annual report 2010
Transcription
annual report 2010
ANNUAL REPORT 2010 GÜNEŞ SİGORTA ANNUAL REPORT 2010 Contents 4 6 8 10 11 12 14 18 19 20 24 28 30 32 34 35 36 38 45 46 47 48 49 51 60 113 114 117 118 2 Message from the Chairman of the BoD, Message from CEO, Güneş Sigorta’s Mission, Vision and Values Capital and Shareholding Structure Subsidiaries Insurance in the World Insurance in Turkey Primary Financial Indicators Financial Analysis Ratios 2010 in Güneş Sigorta Technical Evaluation Corporate Social Responsibility Board of Directors Senior Management Organization Chart Headquaters and Regional Office Managers Human Resources Policy Corporate Governance Principles Compliance Report Financial Information and Assessment on Risk Management The Agenda of General Assembly Meeting Message from the Board of Directors to the Partners Annual Report Compliance Statement Summary of Statutory Auritor’s Report The Independent Auditor’s Report Financial Statements Notes to Financial Statements for The Period 1 January - 31 December 2010 Assessment of financial state, profitability and indemnity solvency Risk Management Policies Information for Shareholders Addresses Contributing to the development of the sector with its inspiring activities in the area, Güneş Sigorta, a well-established insurance company with 54-year-experience, is offering original, fast and reliable service to its customers at every needed point. 3 GÜNEŞ SİGORTA ANNUAL REPORT 2010 Message from the Chairman of the BoD, 4 Message from the Chairman of the BoD, Dear Shareholders, Established in 1957, Güneş Sigorta has always been a leader of the insurance sector through its 54-year-long expertise and played a key role with its modern style and its innovative products and services. With the help and support of the sizable financial power of VakıfBank, one of its parent companies, and especially with its quality and standardized service, Güneş Sigorta has always maintained its strong position within the sector and performed remarkably in an environment of intense competition. Always having met the ever-evolving and fast-changing needs and demands of its corporate and private customers with its solution-oriented products and services, Güneş Sigorta has sustained and improved its success each year. By boosting its positive values through the course of the years, Güneş Sigorta fortified its image as a “strong” and “trustworthy” company in the eyes of its customers. In 2010, “Pusula Project”, which we regard as an innovative and inspiring contribution to the sector has been put into effect. Pusula Project is basically a user-friendly software program which enables Güneş Sigorta team members, agents and customers handle almost any insurance transaction and access required data as quickly and accurately as possible. The project, entirely designed by using the company assets only, is a vital step towards the improvement of the sector. With its flexible reporting system and parametric structure, the Pusula software, which is going to strengthen Güneş Sigorta’s position against the intensifying competition, has brought a new standard to the customer-oriented approach of the insurance world. In the meantime, among all the developed economies, Turkey, which no longer has a fragile and vulnerable economy when facing global economic crises, is now stands as one of the few countries to have weathered the financial crisis with minimum loss and to have achieved the fastest growth. Even though the real sector acted as the actual locomotive of the economic growth, financial institutions clearly played a supportive role in this achievement. In line with the economic growth, the Turkish insurance sector continued to grow with double digit numbers every year. Obviously, the engine of this growth has been well-established and strong companies of the sector, such as Güneş Sigorta. The impressive performance of the sector is attracting the attention of certain global insurance companies. Thus, the growth of the sector is gaining speed through new acquisitions and mergers. Güneş Sigorta, which demonstrates a development quite similar to that of the sector, attaches great importance on the strength of its agents. Our wide agent network, operational efficacy and strong potential play a key role in the Güneş Sigorta’s development, which outperforms the sector averages. As repeated every year, in 2011, Güneş Sigorta will continue to improve its skills in offering the best solutions to its customers and maintain its financial performance, enthusiasm to grow and innovative approach. We are determined to create value for our shareholders and stakeholders, who have always been supporting us. Süleyman Kalkan Chairman of the Board of Directors Güneş Sigorta, which demonstrates a development quite similar to that of the sector, attaches great importance on the strength of its agents. Our wide agent network, operational efficacy and strong potential play a key role in the Güneş Sigorta’s development, which outperforms the sector averages. 5 GÜNEŞ SİGORTA ANNUAL REPORT 2010 Message from CEO 6 Message from the General Manager, Dear Partners, Even though 2010 has been a very tough year for the world economy in general, Turkey drew significant attention with its growth rate approximating 9% and accomplished a remarkable performance. As known by all, insurance was among the sectors, which were severely affected by the global financial crisis. Despite this fact, 2010 has not been a year of regression for Güneş Sigorta. On the contrary, Güneş Sigorta made a notable leap in this year. Having focused on Customer Relations Management and agent activities, Güneş Sigorta has sustained its position among the sector’s key players. Clearly, Turkey is an advantageous country with vast potentials with regard to the insurance sector. By making correct decisions, designing new services to meet the changing needs and demands of the society and realizing updated projects in line with the latest technologic developments, the insurance sector in Turkey will surely advance. Güneş Sigorta also is continuing to work hard with these objectives in mind. As known, in 2010, Güneş Sigorta has drafted its first insurance policy with Pusula software, which is one of the most up-to-date technologic applications and programs of the insurance world. In addition to enabling our agents and clients quickly access the most accurate data the software facilitates the operational workflow of our team members. Being an agent- and customer-oriented company, Güneş Sigorta today supports a widespread organization, covering 11 regional offices, 7 rep offices and approximately 2500 sales points throughout Turkey, with a data processing system nurtured by cutting-edge technology and achieves to maintain the desired customer satisfaction with its efficient operational strength. With our rich product range, strong corporate structure and more than 50-year-long experience, we are continuing to be a dependable company for both our customers and other sector members. I am confident that we are going to achieve all the targets we projected for 2011 and accomplish even further success. Respectfully yours, Serhat S. Çetin Chief Executive Officer Güneş Sigorta için 2010 yılı bir durgunluk yılı değil, aksine bir atılım yılı olmuştur. Müşteri İlişkileri Yönetimi ve acente faaliyetlerine ağırlık veren Güneş Sigorta, sektörün lokomotif kuruluşları arasındaki konumunu pekiştirmiştir. Entirely designed by using the company assets, Pusula software provides a data processing application enabling our agents and clients quickly access the most accurate data the software facilitates the operational workflow of our team members. 7 GÜNEŞ SİGORTA ANNUAL REPORT 2010 Güneş Sigorta’s Mission, Vision and Values Our Mission To contribute to development of standards in the sector, making insurance a widespread practice by increasing awareness within the population and increasing corporate value by providing customer-focused services. Our Vision To produce value as a pioneering and innovative company that is a leader in Turkey, a corporation that is everywhere wherever need be, the most preferred enterprise which operates in the region. Elements of Our Vision Güneş Sigorta’s vision is structured around seven elements. A leader An approach focused on growth and increasing market share. Presence wherever needed An outlook that emphasizes widespread distribution channel throughout Turkey; an organization that provides the customer with service at the closest accessible point; a focus on managing corporate operations more effectively and efficiently through regional offices. The company of choice A company that has developed a customer-focused system that provides maximum customer satisfaction, responding to customer needs and expectations in its operational processes, achieving improvement promptly and in a manner that will have a positive effect on corporate performance. A pioneer A corporation that is recognized for its pioneering efforts in the sector in terms of the products and services it has developed and for its effectiveness in regulations in the sector. Innovation A corporation that is organized in its implementation of newly developed products and services, in structuring its business processes, promoting competence in human resources and initiating new applications. Operating in the geographical region Be a company that is active in EU member Balkan countries and in the Central Asian and Gulf countries that fall within its region of operation. Creating value Raising corporate value through a strategic outlook on management supported by employees who are focused on the vision of the Company. 8 Mission, Vision and Values Our Values Deep Rooted • A stable structural capacity to carry a half-century experience to the future • Powerful capital and shareholding structure • Vakıflar Bank’s long lasting experince of hundred years • The synergy raised by Vakıflar Bank partnership Reliability • We work with the objectives in carrying out our activities. • Being aware of our responsibilities, we exhibit coherent behaviors and we undertake our commitments completely on time. Transparency Güneş Sigorta managers adopt a shared and transparent management philosophy. They respect corporate governance principles. Pioneering Güneş Sigorta promotes for developing products and services as well as being innovative in the sector. Involvement All of our business partners and employees feel confidence and pride in being under the framework of Güneş Sigorta. Solution Focusedness • Güneş Sigorta employees adopt to serve an effective and fast service in a professional manner within a team spirit. • Employees behave with their common senses when decisions are made. • Employees’ perspectives are flexible enough for resolutions of problems. Development • The importance which we attach on the professional and personal development of all of our business partners and employees pose a strategic importance for our organization to make contribution to the development of the professional standards in the sector • Being pioneer in technological applications and their pursuits for enhancing our service quality is one of our fundamental principles. • Technological developments are tracked and used in processes in order to provide effective and influential communication. Accessibility • Depending on the demand and needs of all our business partners and customers, they reach direcly, in a shorter time to the right and responsible employees. 9 GÜNEŞ SİGORTA ANNUAL REPORT 2010 Capital and Shareholding Structure Shareholder Shareholding (%) Share (TL) Türkiye Vakıflar Bankası T.A.O. 34,22 51.336.301 Groupama S.A. 30,00 45.000.000 Türkiye Vakıflar Bankası VakıfBank Personeli Özel Sosyal Güvenlik Hizmetleri Vakfı 10,00 15.000.000 5,01 7.515.000 20,77 31.148.699 100,00 150.000.000 Türkiye Vakıflar Bankası Memur ve Hizmetlileri Emekli ve Sağlık Yardım Sandığı Vakfı Publicly Traded TOTAL (%) 20,77 (%) 34,22 Türkiye Vakıflar Bankası T.A.O. Groupama S.A. Türkiye Vakıflar Bankası VakıfBank Personeli Özel Sosyal Güvenlik Hizmetleri Vakfı (%) 5,01 Türkiye Vakıflar Bankası Memur ve Hizmetlileri Emekli ve Sağlık Yardım Sandığı Vakfı (%) 10,00 Publicly Traded (%) 30,00 Güneş Sigorta’s principal shareholder is Türkiye Vakıflar Bankası T.A.O., which controls a 34% stake in the company. Its second biggest (30%) shareholder is Groupama S.A., one of the world’s leading insurers. Güneş Sigorta shares are traded on the İstanbul Stock Exchange’s national market under the GUSGR symbol. As of 31 December 2010, the company’s market value amounted to TL 315,000,000. 