognised as expense in the related period. There are no operational lease contracts which are annulled by the Bank before its expiration date. Transactions regarding operational lease agreements are accounted on an accrual basis in accordance with the terms of the related contracts. The Bank, does not perform any finance lease transactions as “Lessor’’. XVI. Explanations on provisions and contingent commitments Provisions and contingent liabilities except for the specific and general provisions recognised for loans and other receivables are accounted in accordance with the “Turkish Accounting Standard for Provisions, Contingent Liabilities and Contingent Assets” (“TAS 37”). Deutsche Bank Annual Report 2014 69 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) Provisions are recognised when the Bank has a present legal or constructive obligation as a result of past events, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation, and a reliable estimate of the amount of the obligation can be made. The provision for contingent liabilities arising from past events should be recognised in the same period of occurrence in accordance with the “Matching principle”. When the amount of the obligation cannot be estimated and there is no possibility of an outflow of resources from the Bank, it is considered that a “Contingent” liability exists and it is disclosed in the related notes to the financial statements. XVII. Explanations on contingent assets The contingent assets usually arise from unplanned or other unexpected events that give rise to the possibility of an inflow of economic benefits to the Bank. If an inflow of economic benefits to the Bank has become probable, then the contingent asset is disclosed in the footnotes to the financial statements. If it has become virtually certain that an inflow of economic benefits will arise, the asset and the related income are recognised in the financial statements of the period in which the change occurs. XVIII. Explanations on obligations related to employee rights In accordance with the existing Turkish Labor Law, the Bank is required to make lump-sum termination indemnities to each employee who has completed one year of service with the Bank and whose employment is terminated due to retirement or for reasons other than resignation or misconduct and this amount is limited by the termination imdentiy upper limit. Employee severance indemnities are not subject to legal funding requirements. The provision has been calculated by estimating the present value of the future probable obligation of the Bank arising from the retirement of employees. TAS 19 requires actuarial valuation methods to be developed to estimate the enterprise’s obligation under defined benefit plans. Accordingly, assumptions on discount rate, expected rate of salary increase and employee turnover rate is used in the calculation of the total liability. These assumptions are reviewed on an annual basis. XIX. Explanations on taxation Current tax Many clauses of Corporate Tax Law No. 5520 which are valid starting from 1 January 2006, came into effect after being published in Official Gazette No. 26205, dated 21 September 2006. According to the New Tax Law, the corporate tax rate in Turkey is payable at the rate of 20% for 2014 (2013: 20%). The corporate tax rate is calculated on the total income of the Bank after adjusting for certain disallowable expenses, exempt income and other allowances. No further tax is payable unless the profit is distributed. Dividends paid to non-resident corporations, which have a place of business in Turkey or to resident corporations are not subject to withholding tax. Otherwise, dividends paid are subject to withholding tax at the rate of 15%. An increase in capital via issuing bonus shares is not considered as profit distribution and thus does not incur withholding tax. Corporations are required to pay advance corporate tax quarterly at a rate of 20% on their corporate income. Advance tax is declared by the 14th and paid by the 17th day of the second month following each calendar quarter end. Advance tax paid by corporations which is for the current period is credited against the annual corporation tax calculated on their annual corporate income in the following year. Despite the offset, if there is temporary prepaid tax remaining, this balance can be refunded or used to offset any other financial liabilities to the government. A 75% portion of the capital gains derived from the sale of equity investments and immovable properties held for at least two years is tax exempt, if such gains are added to paid-in capital or held in a special account under shareholder’s equity for five years. Under the Turkish Corporate Tax Law, losses can be carried forward to offset against future taxable income for up to five years. Losses cannot be carried back to offset profits from previous periods. In Turkey, there is no procedure for a final and definitive agreement on tax assessments. Tax returns are required to be filled and delivered to the related tax office until the evening of the 25th of the fourth month following the balance sheet date. Tax returns are open for five years from the beginning of the year following the date of filing during which period the tax authorities have the right to audit tax returns, and the related accounting records on which they are based, and may issue re-assessments based on their findings. Deutsche Bank Annual Report 2014 70 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) Deferred tax According to the Turkish Accounting Standard 12 (TAS 12) “Income Taxes”; deferred tax assets and liabilities are recognized on all taxable temporary differences arising between the carrying values of assets and liabilities in the financial statements and their corresponding balances considered in the calculation of the tax base, except for the differences not deductible for tax purposes and initial recognition of assets and liabilities which affect neither accounting nor taxable profit. If transactions and events are recorded in the income statement, then the related tax effects are also recognised in the income statement. However, if transactions and events are recorded directly in the shareholders’ equity, the related tax effects are also recognised directly in the shareholders’ equity. The deferred tax assets and liabilities presented on the financial statements by net basis (off-set). Transfer pricing The Article No. 13 of the Corporate Tax Law describes the issue of transfer pricing under the title of “disguised profit distribution” by way of transfer pricing. “The General Communiqué on Disguised Profit Distribution by Way of Transfer Pricing” published at 18 November 2007, explains the application related issues on this topic. According to this Communiqué, if the taxpayers conduct transactions like purchase and sale of goods or services with the related parties where the prices are not determined according to the arm’s length principle, then it will be concluded that there is a disguised profit distribution by way of transfer pricing. Such disguised profit distributions will not be deducted from the corporate tax base for tax purposes. XX. Explanations on funds borrowed Trading and derivative financial liabilities are valued with their fair values and the other financial liabilities are carried at “amortised cost” using the effective interest method. The Bank utilises various hedging techniques to mitigate the currency, interest rate and liquidity risks of its financial liabilities. No convertible bonds have been issued by the Bank. XXI. Explanations on shares certificates issued There is no issued share certificates for the period ended at 31 December 2014. XXII. Explanations on bills of exchange and acceptances As of 31 December 2014, the Bank has no bills of exchange and acceptances. XXIII. Explanations on government grants As of 31 December 2014, the Bank has no government grants. XXIV. Explanations on profit reserves and profit distributions Retained earnings as per the financial statements other than legal reserves are available for distribution, subject to the legal reserve requirement referred to below. Under the Turkish Commercial Code (“TCC”) the legal reserves are composed of first and second reserves. The TCC requires first reserves to be 5% of the profit until the total reserve equals to 20% of issued and fully paid-in share capital. Second reserves are required to be 10% of all cash profit distributions that are in excess of 5% of the issued and fully paidin share capital. However holding companies are exempt from this application. According to the Turkish Commercial Code, legal reserves can only be used to compensate accumulated losses and cannot be used for other purposes unless they exceed 50% of paid-in capital. Retained earnings except legal reserves are allowed for distribution on the condition being subjected to legal reserve requirement as mentioned above. Deferred tax income can not be subjected to profit distribution. Deutsche Bank Annual Report 2014 71 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) XXV. Explanations on earnings per share Earnings per share disclosed in the income statement are calculated by dividing net profit/(loss) for the year to the weighted average number of shares outstanding during the period concerned. Current Period Prior Period Net Profit For the Year 80.571 2.087 Weighted Average Number of Issued Ordinary Shares 1.350.000.000 1.350.000.000 Total (Full TL) 0,0597 0,0015 In Turkey, companies can increase their share capital by making a pro-rata distribution of shares (“bonus shares”) to existing shareholders from retained earnings. For the purpose of earnings per share computations, the weighted average number of shares outstanding during the year has been adjusted in respect to bonus shares issued without a corresponding change in resources by giving them a retroactive effect for the year in which they were issued and for each earlier period. XXVI. Explanations on related parties For the purpose of these financial statements, shareholders, key management personnel and board members together with their families and companies controlled by/affiliated with them, and associated companies are considered and referred to as related parties in accordance with “Turkish Accounting Standard for Related Parties” (“TAS 24”). The transactions with related parties are disclosed in detail in Note VII of Section Five. XXVII. Explanations on cash and cash equivalents For the purposes of the statement of cash flows, “Cash” includes cash, effectives, cash in transit, purchased cheques and demand deposits including balances with the Central Bank; and “Cash equivalents” include interbank money market placements, trading securities and time deposits at banks with original maturity periods of less than three months. XXVIII. Explanations on segment reporting Operational segment is distinguishable section of the Bank that has different characteristics from other operational segments per earning and conducts the presentation of service group, associated bank products or a unique product. Operating segments are disclosed in Note X in Section Four. XXIX. Reclassifications In order to be consistent with the presentation of financial statements dated 31 December 2014, there are some reclassifications made on balance sheet and income statement as of and for the year ended 31 December 2013. Accounting policies of financial statements dated 31 December 2014 applied consistently to all of the periods presented and there has not been any reclassifications made in the comparative financial statements as at the end of the reporting period. Deutsche Bank Annual Report 2014 72 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) SECTION FOUR INFORMATION RELATED TO FINANCIAL POSITION OF THE BANK I. Explanations on Capital Adequacy Ratio As of 31 December 2014 the Bank’s capital adequacy ratio is 28,39%. (31 December 2013: 24,81%) 1. Risk measurement methods in calculation of capital adequacy ratio Capital adequacy ratio is calculated within the scope of the “Regulation on Measurement and Assessment of Capital Adequacy Ratios of Banks (the “Regulation”)”, “Regulation on Credit Risk Mitigation Techniques” and “Regulation on Calculation of Risk Weighted Amounts for Securitisations” published in the Official Gazette no.28337 dated 28 June 2012 and came into effect on 1 July 2012. The “Regulation on Equities of Banks” published in the Official Gazette no.26333 dated 1 November 2006. In the calculation of capital adequacy ratio, the data prepared from accounting records in compliance with the current legislation are used. Furthermore, the market and operational risk are also taken into account within the framework of regulations. In the calculation process of credit risk, asset types determined in 6th article of the Regulation, ratings and credit risk mitigators are taken into account. “Simple financial collateral approach” is taken into account for banking book items. The amount subject to credit risk for non cash loans are considered by using the conversion rates which are defined in the 5th article of “Regulation On Measurement And Evaluation Of Capital Adequacy Of Banks”. Depleted and amortized assets are taken into consideration by net amounts which are calculated by the deduction of depreciation cost and provisions. The items which are deducted from shareholders’ equity and trading book items are not considered in the calculation of risk weighted assets. As per the Article 5 of the Regulation, the “counterparty credit risk” is calculated for repurchase transactions, reverse repurchase transactions and securities. In the calculations regarding counterparty credit risk, for the trading account “ Comprehensive Financial Guarantee Method” is used. Deutsche Bank Annual Report 2014 73 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) 2. Information related to capital adequacy ratio As of 31 December 2014: Risk weights 0% 10% 20% 50% 75% 100% 150% 200% Weighted Credit Risk Risk classifications: Conditional and unconditional exposures to central governments or central banks 576.550 - - - - - - Conditional and unconditional exposures to regional governments or local authorities - - - - - - - Conditional and unconditional exposures to administrative bodies and non-commercial undertakings - - - - - - - Conditional and unconditional exposures to multilateral development banks - - - - - - - Conditional and unconditional exposures to international organisations - - - - - - - Conditional and unconditional exposures to banks and brokerage houses - - 231.429 66.874 - 12.836 181 Conditional and unconditional exposures to corporates - - - - - 1.194.717 - Conditional and unconditional retail exposures - - - - 1.319 - - Conditional and unconditional exposures secured by real estate property - - - - - - - Past due items - - - - - - - Items in regulatory high-risk categories - - - - - - - Exposures in the form of bonds secured by mortgages - - - - - - - Securitisation positions - - - - - - - Short term exposures to banks, brokerage houses and corporates - - - - - - - Exposures in the form of collective investment undertakings - - - - - - - Other receivables 366 - - - - 7.254 - Total balance subject to credit risk 576.916 - 231.429 66.874 1.319 1.214.807 181 Value at credit risk - - 46.286 33.437 989 1.214.807 272 The Regulation on “Measurement and Assessment of the Capital Adequacy of Banks” published in the Official Gazette numbered 28337 on 28 June 2012. “Summary information related to the capital adequacy standard ratio”, “Information related to the shareholders’ equity” and “Information related to the shareholders’ equity” stated in second paragraph of the article no.7 of the Communiqué on Financial Statements to be Publicly Announced and the Related Policies and Disclosures have been amended by the communiqué published in Official Gazette No. 28983 dated 26 April 2014. The Bank has been calculating its equity in accordance with the “Communiqué on shareholders’ equity” published in Official Gazette No. 28756 dated 5 September 2013 since 1 January 2014; and capital adequacy standard ratios are also calculated within this context. i.Summary information related to capital adequacy ratio Current Period Capital Requirement for Credit Risk (Amount subject to Credit Risk*0,08) (CRCR) 103.663 Capital Requirement for Market Risk (CRMR) 17.548 Capital Requirement for Operational Risk (CROR) 21.573 Shareholders’ Equity 506.701 Shareholders’ Equity/((CRCR+CRMR+CROR) *12,5)*100 28,39 Core Capital /(( CRCR+CRMR+CROR) *12,5)*100) 27,48 Tier I Capital/(( CRCR+CRMR+CROR) *12,5)*100) 28,23 Prior Period 96.676 14.019 22.890 414.277 24,81 - Deutsche Bank Annual Report 2014 74 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) ii. Information about equity items TIER 1 CAPITAL Current Period Paid-in Capital to be Entitled for Compensation after All Creditors 166.866 Share Premium Share Cancellation Profits Legal Reserves 259.573 Other Comprehensive Income according to TAS 213 Profit 80.571 Net Current Period Profit 80.571 Prior Period Profit Provisions for Possible Losses Bonus Shares from Associates, Subsidiaries and Joint-Ventures not Accounted in Current Period’s Profit Minority Shareholder 507.223 Tier I Capital Before Deductions Deductions From Tier I Capital Current and Prior Periods' Losses not Covered by Reserves, and Losses Accounted under Equity according to TAS (-) 129 Leasehold Improvements on Operational Leases (-) 3.318 Goodwill and Intangible Assets and Related Deferred Tax Liabilities (-) Net Deferred tax assets / liabilities (-) Shares Obtained against Article 56, Paragraph 4 of the Banking Law (-) Investments in own common equity (-) Total of Net Long Positions of the Investments in Equity Items of Banks and Financial Institutions where the Bank does not own 10% or less of the Issued Share Capital Exceeding the 10% Threshold of above Tier I Capital (-) Total of Net Long Positions of the Investments in Equity Items of Banks and Financial Institutions where the Bank owns 10% or less of the Issued Share Capital Exceeding the 10% Threshold of above Tier I Capital (-) Mortgage Servicing Rights Exceeding the 10% Threshold of Tier I Capital (-) Net Deferred Tax Assets arising from Temporary Differences Exceeding the 10% Threshold of Tier I Capital(-) Amount Exceeding the 15% Threshold of Tier I Capital as per the Article 2, Clause 2 of the Regulation on Measurement and Assessment of Capital Adequacy Ratios of Banks (-) The Portion of Net Long Position of the Investments in Equity Items of Banks and Financial Institutions where the Bank Owns 10% or more of the Issued Share Capital not deducted from Tier I Capital (-) Mortgage Servicing Rights not deducted (-) Excess Amount arising from Deferred Tax Assets from Temporary Differences (-) Other items to be Defined by the BRSA (-) Deductions from Tier I Capital in cases where there are no adequate Additional Tier I or Tier II Capitals (-) 3.447 Total regulatory adjustments to Tier 1 capital 503.776 Deutsche Bank Annual Report 2014 75 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) ADDITIONAL CORE CAPITAL Current Period Preferred Stock not Included in Tier I Capital and the Related Share Premiums Debt Instruments and the Related Issuance Premiums Defined by the BRSA (Issued or Obtained after 1.1.2014) Debt Instruments and the Related Issuance Premiums Defined by the BRSA (Issued or Obtained before 1.1.2014) Additional Core Capital before Deductions Deductions from Additional Core Capital Direct and Indirect Investments of the Bank on its own Additional Core Capital (-) Total of Net Long Positions of the Investments in Equity Items of Banks and Financial Institutions where the Bank Owns 10% or less of the Issued Share Capital Exceeding the 10% Threshold of above Tier I Capital (-) The Total of Net Long Position of the Direct or Indirect Investments in Additional Tier I Capital of Banks and Financial Institutions where the Bank Owns more than 10% of the Issued Share Capital (-) Other items to be Defined by the BRSA (-) Deductions from Additional Core Capital in cases where there are no adequate Tier II Capital (-) Total Deductions from Additional Core Capital Total Additional Core Capital Deductions from Core Capital Goodwill and Other Intangible Assets and Related Deferred Taxes not deducted from Tier I Capital as per the Temporary Article 2, Clause 1 of the Regulation on Measurement and Assessment of Capital Adequacy Ratios of Banks (-) 13.272 Net Deferred Tax Asset/Liability not deducted from Tier I Capital as per the Temporary Article 2, Clause 1 of the Regulation on Measurement and Assessment of Capital Adequacy Ratios of Banks (-) Total Core Capital 490.504 TIER II CAPITAL Debt Instruments and the Related Issuance Premiums Defined by the BRSA (Issued or Obtained after 1.1.2014) Debt Instruments and the Related Issuance Premiums Defined by the BRSA (Issued or Obtained before 1.1.2014) Pledged Assets of the Shareholders to be used for the Bank's Capital Increases General Provisions Tier II Capital before Deductions Deductions from Tier II Capital Direct and Indirect Investments of the Bank on its own Tier II Capital (-) Total of Net Long Positions of the Investments in Equity Items of Banks and Financial Institutions where the Bank Owns 10% or less of the Issued Share Capital Exceeding the 10% Threshold of above Tier I Capital (-) The Total of Net Long Position of the Direct or Indirect Investments in Additional Core Capital and Tier II Capital of Banks and Financial Institutions where the Bank Owns 10% or more of the Issued Share Capital Exceeding the 10% Threshold of Tier I Capital (-) Other items to be Defined by the BRSA (-) Total Deductions from Tier II Capital Total Tier II Capital 16.197 16.197 - 16.197 Deutsche Bank Annual Report 2014 76 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) CAPITAL Current Period Loans Granted against the Articles 50 and 51 of the Banking Law (-) 506.701 Net Book Values of Movables and Immovables Exceeding the Limit Defined in the Article 57, Clause 1 of the Banking Law and the Assets Acquired against Overdue Receivables and Held for Sale but Retained more than Five Years (-) Loans to Banks, Financial Institutions (domestic/foreign) or Qualified Shareholders in the form of Subordinated Debts or Debt Instruments Purchased from Such Parties and Qualified as Subordinated Debts (-) Deductions as per the Article 20, Clause 2 of the Regulation on Measurement and Assessment of Capital Adequacy Ratios of Banks (-) Other items to be Defined by the BRSA (-) The Portion of Total of Net Long Positions of the Investments in Equity Items of Banks and Financial Institutions where the Bank Owns 10% or less of the Issued Share Capital Exceeding the 10% Threshold of above Tier I Capital not deducted from Tier I Capital, Additional Core Capital or Tier II Capital as per the Temporary Article 2, Clause 1 of the Regulation (-) The Portion of Total of Net Long Positions of the Investments in Equity Items of Banks and Financial Institutions where the Bank Owns more than 10% of the Issued Share Capital Exceeding the 10% Threshold of above Tier I Capital not deducted from Additional Core Capital or Tier II Capital as per the Temporary Article 2, Clause 1 of the Regulation (-) The Portion of Net Long Position of the Investments in Equity Items of Banks and Financial Institutions where the Bank Owns 10% or more of the Issued Share Capital, of the Net Deferred Tax Assets arising from Temporary Differences and of the Mortgage Servicing Rights not deducted from Tier I Capital as per the temporary Article 2, Clause 2, Paragraph (1) and (2) and Temporary Article 2, Clause 1 of the Regulation (-) EQUITY 506.701 Amounts lower than Excesses as per Deduction Rules Remaining Total of Net Long Positions of the Investments in Equity Items of Banks and Financial Institutions where the Bank Owns 10% or less of the Issued Share Capital Remaining Total of Net Long Positions of the Investments in Tier I Capital of Banks and Financial Institutions where the Bank Owns more than 10% or less of the Tier I Capital Remaining Mortgage Servicing Rights Net Deferred Tax Assets arising from Temporary Differences The Bank Amount considered in the calculation of equity of current period Total Amount Goodwill and Intangible Assets and Related Deferred Tax Liabilities (-) 3.318 16.590 Details on Subordinated Liabilities There are no debt instruments will be included in the calculation of the Bank's equity as of 31 December 2014 (31 December 2013: None). Deutsche Bank Annual Report 2014 77 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) Prior Period CORE CAPITAL Paid-in capital 135.000 Nominal capital 135.000 Capital commitments (-) Adjustment to paid-in capital 31.866 Share premium Share repeal Legal reserves 257.754 Adjustment to legal reserves Profit 2.087 Net Current period profit 2.087 Prior period profit Provisions for possible losses up to 25% of core capital Profit on sale of associates, subsidiaries and buildings Primary subordinated loans Loss that is not covered with reserves (-) Net current period loss Prior period loss Development cost of operating lease (-) 235 Intangible assets (-) 27.028 Deferred-assets for tax which exceeds 10% of core capital (-) Excess amount expressed in the Law (Article 56, 3rd paragraph) (-) Total Core Capital 399.444 SUPPLEMENTARY CAPITAL General reserves 14.833 45% of increase in revaluation fund of movables 45% of increase in revaluation fund of fixed assets Free shares from investment and associates, subsidiaries and joint ventures that is not recognized in profit Primary subordinated loans which are ignored in the calculation of core capital Secondary subordinated loans 45% of value increase fund of financial assets available for sale and associates and subsidiaries Adjustment to paid-in capital, profit reserves and previous years losses(except adjustment to legal reserves) Total Suplementary Capital 14.833 CAPITAL DEDUCTIONS FROM THE CAPITAL Partnership share on banks and financial institutions (domestic and abroad) that are not consolidated, with a shareholding of 10% and above The sum of partnership share on banks and financial institutions (domestic and abroad), with shareholding of less than 10%, but exceeding 10% and more of the sum of core and suplimentary capital of the bank Loans extended to banks, financial institutions (domestic and abroad) and qualified shareholders, like secondary subordinated loan and debt instruments purchased from these institutions issued, like primary and secondary subordinated loan Loans extended being noncompliant with articles 50 and 51 of the Law Net book values of properties owned, exceeding 50% of banks’ equity and properties, and trade goods overtaken in exchange for loans and receivables that should be disposed within five years in accordance with article 57 of the Law, but not yet disposed Securitisation positions to be deducted from the shareholders' equity Other Total Equity 414.277 78 Deutsche Bank Annual Report 2014 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) iii.Information on the Bank’s internal capital requirements within the scope of the internal capital adequacy assessment process in order to evaluate the adequacy of the approach in terms of current and future activities The Bank evaluates the interrelated components that are the part of The Bank’s management and decision making process such risk appetite, strategy, capital and risk management policy and stress testing within the process of internal capital adequacy evaluation for the risks that the Bank was exposed or may be exposed accordingly current risk profile. The Bank formed the internal capital adequacy evaluation process within the framework risk management and strategy, risk management processes, risk methods and risk infrastructure on the purpose of observing the current, future and under stress conditions capital adequacy of the Bank’s and measuring, managing,observing and reducing the subjected risks relating to evaluate the significant risks exposed. Under this framework, the Bank performs base-case and stress test estimations by determining the risks faced including structural position risk, business, credit, group, liquidity, market, operational, regulations and credibility risks considering growth targets of all business lines, strategic plans, sections provides support service. Within the scope of this evaluation, the Bank uses like Pillar 2A of Internal Capital Requirement Evaluation, Pillar 2B of Stress Test and Reverse Stress Test methods. II. Explanations on credit risk Loan customers are subject to the concentration risk limits according to their geographical segments, risk groups, or sectors approved by the Board of Directors. In compliance with the banking legislations the Bank does not work with the untrustworthy individuals and corporate, which are listed in the international watch lists. Credit limit allocation and credit extension procedures, forward transactions and the transactions related with the other derivative instruments, the limits and the risk exposures of the daily cash transactions of the customers are approved by the different level of people from the Bank’s management team according to their related authorisation limits. The risk limits and concentrations of the daily on and off balance sheet transactions are monitored per each customer by the authorised people of the treasury department of the Bank. The credit risk of the forward transactions is managed with the potential risks arising from the fluctuations in the market and it is avoided from the transactions that could have significant credit risks. The credit worthiness of customer is followed up on a regular basis in accordance with related regulations and accordingly the credit limits of the customers are revised, if necessary. Statement documents received for loans that are audited in accordance with regulations is consequential. The Bank, as an active player in the international banking market, does not hold significant credit risk when compared to the financial activities of the other international financial institutions. The Bank’s cash loan portfolio is composed of 64 customers and non-cash loan portfolio is composed of 138 customers as of 31 December 2014 (31 December 2013: 53 of cash loan portfolio and 112 of non-cash loans portfolio). The share of Bank’s cash and non-cash loans from first top 100 loan customers in total cash and non-cash loan portfolio is 100% (31 December 2013: 100%). Total cash and non-cash loans of first 100 customers constitute 37% and 0.40% of total balance sheet and the off-balance sheet items, respectively.