10 Capital and Shareholding Structure Subsidiaries Subsidiaries Güneş Sigorta’s Stake (TL) Güneş Sigorta’s Stake Share (%) Capital (TL) Vakıf Emeklilik A.Ş. 9.805.000 37,00 26.500.000 Vakıf Finansal Kiralama A.Ş. 3.912.247 15,65 25.000.000 Vakıf Finans Factoring Hizmetleri A.Ş. 3.070.000 13,71 22.400.000 Vakıf Pazarlama ve Ticaret A.Ş. 2.422.662 9,71 24.950.000 Vakıf Enerji ve Madencilik A.Ş. 1.503.860 1,77 85.000.223 Taksim Otelcilik A.Ş. 1.392.160 1,43 97.150.000 Vakıf İnşaat Restorasyon ve Ticaret A.Ş. 1.000.320 10,00 10.000.000 Vakıf Menkul Kıymetler Yatırım Ort. A.Ş. 825.000 11,00 7.500.000 Vakıf Gayrimenkul Yatırım Ort. A.Ş. 346.667 1,67 20.800.000 Vakıf Sistem Pazarlama Yazılım Servis. A.Ş. 300.000 10,00 3.000.000 Tarım Sigortaları Havuz İşlet. A.Ş. 130.631 4,35 3.003.000 Vakıf Yatırım Menkul Değerler A.Ş. 87.500 0,25 35.000.000 Güneş Turizm Otomotiv End. ve Tic. A.Ş. 79.992 99,99 80.000 TOTAL 24.876.038 These are the values of subsidiaries as of 31st December 2010. 11 GÜNEŞ SİGORTA ANNUAL REPORT 2010 Insurance in the World A General Outlook As a result of the financial crisis which broke out in the financial sector in the second half of 2008 and soon severely affected the real economy, the world economy shrunk by %0.6 in 2009. With wide-scale public interventions partial recovery was observed through 2010. The high growth rates of countries like China, India and Brazil have been the engine of the world economy through this rough patch. However, many countries, especially from Eurozone, who had to deal with sizable public sector deficits, severely suffered the consequences of the crisis despite the immediate measures taken by their governments. IMF data show that in 2010 the world economy grew 5%, which is mostly owed to the emerging markets, presenting a growth of 7.3% for the same period. However, the growth of the developed countries remained around 3% levels. For 2011, the world economy growth is estimated to drop to 4.4%. Correspondingly, the estimated growth rate is 6.5% for the emerging markets and 2.4% for the developed economies. Similarly, in line with these growth rates, the world trade volume, which expanded by 12.4% in 2010, is expected to increase only 7.4% in 2011. Several negative impacts such as the regressed production and demand, shrinkage in the international trade volumes and increased unemployment, all caused by the global financial crisis, have been substantially compensated in 2010. Despite the palpable recovery in the main economic indicators, certain factors brought along inflationist risks and fluctuations in the international capital flows and exchange rates. Among these factors are the delay in the re-establishment of an environment of confidence and the uncertainties about the strategies in abandoning the loose monetary policies once followed to back the growth. With the effect of the substantial shrinkage of the world trade volume created by the crisis, the fall of the oil and commodity prices also started to be compensated through 2010. With an increase of approximately 26%, the prices re-reached the early 2008 levels. World Real GNP (Annual, %) Developing countries World Developed countries Source: IMF 2006 2007 12 2008 2009 2010 12 10 8 6 4 2 0 -2 -4 -6 -8 -10 World trade volume growth Non-oil commodity price increase (Annual, %) (Annual, %) -10,9 12,4 -15,8 26,3 2009 2010 2009 2010 Insurance in the World Insurance sector in the world After two years of a great global regression, the insurance sector once more showed an uptrend in 2010. The sector especially made a leap in real terms in emerging market countries. Compared to the previous year, in 2010 non-life premium production of the world grew 1.3% in real terms. In addition, life and health premium revenues increased 4.4%. Many insurance companies, who reached the pre-crisis levels by end-2009, continued to grow through 2010 and fortified their financial structures. However, the risks and threats endangering the insurance sector have not been completely eliminated yet. Among these risks is the low interest rates caused by expansionary monetary policies. The decreased financial investment revenues, one of the main revenue sources of the insurance companies, pulled the sector’s return on equity in especially non-life segments down to 6-8% from 12% levels of 2003-07 period. As it was in the past, the negative effect of the continued use of the conventional low-risk investment tools on profitability kept the insurance sector under pressure also in 2010. Another risk threatening the insurance sector is overregulation. Solvency II initiative, aiming at strengthening the insurance sector to enable it offer service under better conditions, has deeply affects the way the sector performs and its standards of doing business. On the other hand, as long as the high capital and reserved ratio requirements imposed to elevate the liquidity adequacies of the insurance companies are not harmonized with the general economic circumstances, they are likely to squeeze the sector under overpressure. Effects of natural disasters on the insurance sector The total damage cost burden generated by the natural disasters of 2010 is approximately 32 billion dollars. 8 substantial natural disasters, each of which created a damage over 1 billion dollars, took place during this year. Most important of these disasters is the Chile earthquake, with 8 billion dollar insured damage. The earthquake is followed by the Xynthia storm in Europe, with a total cost of 2.8 billion dollars. Plus, the New Zealand earthquake generated a damage cost of 2.7 billion dollars. The oil leak in the Mexican Gulf and the floods in France created a total cost of 1 billion dollars. 2010 has been a year, which once more showed what an important role the insurance sector is playing in compensating the economic losses and reimbursing the damages in countries with developed insurance systems. While a substantial percentage of the losses in New Zealand, the US and France were reimbursed by the insurance system, the insured damage created by the catastrophes in countries like Haiti and Pakistan remained at minimal levels. World non-life premium production real increase World life & health premium revenue real increase Insured damage created by natural disasters (1970-2010) (Annual, %) (Annual, %) (Billion USD) 140 120 -1.4 0.2 1.3 -7.3 -0.1 100 4.4 80 60 40 20 2008 2009 2010 2008 2009 2010 0 1970 1975 1980 1985 1990 1995 2000 2005 2010 13 Source: Swiss Re GÜNEŞ SİGORTA ANNUAL REPORT 2010 Insurance sector in Turkey General economic outlook 2010 has been a year, through which the effects of the economic recession were severely felt and especially the Mediterranean zone European countries struggled with severe financial problems. During this year, Turkey, on the other hand, speedily restored the damages created by the crisis and drew the attention of the entire world with an outstanding growth performance of 8.9%, which turned the country into the fastest growing economy of Europe. Thus, Turkey stood out among the most successful countries of 2010. In line with the pickup in the local and foreign trade, this positive outlook was reinforced by the increased exports and imports volumes (11.5% and 31.6%, respectively), decreased unemployment rates and re-ascended foreign capital inflow. In the post-crisis term, while some European countries were downgraded by credit rating agencies, the fact that Turkey achieved to ameliorate its rate proves the solid improvement of the country’s economy. This fast recovery was especially owed to the strong and solid structure of the Turkish banking sector. Strengthened by the stabilization program and the structural reformation put into effect after the crisis of 2001, the financial system played a role in weathering the negative effects of the global crisis and put the country in an advantageous position during the recovery stage. Following the gradual amelioration observed towards the end of 2009, the effects of the crisis were almost completely evaded in 2010. In this frame, in 2010 the GNP at current prices has been 1105 billion TL. The national income per capita increased 17.5%, while the growth of certain sectors reached double-digit levels (17.1% in construction, 13.6% in manufacturing, 13.3% in wholesale-retail commerce etc.) GNP growth (at constant prices, TL) GNP growth per capita (USD) (Annual, %) (Annual, %) 0.7 -4.8 8.9 13.1 -17.8 17.5 2008 2009 2010 2008 2009 2010 Source: TUIK – Turkish Statistical Institute 14 Insurance sector in Turkey Insurance sector in Turkey In 2010, during which the effects of the global economic crisis were substantially relieved, a significant growth was observed in the insurance sector like in many other business lines and an uptrend was caught in all the branches. Compared to the previous year, total premium production reached 14.1 billion TL, presenting an increase of 15%. 11.5 billion TL of this increase was obtained from non-life (elementary) branches, while 2.6 billion TL was generated by life insurance policies. While a growth of 15% was achieved in non-life branches, the growth rate of life insurances reached 18%. 40.1 million insurance policies were issued in all branches throughout the year. Turkish insurance sector, which shrunk in real terms, despite the increased premium production in 2008-09 period, presented a growth of 8.1% in real terms in 2010, with a premium production above the CPI (6.4%). This improvement, recorded for the first time in the post-crisis period, demonstrates that the sector has left the negative effects of the crisis behind. Another attention-drawing point is that the premium production of 9.4 billion USD in 2010 has reached the volume level of 2007. In other words, the insurance sector managed to compensate all the production loss of the crisis term in 2010 and re-reached its 2007 size. In 2010, 85% of the sector’s premium production was generated by non-life branches and 15% was obtained from life policies. Branches with highest premium production were motor and miscellaneous accident/casualty insurances (4.27 billion TL), followed by motor third party liability insurances (2.54 billion TL). The automotive sector, which clearly experienced one of its most successful years in 2010, with a new vehicle sale volume of 799.880 items, has been the most important driving force of this development. Following the land transportation vehicles, with 1.71 billion TL the largest share in premium production belongs to the fire branch. Among all branches, with 26.4% the highest growth was recorded by the health branch, which produced a premium volume of 1.37 billion TL in 2010. Similarly, in 2010 the growth rates in loan, marine and accident insurances have been 14.7%, 14.3% and 10.7, respectively. Premium Production (TL) Elementary Sector Life Sector Total (Insurance Sector) 2010 2009 11.528.123.146 10.067.358.481 2.602.153.036 2.214.029.988 14.130.276.182 12.281.388.469 Exports volume change (USD) Imports volume change (USD) (Annual, %) (Annual, %) 23.1 -22.8 11.8 18.8 -30.2 31.7 2008 2009 2010 2008 2009 2010 15 GÜNEŞ SİGORTA ANNUAL REPORT 2010 The profitability loss, which has become a chronic problem of the insurance sector despite the successful growth rates, continued also in 2010. Through this year, the sector recorded losses in many branches even though a significant premium production increase was observed compared to the 2009 figures and a remarkable uptrend was caught in line with the Turkish economy. Likewise, the consolidated technical profit and consolidated financial statement profit figures dropped considerably. Acquisitions and mergers Due to its high growth rates and potentials, the insurance sector has always been one of the major business lines foreign investors are eager to invest in Turkey. The sector, which was shown deep interest by the foreign investors until 2008, once more drew the attention of international investors in 2010, through which the effects of the