( 31 December 2013 : 39% and %0.36 ) The Bank’s calculated general provision for credit risk amounting to TL 18.477 as of 31 December 2014 (31 December 2013: TL 14.833). a) Type of loans and specific provisions Factoring 31 December 2014 Corporate Consumer Receivables Standard Loans Loans under close monitoring Non-performing loans Specific provision (-) Total 1.090.556 - - - 1.090.556 201 - - - 201 - - - - - Total 1.090.757 1.090.757 79 Deutsche Bank Annual Report 2014 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) Factoring 31 December 2013 Corporate Consumer Receivables Standard Loans Loans under close monitoring Non-performing loans Specific provision (-) Total 903.971 - - - 903.971 58 - - - 58 - - - - - Total 904.029 904.029 b) Loans and receivables past due but not impaired None (31 December 2012: None). c) Debt securities, treasury bills and other bills Financial Available for Held to Assets at Fair Sale Financial Maturity 31 December 2014 Value through P/L (Net) Assets (Net) Securities (Net) Total Moody’s 578.215 - - 578.215 Baa2(*) Total 578.215 - - 578.215 Financial Available for Held to Assets at Fair Sale Financial Maturity 31 December 2013 Value through P/L (Net) Assets (Net) Securities (Net) Total Moody’s Ba2(*) 797.082 - - 797.082 Total 797.082 - - 797.082 (*) Consists of Turkish Republic government bonds and treasury bills. d) Information on rating concentration The Bank does not have any credit rating policy. e) Fair value of collaterals (loans and advances to customers) Guarantees received as at 31 December 2014 are presented in “Credit Risk Mitigation Techniques” disclosure. f)Credit risk is the risk reduction effects without taking into consideration the total amount of exposures after offsetting transactions with different risk classes according to the types and amounts of disaggregated risks are listed below the average for the period Current Period Average Risk Risk classifications: Risk Amount (*)Amount(**) Conditional and unconditional exposures to central governments or central banks 534.344 456.756 Conditional and unconditional exposures to regional governments or local authorities - Conditional and unconditional exposures to administrative bodies and non-commercial undertakings - Conditional and unconditional exposures to multilateral development banks - Conditional and unconditional exposures to international organisations - Conditional and unconditional exposures to banks and brokerage houses 289.933 377.772 Conditional and unconditional exposures to corporates 1.258.308 1.189.074 Conditional and unconditional retail exposures 1.319 916 Conditional and unconditional exposures secured by real estate property - Past due items - Items in regulatory high-risk categories - Exposures in the form of bonds secured by mortgages - Securitisation positions - Short term exposures to banks, brokerage houses and corporates - Exposures in the form of collective investment undertakings - Other receivables 7.620 7.831 (*) Includes risk amounts given before the effect of credit risk mitigation but after the credit conversions. Average risk amounts are the arithmetical average of the risk amounts after conversion in January-December period. (**) Deutsche Bank Annual Report 2014 80 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) Prior Period Average Risk Risk classifications: Risk Amount (*)Amount (**) Conditional and unconditional exposures to central governments or central banks 232.208 234.986 Conditional and unconditional exposures to regional governments or local authorities - Conditional and unconditional exposures to administrative bodies and non-commercial undertakings - Conditional and unconditional exposures to multilateral development banks - Conditional and unconditional exposures to international organisations - Conditional and unconditional exposures to banks and brokerage houses 505.549 339.598 Conditional and unconditional exposures to corporates 934.395 796.595 Conditional and unconditional retail exposures 119.944 103.159 Conditional and unconditional exposures secured by real estate property - Past due items - Items in regulatory high-risk categories - Exposures in the form of bonds secured by mortgages - Securitisation positions - Short term exposures to banks, brokerage houses and corporates - Exposures in the form of collective investment undertakings - Other receivables 14.080 11.129 (*) Includes risk amounts given before the effect of credit risk mitigation but after the credit conversions. Average risk amounts are the arithmetical average of the risk amounts after conversion in January-December period. (**) g) Profile of significant exposures in major regions Conditional and unconditional Conditional and exposures to unconditional Conditional Conditional centra exposures to and and governments banks and unconditional unconditional or central brokerage exposures to retail Other 31 December 2014 banks houses corporates exposures to receivables Total 1. Domestic 534.344 102.522 1.191.982 1.319 7.620 1.837.787 2. European Union (EU) countries - 110.789 40.564 - - 151.353 3. OECD countries (**) - - - - - 4. Off-shore banking regions - 48 163 - - 211 5. USA, Canada - 51.637 15.885 - - 67.522 6. Other countries - 24.937 9.714 - - 34.651 7. Associates, subsidiaries and joint ventures - - - - - 8. Unallocated assets / liabilities (***) - - - - - Total(*) 534.344 289.933 1.258.308 1.319 7.620 2.091.524 Includes risk amounts given before the effect of credit risk mitigation but after the credit conversions. OECD countries other than EU countries, USA and Canada (***) Assets and liabilities that can not be allocated on a consistent basis (*) (**) Deutsche Bank Annual Report 2014 81 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) Conditional and unconditional Conditional and exposures to unconditional ConditionalConditional centra exposures to and and governments banks and unconditional unconditional or central brokerage exposures to retail Other 31 December 2013 banks houses corporates exposures to receivables Total 1. Domestic 232.208 297.604 867.955 119.943 14.080 1.531.790 2. European Union (EU) countries - 139.234 39.838 - - 179.072 3. OECD countries (**) - 13.087 1.922 - - 15.009 4. Off-shore banking regions - - 155 - - 155 5. USA, Canada - 49.276 19.142 - - 68.418 6. Other countries - 6.348 5.383 - - 11.731 7. Associates, subsidiaries and joint ventures - - - - - - - - - - 8. Unallocated assets / liabilities (***) Total(*) 232.208 505.549 934.395 119.943 14.080 1.806.175 Includes risk amounts given before the effect of credit risk mitigation but after the credit conversions. OECD countries other than EU countries, USA and Canada (***) Assets and liabilities that can not be allocated on a consistent basis (*) (**) h) Risk profile according to sectors and counterparties Conditional and unconditional Conditional and exposures to unconditional Conditional Conditional centra exposures to and and governments banks and unconditional unconditional or central brokerage exposures to retail Other 31 December 2014 banks houses corporates exposures to receivables Total Agriculture - - 10.806 - - 10.806 Farming and raising livestock - - 10.806 - - 10.806 Forestry - - - - - Fishing - - - - - Manufacturing - - 862.451 775 - 863.226 Mining - - 58.739 - - 58.739 Production - - 803.550 775 - 804.325 Electric, gas and water - - 162 - - 162 Construction - - 10.352 - - 10.352 Services 533.518 187.827 363.150 261 - 1.084.756 Wholesale and retail trade - - 89.815 18 - 89.833 Hotel, food and beverage servicesi - - - - - Transportation and telecommunication - - 59.535 243 - 59.778 Financial institutions 533.518 187.827 203.817 - - 925.162 Real estate and renting services - - - - - Self-employement services - - - - - Education services - - - - - Health and social services - - 9.983 - - 9.983 Other 826 102.106 11.549 283 7.620 122.384 Total(*) 534.344 289.933 1.258.308 1.319 7.620 2.091.524 (*) Includes risk amounts given before the effect of credit risk mitigation but after the credit conversions. 82 Deutsche Bank Annual Report 2014 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) Conditional and unconditional Conditional and exposures to unconditional Conditional Conditional centra exposures to and and governments banks and unconditional unconditional or central brokerage exposures to retail Other 31 December 2013 banks houses corporates exposures to receivables Total Agriculture - - 6.237 - - 6.237 Farming and raising livestock - - 6.237 - - 6.237 Forestry - - - - - Fishing - - - - - Manufacturing - - 478.556 37.662 - 516.218 Mining - - 160 - - 160 Production - - 478.156 37.662 - 515.818 Electric, gas and water - - 240 - - 240 Construction - - 10.150 - - 10.150 Services 228.365 505.549 433.176 82.228 - 1.249.318 Wholesale and retail trade - - 273.826 81.948 - 355.774 Hotel, food and beverage services - - - - - Transportation and telecommunication - - 40.701 280 - 40.981 Financial institutions 228.365 505.549 118.649 - - 852.563 Real estate and renting services - - - - - Self-employement services - - - - - Education services - - - - - Health and social services - - - - - Other 3.843 - 6.275 54 14.080 24.252 232.208 505.549 934.394 119.944 14.080 1.806.175 Total(*) (*) Includes risk amounts given before the effect of credit risk mitigation but after the credit conversions. i)Distribution of maturity risk factors according to their outstanding maturities Current Period 1 month Conditional and unconditional exposures to central governments or central banks 487.663 Conditional and unconditional exposures to banks and brokerage houses 67.893 Conditional and unconditional exposures to corporates 377.612 Conditional and unconditional retail exposures 320 Other receivables - (*) 933.488 Total (*) Term to maturity 3-6 months 6-12 months Over 1 year Total - - - - 487.663 35.261 17.661 63.804 3.489 188.108 483.397 138.620 196.531 62.076 1.258.236 95 - 518.753 74 - 156.355 238 - 260.573 592 - 66.157 1.319 1.935.326 Includes risk amounts given before the effect of credit risk mitigation but after the credit conversions. Prior Period 1 month Conditional and unconditional exposures to central governments or central banks 198.262 Conditional and unconditional exposures to banks and brokerage houses 501.758 Conditional and unconditional exposures to corporatesr 383.888 Conditional and unconditional retail exposures 96.128 Other receivables - 1.180.036 Total(*) (*) 1-3 months 1-3 months Term to maturity 3-6 months 6-12 months Over 1 year Total - - - - 198.262 - - - - 501.758 164.515 27.363 213.998 - 789.764 15.971 - 180.486 228 - 27.591 1.282 - 215.280 - - - 113.609 1.603.393 Includes risk amounts given before the effect of credit risk mitigation but after the credit conversions. 83 Deutsche Bank Annual Report 2014 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) j) Information on risk classifications According to the 7th article of the Communiqué on “Measurement and Assessment of Capital Adequacy of Banks”, in the process of risk weighted assets calculation, risk weights are determined through ratings given by internatiol rating companies. The international risk ratings are used for the exposures to central governments and central banks, whereas for central governments and central banks that are not rated by Fitch Ratings, the published country ratings as announced by the Organisation for Economic Cooperation and Development (OECD) are used. If exist, the ratings of Standart&Poor’s (S&P), Moody’s and Fitch Ratings are used together for the exposures of the foreign banks and brokerage houses. Where the counterparties are domestic, the related exposures are included in the calculation of capital adequcy as unrated. TL exposures of Central Government of Turkey and Central Bank of Turkey and all reserve requirement balances have 0% risk weight. The Fitch Ratings, Moody’s and Standart&Poor’s risk ratings as per the credit quality grades and the risk weights according to exposure categories are presented below: Ratings to match Long-term Credit Rating Short-Term Credit Rating Credit Quality Grades 1 2 3 4 5 6 1 2 3 4 5 6 Fitch AAA and AA- A+ and A- BBB+ and BBB- BB+ and BB- B+ and B- CCC+ and below F1+ and F1 F2 F3 F3 and below - - Moody’s Aaa and Aa3 A1 and A3 Baa1 and Baa3 Ba1 and Ba3 B1 and B3 Caa1 and below P-1 P-2 P-3 NP - - Standart & Poor’s AAA and AAA+ and ABBB+and BBBBB+ and BBB+ and BCCC+ and below A-1+ and A-1 A-2 A-3 A-3 below - k) Risk amount based on risk weight Risk Weight (*) Deductions Risk Weight 0% 10% 20% 50% 75% 100% 150% From Equity 1. Exposures Before Credit Risk Mitigation 534.713 - 273.633 3.283 1.319 1.278.397 181 3.447 2. Exposures After Credit Risk Mitigation 576.916 - 231.429 66.874 1.319 1.214.807 181 3.447 (*) The Bank does not have risk weighted balances neither 200% nor 1.250% Deutsche Bank Annual Report 2014 84 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) l) Information according to sector and counterparty types Loans 31 December 2014 Impaired Past due Value adjustments(**) Provisions Agriculture - - 105 Farming and raising livestock - - 105 Forestry - - - Fishing - - - Manufacturing - - 6.211 Mining - - - Production - - 6.205 Electric, gas and water - - 6 Construction - - 61 Services - - 12.098 Wholesale and retail trade - - 6.635 Hotel, food and beverage services - - - Transportation and telecommunication - - 704 Financial institutions - - 4.608 Real estate and renting services - - - Self-employement services - - - Education services - - - Health and social services - - 151 Other - - 2 Total - - 18.477 (**) Represents general provisions. Loans 31 December 2013 Impaired Past due Value adjustments(*) Provisions Agriculture - - 62 Farming and raising livestock - - 62 Forestry - - - Fishing - - - Manufacturing - - 5.922 Mining - - - Production - - 5.921 Electric, gas and water - - 1 Construction - - 41 Services - - 8.638 Wholesale and retail trade - - 4.034 Hotel, food and beverage services - - - Transportation and telecommunication - - 805 Financial institutions - - 3.799 Real estate and renting services - - - Self-employement services - - - Education services - - - Health and social services - - - Other - - 170 Total - - 14.833 (*) Represents general provisions. Deutsche Bank Annual Report 2014 85 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) m) Information about value adjustments and provisions Impaired loans; are the credits that either overdue more than 90 days as of the reporting date or are treated as impaired due to their credibility. For such credits, “specific provisons” are allocated as per the Provisioning Regulation. The Bank does not have impaired loans as at the reporting date. Past due loans; are the credits that overdue upto 90 days but not impaired. For such credits, “general provisions” are allocated as per the Provisioning Regulation. The Bank does not have past due loans as at the reporting date. Opening Provisions for Provision Other Closing 31 December 2014 balance the period reversals adjustments balance 1. Specific provisions - - - - 2. General provisions 14.833 3.644 - - 18.477 Opening Provisions for Provision Other Closing 31 December 2013 balance the period reversals adjustments balance 1. Specific provisions - - - - 2. General provisions 8.408 6.425 - - 14.833 III. Explanations on Market Risk The Bank calculates market risk by using “Standard Method” on a monthly basis. Being exposed to market risk, the Bank’s Board of Directors has identified risk management strategies and policies and has pursued the implementation of these strategies periodically. Considering the existing major risks, the Bank’s Board of Directors determines and revises the risk limits, when necessary. The Board of Directors ensures that the risk management group and the executive management are taking necessary actions in identifying, measuring, monitoring and managing the various risks that the Bank exposes to. The Bank performs daily stress testing related with the asset-liability management and Deutsche Bank AG performs the ‘VAR’ analysis. The market risk exposed positions are transferred to the global market with the most appropriate market prices for each assets and liabilities. The global markets prepare the daily market yield curves which are used as reference prices for such transfers. The capital requirement for the general market risk and specific risks is calculated using the standard method in accordance with the “Regulation on Measurement and Assessment of Capital Adequacy Ratios of Banks” and reported monthly. a) Information related to market risk 31 December 2014 (I) Capital Requirement against General Market Risk - Standard Method 13.272 (II) Capital Requirement against Specific Risks - Standard Method Capital Requirement against Specific Risks of Securitisation Positions - Standard Method (III) Capital Requirement against Currency Position Risk - Standard Method 3.916 (IV) Capital Requirement against Commodity Risks - Standard Method (V) Capital Requirement against Clearing Risks - Standard Method (VI) Capital Requirement against Market Risks of Options - Standard Method (VII) Capital Requirement against Counterparty Credit Risks - Standard Method 360 (VIII) Capital Requirement against Market Risks of Banks applying Risk Measurement (IX) Total Capital Requirement against Market Risk (I+II+III+IV+V+VI+VII) 17.548 (X) Value-At-Market Risk ((12.5*VIII) or (12.5*IX)) 219.350 86 Deutsche Bank Annual Report 2014 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) b) Average market risk calculated during the period at month ends Interest rate risk Share risk Currency risk Commodity risk Settlement risk Options risk Counterparty Credit Risk (*) Amount subject to total risk (*) Average 8.788 - 3.289 - - - 2.023 176.252 Current Period Maximum 13.654 - 4.042 - - - 17.061 350.832 Minimum 2.092 - 2.595 - - - 360 72.830 Average 11.774 - 2.992 - - - 1.240 200.380 Prior Period Maximum 20.673 - 6.636 - - - 2.846 294.548 Minimum 6.085 863 439 143.510 Counterparty credit risk includes the current and prior periods between January-December. c)Quantitative information on counterparty risk As per the 21st article of the “Regulation on Measurement and Assessment of Capital Adequacy Ratios of Banks”, counterparty risk is calculated over the following trading book transactions: a) Over-the-counter derivative financial instruments and credit derivatives, b) Securities or commodity based securities included in the trading books or commodity borrowing or lending transactions and repurchase and reverse repurchase agreements. The Bank calculates counterparty credit risk by using “Valuation on Fair Value” method and risk amounts from this method are used in calculations. Total Risk Amount Weighted Amount Interest rate contracts (*) 580.357 1.249 Foreign exchange rate contracts (**) 7.900 3.248 Commodity contracts - Equity shares related contracts - Other - Gross positive fair values 3.466 3.466 Offsetting benefits - Net current exposure amount - Collaterals received - Net derivative position 7.900 3.248 (*) Consist of repurchase transactions. Consist of currency swaps and forward agreements. (**) IV. Operational risk In the calculation of the Bank’s operational risk, the “Basic Indicator Method” is used. The amount subject to operational risk is calculated once a year in accordance with the Regulation on “Measurement and Assessment of the Capital Adequacy of Banks” published in the Official Gazette numbered 28337 on 28 June 2012. In the Basic Indicator Method, the amount subject to operational risk is calculated by multiplying 15% of the Bank’s average gross revenue over the previous three years with 12,5. The amount subject to operational risk is TL 269.661 for the current period. 