global financial crisis were progressively overcome. In this year, a contract was signed between Fiba Holding and Sompo Japan Insurance Inc. regarding the Fiba Sigorta’s share transfer. Along with the ameliorating economic environment, the high growth potential of the insurance sector once more started to receive the attention of foreign investors. The local investors’ eagerness in forming partnerships with foreign companies to achieve faster growth creates an ideal environment for new acquisitions and mergers. Elementary premium production Life premium production (million TL) (million TL) Total premium production (million TL) 10.067 11.528 2.214 2.602 12.281 2009 2010 2009 2010 2009 16 14.130 2010 Insurance sector in Turkey Legal regulations Legal regulations, which were being put into effect since 2007 with the aim of strengthening the insurance sector and harmonizing with the EU criteria, were continued to be implemented also in 2010. Among the important legal regulations realized in 2010 in this context are “Circular on Actuarial Chain Ladder Method” and “Circular on the Recourse and Salvage Income”. These legal regulations imposed by the Undersecretary of Treasury with its objective of “raising the regulation and control over the insurance sector to the level of best international practices” have necessitated a structural reformation not only on the insurance companies but also on the agents, which stand as the sector’s the most important sales channel. New laws and circulars, which impose many arrangements -covering matters such as the terms of being an agent and the standards of doing business-are aiming at designing a sector with a stronger financial structure and corporate agent network. New legal regulations are expected to be issued in 2011. The New Trade Act, the law proposal on transferring the treatment premiums on the traffic insurance policies to the Social Security Institution, and the Solvency II adaptation circulars are among the the basic subject matters expected to be brought on the agenda in 2011. In 2010, during which the effects of the global economic crisis were substantially relieved, a significant growth was observed in the insurance sector like in many other business lines and an uptrend was caught in all branches. 17 GÜNEŞ SİGORTA ANNUAL REPORT 2010 Primary Financial Indicators Financial Indicators (TL) 2010 2009 Asset Size 782.726.891 736.680.417 Total Liabilities 540.410.334 500.093.027 Capital (Issued) 150.000.000 150.000.000 Equity 242.316.557 236.587.390 Premium Production 737.368.263 727.094.668 Gross Claims Paid (439.169.040) (438.878.201) General Expenses (70.115.644) (62.389.606) Investment Income Investment Costs* Investment Profit Gross Technical Profit 50.465.615 22.968.036 (11.000.129) (4.883.809) 39.465.486 18.084.227 19.335.478 34.177.927 Pretax Profit (32.445.443) (15.138.120) Net Profit (32.445.443) (15.138.120) * The investment costs figure used in calculating the investment income does not include the investment income transferred from the non-technical to technical division. 18 Primary Financial Indicators Financial Analysis Ratios Capital Adequacy Ratios (%) Written Premiums / Equity 2010 2009 304 307 Equity / Total Assets 31 32 Equity / Technical Reserves (Net) 58 64 2010 2009 Liquid Assets / Total Assets 65 68 Liquidity Ratio 96 104 Current Ratio 96 104 Ratios Regarding Asset Quality&Liquidity (%) Premium and Reinsurance Receivables/ Total Assets 33 38 Agent Receivables / Equity 74 86 2010 2009 Retention ratio 56 54 Claims Paid / (Claims Paid + Outstanding Claims) 55 61 2010 2009 108 100 3 5 -4 -2 5 2 -4 -2 -13 -6 Operational Ratios (%) Profitability Ratios (%) Loss Ratio (Net) Technical Profit / Written Premiums Pretax Profit / Written Premiums Investment Profit / Written Premiums Net Profit / Written Premiums Net Profit / Equity 19 GÜNEŞ SİGORTA ANNUAL REPORT 2010 2010 in Güneş Sigorta Güneş Sigorta in General With its 54-year long experience, embracing the principle of offering the richest product range to all the customers and sources it is offering service to, Güneş Sigorta is one of the leading companies of its sector. Having one of the widest insurance organizations in Turkey, with its Head Office in Esentepe, Istanbul, 11 regional offices, 7 rep offices and almost 2500 agents, Güneş Sigorta structured its production resources to meet the demand and need for relevant products and services. Güneş Sigorta supports its customer-oriented service approach with the informatics systems of latest technology and offers service to its customers with the help of its efficient operational power. Güneş Sigorta has been employing the newest and most innovative practices since the day it was founded. The Company has become a respected member of its sector with its rich product portfolio, designed to understand and meet the customer needs, its flexibility in policies, fast adaptation to changes and the importance it attaches on innovation. Güneş Sigorta stands as a sector locomotive with its strong capital structure and production volume. Its meticulous approach and precise timing in claim payments made Güneş Sigorta a well-trusted brand from past to present. Today, Güneş Sigorta is the guarantor of the most notable public and private institutions of Turkey and of their projects, which need substantial expertise. Main stakeholders of Güneş Sigorta are Türkiye Vakıflar Bankası T.A.O, one of the renowned banks of our country and Groupama S.A, a leading insurance company of France. Güneş Sigorta holds ISO 9001:2008 Quality Management System Certificate and ISO 10002:2004 Customer Complaints Management System Certificate. Strategic Targets Through 2010 Güneş Sigorta worked pursuing the following five strategic targets, determined during the strategy planning studies: • • • • • Growth Profitability and productivity Sustainable competitive structure Customer satisfaction and loyalty Employee satisfaction and loyalty Having one of the widest insurance organizations in Turkey, Güneş Sigorta structured its production resources to meet the demand and need for relevant products and services. 20 2010 in Güneş Sigorta Updated according to the economic, political and social developments, prevailing conditions and certain feedbacks received from the sector, these strategic targets, defined under the abovementioned topics, served as a guideline for the studies carried out by the responsible units for one year. Operations regarding these targets were implemented by taking critical performance indicators into account. Sales and Marketing Activities and New Products Eskişehir Rep Office was founded to expand and fortify the sales organization. In the meantime, Thrace Regional Office was restructured and named as Istanbul West Regional Office, including Beylikdüzü-Avcılar zone. Various campaigns and promotional activities were carried out through the year, with the aim of increasing the premium production. In these campaigns automobile, house and office insurance segments were put special emphasis. Meetings were held with the attendance of the head office team members of the banks, which are among our distribution channels, with the aim of increasing the policy sales and improving the operational processes. In 2010, Güneş Sigorta’s diesel oil campaign addressed to the Thracian farmers, within the scope of agricultural insurance segment, received considerable attention. Among the other product development activities we see the office insurance offered to VakıfBank SME customers, breach of trust policy offered to business card holders and a new personal accident insurance product. Effective Communication with Stakeholders The “GüneşNet” agent portal, designed to activate the relations with the agents and to gather the Güneş Sigorta agents and employees under a single virtual roof, was put into service in October. Via GüneşNet, it is aimed to build an efficient and effectual communication among all company stakeholders and to inform the Güneş Sigorta family members about the units’ developments as quickly as possible. GüneşNet portal is designed to enable communication not only between the Güneş Sigorta team members and agents but also among the agents themselves. Various services are offered to our customers on our official website, designed in coordination with GüneşNet. Moreover, customers are enabled to contact Güneş Sigorta agents and sales points using their iPhone or Blackberry cellphones at any time via our mobile website. Relations with Corporate Customers Güneş Sigorta continued to attach special importance on its corporate customers in 2010. Large-scale corporate customers, including Turkish Airlines, MNG Airlines and Cargo, ULS Airlines Cargo, Yıldız Holding, Eren Holding, Nuh Çimento (Cement), Sönmez Holding, Ekinciler Iron & Steel Industries and Şölen Chocolate preferred to work with Güneş Sigorta for their insurance transactions. The main public institutions offered service in 2010 are: ferries and peers of IDO Istanbul Deniz Otobüsleri, ferries and peers of Istanbul Conventional Ferry Lines and the vessels of Coastal Safety. 21 GÜNEŞ SİGORTA ANNUAL REPORT 2010 Strategic Damage Management Güneş Sigorta views damage management as one of the key elements of customer satisfaction. Its meticulous, guiding, solution-oriented and fast approach in damage management forms the competitive edge of Güneş Sigorta. In case of damage, the company receives the applications via its Customer Satisfaction hotline (444 1957) and immediately enters the incident in its file follow-up system. Additionally, a “Damage Informing Center” is founded to provide fast and efficient service through the problem. The team members of the center inform the customers or business partners on the file at hand. In order to handle the damage transactions from a single point, “Istanbul Damage Management Directorate” was established and started to serve under Damage and Judicial Processes Management Division, formed by uniting the damage units at the Central, Kadıköy and Istanbul West District Offices. Organizational Structuring Projects With the purpose of expanding the service area, maintaining a more efficient and productive operational management and a coordinated execution and creating a synergy, in 2010, the company organization was restructured in the scope of “Sustainable Competitive Structure” strategic target. In this frame: • • • Management Information Systems Department was found. The unit reports to Strategy and System Management. Güneş Sigorta Istanbul West Regional Office was put into service. HR Department and Training and Competence Improvement Department were merged. The new unit was named HR and Training Department. Process Improvement Studies In line with the efforts of pursuing the defined strategic targets, throughout the year process improvement and development studies were carried out in areas like sales, operations, informatics and human resources. In 2010, after taking the views of the head office units on the practices employed by the sales management teams and regional offices, “Sales Management Satisfaction Survey” was conducted in order to determine the areas to be improved at sales management level. Accordingly, the action plans were formulated and the necessary improvements were speedily put into practice. Establishment of the Health Provision Center On 1 December 2010, the Health Provision Center was put into service. Designed to handle the health provision and indemnification transactions the Center directly reports to the Health Insurances Group Department. The objective was to provide faster and quality service to the customers and maintain cost control. Accessible 24/7 and on 365 days, the provision center houses a team of 25 experts. Furthermore, the center offers medical consultancy service 24/7 via the hotline shown on the insurance cards of the customers. Defined as the greatest IT project of the insurance sector, the Pusula software provides remarkable speed, flexibility and technological superiority to our company under the continuously changing market conditions. 