87 Deutsche Bank Annual Report 2014 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) Total / Number of years for which gross income 31.12.2011 31.12.2012 31.12.2013 is positive Rate (%) Total Gross Income 117.652 216.591 97.214 143.819 15 21.573 Amount subject to operational risk (Total*12,5) 269.661 V. Explanations on currency risk The Bank manages its foreign currency balance sheet by paying maximum attention to comply with the regulations of the public authorities and by selecting the most appropriate methods to the Bank’s liquidity and profitability policies. The position limit regarding the foreign currency risk is determined as parallel to the net foreign currency position standard rate. As of 31 December 2014, the Bank’s net ‘on balance sheet’ foreign currency long position amounting to TL 63.573, net ‘off-balance sheet’ foreign currency long position amounting to TL 23.838, while this net foreign currency long position amounting to TL 39.735. “Standard method’’, which is also used for the statutory reporting purposes, is used to measure the Bank’s foreign currency risk . The Bank’s effective exchange rates on the date of 31 December 2014 and 2013 and for the last five working days of the period announced by the Bank in TL are as follows: 25 December 2013 26 December 2013 29 December 2013 30 December 2013 31 December 2013 25 December 2013 26 December 2013 29 December 2013 30 December 2013 31 December 2013 USD 2,3209 2,3177 2,3182 2,3235 2,3189 CHF 2,3492 2,3589 2,3447 2,3504 2,3397 GBP 3,6005 3,5933 3,5997 3,6090 3,5961 EUR 2,8312 2,8368 2,8255 2,8339 2,8207 USD 2,0812 2,0710 2,0957 2,1604 2,1343 CHF 2,3194 2,3111 2,3337 2,4307 2,3899 GBP 3,3978 3,3735 3,4286 3,5601 3,5114 EUR 2,8466 2,8353 2,8693 2,9844 2,9365 The arithmetical average of the Bank’s main foreign currency purchase rates for the last 30 days before the balance sheet date are listed below: Monthly average purchase rate Current Period Prior Period USD 2,2893 2,0457 CHF 2,3420 2,2713 GBP 3,5730 3,3339 EUR 2,8224 2,7926 a) Exposure to foreign currency risk A 10 percent depreciation of the TL against the following currencies as at 31 December 2014 and 31 December 2013 would have increased or decreased equity and profit or loss (excluding tax effects) by the amounts shown below. This analysis assumes that all other variables, in particular interest rates, remain constant. USD EUR Other foreign currencies Total, net (*) Equity includes profit/loss effect. Current Period Prior Period (*) (*) Equity Income Statement Equity Income Statement 4.340 4.3405.442 5.442 (394) (394) 1.732 1.732 27 27 121 121 3.973 3.973 7.295 7.295 Deutsche Bank Annual Report 2014 88 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) b) Information on currency risk of the Bank Current Period Euro USD Other FC Total Assets Cash (Cash in Vault, Effectives, Cash in Transit, Cheques Purchased) and Balances with Central Bank of Turkey 172 487.712 - 487.884 Banks 4.355 2.705 6.501 13.561 Financial Assets at Fair Value Through Profit or Loss - - - Interbank Money Market Placements - - - Available-for-sale Financial Assets - - - 350.500 347.788 - 698.288 Loans and Receivables (*) Investments in Associates, Subsidiaries and Joint Ventures - - - Held-to-maturity Financial Assets - - - Derivative Financial Assets Held for Risk Management - - - Tangible Assets - - - Intangible Assets - - - Other Assets (***) 52.075 43.731 24 95.830 Total Assets 407.102 881.936 6.525 1.295.563 Liabilities Bank Deposits 649 - - 649 Foreign Currency Deposits 58.516 214.099 63 272.678 Funds From Interbank Money Market - - - Funds Borrowed From Other Financial Institutions 705.371 231.197 - 936.568 Marketable Securities Issued - - - Miscellaneous Payables 3 203 - 206 Derivative Financial Liabilities Held for Risk Management - - - Other Liabilities (***) 19.999 1.468 422 21.889 Total Liabilities 784.538 446.967 485 1.231.990 Net On-Balance Sheet Position (377.436) 434.969 6.040 63.573 Net Off-Balance Sheet Position (**) 420.839 (438.908) (5.769) (23.838) Derivative Assets 502.775 101.477 9.009 613.261 Derivative Liabilities 81.936 540.385 14.778 637.099 Non-Cash Loans (****) 114.054 68.790 190 183.034 Prior Period Total Asset 376.499 406.560 1.686 784.745 Total Liabilities 646.645 95.010 476 742.131 Net On-Balance Sheet Position (270.146) 311.550 1.210 42.614 Net Off-Balance Sheet Position 324.568 (294.232) - 30.336 Derivative Assets 551.703 566.349 2.447 1.120.499 Derivative Liabilities 227.135 860.581 2.447 1.090.163 Non-Cash Loans (****) 109.468 54.397 81 163.946 The loans balances amounting to TL 158.966 includes the foreign exchange loans. Indicates the net amount of derivative financial assets and liabilities. Spot foreign exchange buy and sell transactions shown under “Asset purchase commitments” in the financial statements are included in the “Net off-balance position”. Derivative financial assets and liabilities include accruals amounting to TL 3.467 and TL 3.192, respectively. (***) Accruals from spot foreign exchange buy and sell transactions are not included in “Other Assets” and “Other Liabilities”. Income and expense accruals from spot foreign exchange buy and sell transactions are TL 89 income and TL 73 expense accrual, respectively. Foreign currency prepaid expenses amounting to TL 1.153 is excluded from other assets. (****) There is no impact on net off-balance sheet position. (*) (**) Deutsche Bank Annual Report 2014 89 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) VI. Explanations on Interest Rate Risk The interest rate sensitivity of assets, liabilities and off-balance sheet items are evaluated quarterly at Asset-Liability Committee meetings. The Bank’s interest rate risk is measured by using the standard method. The Bank provides information to its main shareholder Deutsche Bank AG for their, Value at Risk (VAR), risk measurement methods and performs sensitivity analyses. Standard method measurements are performed monthly by using the maturity distribution. At the time of the computations on daily basis sensitivity analysis, interest rate risk of FC and TL trading securities and available for sale financial assets as well as placements and forwards are measured in the Bank’s portfolio. 1.Interest rate sensitivity of assets, liabilities and off balance sheet items (Based on repricing dates) Non- Up to 1 1-3 3-12 1-5 5 Years Interest Current Period Ended Month Months Months Years and Over Bearing Total Assets Cash and Balances with the Central Bank of Turkey 45.929 - - - - 488.029 533.958 Banks 21.068 - - - - 14.142 35.210 Financial Assets at Fair Value through Profit/Loss 90.509 34.804 24.217 426.682 2.003 3.467 581.682 Money Market Placements 550.169 - - - - - 550.169 Available-for-Sale Financial Assets - - - - - - Loans and Receivables 354.106 385.935 350.716 - - - 1.090.757 Held-to-Maturity Financial Assets - - - - - - Other Assets (*) - - - - - 130.071 130.071 Total Assets 1.061.781 420.739 374.933 426.682 2.003 635.709 2.921.847 Liabilities Bank Deposits - - - - - 123.666 123.666 Other Deposits 172.623 - - - 384.455 557.078 Money Market Funds 31.283 - - - - - 31.283 Miscellaneous Payable - - - - - 2.521 2.521 Securities Issued - - - - - - Funds Borrowed 731.779 624.354 282.125 - - - 1.638.258 Other Liabilities (**) - - - - - 569.041 569.041 Total Liabilities 935.685 624.354 282.125 - - 1.079.683 2.921.847 On Balance Sheet Long Position 126.096 - 92.808 426.682 2.003 - 601.660 On Balance Sheet Short Position - (203.615) - - - (443.974) (601.660) Off-Balance Sheet Long Position 631.710 51.639 112.459 - - - 795.808 Off-Balance Sheet Short Position 625.249 51.433 112.664 - - - 789.346 Total Position 132.557 (203.409) 92.603 426.682 2.003 (443.974) 6.462 Tangible assets amounting to TL 2.042, intangible assets amounting to TL 20.013, current tax asset amounting to TL 827 and other assets amounting to TL 107.189 are presented in the other assets. (**) Equity amounting to TL 507.223, provisions amounting to TL 48.443, other liabilities amounting to TL 3.141, derivative instruments held for trading amounting to TL 3.192 and tax liabilities amounting to TL 7.042 are presented in the other liabilities. (*) Deutsche Bank Annual Report 2014 90 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) Non Up to 1 1-3 5-12 1-5 5 Years Interest Prior Period Ended Month Months Months Years and Over Bearing Total Assets Cash and Balances with the Central Bank of Turkey - - - - - 228.523 228.523 Banks 307.252 - - - - 5.766 313.018 Financial Assets at Fair Value through Profit/Loss 305.602 21.399 307.737 93.105 69.239 18.937 816.019 Money Market Placements - - - - - - Available-for-Sale Financial Assets - - - - - - Loans and Receivables 363.714 236.352 303.963 - - - 904.029 Held-to-Maturity Financial Assets - - - - - - - - - - - 98.041 98.041 Other Assets(*) Total Assets 976.568 257.751 611.700 93.105 69.239 351.267 2.359.630 Liabilities Bank Deposits - - - - - 414.533 414.533 Other Deposits 71.339 - - - 107.084 178.423 Money Market Funds 187.512 - - - - - 187.512 Miscellaneous Payable - - - - - 2.167 2.167 Securities Issued - - - - - - Funds Borrowed 754.546 319.477 - - - - 1.074.023 Other Liabilities(**) - - - - - 502.972 502.972 Total Liabilities 1.013.397 319.477 - - - 1.026.756 2.359.630 On Balance Sheet Long Position - - 611.700 93.105 69.239 - 774.044 On Balance Sheet Short Position (36.829) (61.726) - - - (675.489) (774.044) Off-Balance Sheet Long Position 1.305.742 269.140 252.542 - - - 1.827.424 Off-Balance Sheet Short Position 1.306.601 268.306 252.313 - - - 1.827.220 Total Position (37.688) (60.892) 611.929 93.105 69.239 (675.489) 204 Tangible assets amounting to TL 2.675, intangible assets amounting TL 27.028 and TL 1.673 current tax asset and other assets amounting to TL 66.665 are presented in the other assets. (**) Equity amounting to TL 426.707, provisions amounting to TL 45.915, other liabilities amounting to TL 3.632, trading derivative instruments amounting to TL 18.145 TL, current tax liabilities amounting to TL 8.573 are presented in the other liabilities. (*) 2.Average interest rates on monetary financial instruments Current Period EUR % USD % JPY % TL % Assets Cash and Balances with the Central Bank of Turkey - - - 1,23 Banks - - - Financial Assets at Fair Value through Profit/Loss - - - 8,52 Money Market Placements - - - 11,23 Available-for-Sale Financial Assets (Net) - - - Loans and Receivables 2,58 2,29 - 10,00 Held-to-Maturity Financial Assets (Net) - - - Liabilities Bank Deposits - - - Other Deposits 0,10 0,10 - 7,33 Money Market Funds - - - 10,05 Miscellaneous Payable - - - Securities Issued - - - Funds Borrowed from other Financial Institutions 0,34 0,41 - 9,33 91 Deutsche Bank Annual Report 2014 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) Prior Period EUR % USD % JPY % TL % Assets Cash and Balances with the Central Bank of Turkey - - - Banks - - - 6,66 Financial Assets at Fair Value through Profit/Loss - - - 8,70 Money Market Placements - - - Available-for-Sale Financial Assets (Net) - - - Loans and Receivables 2,61 2,44 - 9,08 Held-to-Maturity Financial Assets (Net) - - - Liabilities Bank Deposits - - - Other Deposits 0,10 0,10 - 5,68 Money Market Funds - - - 5,06 Miscellaneous Payable - - - Securities Issued - - - Funds Borrowed from other Financial Institutions 0,18 0,38 - 6,75 3. Interest rate risk on banking books The interest rate risk of the banking books is measured and monitored within the scope of the Regulation about Measurement and Assessment of Interest Rate Risk in the Banking Accounts by Standard Shock Method. 31 December 2014 Type of Currency Shock Applied (+/- x basis point) Gains/ (Losses) Gains/Equity(Losses)/Equity TL (+) 500bp TL (-) 400bp EUR (+) 200bp EUR (-) 200bp USD (+) 200bp USD (-) 200bp Total (of positive shocks) Total (of negative shocks) 6 (6) 780 (835) (1.256) 1.305 (2.097) 2.091 %0,00 %0,00 %0,15 (%0,17) (%0,25) %0,26 (%0,42) %0,41 31 December 2013 Shock Applied Gains/ Gains/EquityType of Currency (+/- x bbasis point) (Losses) (Losses)/Equity TL (+) 500bp (1.024) (%0,24) TL (-) 400bp 866 %0,20 EUR (+) 200bp 288 (%0,06) EUR (-) 200bp (16) %0,00 USD (+) 200bp (710) (%0,16) USD (-) 200bp 722 %0,16 Total (of positive shocks) (1.750) (%0,47) Total (of negative shocks) 1.876 %0,37 4. Position risk of equity securities on banking books None. VII. Explanations on liquidity risk The general principles and related implementation methods with respect to liqudity and financial emergency procedures are determined within the scope of “Deutsche Bank Turkey Liquidity Policy”. The Bank calculates liquidity adequacy ratio and reports to BRSA on a weekly basis in accordance with the “Measurement and Assessment of Liquidity Adequacy of Banks” issued in the Official Gazette numbered 26333 and dated 1 November 2006. The liquidity adequacy of the Bank is over the limit values specified in the mentioned regulation. 92 Deutsche Bank Annual Report 2014 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) 1.The resources of the current liquidity risk; whether the necessary precautions have been taken, whether the Board of Directors sets limits on the funds available to meet the urgent liquidity requirements and to be able to pay borrowings when they become due Liquidity risk is managed by considering the main criteria such as (1) the expected cash flows at related time intervals, (2) the possibility and capacity of borrowing from the market, (3) the credit quality of the assets on the balance sheet. In addition to the compliance with the legal limitations regarding the liquidity, the Bank monitors from the cash flow reports that there are matching borrowing opportunities with the cash out-flows within the same time interval. 2.The matching of the payments, assets and liabilities and the interest rates, and the possible impact of the current mismatch on the profitability of the Bank The Bank’s assets and liabilities carry positive interest earnings. Whether government debt securities which are classified in trading securities are most liquid securities that are liquidated in changes in market conditions. 3.Internal and external resources that meets the short and long term liquidity needs of the Bank and unutilised significant liquidity resources The Bank monitors that the maturity matching of the assets and liabilities are kept. The Bank keeps sufficient liquid assets to meet liquidity needs caused by the fluctuations in the market. As per the BRSA Communiqué published on 1 November 2006 and effective from 1 January 2007, “Measurement and Assessment of the Adequacy of Banks’ Liquidity”, the weekly and monthly liquidity ratios on a bank-only basis for foreign currency assets/liabilities and total assets/liabilities should be minimum 80% and 100%, respectively. The liquidity ratios as of 31 December 2014 and 31 December 2013 are as follows: First Maturity Bracket (Weekly) Second Maturity Bracket (Monthly) Current Period FC FC+TL FC FC+TL Average (%) 105,30 131,65 95,94 117,66 Maximum (%) 132,22 164,57 121,50 157,94 Minimum (%) 84,62 107,08 80,67 100,15 First Maturity Bracket (Weekly) Second Maturity Bracket (Monthly) Prior Period FC FC+TL FC FC+TL Average (%) 114,24 119,44 108,22 114,81 Maximum (%) 150,91 152,41 144,92 154,53 Minimum (%) 84,25 101,21 89,03 100,90 4. The assessment of the amounts and resources of the Bank’s cash flows As explained above, the Bank has sufficient cash and cash inflows in order to be able to timely meet the cash outflows. Maturity analysis of residual values of contractual financial liabilities: Gross Carrying Nominal Current period Value Outflow Demand Bank Deposits Other Deposits Funds Borrowed from other Financial Institutions Interbank Money Market Funds Miscellaneous Payables Finance Lease Payables Total 123.666 557.078 Up to 1 Month 1-3 Months 3-12 Months 1-5 5 Years Years and Over 123.666 557.112 123.666 384.455 - 172.657 - - - - - - - 1.638.258 1.641.693 31.283 31.283 2.521 2.521 - - 2.352.806 2.356.275 - - 2.521 - 510.642 732.153 31.283 - - 936.093 627.121 - - - 627.121 282.419 - - - 282.419 - - - - - - 93 Deutsche Bank Annual Report 2014 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) Gross Carrying Nominal Prior period Value Outflow Demand Bank Deposits Other Deposits Funds Borrowed from other Financial Institutions Interbank Money Market Funds Miscellaneous Payables Finance Lease Payables Total 414.533 178.423 414.533 177.621 1.074.023 1.075.856 187.512 187.512 2.167 2.167 - - 1.856.658 1.857.689 Up to 1 Month 1-3 Months 3-12 Months - 70.537 - - - - - - - - 756.257 - 187.512 2.167 - - - 523.784 1.014.306 319.599 - - - 319.599 - - - - - - - - - - - 414.533 107.084 1-5 5 Years Years and Over The above table shows the undiscounted estimated cash outflows of the financial liabilities in accordance with their contracts. Maturity analysis of assets and liabilities according to remaining maturities Up to 1 1-3 3-12 1-5 5 Years Current period Demand Months Months Months Years and Over Unallocated Total Assets Cash and Balances with the Central Bank of Turkey 46.221 487.737 - - - - - 533.958 Banks 14.142 21.068 - - - - - 35.210 Financial Assets At Fair Value Through Profit or Loss - 91.776 894 13.655 445.688 29.669 - 581.682 Interbank Money Market Placements - 550.169 - - - - - 550.169 Available-for-Sale Financial Assets - - - - - - - Loans and Receivables - 354.106 385.935 350.716 - - - 1.090.757 Held-to-Maturity Financial Assets - - - - - - - Other Assets (*) - 283 882 54.144 - - 74.762 130.071 Total Assets 60.363 1.505.139 387.711 418.515 445.688 29.669 74.762 2.921.847 Liabilities Bank Deposits 123.666 - - - - - - 123.666 Other Deposits 384.455 172.623 - - - - 557.078 Funds Borrowed from other Financial Instutions - 731.779 624.354 282.125 - - - 1.638.258 Interbank Money Market Funds - 31.283 - - - - - 31.283 Securities Issued - - - - - - - Miscellaneous Payables 2.521 - - - - - - 2.521 Other Liabilities (**) 40.213 6.193 444 14.968 - - 507.223 569.041 Total Liabilities 550.855 941.878 624.798 297.093 - - 507.223 2.921.847 Liquidity (Gap) / Surplus (490.492) 563.261 (237.087) 121.422 445.688 29.699 (432.461) Prior Period Total Assets 36.026 1.589.352 280.166 405.326 48.760 2.359.630 Total Liabilities 561.117 1.027.323 325.359 19.124 - - 426.707 2.359.630 Liquidity (Gap) / Surplus (525.091) 562.029 (45.193) 386.202 - - (377.947) Tangible assets amounting to TL 2.042, intangible assets amounting to TL 20.013, current tax asset amounting to TL 827 and other assets amounting to TL 107.189 are presented in the other assets. (**) Equity amounting TL 507.223, provisions amounting to TL 48.443, other liabilities amounting to TL 3.141, derivative instruments held for trading amounting to TL 3.192 and tax liabilities amounting to TL 7.042 are presented in the other liabilities. (*) Deutsche Bank Annual Report 2014 94 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) Banka’nın türev enstrümanlarının kontrata dayalı vade analizi: Up to 1 1-3 3-12 1-5 5 years 31 December 2014 month months months years and over Total Derivative instruments held for trading Foreign exchange derivatives: 1.174.243 103.072 225.123 - - 1.502.438 - Inflow 587.466 51.639 112.459 - - 751.564 - Outflow (-) 586.777 51.433 112.664 - - 750.874 Interest rate derivatives: - - - - - - Inflow - - - - - - Outflow (-) - - - - - Derivative instruments held for risk management Foreign exchange derivatives: - - - - - - Inflow - - - - - - Outflow (-) - - - - - Interest rate derivatives: - - - - - - Inflow - - - - - - Outflow (-) - - - - - Total cash inflow 587.466 51.639 112.459 - - 751.564 Total cash outflow 586.777 51.433 112.664 - - 750.874 Up to 1 1-3 3-12 1-5 5 years 31 December 2013 month months months years and over Total Derivative instruments held for trading 934.528 537.446 504.855 - - 1.976.829 Foreign exchange derivatives: 467.092 269.140 252.542 - - 988.774 - Inflow 467.436 268.306 252.513 - - 988.055 - Outflow (-) - - - - - Interest rate derivatives: - - - - - - Inflow - - - - - - Outflow (-) - - - - - Derivative instruments held for risk management Foreign exchange derivatives: - - - - - - Inflow - - - - - - Outflow (-) - - - - - Interest rate derivatives: - - - - - - Inflow - - - - - - Outflow (-) - - - - - Total cash inflow 467.092 269.140 252.542 - - 988.774 Total cash outflow 467.436 268.306 252.313 - - 988.055 5. Explanations on securitization positions None. 6. Credit risk mitigation techniques The Bank applies credit risk mitigation according to the simple financial collateral method in compliance with the Article 33 of the “Regulation on Credit Risk Mitigation Techniques”. In the credit risk mitigation, cash and cash equivalent items and high-credit-quality debt instruments are used. 95 Deutsche Bank Annual Report 2014 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) Guarantees 31 December 2014 FinancialOther/Physical and Credit Risk Classification: Amount (*) Collaterals Collaterals Derivatives Conditional and unconditional exposures to central governments or central banks 534.344 Conditional and unconditional exposures to regional governments or local authorities - Conditional and unconditional exposures to administrative bodies and non-commercial undertakings - Conditional and unconditional exposures to multilateral development banks - Conditional and unconditional exposures to international organisations - Conditional and unconditional exposures to banks and brokerage houses 289.933 Conditional and unconditional exposures to corporates 1.258.308 Conditional and unconditional retail exposures 1.319 Conditional and unconditional exposures secured by real estate property - Past due items - Items in regulatory high-risk categories - Exposures in the form of bonds secured by mortgages - Securitisation positions - Short term exposures to banks, brokerage houses and corporates - Exposures in the form of collective investment undertakings - Other receivables 7.620 (*) - - - - - - - - - - - - - 42.205 - - - - - - - - - - - - - - - - - - - - - 63.591 - Includes risk amounts given before the effect of credit risk mitigation but after the credit conversions. Guarantees 31 December 2013 FinancialOther/Physical and Credit Risk Classification: Amount (*) Collaterals Collaterals Derivatives Conditional and unconditional exposures to central governments or central banks 232.208 Conditional and unconditional exposures to regional governments or local authorities - Conditional and unconditional exposures to administrative bodies and non-commercial undertakings - Conditional and unconditional exposures to multilateral development banks - Conditional and unconditional exposures to international organisations - Conditional and unconditional exposures to banks and brokerage houses 505.549 Conditional and unconditional exposures to corporates 934.395 Conditional and unconditional retail exposures 119.943 Conditional and unconditional exposures secured by real estate property - Past due items - Items in regulatory high-risk categories - Exposures in the form of bonds secured by mortgages - Securitisation positions - Short term exposures to banks, brokerage houses and corporates - Exposures in the form of collective investment undertakings - Other receivables 14.080 (*) - - - - - - - - - - - - - 47.407 - - - - - - - - - - - - - - - - - - - - - 64.902 - Includes risk amounts given before the effect of credit risk mitigation but after the credit conversions. Deutsche Bank Annual Report 2014 96 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) 7. Risk management objective and policies The aim of the risk management system is to provide the definition, measurement, surveillance and control of the exposed risks; by means of policies, implementation methods and limits; determined in order that the risk-return structure contained in the future cash flows of the Bank, and the quality of the related activities and their levels are followed, controlled, and changed, if needed. The required policies, methods and limits for the measurement, analysis, reporting and controlling of the defined risks are determined by the Board of Managers. In the determination of risk management policies and implementation methods; strategies, policies and implementation methods regarding the activities of the Bank; the volume, quality and the complexity of the activities; risk strategy and acceptable level of risk; risk monitoring and managing capacity; past experience and performance; the level of expertise of the managers of the related units in topics related to their area; and the obligations indicated in the law and other related legislation; are taken into account. The adaptation of the risk management policies and procedures to the changing conditions is essential. The Board of Managers or the related Internal Systems Specialist evaluates the adequacy of these regularly and makes the required alterations. Risk management policies and procedures include the utilization of risk reduction techniques like hedging, insurance or credit derivatives. The Bank determines written limits for the quantifiable risk such as the credit risk, market risk, interest rate risk and liquidity risk originating from its activities; and these limits are approved by the Board of Directors. The risk limits are determined together with top management executives including the related internal systems specialist, the risk management unit executive and the general manager of the Bank. These limits become valid with the approval of the Board. The risk limits are determined according to the risk level the Bank able to assume, and the volume and complexity of its products and services. The risk limits are reviewed periodically in a way to reflect the currency of the developments in the implementation and adapted according to the changes in the market conditions and bank strategy. It is essential that the limits are determined risk-based. The risk limits to be determined, cannot exceed the limits specified in the regulations related to these topics. VIII.Explanations regarding the presentation of financial assets and liabilities at their fair values It has been assumed that fair value of financial assets and liabilities at the Bank’s financial statement which have not been presented by fair value approximates their carrying value due to short-term maturity structure. TFRS 7 - Financial instruments: Disclosures requires the classification of fair value measurements into a fair value hierarchy by reference to the observability and significance of the inputs used in measuring fair value of financial instruments measured at fair value to be closed. This classification basically relies on whether the relevant inputs are observable or not. This distinction brings about a fair value measurement classification generally as follows: Level 1: Fair value measurements using quoted prices (unadjusted) in active markets for identical assets of liabilities; Level 2: Fair value measurements using inputs other than quoted prices included within Level 1 that are obversable for the asset or liability, either directly (as prices) or indirectly (derived from prices). Level 3: Fair value measurements using inputs for the assets or liability that are not based on observable market data (unobservable inputs). Deutsche Bank Annual Report 2014 97 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) This classification of fair value measurements of financial assets and liabilities measured at fair value is as follows: 31 December 2014 Level 1 Level 2 Level 3 Total Financial Assets at Fair Value Through Profit or Loss 578.215 3.467 - 581.682 Government Debt Securities 578.215 - - 578.215 Share Certificates - - - Derivative Financial Assets Held for Trading - 3.467 - 3.467 Other Securities - - - Available for Sale Financial Assets - - - Government Debt Securities - - - Other Securities - - - Derivative Financial Assets Held for Risk Management - - - Total Assets 578.215 3.467 - 581.682 Derivative Financial Liabilities Held for Trading - 3.192 - 3.192 Derivative Financial Liabilities Held for Risk Management - - - Total Liabilities - 3.192 - 3.192 31 December 2013 Level 1 Level 2 Level 3 Total Financial Assets at Fair Value Through Profit or Loss 797.082 18.937 - 816.019 Government Debt Securities 797.082 - - 797.082 Share Certificates - - - Derivative Financial Assets Held for Trading - 18.937 - 18.937 Other Securities - - - Available for Sale Financial Assets - - - Government Debt Securities - - - Other Securities - - - Derivative Financial Assets Held for Risk Management - - - Total Assets 797.082 18.937 - 816.019 Derivative Financial Liabilities Held for Trading - 18.145 - 18.145 Derivative Financial Liabilities Held for Risk Management - - - Total Liabilities - 18.145 - 18.145 IX. E xplanation regarding the activities carried out on behalf and account of other parties 1.Purchasing, selling, custody, management and advisory services which are carried out by the Bank on behalf of customers The Bank provides intermediary services for the purchase and sale of financial assets on behalf of the customers and custody services. 2.Whether operations with financial institutions and financial services in the context of transaction agreements held in trust effect the financial situation of the Bank significantly The Bank is not involved in trust activities. 98 Deutsche Bank Annual Report 2014 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) X. Explanations on operating segments Financial information on operational segments as of 31 December 2014 and 31 December 2013 are as follows: Current period CorporateGlobal Banking Markets Other Unallocated Total Operating Profit 69.123 97.114 40.150 - 206.387 Net Operating Profit / (Loss) 31.823 58.221 11.995 - 102.039 Profit /(Loss) Before Tax 31.823 58.221 11.995 102.039 Tax Provision - - - (21.468) (21.468) Net Period Profit /(Loss) 31.823 58.221 11.995 (21.468) 80.571 Segment Assets 1.192.811 1.722.678 6.358 - 2.921.847 Segment Liabilities 718.846 1.687.162 8.616 - 2.414.624 Equity - - - 507.223 507.223 CorporateGlobal Prior period Banking Markets Other Unallocated Total Operating Profit 53.933 (19.183) 69.551 - 104.301 Net Operating Profit / (Loss) 20.744 (25.639) 9.027 - 4.132 Profit /(Loss) Before Tax 20.744 (25.639) 9.027 4.132 Tax Provision - - - (2.045) (2.045) Net Period Profit /(Loss) 20.744 (25.639) 9.027 (2.045) 2.087 Segment Assets 963.303 1.396.327 - - 2.359.630 Segment Liabilities 582.161 1.350.762 - - 1.932.923 Equity - - - 426.707 426.707 Deutsche Bank Annual Report 2014 99 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) SECTION FIVE EXPLANATIONS AND NOTES TO FINANCIAL STATEMENTS I. Explanations and Notes Related to Assets 1.Information related to cash and balances with the Central Bank The Republic of Turkey 1.a Information on cash and balances with the Central Bank The Republic of Turkey Current Period Prior Period TL FC TL FC Cash in TL/ Foreign currency 144 222 41 118 Central Bank of Turkey 45.930 487.662 30.101 198.263 Other - - - Total 46.074 487.884 30.142 198.381 1.b Information on balances with the Central Bank of Turkey Current Period Prior Period TL FC TL FC Unrestricted Demand Deposits 45.855 - 30.101 Unrestricted Time Deposits - 223.571 - 77.259 Restricted Time Deposits 75 264.091 - 121.004 Total 45.930 487.662 30.101 198.263 1.c Information on reserve deposits The Banks established or operating by means of opening a branch in Turkey, subject to the Communiqué numbered 2005/1 “Required Reserves” of the Central Bank of Turkey. The amount result from total domestic liabilities by deduction of the accounts indicated in the Communiqué and the deposit accepted from Turkey on behalf of the branches abroad forms liabilities subjected to required reserves. The banks operating in Turkey keep reserve deposits for Turkish currency liabilities in TL, USD, EUR and/or standard gold at the rates between 5% and 11.5% according to their maturities (31 December 2013: between 5% and 11.5% according to their maturities), foreign currency liabilities in USD, EUR and/or standard gold at the rates between 6% and 13% according to their maturities (31 December 2013: between 6% and 12.5% according to their maturities), respectively as per the Communiqué no.2005/1 “Reserve Deposits” of the Central Bank of Turkey. Interest is paid to TL Reserve deposits kept buy Banks and finance companies. The amount of interest is paid at the rate of weighted average funding cost of Central Bank of Turkey less 700 basis point for amounts held in November and December 2014 on the following working days. 2.Information on financial assets at fair value through profit or loss 2.a Financial assets at fair value through profit or loss 2.a.1Financial assets at fair value through profit/loss subject to repurchase agreements and provided as collateral/blocked Current Period Prior Period TL FC TL FC Share Certificates - - - Government Securities, Treasury Bills, and Other Securities174.400 - 141.940 Others - - - Total 174.400 - 141.940 - Deutsche Bank Annual Report 2014 100 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) 2.a.2Financial assets at fair value through profit/loss subject to repurchase agreements Current Period Prior Period TL FC TL FC Government Bonds 31.539 - 188.190 Treasury Bills - - - Other Securities - - - Bond Issued or Guaranteed By Banks - - - Asset Backed Securities - - - Others - - - Total 31.539 - 188.190 2.bPositive differences on derivative financial assets held for trading Current Period Prior Period TL FC TL FC Forward Transactions - 1.303 - 9.364 Swap Transactions - 2.164 - 9.573 Futures - - - Options - - - Other - - - Total - 3.467 - 18.937 3. Information on banks 3.a. Information on banks Current Period Prior Period TL FC TL FC Banks Domestic 581 152 278.245 498 Foreign 21.068 13.409 29.500 4.775 Foreign headoffices and branches - - - Total 21.649 13.561 307.745 5.273 3.b Information on foreign banks account Unrestricted amount Restricted amount Current Period Prior Period Current Period Prior Period EU Countries 31.325 32.814 - USA, Canada 2.656 1.107 - 496 354 - OECD Countries (*) Off-shore Banking Regions - - - Other - - - Total 34.477 34.275 - (*) OECD countries other than EU countries, USA and Canada. 