22 2010 in Güneş Sigorta Quality Management System Quality audits were continued through 2010. As a result of the studies conducted by an independent auditing company under the scope of the ISO 9001:2008 Quality Management System Certification control, the Quality Management System Certificate was renewed for another 3 years. In the scope of the policies employed and studies made regarding the Customer Services processes, Güneş Sigorta was entitled to receive the ISO 10002:2004 Customer Satisfaction Complaint Management certificate, given to only a few companies in Turkey. Information Technologies Practices & the New Technological Infrastructure Designed by Güneş Sigorta and defined as the most exclusive IT project of the insurance sector, Pusula was publicly introduced with a press meeting held in December. Pusula is integrated insurance software to be used through all the business flows by all the members of Güneş Sigorta family. The software will be started to be used progressively, after the completion of the testing and improvement studies. Pusula will enable time saving in transactions like policy issuing, retail pricing, efficient use of CRM. Moreover, the software will provide immediate profit/loss monitoring with reference to sales sources. Pusula is expected to offer our company great speed, flexibility and technological superiority under the changing market conditions. The software will bring efficacy in every step of our customer-oriented approach and will clearly strengthen Güneş Sigorta’s position in this intensely competitive environment. 23 GÜNEŞ SİGORTA ANNUAL REPORT 2010 Technical Evaluation No of Policies Premium Production (TL) Gross Claims Paid (TL) Company Growth Rate (%) Elementary Sector Rank Elementary Sector Market Share (%) Technical Profit (TL) Net Profit (TL) No of Agents 2010 2009 3.093.601 3.038.702 737.368.263 727.074.961 (439.169.040) (438.878.201) 1.4 2.5 6 5 6.40 7.22 19.335.478 34.177.927 (32.445.443) (15.138.120) 2.654 2.439 Improvement in Premium Production In 2010 Güneş Sigorta’s premium production increased 1% and reached 737.378.263 TL. With an expansion of 10%, the highest increase in premium production has been in motor third party liability insurance branch, which is followed by the Other Insurances category (5%), covering Engineering, Marine, Agriculture, Compulsory Earthquake, Legal Protection and Loan branches. The highest premium production volume was obtained by Motor own Damage and Miscellaneous Accidents branch, which covers motor accidents, theft, glass breakdown, personal accidents and breach of trust segments. In 2010 Güneş Sigorta ranked 6th in the sector with respect to premium production. The company stands as one of the top three companies in the following branches: Aircrafts, Breach of Trust, General Loss, Traffic and Motor Vehicles Liability. Premium Production (TL) 2010 2009 Fire 107.059.126 107.838.563 Motor and Miscellaneous Accidents 246.450.202 258.118.465 Motor Third Party Liability 185.994.659 168.344.839 Health 56.208.419 58.012.183 Other 141.655.857 134.760.911 Total 737.368.263 727.094.668 No of Agents Total premium production (million TL) 24 2.439 2.654 727.1 737.4 2009 2010 2009 2010 Technical Evaluation Fire Insurances In 2010, the premium production in the fire branch has been 107.6 million TL, presenting a decrease of 1%. 65.0 million of this amount was transferred to the re-insurers. The retention premium amount has been 42.55 million TL, which represents a retention ratio of 39%. The loss/premium rate for the year 2010 has been 28%. The total amount of earned premium has been 40.52 million, while the net losses incurred was recorded as 11.46 million TL. Fire 2010 2009 219.356 204.165 7 Premium Production 107.059.126 107.838.563 -1 Retention Premium 42.055.340 39.109.429 8 Retention Ratio (%) 39 36 8 No of Policies Earned Premium (net) Growth % 40.520.517 35.456.376 14 (11.464.557) (12.785.401) -10 Gross Technical Profit 23.323.420 19.618.536 19 Loss/Premium (net) % 28 36 -22 (4.683.725) (6.383.316) -27 Losses Incurred (net) General Expenses Distributed Among Branches Motor and Miscellaneous Accidents Insurances In 2010, the premium production in motor and miscellaneous accidents branch decreased 5% and has been recorded as 246.45 million TL, 90.89 million of which was transferred to reinsurance companies. The retention premium amount has been 155.56 million, presenting a retention ratio of 63%. In 2010 the loss/premium rate for motor and miscellaneous accidents branch in 2010 has been 74%. The total amount of earned premium has been 162.92 million, while the total of net losses incurred has been 120.40 million TL. Motor and Miscellaneous Accidents 2010 2009 697.257 741.105 -6 Premium Production 246.450.202 258.118.465 -5 Retention Premium 155.561.342 158.559.489 -2 No of Policies Retention Ratio (%) Growth % 63 61 3 162.927.864 158.066.763 3 (120.398.139) (131.003.325) -8 Gross Technical Profit 24.485.777 18.025.670 36 Loss/Premium (net) % 74 83 -11 (19.015.363) (16.183.192) 18 Earned Premium (net) Losses Incurred (net) General Expenses Distributed Among Branches Fire premium production (million TL) Motor and Miscillaneous Accidents branch covers the premium production made by motor accidents, miscillaneous accidents, personal accidents and breach of trust sub-segments. Accident premium production (million TL) 107.8 107.1 258.1 246.5 2009 2010 2009 2010 25 GÜNEŞ SİGORTA ANNUAL REPORT 2010 Motor Vehicles Liability Insurances In 2010, the premium production in the motor vehicles liability branch has been 185.99 million TL, showing an increase of 10%. 34.74 million of this amount was transferred to the re-insurers. The retention premium amount has been 151.25 million TL, which represents a retention ratio of 81%. In motor vehicles liability branch the loss/premium rate for the year 2010 has been 113%. The total amount of earned premium has been 138.38 million, while the net losses incurred was recorded as 156.69 million TL. Motor Vehicles Liability 2010 2009 1.181.100 1.169.542 10 Premium Production 185.994.659 168.344.839 10 Retention Premium 151.250.544 135.749.424 11 No of Policies Retention Ratio (%) Earned Premium (net) Growth % 81 81 1 138.385.820 120.464.827 15 Losses Incurred (net) (156.690.244) (155.829.339) 35 Gross Technical Profit (44.113.061) (16.756.161) 163 Loss/Premium (net) % 113 96 18 (18.279.148) (17.649.849) 4 General Expenses Distributed Among Branches Health Insurances In 2010, the premium production in the health branch has been 56.21 million TL, presenting a decrease of 3%. 6.89 million of this amount was transferred to the re-insurers. The retention premium amount has been 49.32 million TL, which represents a retention ratio of 88%. The loss/premium rate for the year 2010 has been 88%. The total amount of earned premium has been 52.17 million, while the net losses incurred was recorded as 46.09 million TL. Health 2010 2009 37.326 20.963 78 Premium Production 56.208.419 58.012.183 -3 Retention Premium 49.318.304 46.023.664 7 No of Policies Retention Ratio (%) 88 79 11 52.169.020 46.134.910 13 Losses Incurred (net) (46.084.686) (41.751.925) 10 Gross Technical Profit (2.853.869) (5.519.516) 48 Earned Premium (net) Loss/Premium (net) % General Expenses Distributed Among Branches Motor Vehicles Liability premium production (million TL) 168.3 2009 26 Growth % 88 90 -2 (16.112.575) (13.157.270) 22 Health premium production (million TL) Other premium production (million TL) 186.0 58.0 56.2 134.8 141.7 2010 2009 2010 2009 2010 Technical Evaluation Other Insurances Under Other Insurances category, we find the total of Engineering, Marine, Agriculture, Compulsory earthquake, Legal Protection and Loan branches. In 2010, the total premium production of the mentioned branches has been 141.66 million TL, with an increase of 5%. 124.23 million of this amount was transferred to the re-insurers. The retention premium amount has been 17.42 million TL, which shows a retention ratio of 12%. The loss/premium rate for this category in 2010 has been 46%. The total amount of earned premium has been 15.73 million, while the net losses incurred was recorded as 7.16 million TL. Other Insurances 2010 2009 858.562 902.927 Premium Production 141.655.857 134.760.911 5 Retention Premium 17.423.075 15.627.653 11 No of Policies Retention Ratio (%) Growth % -5 12 12 6 Earned Premium (net) 15.724.848 14.370.021 9 Losses Incurred (net) (7.163.122) (7.274.323) -2 Gross Technical Profit 18.493.211 18.809.399 -2 Loss/Premium (net) % 46 51 -10 (12.017.821) (9.015.978) 33 General Expenses Distributed Among Branches Under Other Insurances category, we find the total of Engineering, Transportation, Agriculture, Natural Disasters, Legal Protection and Loan branches. In 2010 Güneş Sigorta’s premium production increased 1.4% and our company ranked 6th with regard to premium production volume. 27 GÜNEŞ SİGORTA ANNUAL REPORT 2010 Corporate Social Responsibility Aware of the fact that it has to take more responsibility for social welfare, Güneş Sigorta believes that the relevant steps to be taken should be viewed as a part of corporate social responsibility. Operating under the light of its corporate vision and mission, Güneş Sigorta focuses on sustainable economic development and puts education, environment, sports and arts in the center of its corporate social responsibility activities. Güneş Sigorta is a corporate citizen spending effort to create safer tomorrows by investing in the future. Being one of the leading insurance companies of Turkey since its establishment in 1957 Güneş Sigorta continued to support projects regarding arts, education, sports and environment through 2010. CONTRIBUTION to SPORTS VakıfBank Güneş Sigorta Türk Telekom Women’s Volleyball Team VakıfBank Güneş Sigorta Türk Telekom Women’s Volleyball Team has recorded great success since its foundation in 1986. In its 25-year-long past the team won the local championship for 7 times and also been successful in the international arena. With the studies conducted by the team throughout the country, every year thousands of youngsters are encouraged to be volleyball players. The team enjoys the benefits of the investment made in the youth setup by achieving greater success every year. By winning the Women’s Volleyball European Champions League cup VakıfBank Güneş Sigorta Türk Telekom Women’s Volleyball Team has achieved a phenomenal success. The team has been to first Turkish team to be the champion in the 50-year-long history of the champions’ league. 28 Corporate Social Responsibility Güneş Sigorta Sailing Team The Sailing Team, carrying the light of Güneş Sigorta over the waves, has achieved great success also in 2010 and offered pleasurable moments to the company staff and sailing fans. The Sailing Team has ranked the second in Fahir Çelikbaş Cup, which was held in three series on 27 March, 10 April and 2 May. In Çanakkale Triumph Yacht Race, realized in two laps, and held for the 7th time in 2010, the Sailing Team ranked 3rd in the IRC 3 class. The team also gained the first and third places in the Grand Race series started in Çengelköy, Istanbul on 23 July. With these ranks, the Sailing Team continued its leader position in Turkey Open Sea Racing Club Trophy, the most prestigious yacht race of Turkey. CONTRIBUTION to ENVIRONMENT Solar Energy Plant With the solar energy panels placed on the head office building in Esentepe, Güneş Sigorta is producing a part of its energy need. The one and only example in the private sector in Turkey, our solar energy collector has enabled 13.739,32 kwh power economy since 2009. The solar energy panels are annually maintaining a decrease in greenhouse gas emissions, which equals to 7.19 tons of carbon dioxide. The panels are making sizable environmental contribution, equivalent of 719 trees. Güneş Sigorta believes in the importance of widespread use of alternative energy resources for sustainable economic development. The daily production volumes and the avoided carbon-dioxide emission amounts provided by its solar energy collector, a humble yet important step taken by Güneş Sigorta for livable tomorrows, can be followed at www.gunessigorta.com.tr CONTRIBUTION to EDUCATION “No more schools without libraries and no more children deprived of books!” Güneş Sigorta hit the road in 2009 with the aim of enriching 100 schools with thousands of books along with the library bookshelves. The campaign slogan was “No more schools without libraries and no more children deprived of books!” Through 2010, Güneş Sigorta provided many schools, failing to meet the reading needs of students with its limited book source or schools simply without libraries, with books, selected among those recommended by the Ministry of Education. This meaningful project is a true reflection of the company’s vision and mission involving investment in the future. Through 2011 Güneş Sigorta is going to continue reaching disadvantaged primary schools throughout the country to be selected by its district offices. Güneş Sigorta focuses on sustainable economic development and puts education, environment, sports and arts in the center of its corporate social responsibility activities. 