4. Information on financial assets available for sale None (31 December 2013: None). Deutsche Bank Annual Report 2014 101 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) 5. Explanations on loans and receivables 5.a Information on all types of loan or advance balances given to shareholders and employees of the Bank Current Period Prior Period Cash Non-cash Cash Non-cash Direct Lending to Shareholders - 111.884 - 28.413 Corporate Shareholders - 111.884 - 28.413 Individual Shareholders - - - Indirect Lending to Shareholders 121.686 - 76.968 Loans to Employees 201 - 58 Total 121.887 111.884 77.026 28.413 5.bInformation on the first and second group loans and receivables including loans that have been restructured or rescheduled and other receivables Standard Loans Loans and Other Receivables and Other Receivables Under Close Monitoring Loans and Other Restructured Loans and Other Restructured or Receivables or Rescheduled Receivables Rescheduled ExtensionExtension of the of the payment payment Cash Loans plan Other plan Other Non-Specialized Loans 914.142 176.615 - - - Commercial loans 746.001 87.054 - - - Export Loans 167.905 89.561 - - - Import Loans - - - - - Loans Given to Financial Sector 35 - - - - Consumer Loans 201 - - - - Credit Cards - - - - - Other - - - - - Specialized Lending - - - - - Other Receivables - - - - - Total 914.142 176.615 - - - Information on loans whose terms are extended as of 31 December 2014: Current Period Loans and Other Standard Loans Receivables Number of extensions and Other Receivables Under Close Monitoring 1 or 2 Times 72.315 3, 4 or 5 Times 67.805 Over 5 Times 36.495 Total 176.615 Current Period Loans and Other Standard Loans Receivables Extension Periods and Other Receivables Under Close Monitoring 0 - 6 Months 120.972 6 Months – 12 Months 24.303 1 - 2 Years 11.322 2 - 5 Years 20.018 5 Years and Over - Total 176.615 - 102 Deutsche Bank Annual Report 2014 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) 5.c Loans according to their maturity structure Standard Loans and Loans and Other Receivables Under Current Period Other Receivables Close Monitoring Loans and Other Restructured or Loans and Other Restructured or Cash Loans Receivables Rescheduled Receivables Rescheduled Short-term Loans and Receivables 914.142 176.615 - Non-specialised Loans 914.142 176.615 - Specialised Loans - - - Other Receivables - - - Medium and Long-Term Loans and Receivables - - - Non-specialised Loans - - - Specialised Loans - - - Other Receivables - - - Total 914.142 176.615 - - Prior Period Cash Loans Short-term Loans and Receivables Non-specialised Loans Specialised Loans Other Receivables Medium and Long-Term Loans and Receivables Non-specialised Loans Specialised Loans Other Receivables Total Standard Loans and Other Receivables Loans and Other Receivables Under Close Monitoring Loans and Other Restructured or Loans and Other Restructured or Receivables Rescheduled Receivables Rescheduled 658.176 245.853 - 658.176 245.853 - - - - - - - - - - - - - - - - - - - 658.176 245.853 - - 5.dInformation on consumer loans, individual credit cards, personnel loans and personnel credit cards The Bank has no consumer loans, consumer credit cards and personnel credit cards as of 31 December 2014 (31 December 2013: None). The Bank has short term personnel loan amounting to TL 201 as of 31 December 2014 (31 December 2013: TL 58). 5.e Information on installment based commercial loans and corporate credit cards The Bank’s overdraft account amount is TL 79.177 as of 31 December 2014 (31 December 2013:TL 16.949) Deutsche Bank Annual Report 2014 103 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) 5.f Information on allocation of loan customers Current Period Prior Period Public Sector - Private Sector 1.090.757 904.029 Total 1.090.757 904.029 5.g Distribution of domestic and foreign loans Current Period Prior Period Domestic Loans 1.090.722 903.372 Foreign Loans 35 657 Total 1.090.757 904.029 5.h Loans to associates and subsidiaries None (31 December 2013: None). 5.i Specific provisions for loans None (31 December 2013: None). 5.j Information on non-performing loans (Net) 5.j.1 Information on non-performing loans and receivables restructured or rescheduled: None (31 December 2013: None). 5.j.2 Information on the movement of total non-performing loans: None (31 December 2013: None). 5.j.3Information on foreign currency non-performing loans and receivables None (31 December 2013: None). 5.k Main principles of liquidating for uncollectible loans and receivables The Bank has no uncollectible loans and receivables as of 31 December 2014 (31 December 2013: None). 6. Information on held-to-maturity financial assets None (31 December 2013: None). 7. Information on investments in associates None (31 December 2013: None). 8. Information on investments in subsidiaries None (31 December 2013: None). 9. Information on investments in joint ventures None (31 December 2013: None). 10. Information on finance lease receivables None (31 December 2013: None). 11.Information on derivative financial assets held for risk management None (31 December 2013: None). 104 Deutsche Bank Annual Report 2014 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) 12. Information on property and equipment Real Leased Other Current Period Estates Tangible Assets Tangible Assets Total 1 January 2014 Cost - 2.919 14.783 17.702 Accumulated Depreciation (-) - (2.882) (12.145) (15.027) Net Carrying Value - 37 2.638 2.675 31 December 2014 Net Carrying Value at the Beginning of the Period - 37 2.638 2.675 Additions - - 538 538 Disposals (-) (net) - - - Depreciation (-) - (7) (1.164) (1.171) Cost at the End of the Period - 2.919 15.321 18.240 Accumulated Depreciation at the End of the Period (-) - (2.889) (13.309) (16.198) Net Carrying Value - 30 2.012 2.042 Prior Period Real Leased Other Estates Tangible Assets Tangible Assets Total 1 January 2013 Cost - 2.919 14.393 17.312 Accumulated Depreciation (-) - (2.875) (10.995) (13.870) Net carrying value - 44 3.398 3.442 31 December 2013 Net Carrying Value at the Beginning of the Period - 44 3.398 3.442 Additions - - 390 390 Disposals (-) (net) - - - Depreciation (-) - (7) (1.150) (1.157) Cost at the End of the Period - 2.919 14.783 17.702 Accumulated Depreciation at the End of the Period (-) - (2.882) (12.145) (15.027) Net Carrying Value - 37 2.638 2.675 As of 31 December 2014 and 31 December 2013, there is not impairment losses or reversal of impairment losses on tangible assets. As of 31 December 2014 and 31 December 2013, there is no pledge on tangible assets. 13.Additionally necessary information on each intangible asset type: The Bank has intangible assets amounting to TL 20.013 as of 31 December 2014 (31 December 2013: TL 27.028). The Bank acquired the custody operations (customer list) of a local Bank in Turkey on 11 May 2007 and the transaction was settled on 2 July 2007. Purchase amount was amounting to TL 150.976, a provision of TL 59.823 has been recorded after revaluation in April 2010 because of changes in expected cash flows. The Bank performs impairment tests annually for this to intangible asset and there is no identified impairment as of 31 December 2014. As of 31 December 2014, the net carrying value of aforesaid intangible asset amounting to TL 17.115. Beside, the Bank’s purchased in 2007 but not used software has been impaired amounting to TL 1.199. 105 Deutsche Bank Annual Report 2014 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) 13.aCarrying value and accumulated amortization balances at current and prior period Current Period CarryingAccumulated Value ImpairmentAmortisation Intangible Assets 164.302 61.950 82.339 Prior Period CarryingAccumulated Value ImpairmentAmortisation 162.452 61.950 73.474 13.b Information on movements between the beginning and end of the period Current Period Prior Period Beginning of the Period 27.028 34.151 Additions due to Mergers, Transfers and Acquisitions 1.850 1.540 Cost to retire and Disposals (-) - Amortization (-) (8.865) (8.663) End of the Period 20.013 27.028 14. Information on investment property None (31 December 2013: None). 15. Information on tax assets As of 31 December 2014, the amount of TL 22.890 current tax provision after deducting taxes prepaid TL 23.717, the total amount of TL 827 tax asset has been taken into the records (31 December 2013: 1.673 TL current tax asset). As of 31 December 2014, the Bank has a deferred tax liability of TL 1.661 (31 December 2013: TL 3.029) calculated as the net amount remaining after netting of tax deductible timing differences and taxable timing differences. Detailed information related to net deferred tax assets/liabilities is given in Section Five Note 8.b. There is no deductible temporary differences that are not included in calculation of deferred tax asset and not reflected to financial statements in prior periods. 16. Information on assets held for sale and discontinued operations None (31 December 2013: None). 17. Information on other assets 17.a Information on prepaid expenses, tax and similar transactions Current Period Prior Period Income accruals (*) 55.399 47.499 Guarantees given 49.027 14.508 Prepaid expenses 1.393 1.256 Other 1.370 3.402 Total 107.189 66.665 (*) TL 52.735 of income accruals comprise service income accruals (31 December 2013: TL 44.262). 17.b B reakdown of other assets which constitute at least 20% of grand total Presented in the table above. 106 Deutsche Bank Annual Report 2014 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) II. E xplanations and Notes Related to Liabilities 1.Information on maturity structure of deposits With 7 days Current Period Demand notifications Saving Deposits - Foreign Currency Deposits 264.856 Residents in Turkey 251.896 Residents Abroad 12.960 Public Sector Deposits - Commercial Deposits 97.216 Other Institutions Deposits 22.383 Precious Metal Deposits - Bank Deposits 123.666 The Central Bank of Turkey - Domestic Banks Foreign Banks 123.666 Special Financial Institutions - Other - Total 508.121 Up to 1 month 1-3 months 3-6 6 months 1 year months -1 year and over Total - - - - 7.235 587 - 7.235 587 - - - - - - 164.796 - - 5 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 123.666 - - - - - 172.036 - - 587 - - - - - - - - - 680.744 With 7 days Prior Period Demand notifications Up to 1 month 1-3 months 3-6 6 months 1 year months -1 year and over Total Saving Deposits - - - - - - - Foreign Currency Deposits 26.114 - 23.987 - - - Residents in Turkey 19.619 - 23.987 - - - - Residents Abroad 6.495 - - - - - Public Sector Deposits - - - - - - - Commercial Deposits 63.201 - 40.642 - - - - Other Institutions Deposits 17.769 - 6.710 - - - - Precious Metal Deposits - - - - - - - Bank Deposits 414.533 - - - - - The Central Bank of Turkey - - - - - - - Domestic Banks - - - - - Foreign Banks 414.533 - - - - - - Special Financial Institutions - - - - - - - Other - - - - - - - Total 521.617 - 71.339 - - - Saving deposits covered by deposit insurance and total amount of deposits exceeding insurance coverage limit 272.678 259.718 12.960 262.012 22.388 123.666 - 50.101 43.606 6.495 103.843 24.479 414.533 414.533 592.956 None (31 December 2013: None). Saving deposits at domestic branches of foreign banks in Turkey under the coverage of foreign insurance None (31 December 2013: None). Saving deposits out of the insurance coverage limits of Saving Deposit Insurance Fund None (31 December 2013: None). 2.Information on derivative financial liabilities held for trading Negative differences on derivative financial liabilities held for trading Forward Transactions Swap Transactions Futures Transactions Options Other Total Current Period TL FC - 2.142 - 1.050 - - - - - - -3.192 Prior Period TL FC - 9.109 - 9.036 - - - - 18.145 Deutsche Bank Annual Report 2014 107 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) 3. Information on funds borrowed 3.a Information on banks and other financial institutions Current Period Prior Period TL FC TL FC Central Bank of Turkey - - - Domestic Banks and Institutions 124 - 1.013 Foreign Banks, Institutions and Funds 701.566 936.568 400.900 672.110 Total 701.690 936.568 401.913 672.110 3.b Information on maturity structure of funds borrowed Current Period Prior Period TL FC TL FC Short-Term 701.690 936.568 401.913 646.498 Medium and Long-Term - - - 25.612 Total 701.690 936.568 401.913 672.110 3.c Additional information on the major concentration of the Bank’s liabilities The Bank funds its assets within the normal course of its banking business with bank deposits, funds borrowed and interbank money markets. 4.At least 20% of account of other liabilities on the balance sheet, exceeding 10% of the total liabilities excluding the off balance sheet items Account of other liabilities on the balance sheet does not exceeds 10% of total liabilities excluding the off-balance sheet items. 5. Information on financial lease payables (Net) 5.1General information on the criteria used for the lease instalment arrangements, renewal or buy options and restrictions in the agreements None (31 December 2013: None). 5.2 Changes in the conditions of the agreements and new requirements for the Bank None (31 December 2013: None). 5.3 Information on financial lease payables None (31 December 2013: None). 5.4 Operational lease agreements The Bank’s operational leasing activities comprise of vehicles, photocopy machines and office buildings. 5.5 Information on sales and lease-back agreements In the current period there are no sales and lease-back agreements (31 December 2013: None). 5.6 Information on derivative financial liabilities held for risk management None (31 December 2013: None). 108 Deutsche Bank Annual Report 2014 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) 7. Information on provisions and subordinated loans 7.a Information on general provisions Current Period General Provisions Loans and Receivables in Group I 16.003 - Additional Provision for Loans and Receivables with Extended Maturities 3.844 Loans and Receivables in Group II - - Additional Provision for Loans and Receivables with Extended Maturities - Non-cash Loans 426 Other 2.048 Total 18.477 Prior Period 12.592 2.754 375 1.866 14.833 7.b Information on provisions for foreign exchange differences on foreign currency indexed loans As of 31 December 2014, provision for the foreign exchange differences on foreign currency indexed loans is TL 850 (31 December 2013: TL 69) and this amount is netted with loans on the asset side of the financial statements. 7.c Provisions for non-cash loans that are not indemnified or converted into cash The Bank has specific provisions provided for unindemnified non cash loans amounting to TL 147 as of the reporting date (31 December 2013: TL 138). It is recognized under “Other Revenues”. 7.d Reserve for employment benefits Information on reserve for employment termination benefits Current Period Prior Period Personnel Bonus Provision 14.061 15.703 Provision for Employee Severance Indemnities 794 874 Vacation Pay Liability 2.002 1.617 Total 16.857 18.194 In accordance with the existing Turkish Labor Law, the Bank is required to make lump-sum termination indemnities to each employee who has completed one year of service with the Bank and whose employment is terminated due to retirement or for reasons other than resignation or misconduct and this amount is limited by the termination imdentiy upper limit. Employee severance indemnities are not subject to legal funding requirements. The provision has been calculated by estimating the present value of the future probable obligation of the Bank arising from the retirement of employees. TAS 19 requires actuarial valuation methods to be developed to estimate the enterprise’s obligation under defined benefit plans. Accordingly, assumptions on discount rate, expected rate of salary increase and employee turnover rate is used in the calculation of the total liability. Each assumption is reviewed on an annual basis. The major acturial assumptions used in the calculation of the total liability are as follows: Current Period Prior Period Net discount rate 3.62% 2.74% Rate of expected inflation increase 5.00% 5.30% Turnover rate to estimate the probability of retirement 92.90% 93.80% Movement of provision for severance indemnities during the year is presented below: Current Period Prior Period Balance at the beginning of the period 874 774 Termination Cost 17 The provision of the current year 208 154 The provision is paid during the period (-) (40) (13) The provision is cancelled during period (-) - (41) Actuarial gains/(losses) (265) Total 794 874 (*) Actuarial gains/(losses) are recognized under equity. Deutsche Bank Annual Report 2014 109 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) 7.e Information on other provisions 7.e.1 General reserve for possible losses None (31 December 2013: None). 7.e.2 Information on other provisions exceeding 10% of total provisions As of 31 December 2013, other provisions amounting to TL 13.109 (31 December 2013: TL 12.888) includes provisions amounting to TL 12.687 (31 December 2013: TL 12.326) that will be paid in accordance with the service agreement signed with Deutsche Bank Group. 8. Information on tax liability 8.a.1 Information on tax liability None (31 December 2013: None). 8.a.2 Information on taxes payable Current Period Prior Period Corporate Taxes Payable - Taxation on Securities Income 383 234 Tax on Real Estates Income - Banking Insurance Transaction tax (BITT) 2.382 2.787 Foreign Exchange Transactions tax - Value Added Tax Payable 1.626 1.523 Others (*) 731 771 Total 5.1225.315 (*) Includes withholding income taxes amounting to TL 712 as of 31 December 2014 (31 December 2013: TL 743). 8.a.3 Information on premium payables Current Period Prior Period Social Security Premiums-Employee 110 97 Social Security Premiums-Employer 126 111 Bank Pension Fund Premium-Employees - Bank Pension Fund Premium-Employer - Pension Fund Membership Fee and Provisions-Employee - Pension Fund Membership Fee and Provisions-Employer - Unemployment Insurance-Employee 8 7 Unemployment Insurance-Employer 15 14 Others - Total 259229 8.b Information on deferred tax liability The Bank has an amount of TL 1.661 deferred tax liability in the current period (31 December 2013: TL 3.029). Deutsche Bank Annual Report 2014 110 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) Current period Prior period Accumulated Deferred Tax Accumulated Deferred Tax Temporary Asset / Temporary Asset / Differences (Liability) Differences (Liability) Impairment on Intangible Assets 59.823 11.965 59.823 11.965 Reserve for Employment Benefits 9.083 1.817 9.671 1.934 Provisions 241 48 144 29 Derivative Financial Liabilities - - - Other 1.577 315 1.035 207 Deferred Tax Assets 70.724 14.145 70.673 14.135 Differences Between Carrying Value and Tax Value of Tangible and Intangible Assets (78.728) (15.746) (85.574) (17.115) Derivative Financial Asset Accrual Income (299) (60) (246) (49) Deferred Tax Liabilities (79.027) (15.806) (85.820) (17.164) Deferred Tax Liability, net (8.303) (1.661) (15.147) (3.029) 9. Information on liabilities related to assets held for sale and discontinued operations None (31 December 2013: None). 10. Explanations on the number of subordinated loans the group used, maturity, interest rate, institution that the loan was borrowed from, and conversion option, if any None (31 December 2013: None). 11. Information on shareholders’ equity 11.1 Presentation of paid-in capital Current period Prior period Common Stock 135.000 135.000 Preferred Stock - Total 135.000135.000 11.2Paid-in capital amount, explanation as to whether the registered share capital system ceiling is applicable at bank, if so amount of registered share capital The Bank is not subject to registered share capital system. 11.3 Information on the share capital increases during the period and their sources None (31 December 2013: None). 11.4 Information on share capital increases from revaluation funds None (31 December 2013: None). 11.5Capital commitments in the last fiscal year and at the end of the following interim period, the general purpose of these commitments and estimated resources required to meet these commitments None (31 December 2013: None). 11.6 Information on privileges given to shares representing the capital None (31 December 2013: None). 11.7 Information on securities value increase fund None (31 December 2013: None). 11.8 Information on the distribution of profits The related explanation is disclosed under the Note 5 of Section V.5. 111 Deutsche Bank Annual Report 2014 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) III. Explanations and Notes Related to Off-Balance Sheet Items 1. Information on off balance sheet liabilities 1.a The amount and type of irrevocable commitments Type of irrevocable commitments Current Period Prior Period Loan Granting Commitments 1.023.978 849.997 Two Days Forward Buy/Sell Commitments 82.716 1.677.815 Payment Commitments for Checks 17 44 Tax and Fund Liabilities from Export Commitments 21 5 Other Irrevocable commitments 428.525 445.245 Total 1.535.257 2.973.106 1.b Possible losses and commitments resulted from off-balance sheet items including the following 1.b.1Non-cash loans including guarantees, bank acceptances, letters of guarantee substitute for financial guarantees and other letters of credit As of 31 December 2014, amount of letters of guarantee, letters of credit, import letter of acceptance and sureties are amounting to TL 188.429 (31 December 2013: TL 179.363), TL 13.164 (31 December 2013: TL 6.412), and TL 11.508 (31 December 2013: TL 1.643), respectively. 1.b.2 Certain guarantees, tentative guarantees, sureties and similar transactions None except the items explained above in note 1.b.1. 1.c Non-cash loans 1.c.1 Non-cash loans Current Period Prior Period Non-Cash Loans against Cash Loans - With Original Maturity up to 1 Year - With Original Maturity of More Than 1 Year - Other Non-Cash Loans 213.101 187.418 Total 213.101 187.418 1.c.2 Sector risk concentration of non-cash loans TL Agriculture - Farming and Stockbreeding - Forestry - Fishery - Manufacturing 20.970 Mining 195 Production 20.670 Electricity, Gas, Water 105 Construction 1.016 Services 7.930 Wholesale and Retail Trade 1.800 Hotel, Food and Beverage Services - Transportation and Telecommunication6.099 Financial Institutions 31 Real Estate and Renting Services - “Self-Employment’’ Type Services - Educational Services - Health and Social Services - Other 151 Total 30.067 Current Period (%) FC - - - - - - - - 70 112.350 1 971 69 111.161 - 218 3 19.688 26 44.935 6 5.575 - - 20 11.311 - 28.049 - - - - - - - - 1 6.061 100 183.034 (%) - - - - 62 1 61 - 11 24 3 - 6 15 - - - - 3 100 TL - - - - 5.581 - 5.581 - - 17.891 12.021 - 5.839 31 - - - - - 23.472 Prior Period (%) FC - - - - - - - - 24.00 102.840 - 320 24.00 102.040 - 480 - 20.300 76.00 40.730 51.00 19.657 - - 25.00 14.555 - 6.518 - - - - - - - - - 76 100 163.946 (%) 63 63 12 25 12 9 4 100 Deutsche Bank Annual Report 2014 112 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) 1.c.3Non-cash loans classified under Group I and II Group I Group II Current Period TL FC TL FC Letters of Guarantee 30.067 158.362 - Bank Acceptances - - - Letters of Credit - 13.164 - Endorsements - - - Underwriting Commitments - - - Factoring Related Guarantees - - - Other Commitments and Contingencies - 11.508 - Total 30.067 183.034 - 2. Information on financial derivative instruments Derivative Transactions per Their Purposes Trading Risk Management Current Period Current Period Current Period Current Period Derivatives Held for Trading Foreign Currency Related Derivative Transactions (I) 1.502.438 1.976.829 - Currency Forwards 363.401 735.391 - Currency Swaps 1.139.037 1.241.438 - Currency Futures - - - Currency Options - - - Interest Rate Related Derivative Transactions (II) - - - Interest Rate Forwards - - - Interest Rate Swaps - - - Interest Rate Futures - - - Interest Rate Options - - - Other Derivatives Held for Trading (III) - - - A. Total Derivatives Held for Trading (I+II+III) 1.502.438 1.976.829 - Derivatives Held for Risk Management Fair Value Hedge (1) - - - Cash Flow Hedge (2) - - - Net Foreign Investment Hedge - - - B. Total Derivatives Held for Risk Management - - - Total Derivative Transactions(A+B) 1.502.438 1.976.829 - 3.Information on credit derivatives and risk exposures on credit derivatives None (31 December 2013: None). 4. Explanations on contingent liabilities and assets As of 31 December 2014 there are on going lawsuits against the Bank but since the cash outflow risk is low there is no provision provided (31 December 2013: None). 113 Deutsche Bank Annual Report 2014 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) 5. Explanations on services provided on behalf of third parties The Bank provides purchase and sales of the financial instruments and custody services on behalf of the third parties. Financial instruments (notional values) held on behalf of the individuals and corporates by the Bank are as follows: Current Period Önceki Dönem Government Bonds-TL 38.368.590 35.734.399 Private Sector Bonds 1.017.098 1.097.792 Warrants 1.802.757 970.645 Share Certificates-TL 7.995.631 7.510.698 Cheques in Portfolio-TL 25.321 33.707 Cheques in Portfolio-FC 6.688 8.927 Other Items Under Custody 23.189 21.343 Total 49.239.274 45.377.511 IV. Explanations and Notes Related to Income Statement 1. Information on interest income: 1.a Information on interest income on loans (*) Current Period TL FC Prior Period TL FC 4.852 8.006 - - 12.858 29.949 - - - 29.949 5.342 2.079 7.421 Current Period TL FC TL FC - 1 - - 1 - 4.273 3.296 - 7.569 - 1.c Information on interest income on marketable securities Current Period TL FC Financial Assets Held for Trading 57.194 - Financial Assets At Fair Value Through Profit or Loss - - Available-for-Sale Financial Assets - - Held-to-Maturity Financial Assets - - Total 57.194 TL 85.707 - - - 85.707 Short-Term Loans 64.402 Medium/Long-Term Loans - Interest on Non-Performing Loans - Premiums Received from Resource Utilisation Support Fund - Total 64.402 (*) Includes also the fee and commission income on cash loans. 1.b Information on interest income on banks Central Bank of Turkey Domestic Banks Foreign Banks Foreign Head Offices and Branches Total 151 9.120 4.534 - 13.805 1.dInformation on interest income received from associates and subsidiaries None (31 December 2013: None). Prior Period Prior Period FC - 114 Deutsche Bank Annual Report 2014 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) 2. Information on interest expenses 2.aInformation on interest expense on funds borrowed (*) Current Period Prior Period TL FC TL FC Banks 55.493 3.775 4.010 2.169 Central Bank of Turkey - - - Domestic Banks - - - Foreign Banks 55.493 3.775 4.010 2.169 Foreign Head Offices and Branches - - - Other Institutions - - - Total 55.493 3.775 4.010 2.169 (*) Includes also the fee and commission expense on funds borrowed. 2.b Information on interest expense paid to associates and subsidiaries None (31 December 2013: None). 2.c Interest expense on securities issued None (31 December 2013: None). 2.d Maturity structure of the interest expense on deposits Current Period Demand Deposits Up to1 Month 1-3 Months Time Deposits 3-6 Months 6-12 Months 1 year and over Total TL Bank Deposits 370 919 - - - - 1.289 Saving Deposits - - - - - - Public Sector Deposits - - - - - - Commercial Deposits 90 11.884 678 - - - 12.652 Other Deposits - 127 - - - 127 “7 Days Notice” Deposits - - - - - - Total 460 12.930 678 - - - 14.068 FC Foreign Currency Deposits - 15 - - - - 15 “7 Days Notice” Deposits - - - - - - Precious Metal Deposits - - - - - Bank Deposits - 484 - - - - 484 Total - 499 - - - - 499 Grand Total 460 13.429 678 - - - 14.567 Prior Period Demand Deposits Up to1 Month 1-3 Months Time Deposits 3-6 Months 6-12 Months 1 year and over Total TL Bank Deposits 263 1.291 - - - - 1.554 Saving Deposits - - - - - - Public Sector Deposits - - - - - - Commercial Deposits 45 4.317 - - - 4.362 Other Deposits - 302 - - - 302 “7 Days Notice” Deposits - - - - - - Total 308 5.910 - - - 6.218 FC Foreign Currency Deposits - 57 14 24 - - 95 “7 Days Notice” Deposits - - - - - - Precious Metal Deposits - - - - - - Bank Deposits - 809 - - - - 809 Total - 866 14 24 - - 904 Grand Total 308 6.776 14 24 - - 7.122 Deutsche Bank Annual Report 2014 115 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) 3.Information on dividend income None (31 December 2013: None). 4.Information on trading loss/income (Net) Current Period Prior Period Profit 1.811.967 3.079.351 Capital Market Transactions 87.322 83.690 Derivative Financial Transactions (*) 808.876 1.152.207 Foreign Exchange Gains 915.769 1.843.454 Losses (-) 1.810.348 3.179.522 Capital Market Transactions 48.199 139.013 899.592 1.015.492 Derivative Financial Transactions (*) Foreign Exchange Losses 862.557 2.025.017 Net Income/(Losses) (Net) 1.619 (100.171) (*) Foreign exchange loss from derivative transactions is amounting to TL 55.345 (31 December 2013:TL 150.257). 5. Information on other operating income As of 31 December 2014, the Bank’s other operating income is amounting to TL 12.441 (31 December 2013: TL 16.433). Current Period Prior Period Service Income - FC 8.086 12.382 Service Income - TL 3.619 3.598 Other 736 453 Total 12.441 16.433 6. Provisions for losses on loans and receivables Current Period Prior Period Specific Provisions for Loans and Receivable - Loans and Receivables in Group III - Loans and Receivables in Group IV - Loans and Receivables in Group V - General Provisions 3.644 6.425 Provision for Possible Losses - Foreign Exchange Losses on Foreign Currency - Impairment Losses on Securities 182 3.745 Financial Assets at Fair Value through Profit or Loss 182 3.745 Available-for-sale Financial Assets - Other Impairment Losses - Associates - Subsidiaries - Joint Ventures - Held to Maturity Financial Securities - Other - Total 3.826 10.170 Deutsche Bank Annual Report 2014 116 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) 7. Information on other operational expenses Current Period Prior Period Personnel Expenses 30.227 25.648 Reserve for Employee Termination Benefits 186 100 Bank Pension Fund Deficit Provisions - Impairment Losses on Tangible Assets - Depreciation Expenses of Tangible Assets 1.171 1.157 Impairment Losses on Intangible Assets - Impairment Losses on Goodwill - Amortization Expenses of Intangible Assets 8.865 8.663 Impairment Losses on Investments Accounted Under Equity Method - Impairment Losses on Assets to be Disposed - Depreciation Expenses of Assets to be Disposed - Impairment Losses on Assets Held for Sale - Other Operating Expenses 36.002 32.870 Operational Lease Related Expenses 3.415 2.917 Repair and Maintenance Expenses 868 769 Advertisement Expenses - 31.719 29.184 Other Expenses (*) Loss on Sale of Assets - Operational Lease Related Expenses - Other (**) 24.071 21.561 Total 100.522 89.999 The “Other operating expenses” includes communication expenses amounting to TL 8.117 (31 December 2013: TL 6.633), benefits and services obtained from third parties amounting to TL 2.692 (31 December 2013: TL 2.397), information and technology expenses amounting to TL 3.532 (31 December 2013: TL 2.557) and Deutsche Bank Group management service expenses amounting to TL 4.729 (31 December 2013: TL 3.445). (**) As of 31 December 2014 “Other” includes short term employee benefits amounting to TL 13.573 (31 December 2013: TL 14.372). (*) 8. Profit/loss before taxes from continuing and discontinued operations As of 31 December 2014 the Bank has a profit before tax amounting to TL 102.039 (31 December 2013: profit of TL 4.132). 