29 GÜNEŞ SİGORTA ANNUAL REPORT 2010 Board of Directors Süleyman Kalkan, Chairman Süleyman Kalkan is a graduate of Ankara University, Faculty of Political Sciences, Department of International Relations. Mr Kalkan began his career in 1983 as an assistant bank inspector at Türkiye İş Bankası, subsequently serving as an assistant retail loan manager, commercial credit regional manager, nonperforming loan manager, and branch manager at the same bank. Mr Kalkan currently serves on the boards of a number of concerns and has been the executive Member of the Board of Directors and CEO of VakıfBank since 19 March 2010. Ahmet Candan, Vice Chairman Candan graduated from Ankara University Faculty of Political Sciences Department of Finance in 1987. In the same year, he began his professional life at the Ministry of Finance as an assistant inspector in the Board of Finance Inspectors. He served as finance inspector and tax and legislation consultant at Kuveyt Türk Private Finance Corporation. After continuing his career in various private sector companies and serving as the Assistant General Manager and General Manager at Ziraat Leasing A.Ş, Mr. Candan was appointed as a BoD member and a permanent member to the Credit Committee at Ziraat Bank A.Ş. Candan has been serving our company as the Deputy Chairman of VakıfBank and a permanent member of the Credit Committee since 19 March 2010. Serhat S. Çetin, CEO and Member Mr. Çetin is graduated from the Department of Sociology of Ankara University. Holding a BA degree, Çetin worked as intendant at Turkish Airlines, portfolio manager at Yapı Kredi Bank and General Manager at Çevtem Group. Çetin’s career at Güneş Sigorta started in 2006 as the Assistant General Manager Responsible for Marketing & Sales Management. On 9 February 2001 Çetin was appointed as the General Manager of our company. İsmail Alptekin, Member Feyzi Özcan, Member Feyzi Özcan is a graduate of Gazi University, Faculty of Economics and Administrative Sciences, Department of Public Finance. He began his career in 1989 as an assistant bank inspector at VakıfBank and subsequently served as manager, vice president, and president in a number of branches and units of the same bank. Mr Özcan has been an assistant general manager of VakıfBank since 2005. M. Recep Zafer, Member Mr. Zafer is graduated from Department of Economics, Faculty of Economics and Administrative Sciences at Marmara University. He holds a BA degree on econometrics and doctorate on banking and insurance studies, both received from the same university. Mr. Zafer has been serving in many positions in the banking sector since 1992. He has been working as an Assistant General Manager at VakıfBank since 13 June 2006. İsmail Alptekin is a graduate of İstanbul University, Faculty of Law. He began his career with an independent law practice in 1968-1975 and subsequently served as an attorney for Türkiye Zirai Donatım Kurumu and as a comptroller for TÜBİTAK (Scientific and Technical Research Council of Turkey). He held a seat on the VakıfBank Board of Directors for two terms and was a member of the Ankara Metropolitan Municipal Council. He served for two terms as an MP: the first in the 21st parliament representing Bolu and the second in the 22nd representing Ankara, during the latter of which he was also vice president of the Grand National Assembly of Turkey. Mr Alptekin has been a member of the VakıfBank Board of Directors since 3 April 2010. 30 Board of Directors Abdülkerim Emek, Member Mr. Emek is graduated from the department of Public Administration – Faculty of Political Sciences at Istanbul University. Later he received his BA degree at Hull University, UK on financial management and doctorate from the Department of Banking at the banking and Insurance Institute of Marmara University. He began his professional life in 1987 as an assistant specialist at the Board of Capital Markets, directly reporting to the Prime Minister.After serving the Board of Capital Markets as a specialist and senior specialist he became a board member on 2 February 2005. On 9 September 2009 he was appointed as the second chairman of the Board, where he served until 2 February 2011. On 4 February 2011 Emek was appointed as the deputy undersecretary for the prime ministry and has been serving at this position since then. Haluk Tarakçıoğlu, Member Haluk Tarakçıoğlu is a graduate of Ankara University Faculty of Languages, History and Geography, Department of Italian Language and Literature. Working as a journalist at the Union of Chambers and Commodity Exchanges of Turkey and for the newspapers İktisat and Sabah, he was later appointed to the staff of the Prime Ministerial Press and Public Relations Department as Ministerial Consultant. He is presently a Prime Ministerial Consultant and Principal Clerk. Kemal Şahin, Statutory Auditor Kemal Şahin is a graduate of Ankara University Faculty of Political Sciences, Department of International Relations. He began his career at VakıfBank as a deputy internal auditor and subsequently served as a deputy manager at İstanbul Stock Exchange, manager and assistant general manager at Vakıf Yatırım. He also worked at VakıfBank as Levent branch manager and Marmara region manager. Mr Şahin is currently regional manager of the bank’s İstanbul 4th regional office. Necmi Alper, Statutory Auditor Necmi Alper is a graduate of Dokuz Eylül University Faculty of Economics and Administrative Sciences, Department of Public Administration. Mr Alper has been VakıfBank retail banking president since 2007. Participation in Board of Directors Meetings 2010 25.01.2010 19.02.2010 24.02.2010 15.03.2010 30.03.2010 26.04.2010 29.04.2010 13.05.2010 24.05.2010 21.06.2010 19.07.2010 13.08.2010 23.08.2010 27.08.2010 07.09.2010 20.09.2010 12.10.2010 11.11.2010 29.11.2010 10.12.2010 23.12.2010 Mr. Jean François Lemoux could not attend the Board of Directors meetings dated 25 Jan, 26 Apr, 29 Apr, 24 May, 21 Jun and 19 Jul. Mr. Jean Rene de Charette could not attend the Board of Directors meetings dated 19 Feb, 24 Feb, 21 Jun, 19 Jul, 23 Aug, 12 Oct, 11 Nov, 29 Nov and 23 Dec 2010. Changes in Board of Directors Membership • As of 3 January 2011 M. İlker Avcı resigned from his offices as Güneş Sigorta General Manager and Member of the Board of Directors. • As of 24 December 2010 Jean Rene de Charette resigned from his office as Güneş Sigorta Board of Directors member. • As of 31 March 2011 Jean François Lemoux departed from his office upon a Board of Directors decision. • As of 31 March 2011 Pierre Lefevre departed from his office upon a Board of Directors decision. • On 31 March 2011 Ahmet Candan was assigned as the Deputy Chairman of the Board of Directors. • On 31 March 2011 Abdülkerim Emek was assigned as a member of the Board of Directors. 31 GÜNEŞ SİGORTA ANNUAL REPORT 2010 Senior Management Changes in Senior Management • As of 3 January 2011 M. İlker Avcı resigned from his offices as Güneş Sigorta General Manager and member of the Board of Directors. • As of 29 December 2010, Mehmet Bostan resigned from his office as Assistant General Manager Responsible for Financial Affairs. 32 Serhat S. Çetin, CEO Mr. Çetin is graduated from the Department of Sociology of Ankara University. Holding a BA degree, Çetin worked as intendant at Turkish Airlines, portfolio manager at Yapı Kredi Bank and General Manager at Çevtem Group. Çetin’s career at Güneş Sigorta started in 2006 as the Assistant General Manager Responsible for Marketing & Sales Management. On 9 February 2001 Çetin was appointed as the General Manager of our company. Ömer F. Ergin, Deputy Chief Executive Officer Ömer F. Ergin is a graduate of İstanbul University Faculty of Law. He began his career in 1979 as a practicing attorney and has been working at Güneş Sigorta since 1981. Mr Ergin is currently a Deputy CEO responsible for legal affairs and claims management at the company. Hasan Altaner, Deputy Chief Executive Officer Hasan Altaner is a graduate of Eskişehir Academy of Economics and Administrative Sciences of Business Administration. He began his career in 1980 at the Güneş Sigorta Treaty Service, subsequently working as Marine Insurance Manager, and Technical Services Deputy CEO. After 2004 Mr Altaner worked as Turkish executive director for Willis Re and then as assistant general manager and vice general manager at HDI Sigorta before joining Güneş Sigorta as a Deputy CEO responsible for technical management at Güneş Sigorta on 1 May 2009. M. Taner Senseven, Assistant General Manager Mr. Senseven is graduated from Kuleli Military High School and Military Academy. He holds a BA degree on accountancy and finance received from the Social Sciences Institute at Marmara University. He is continuing his doctorate studies on management and organization sciences. Mr. Senseven served as the Director of Advertising and PR for the Turkish National Olympic Committee. Since 2006, he has been serving our company as the Assistant General Manager Responsible for Strategy and System Management. Senior Management M. Levent Özer, Assistant General Manager Graduated from the Department of Economics of the Faculty of Economics at Istanbul University, Mr. Özer received a BA degree on monetary management and banking and doctorate on finance from the same university. Mr. Özer started his professional life in 1987 and worked as an Assistant General Manager Responsible for Financial Affairs in various companies. His latest position was Insurance Sector Consultant at KPMG. On 15 April 2011 Özer started to serve Güneş Sigorta as the Assistant General Manager Responsible for Management of Financial Affairs. Internal Auditing Gürcan Tüfekçi Gürcan Tüfekçi is a graduate of Gazi University Department of Finance. He joined Güneş Sigorta as Internal Auditing Deputy Manager in 1993. Mr Tüfekçi was appointed to the position of Internal Auditing manager in 1997 and currently holds that position. F. Mehmet Batumlu F. Mehmet Batumlu is a graduate of İstanbul Technical University Department of Management Science and Engineering. He joined Güneş Sigorta in 2002 as a specialist at the company’s Marketing Department also served under the same title for the Funds Management (2003) and Internal Auditing (2005) departments. In 2007, Mr Batumlu became Internal Auditing Department deputy manager in 2007. He was appointed as a deputy manager of Internal Control and Risk Management Department which was establiahed in 2009 and he currently holds that position. 