9. Information on provision for taxes from continuing and discontinued operations 9.1Information on current tax income/ expense and deferred tax income/expense from continuing and discontinued operations As of 31 December 2014 the Bank has deferred tax income amounting to TL 1.422 (31 December 2013: TL 1.805 deferred tax expense) and current tax expense amounting to TL 22.890 (31 December 2013: TL 3.850). 9.2 Deferred tax income or expense from temporary differences of continuing and discontinued operations The deferred tax income amounting to TL 1.422 for the year ended 31 December 2014 (31 December 2013: TL 1.805 deferred tax expense) is arising from timing differences resulting from the temporary differences between applied accounting policies and tax regulations. 9.3 Deferred tax income/expense from the temporary differences, tax losses or tax exemptions of continuing and discontinued operations As of 31 December 2014, deferred tax income presented in the income statement includes the net amount remaining after netting of tax deductible timing differences and taxable timing differences. The Bank does not have prior years’ losses. 10.Information on net operating profit/loss after taxes of continuing operations and discontinued operations For the year ended 31 December 2014, the Bank has profit after tax amounting to TL 80.571 (31 December 2013: TL 2.087). 117 Deutsche Bank Annual Report 2014 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) 11. Information on net profit and loss for the period 11.1 The nature and amount of certain income and expense items from ordinary operation is disclosed if the disclosure for nature, amount and repetition rate of such items is required for the complete understanding of the Bank’s performance for the period The main operations of the Bank are interbank money market transactions, marketable securities transactions, foreign currency transactions, custody services and providing collateralised non-cash loans. Therefore; net interest income, net trading income, net foreign exchange gain and fees and commission income from custody services are the most important captions of the Bank’s income statement. Current Period Prior Period Interest Income/(Expense), Net 146.704 132.092 Income/(Loss) from Capital Market Transactions, Net 39.123 (55.323) Gain/(Loss) from Derivative Financial Transactions, Net (90.716) 136.715 Foreign Exchange Gains/(Losses), Net 53.212 (181.563) Commissions from Custody Operations 26.733 25.395 Commissions from Non-cash Loans 1.857 1.712 Commissions from Intermediary Services 26.597 38.777 Other Commission Income 3.615 2.216 11.2 Effects of changes in accounting estimates on the current and following periods’ profit/loss There is no significant change in accounting estimates which would affect the current or following period. 12.Components of other items in income statement, as each sub-account exceeding 20% of the total separately, exceeding 10% of total income statement Other fee and commission income Commissions from Custody Operations Commissions from Intermediary Services Other Fee and Commissions Total Current Period TL FC 26.733 - 3.539 30.272 - 26.597 76 26.673 Prior Period TL FC 25.395 - 2.216 27.611 38.777 38.777 Other fee and commission expense Current Period Prior Period TL FC TL FC Commissions due to Custody Operations 7.914 - 7.781 Commissions Paid to Intermediary Services - 1.314 - 637 Commissions Paid to Correspondent Banks - 925 - 895 Other Fee and Commissions 2.728 298 2.220 620 Total 10.642 2.537 10.001 2.152 Deutsche Bank Annual Report 2014 118 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) V.Explanations and Notes Related to Changes in Shareholders’ Equity 1.Information on increase due to revaluation of available for sale financial assets None (31 December 2013: None). 2. Information on increases due to cash flow hedges None (31 December 2013: None). 3.Reconciliation of foreign exchange differences at beginning and end of current period None (31 December 2013: None). 4.Information on decrease due to revaluation of available for sale financial assets None (31 December 2013: None). 5. Information on distribution of profit Based on the decision taken at General Assembly meeting of the Bank held on 26 March 2014, dividend amounting to TL 268 is distributed to shareholders after allocating first legal reserves amounting to TL 14 from the net profit amounting TL 2.087 and allocated the balance arise from deferred tax income amounts to TL 1.805 is transferred to extraordinary reserves. The dividends paid on 30 April 2014. VI. Explanations and Notes Related to Statement of Cash Flows 1.Information on other items and effect of exchange rate on cash and cash equivalents in Cash Flow Statement; The “others” account included in “operating profit before changes in operating assets and liabilities” are comprised of net trading gain/loss, impairment loss provision on loans and receivables and other operating income/loss. The “net increase/ (decrease) in other liabilities” account in “changes in operating assets and liabilities” is comprised of the changes in miscellaneous liabilities, other liabilities, provision expenses, lease payables and tax liabilities. The effect of change in foreign exchange rate on cash and cash equivalents as of 31 December 2014 is approximately realized as increase amounting to TL 20.284 (31 December 2013: decrease of TL 6.098). 2. Cash and cash equivalents at the beginning of the period Cash contains, cash and cash in foreign currency, cash equivalents contain unrestricted deposits in Central Bank of Turkey, money market operations and bank deposits and money market placements whose original maturities are up to 3 months as of 31 December 2014 and 31 December 2013. 1 January 2014 1 January 2013 Cash 159 285 Cash Equivalents 420.326 140.193 Balances with Central Bank of Turkey 228.364 98.505 Banks’ Demand Deposits and Time Deposits Whose Original Maturities Up to 3 Months 191.962 41.688 Money Market Placements - Total 420.485 140.478 3. Cash and cash equivalents at the end of the period 31 December 2014 31 December 2013 Cash 366 159 Cash Equivalents 854.880 420.326 Balances with Central Bank of Turkey 269.501 228.364 Banks’ Demand Deposits and Time Deposits Whose Original Maturities Up to 3 Months 35.210 191.962 Money Market Placements 550.169 Total 855.246 420.485 Deutsche Bank Annual Report 2014 119 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) 4. Restricted cash and cash equivalents due to legal requirements or other reasons There are no cash and cash equivalents restricted for the usage of the Bank by legal limitations and other reasons (31 December 2013: None). There is no additional information that needs to be disclosed in addition to those disclosed in Note 1. VII. Explanations and Notes Related to Bank’s Risk Group 1.Transactions with the Bank’s risk group; lendings and deposits and other related party transactions outstanding at period end and income and expenses from such transactions incurred during the period 1.1 Current period Associates, Subsidiaries Direct and Indirect Other Components in and Joint Ventures Shareholders of the Bank Risk Group Bank’s Risk Group Cash Non-Cash Cash Non-Cash Cash Non-Cash Loans and Receivables Balance at the Beginning of the Period - - 76.053 113.588 973 Balance at the End of the Period - - 120.845 111.884 1.042 Funds Borrowed Balance at the Beginning of the Period - - 1.071.818 - - Balance at the End of the Period - - 1.636.369 - - Interest and Commission Income - - 28.712 180 - Interest and Commission Expense - - 58.415 - - - 1.2 Prior Period Associates, Subsidiaries Direct and Indirect Other Components in and Joint Ventures Shareholders of the Bank Risk Group Bank’s Risk Group Cash Non-Cash Cash Non-Cash Cash Non-Cash Loans and Receivables Balance at the Beginning of the Period - - 54.073 181.953 955 Balance at the End of the Period - - 76.053 28.413 973 Funds Borrowed Balance at the Beginning of the Period - - 235.170 - - Balance at the End of the Period - - 1.071.818 - - Interest and Commission Income - - 40.326 78 - Interest and Commission Expense - - 3.345 - 1.615 - 1.3 Information on deposits of the Bank’s risk group Associates, Subsidiaries Direct and Indirect Other Components ink and Joint Ventures Shareholders of the Bank Risk Group Current Prior Current Prior Current Prior Bank’s Risk Group Period Period Period Period Period Period Deposits Balance at the Beginning of the Period - - 224.894 96.701 33.496 31.796 Balance at the End of the Period - - 33.346 224.894 1.546 33.496 Interest Expenses - - 228 49 - 194 Deutsche Bank Annual Report 2014 120 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) 1.4Information on forward and option agreements and other similar agreements with the Bank’s risk group Associates, Subsidiaries Direct and Indirect Other Components ink and Joint Ventures Shareholders of the Bank Risk Group Current Prior Current Prior Current Prior Bank’s Risk Group Period Period Period Period Period Period Transactions at Fair Value Through Profit and Loss Beginning of the Period - - 2.423.944 652.755 - End of the Period - - 1.171.291 2.423.944 - Total Profit / Loss - - (82.828) (242) - Transactions for hedging purposes Beginning of the Period - - - - - End of the Period - - - - - Total Profit / Loss - - - - - 2. Information on the Bank’s risk group 2.1The relations with entities that are included in the Bank’s risk group and controlled by the Bank The Bank performs various transactions with the group companies as a part of the banking transactions in accordance with the ordinary bank-client relationship and market conditions within the limitations determined by the Banking Law. 2.2The type of transaction, the amount and its ratio to total transaction volume, the amount of significant items and their ratios to total items, pricing policy and other issues Current Period Prior Period According to According to the Amounts the Amounts in the Financial in the Financial Amount Statements% Amount Statements% Banks 25.669 %73 33.920 %11 Loans and Other Receivables 96.218 %9 72.606 %8 Non-cash Loans 111.884 %53 113.634 %61 Deposits 34.892 %5 258.390 %44 Interest Income on Loans 2.114 %3 2.129 %6 Interest Expense on Deposits 228 %2 243 %3 Interest Expense on Funds Borrowed 56.614 %96 6.179 %100 Funds Borrowed 1.636.369 %100 1.071.818 %100 Fees and Commissions Received 26.778 %46 38.275 %56 Fees and Commissions Paid 1.573 %12 1.355 %11 Interest Expense on Money Market Placements 3.177 %100 1.615 %12 Other Operating Income 10.141 %62 12.651 %77 Other Operating Expense 7.156 %7 7.176 %8 Derivative Financial Instruments 589.496 %39 2.423.944 %66 Terms of transactions made with group companies are set in accordance with the market prices, if market prices do not exist cost plus method is used. Except for the situations requiring separate disclosure, there is not any account balance that is similar in nature and presented as an aggregate line. Deutsche Bank Annual Report 2014 121 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) 2.3 Transactions recognized according to equity pick-up method None. 2.4Information on transactions such as purchase-sale of immovable and other assets, purchase-sale of service, agent agreements, financial lease agreements, transfer of the information gained as a result of research and development, licence agreements, financing (including loans and cash or in kind capital), guarantees, collaterals and management contracts The Bank has no agreement signed for asset purchases/sales, service rendering, agencies, finance lease contracts, research and development and licences with the group companies as of 31 December 2014. The service agreement signed with Deutsche Bank AG includes the conditions of calculation of service fee and cost based on the annual defined rates and transfer of the calculated amount to the service-rendering bank’s account in cash, for intermediary services performed by Bank’s sales executives in the transactions of other group companies and intermediary services performed by sales executives of other group banks. In accordance with the agreement signed with Deutsche Bank AG, which is valid since January 2004, the Bank pays a service fee to Deutsche Bank AG in return for global and regional management, leadership and coordination activities provided to the Bank by the top management of Deutsche Bank AG. In accordance with the agreement signed with Bebek Varlık Yönetimi A.Ş., which is valid since January 2005, Bebek Varlık Yönetimi A.Ş. pays a service fee to the Bank in return for the operational services that is provided by the Bank. In accordance with the agreement signed with Deutsche Bank AG, which is valid since January 2005, Deutsche Bank AG pays a service fee to the Bank in return for the services related to financial sector cash management products. Deutsche Securities Menkul Değerler A.Ş. benefits from the Bank’s employees and similar services and hence pays in return for these services to the Bank in the framework of the signed agreement. 2.5 Information on benefits provided to top management Benefits paid to key management personnel in the current period amounting to TL 20.340 (31 December 2013: TL 17.172). VIII.Explanations and notes to the domestic, foreign, off-shore branches and foreign representatives of the Bank Bank has no domestic, foreign or off-shore branches. IX. Explanations and notes related to subsequent events 1.Significant events and matters arising subsequent to reporting date and their financial statement effects None. Deutsche Bank Annual Report 2014 122 Deutsche Bank Anonim Şirketi Notes to the Financial Statements at 31 December 2014 (Unless otherwise stated amounts are expressed in thousands of Turkish Lira (“TL”)) SECTION SIX OTHER EXPLANATIONS AND NOTES I. Other explatanations related to the Bank’s operations None. SECTION SEVEN EXPLANATIONS ON INDEPENDENT AUDITORS’ REPORT I. Explanations on the independent auditors’ report The financial statements and financial information together with its explanatory notes as at 31 December 2014 have been audited by Akis Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş. (“the Turkish member firm of KPMG International Cooperative, a Swiss entity”) and an unqualified audit opinion is rendered on 13 March 2015. II. Explanations and notes prepared by the independent auditor None. We aspire to be the leading client-centric global universal bank We serve shareholders best by putting our clients first and by building a global network of balanced businesses underpinned by strong capital and liquidity. We value our German roots and remain dedicated to our global presence. We commit to a culture that aligns risks and rewards, attracts and develops talented individuals, fosters teamwork and partnership and is sensitive to the society in which we operate. Deutsche Bank A.Ş. Trade Registry Number: 244378 Central Registration System Number (MERSIS): 0-8760-0487-2200015 Esentepe Mahallesi Büyükdere Caddesi Tekfen Tower No: 209 K: 17-18 Şişli 34394 Istanbul / Turkey Tel : +90 212 317 0100 Fax : +90 212 317 0105 www.db.com.tr muhaberat.ist@list.db.com
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