33 GÜNEŞ SİGORTA ANNUAL REPORT 2010 Organization Chart BoardDirectors Internal Control and Risk Department Mehmet Batumlu Internal Auditing Gürcan Tüfekçi C.E.O. Serhat S. Çetin Quality Department Representative M. Taner Senseven Strategy and System Management Deputy Executive Officer M. Taner Senseven Technical Management Deputy Executive Officer Hasan Altaner Strategic Planning and Department Systems Development Department Risk Engineering Department Fire and Engineering Insurance Department Human and Training Department Marine Insurance Department Advertising Public Relations Department Reinsurance and Special Risks Department Procurement and Administrative Services Department Actuarial and Technical Data Analysis Department Management Information System Department Technical Group Department Group Department Information Technology Miscellaneous Accident Insurance Department Information Technology System Support Department Motor and Personal Accident Insurance Department Information Technology Project Department 34 Marketing and Sales Management Deputy Executive Officer Marketing and Sales Group Department Business Development and Customer Segmentation Department Agency Sales Department Corporate Sales Department Financial Institutions Sales Department Corporate and Financial Institutions Technical Sales Support Deputy Department Customer Relations Department Group Department Health Insurance Health Insurance Technical Department Health Insurance Sales Department Health Insurance Direct Sales Department Agricultural Insurance Department Financial Affairs Management Deputy Executive Officer M. Levent Özer Legal Affairs and Claims Department Deputy Executive Officer Ömer F. Ergin Group Department Financial Affairs Department Legal Consultancy Claims Department General Accounting Claims Control and Training Department Budget Planning and Investor Relations Department İstanbul Claims Department Department Technical Accounting and Financial Control Department Recourse Department Regional Offices Organization Chart, Headquaters and Regional Office Managers Headquaters and Regional Office Managers Gürcan Tüfekçi F. Mehmet Batumlu Internal Auditing Manager Internal Control and Risk Department Deputy Manager Grup Müdürlükleri Tayfun Alıntaş Elvan Atalay Deniz Kanijali Can Saka A. Serdar Yakut Yurdakan Tarhan Tanzer Yaramanoğlu Murat Güler Barış Fettahoğlu Technical Management Group Director Health Insurance Group Director Marketing and Sales Group Director Black Sea Region Group Director Information Technology Management Group Director Bölge Yöneticileri Zeliha Alkoç Fulya Argat A. Cenk Gezer Selman Çintiriz A. İlker Yaman S. Somer Orhan Hamza Çağlar Bülent H. Aysalan Beyler Yıldız Hakan Emerce İstanbul Central Region Manager Kadıköy Region Manager İstanbul West Region Manager Central Anatolia Region Manager Aegean Region Manager Marmara Region Manager Mediterranean Region Manager South Anatolia Region Manager East Anatolia Region Manager T.R.N.C. Region Manager Pazarlama ve Satış Yönetimi Murat Konca Agency Sales Manager Figen Gürgen Agency Sales Deputy Manager Selma Bekoğlu Corporate Sales Deputy Manager Mete Albayrak Financial Institutions Sales Manager Oktay Öztürk Corporate and Financial Institutions Technical Support Deputy Manager Emine Kemer Health Insurance Technical Manager Nihat Yavuz Health Insurance Sales Deputy Manager Barış Tabakoğlu Health Insurance Direct Sales Director Tolga Dülger Agricultural Insurance Deputy Manager İsmail Volkan Saraç Business Development and Customer Segmentation Deputy Manager Strateji ve Sistem Yönetimi Selma Kalkavan Strategic Planning ve Management Systems Development Manager Gürkan Emecan Human Resources Manager Dilek Alaeddinoğlu Human Resources Deputy Manager Çetin Çelik Technical and Support Services Manager A. Bilgin Günay Information Technology System Support Manager Olcay Şahin Information Technology Project Deputy Manager Şeyda Köksal Management Information System Deputy Manager Teknik Yönetimi Paşa Hüseyin Altın Kıymet Dallı Nazan Mert Yıldıray Alkoç Arzu Sungur Cenk O. Uzunoğlu Ayten Çakmak Ö. Ece Gürbüzoğlu Kadri Solmaz Fire and Engineering Insurance Manager Fire and Engineering Insurance Deputy Manager Fire and Engineering Insurance Deputy Manager Motor and Personal Accident Insurance Manager Motor and Personal Accident Insurance Deputy Manager Marine Insurance Manager Marine Insurance Deputy Manager Accident Insurance Deputy Manager Reinsurance and Special Risks Manager Risk Engineering Manager Risk Engineering Deputy Manager Risk Engineering Deputy Manager Risk Engineering Deputy Manager Hukuk ve Hasar Yönetimi Filiz Karadan Legal Consultant Atilla Büyükünsal Claims Department Manager A. Dilek Nazdan Non-Motor Claims Deputy Manager Yavuz Akar Motor Claims Deputy Manager Levent İ. Dönmez Claims Logistics and Procurement Deputy Manager Türkay Uslu Tramer Bodily Injury Claims Statistics Deputy Manager Tezcan Akarsu Agriculture Claims Deputy Manager Fikri Gürsoy Claims Control and Training Deputy Manager Mehmet Tan İstanbul Claims Management Manager Göksel Baş İstanbul Claims Management Deputy Manager Bülent Pınarlı İstanbul Claims Operation Deputy Manager Atilla Gülbağ Recourse Manager Mali İşler Yönetimi Gürkan İpek Firdevs Günday A. Şenay Cansız Gözde A. Şenyurt Fulden Pehlivan General Accounting Manager Technical Accounting Deputy Manager Financial Control and Reporting Deputy Manager Receivables Collection Deputy Manager Budget Planning and Investor Relations Deputy Manager 35 GÜNEŞ SİGORTA ANNUAL REPORT 2010 Human Resources Policy In 2010, the number of employees of Güneş Sigorta increased 0.8% compared to the previous year and reached 525. As of the year-end, the number of employees recruited at the head office was 259. The total number of team members recruited at 11 regional offices and 7 other rep offices throughout the country was 266. 78% of our company staff is university graduates and holding BA degrees. Number of employees & branches Head Office 2009 2008 259 211 District Offices 266 310 No of Employees 525 521 11 11 2009 2008 No of District Offices No of employees Male 282 290 Female 243 231 2009 2008 31 29 Educational background of staff members BA/Doctorate University 377 381 High School 106 101 Primary education 11 10 No of employees speaking a foreign language 46 35 6 5 No of employees speaking more than one foreign languages Güneş Sigorta embraces the principle of taking the employee satisfaction as a priority and offering the opportunities needed for a productive working environment to its team members, whom are regarded as the primary asset of the company. Among these opportunities offered by Güneş Sigorta, training stands in the first rank. Application and Recruitment As one of the leading and well-established companies of the insurance sector, our aim is to add members to our team, who will be pursuing our common goals. We wish to work with success-oriented team workers open to innovations and development. In this frame, Güneş Sigorta recruits staff members through tests and interviews. The assessments are made to understand to which degree the candidates are compatible with our company and with the position in question. Performance Management The objective of Güneş Sigorta Performance Management is to evaluate the performance of individuals in the frame of the corporate and individual targets and competences in line with the strategic targets of our company and to maintain a coordinated team work among individuals and groups, to help the company achieve its targets. In this scope, Güneş Sigorta conducts competence-based performance evaluations once a year, within the first two months. Moreover, 3-month target achievements are assessed at the end of each quarter. These assessments are gathered to form a “Corporate Report”, covering the target achievement rates of the divisions, units and individuals. Accordingly, the performances found to be successful in competence- and target-based evaluations are rewarded. 36 Human Resources Policy Career Development With the aim of increasing the professional and corporate efficacy, by enabling its team members use their skills, knowledge and experience in the best possible way, Güneş Sigorta offers management support and employs the Career Development System. In this context, business evaluations are made for the available positions and the qualities needed for these positions are determined. Currently, the career planning of our staff members is shaped according to their ability to meet the position requirements and needs and to their success within the department. Employees with the desired qualities are followed by our Human Resources and Training Department and are offered the trainings they need for improvement. With the promotion exam held at certain times, our team members are offered the chance of taking their careers one step further. Moreover, studies are conducted to determine the department-based key positions and key staff. Intra-corporate rotation is another preferred method since the mechanism helps our team members gain experiences at different departments and expertise on multiple branches. Wages Policy Our company signs collective labor agreements. In this context, our wages policy determined with reference to: the negotiations made with Bank and Insurance Workers Union (BASS), sector-based researches, studies made based on the business value of the positions and the relevant wage classifications. Union members working in our company are given 12 gross salaries and a bonus equivalent of 4 salaries per year. Monthly salaries are paid in cash on the first day of every month. The employees are given a document showing the income details and any kind of deductions and cuts. Furthermore, other allowances are offered to the staff members, such as the title or the language allowance given to the employees, who succeed in the foreign language tests. Among other benefits are: the child benefit, kindergarten benefit, heating expenses benefit, and transportation benefit, given to those who do not use the staff service buses. Our company is aware of its responsibilities regarding its team members. We are designing new projects to improve our human resources systems and increase the employer satisfaction. Education Embracing the principle that our employees present the most valuable resource of our company, we attach great importance on and heartily support their improvement and development. We are helping them access the training programs they need for managerial, technical and personal development. In addition to the professional trainings we offer according to the specialty fields, regardless of their divisions, all the staff members, without and insurance experience, are given the Basics of Insurance course in order to create sector awareness. The following table shows the number of attending staff members and the trainings held in 2010. Training Topic Duration (Days) No of Participants Claims Management Development 5 40 Income-Expense, Claims/Loss, Reserves and Profitability of Insurance Companies 1 63 Technical Reserves & Financial Analysis 3 30 Agriculture Insurance Managing Difficult People and Challenging Situations on the Phone 0,5 89 2 21 IIBA CBAP International Business Analyst 3 13 Java 2 20 Insurance for IT staff 3 31 Miscellaneous Open Programs (20 programs) 42 43 In 2010, a total of 350 staff members were given 28 different trainings. The “Codes of Practice 2010” booklet, covering the basics of risk selection, risk acceptance and collection was published. The booklet is a reference guide for all at agents and our staff members working in any division at regional offices, rep offices and the head office. 37 GÜNEŞ SİGORTA ANNUAL REPORT 2010 Corporate Governance Principles Compliance Report 1. Statement of Compliance with Corporate Governance Principles There has been no application performed on the part of the Company that is in contradiction to any of the principles at Corporate Governance Principles which was first published in July, 2003 and re-published after some regulation done in February, 2005, by the Capital Markets Board (CMB). Investor Relations unit was founded at the end of the 2009, in order to establish a regular and reliable bridge between company and potential investors by providing stakeholders to get actual company information easily and reliably. SECTION I - SHAREHOLDERS 2. Shareholders Relations Unit Relations with shareholders are under the responsibility of Deputy Chief Executive Officer, M. Levent Özer and these relations are executed by the Financial Affairs Group Management, whose contact information has been given below: Name, Surname Title Phone E-mail M. Levent Özer Deputy Chief Executive Officer 0 212 355 6975 levent.ozer@gunessigorta.com.tr Gürkan İpek General Accounting Manager 0 212 355 6800 gipek@gunessigorta.com.tr Fulden Pehlivan Deputy Manager 0 212 355 6820 fpehlivan@gunessigorta.com.tr The main activities of the unit is to provide investors, upon their request during the operational year of the Company, with publicly disclosed information about the Company and to ensure the distribution to shareholders of dividends and bonus shares. Responsibility for keeping the share register is another task undertaken by the same unit. Since 2009, with the estalishment of Investor Relations Unit, The Company is aiming to show development at corporate governance and to have more transparent structure according to CMB legislations and Corporate Governance Principles. Investor Relations presents the last actual information to the investors according to CMB legislations and Corporate Governance Principles. By gaining confidence of the investors, it gets long term relations with them. 3. Shareholders’ Exercise of Their Right to Obtain Information Copies of the Company’s publicly disclosed three-month financial tables and the decisions of its Board of Directors are sent to shareholders T. Vakıflar Bankası T.A.O. and Groupama S.A. All other requests for information about the Company are answered in order of urgency as quickly as possible, first via the electronic media and later by fax. There is no provision in the Articles of Association stipulating that a request for the appointment of a private auditor is an individual right. 4. Information about General Shareholders’ Meetings The Company’s General Shareholders’ Meetings are held at the Company head office and at a venue that facilitates the participation of all shareholders. Shareholders are categorized and listed on the list of attendants, which is offered to the shareholders for their information. Questions posed by shareholders to the Board of Directors or the Auditors are answered with the provision that the question is necessary for the shareholder’s exercise of his/her shareholders’ rights and that it does not involve a trade secret. The officials and auditors of the Company who are in charge of preparing financial tables for the General Meetings are enlisted to be present at the meetings. The General Shareholders’ Meeting for 2010 was held on March 31, 2011 with the participation of shareholder representatives, an observer from the CMB, a Ministry of Industry commissioner, shareholders and representatives of intermediary agencies. The date, place, time of the General Shareholders’ Meeting as well as an invitation for the 38 Corporate Governance Principles Compliance Report meeting, the agenda of the meeting, a model proxy letter and information about exercising votes were announced in the Daily Bulletin of the Istanbul Stock Exchange (ISE) and in daily newspapers published in Turkey. However, upon the postpone of the balance sheet request of Groupama S.A., foreign partner, accordance with the Article TTK 337, General Meeting related to postponed balance sheet, will be held on 16.05.2011, Monday. No provision has been included in the Articles of Association stipulating that important decisions such as division, purchase, sale or leasing of a substantial quantity of assets must be passed at General Shareholders’ Meetings. This matter has been included in the Articles of Association as within the powers of the Board of Directors. Following the meeting, minutes of the General Shareholders’ Meeting were immediately provided to those who requested them; shareholders and interested parties were sent the minutes through the mail. In addition, the minutes have been kept continuously available for shareholders. The minutes of the General Shareholders’ Meeting and the list of attendants that were sent to the ISE after the meeting and published in the daily bulletin; in addition, they were placed on the Company’s website, www.gunessigorta.com.tr in the section on Investor Relations. Moreover, the decisions of the General Shareholders’ Meetings of previous years are also published on the Company’s website. 5. Voting Rights and Minority Rights Shareholders of the Company have no special voting rights. Affiliates have no voting right in the General Shareholders’ Meeting. Minority interests are not represented in the board and the company doesn’t allow the cumulative voting method. 6. Dividend Policy and Timing At the Articles of Association, Article no.24 the dividend policy is described. The Board of Directors presents a dividend payment proposal to the General Shareholders’ Meeting of Shareholders that is based on the Company’s profitability status, its investment needs and its financial structure, taking into consideration the fine balance that should exist between the expectations of shareholders and the need of the company to grow. This proposal is presented for ratification of the General Shareholders’ Meeting within the legally required time. Shareholders do not hold special privileges with respect to participation in Company profit. 7. Transfer of Shares The Company’s Articles of Association do not contain any provision that impede the transfer of shares. According to Article 7 of the Articles of Association, the Company’s shares are registered shares with the right of blank endorsement in the case of transfers and assignments. According to Article 10 of Insurance Law No. 5684 and Article 10 of the Regulations on the Foundation and Operation Principles of Insurance and Reinsurance Companies, share transfers are subject to the written consent of the Undersecretariat of Treasury Directorate General of Insurance. SECTION II - PUBLIC DISCLOSURE AND TRANSPARENCY 8. Company Disclosure Policy Information about the Company is disclosed to the public within the knowledge and under the responsibility of Chief Executive Officer, M. İlker Aycı and Deputy Chief Financial Officer, Mehmet Bostan. In its adherence to the CMB’s Corporate Governance Principles, the Company has drawn up a “Disclosure Policy” which it has been approved by the Board of Directors, announced to shareholders, stakeholders and the general public through its website. 9. Material Disclosures The Company made 17 material disclosures in 2010 pursuant to CMB legislations. There are no material disclosures that have not been promptly made with respect to the Company’s activities. 10. The Company’s Website and Its Content The Company’s web address is www.gunessigorta.com.tr. The website, within the scope of Corporate Management Principles, Article 1.11.5 of Capital Markets Board of Turkey, contains commercial registration information, the Company’s shareholding structure, management structure and organization, preferred stocks, the Articles of Association, special event announcements, independent auditor reports, annual reports, financial tables and footnotes, plus general shareholders’ meetings (agenda, list of participants, sample of power of attorney, general meeting’s record) and the Company’s corporate governance compliance report, its vision and its mission. The website is actively used to disclose information and enlighten the public. The site moreover includes general information about the Company, its products, agencies, online transactions, investment relations, human resources and communication. In its effort to facilitate communication with customers over the Internet, the Company has also provided customers with a menu for submitting their opinions and recommendations. Divided into categories under “Your Opinions and Recommendations”, the e-mails that reach the site are answered by the department concerned 39 GÜNEŞ SİGORTA ANNUAL REPORT 2010 within two business days. The Company website offers clients updated information and press releases on the Company, agency addresses, contact information for contracted and support services and general information on insurance and insurance branches.In order to have any question or view of the investors or contact easily with the investors, e-mail adresse of yatirimci.iliskileri@gunessigorta.com.tr is informed under the title of contact with the investors. 11. Disclosure of Non-corporate Ultimate Controlling Individual Shareholders Company capital structure is presented at website, financial reports and at other related documents. The Company has no non-corporate ultimate controlling individual shareholders with a controlling interest. The Company’s shareholding structure is as indicated below. 12. Public Disclosure of Those Who May Have Access to Insider Information The Company draws up and maintains, a list of real and legal persons who act on behalf of and in the name of the Company and of persons who work for the Company through a work contract or otherwise and who have regular access to insider information. These lists are submitted to the Board or to the Stock Exchange upon request. Some of the executives on these lists who work in the interests of the employer are listed below. Name, Surname Position Serhat S. Çetin Chief Executive Officer Ömer F. Ergin Deputy Chief Executive Officer M. Taner Senseven Deputy Chief Executive Officer Hasan Altaner Deputy Chief Executive Officer M. Levent Özer Deputy Chief Executive Officer Can Saka Group Director Tayfun Altıntaş Group Director Elvan Atalay Group Director Deniz Kanijali Group Director A. Serdar Yakut Group Director Gürkan İpek General Accounting Manager Fulden Pehlivan Budget Planning and Investor Relations Deputy Manager SECTION III - STAKEHOLDERS 13. Keeping Stakeholders Informed Stakeholders in the Company are provided with every kind of information in their areas of interest. Stakeholders are furnished with all of the information that has been publicly disclosed by way of the Company’s internal meetings or through the bulletins it publishes. The stakeholders are informed about the various telecommunications tools and intranet which took place by end of 2010. The disclosures of the public are made by the media and through press conferences. Management changes and some important announcements are informed to employees by various meetings, events as well as through the company by e-mail. 14. Stakeholders’ Participation in Company Management The Company has formulated different models to accommodate the participation of stakeholders in management. a) Agency Coordination Meetings: The decisions taken at the annual Agency Coordination Meeting are implemented by the Company after evaluation. b) Suggestion System: With this system, employees present their suggestions for improvements and development in all matters concerning the Company; suggestions deemed suitable are implemented accordingly. 15. Company Policy on Human Resources The Company plays an important role in the success and development of the sector with its human resources policy. Güneş Sigorta places special emphasis on providing and improving the equipment and disciplined processes, particularly education, that are required in the achievement of productive work. The Company considers its human resources its most valuable asset and seeks to create a firm foundation in insurance for young people with explorative minds, creativity, problem-solving skills and vision. There are numerous insurance executives in the insurance sector who have gathered both their experience and their skills at Güneş Sigorta. All of the Company’s employees are conscious of the corporate mission and vision. They are knowledgeable regarding the Company’s effective process management policy. All employees are aware of the contribution of each of their jobs 40 Corporate Governance Principles Compliance Report to the excellence of Güneş Sigorta as an organization. All personnel cooperate and promote the spirit of teamwork, boasting at the same time of high levels of innovative creativity. Administrative relations between the Company’s senior management and employees are executed by the Department of Human Resources and Training. Among the jobs of the Department of Human Resources and Training are recruitment, orientation, performance evaluation, career planning, salary management, individual or group technical training activities and other procedures regarding personnel. Employment and promotion at Güneş Sigorta are handled in two phases with a written examination and an interview. The Company practices no discrimination among its employees. All employees are considered complete equal. Our staff is a member of Bank and Insurance Employees Union. 16. Information about Relations with Customers and Suppliers Since 1997, Güneş Sigorta A.Ş. has uninterruptedly implemented ISO 9000 Quality Management Systems, constantly developing its services to achieve excellence in unconditional customer satisfaction in all aspects of business. Güneş Sigorta A.Ş. documented its new Quality Management System, established on the basis of the ISO 9001:2008 Standard, through a documentation check that was conducted by the ASR (American Systems Registrar) on December 10-11-12, 2003. On January 25 and 26, 2007, the certification was extended for another three years following the inspection conducted by ASR. 17. Corporate Responsibility Gunes Sigorta, besides its insurance operations, aims to contribute to environmental, sportive, social, cultural and artistic life with its corporate social responsibility projects. Güneş Sigorta is aware of its corporate responsibility toward customers, employees and society and makes every effort to perform its duties appropriately. The Company adheres to all laws and regulations governing business and stands behind the commitments it makes through its services to the public. Every year, a new plan is drawn up to organize different activities that will allow Güneş Sigorta to fulfill its corporate responsibility in the community. For many years, Güneş Sigorta has worked to develop amateur sports and train successful athletes in the country. Supporting different sports teams and events, the Company has particularly aimed at making sports a part of all young people’s lives. The Company sponsors the VakıfBank-Güneş Sigorta Sports Club, which is active in volleyball and also gymnastics and athletics. Companies today strive to make a difference in the communities in which they work, thus contributing to the achievement of sustained growth and development. The Company continues to add other projects to its roster of endeavors in the area of corporate responsibility. Our company, which aims to make a habit of reading at children from early ages, by donating thousands of books to 100 elementary school throughout the country under the campaign of “Kütüphanesiz Okul, Kitap Okumayan Çocuk Kalmasın”, school libraries were built. In January 2011 within the framework of universal principles in the business world to contribute to the formation of a common culture, United Nations Global Compact which is the most important document of the corporate social responsibility in the world has been signed as the first non-life insurance company in the Turkish insurance sector. With this agreement, the company owns 10 bacis principles about the human rights, labor standards, environment and anti-corruption issues. It was stipulated that our commitment to these principles and Company’s values and corporate culture with these principles would adapt perfectly to business processes. Güneş Sigorta thus is not only active in the field of insurance but, with its policies fostering corporate responsibility, aims to contribute to the efforts to protect the environment, promote social life and culture and the arts. SECTION IV - BOARD OF DIRECTORS 18. Structure and Formation of the Board of Directors and Independent Members The business management of the Company is the job of a Board of Directors, made up of seven members excluding the General Manager, who is elected from among the shareholders or representatives of entities that are shareholders of the company by the General Shareholders’ Meeting, as stipulated in the Turkish Commercial Code and in laws and regulations on insurance procedures. The names, Board membership, positions and terms of office of the Chairman and members of the Board are presented below. 41 GÜNEŞ SİGORTA ANNUAL REPORT 2010 Name Position Date of Appointment Süleyman Kalkan Chairman 30.03.2010 Ahmet Candan Vice Chairman 31.03.2011 İsmail Alptekin Board Member 30.03.2010 Feyzi Özcan Board Member 07.07.2006 M. Recep Zafer Board Member 09.03.2007 Abdülkerim Emek Board Member 31.03.2011 Haluk Tarakçıoğlu Board Member 01.04.2008 Serhat S. Çetin Chief Executive Officer and Board Member 09.02.2011 The General Manager of the Company is a natural member of the Board of Directors and has voting rights. The members of the Board are elected for a maximum term of three years. Members may be re-elected at the end of their terms of office. The amount of remuneration of members of the Board is decided upon by the General Shareholders’ Meeting. Members of the Board may be replaced at any time that the General Shareholders’ Meeting deems it necessary. In the event of a vacancy on the Board, the Board of Directors elects a temporary member to the Board from among legally qualified candidates nominated by the shareholders represented on the Board. A member of the Board elected in this way serves until the next General Shareholders’ Meeting and if this election is ratified by the General Shareholders’ Meeting, the member completes the term of the member that has been replaced. The term of office of the General Manager is independent of the terms of office of the members of the Board. Name Position Date of Appointment Kemal Şahin Auditor 19.10.2007 Necmi Alper Auditor 19.10.2007 19. Qualifications of Members of the Board The General Manager and Deputy General Managers of the enterprises which are shareholders of our Company comprise our Board of Directors. Members have the qualifications specified in Articles 3.1.1, 3.1.2 and 3.1.5 of Section IV of the CMB Corporate Governance Principles; this matter has not been additionally specified in the Company’s Articles of Association. Resumes of board of directors and auditors are presented both in annual report and company website. 20. The Company’s Mission, Vision and Basic Values On October 4, 1996, Güneş Sigorta A.Ş. adopted and disclosed a quality policy that is in keeping with the goals of the corporation, in compliance with the Quality Management System and well-positioned to ensure that the Company’s commitment to continuous improvement is effectively undertaken. Our Mission is to contribute to development of standards in the sector, making insurance a widespread practice by increasing awareness within the population and increasing corporate value by providing customer-focused services. Our vision is to produce value as a pioneering and innovative company that is a leader in Turkey, a corporation that is everywhere wherever need be, the most preferred enterprise which operates in the region. Basic Corporate Values Deeply-rooted • A stable structure geared to carry the Company forward based on a half-century of experience. • A robust capital and shareholding structure. • The synergy resulting from the century-old experience of Vakıflar and the partnership with VakıfBank. Reliability • We engage in all activities using the same objective criteria. • In the awareness of our responsibilities, we act consistently and fulfill our obligations promptly and completely. Transparency: Güneş Sigorta management subscribes to a participatory and transparent management philosophy and adheres to the corporate governance principles. Pioneering: Güneş Sigorta places importance on developing products and services and pushing the boundaries in the sector. Loyalty: All of our business partners and employees have confidence and pride in the role they play under the Güneş Sigorta roof. 42 Corporate Governance Principles Compliance Report Focus on Growth • The importance we place on the professional and personal development of all of our business partners and employees is of strategic significance in terms of the ability of our corporation to contribute to the development of professional standards in the sector. • One of our fundamental principles in striving to increase the quality of our services is a close monitoring of technology and pioneering in the implementation of technological advances. Focus on Solutions • Güneş Sigorta employees adhere to the tenet of working in a team as professionals to provide effective and prompt services. • Güneş Sigorta employees practice good judgment. • Güneş Sigorta employees approach problem-solving with flexibility. Accessibility • All our business partners and customers are provided prompt and direct accessibility to the appropriate authorized official of the Company who will assist them in their requests and needs. • Technological advances that facilitate effective and efficient communication are monitored and implemented in the various corporate processes. 21. Risk Management and Internal Control Mechanisms As of February 1, 2009 Internal Control and Risk Management department was established, which is an additional unit to Internal Auditing Management within the Internal Systems of Insurance, Reinsurance and Pensions Companies relating regulation, which was published in the official journal no. 26913 as at June 21, 2008. Internal Control and Risk Management department is subordinated by the Board of Directors, and executed by the Deputy Chief Executive Officer responsible from Financial Affairs Group Management. Main risks that the Company may be exposed are financial risks ( credit, foreign Exchange, interest, liquidity and capital risk), operational risks ( claims management, prodcut design, reinsurance and contract risk, tarif and technical applications risks, etc.), strategic risks (human resources, market and competition, outsource management, information technılogies, performance budget risks, etc.), 22. Powers and Responsibilities of Members of the Board of Directors and Executives The Company’s Articles of Association has made wide reference to the powers and responsibilities of the members of the Board of Directors and of executives. According to Article 14 of the Articles of Association, the Board of Directors is authorized to make decisions concerning all matters that remain outside the exclusive jurisdiction of the General 23. Operating Principles of the Board of Directors Board meeting agendas are drawn up according to the stipulations and powers indicated in the Articles of Association. During the past period, 21 Board Meetings have taken place. The Board of Directors convenes no less that once a month depending upon company business needs and upon the invitation of the Chairman or the request of at least two members. Meetings are held at company head office or at another location decided upon. A quorum of one more than half of the number of members must be achieved for Board decisions to be considered. Decisions are taken with a majority vote of the members in attendance at the meeting. In the event of a tie in the voting, the matter at hand is discussed once again at the next meeting. If a tie occurs in that meeting as well, the proposal under question is considered dismissed. The Board Secretariat is responsible for notifying and communicating with Board Members. Decisions on matters that fall within the scope of Article 2.17.4 of Section IV of the CMB Corporate Governance Principles are publicly announced immediately after the meeting. 24. Prohibition on Doing Business or Competing with the Company In each period of operation, the Company’s Board of Directors meticulously complies with the prohibition on doing business or acting in competition with the Company. 25. Ethical Rules Our Ethical Rules including all staff were issued under the Rights and Stakes Procedure, which were approved on February, 2009. 26. Numbers, Structures and Independence of Committees Formed within the Board of Directors An auditing committee composed of two members exists to fulfill the tasks and responsibilities of the Board of Directors and to be responsible for auditing. A Corporate Governance Committee is in the process of formation. 27. Remuneration of the Board of Directors There is no remuneration for Board members outside of the honorarium established by the decision of the General Shareholders’ Meeting. Information on the remuneration decided upon by the General Shareholders’ Meeting is published each year in the Minutes of the General Shareholders’ Meeting and thereby presented to the attention of investors. 43 GÜNEŞ SİGORTA ANNUAL REPORT 2010 Financial Information and Assessment on Risk Management 44 The Agenda of General Assembly Meeting The Agenda of General Assembly Meeting The agenda of general assembly meeting of Güneş Sigorta A.Ş. to be convened on Thursday, 31.03.2010 at 14:00 1. Opening the meeting and electing the Presidential Board, 2. Authorizing the Presidential Board to sign the minutes of the General Assembly Meeting, 3. Reading the Board of Directors’ and Auditors’ Reports related to the transactions and accounts of 2010 4. Reading the Independent Auditors’ Report related to the activities performed in 2010, 5. Presenting information to the Shareholders related to the aids and donations granted within the year, as per Article 7 of the Communiqué Serial IV., No. 27 issued under the Capital Market Law, 6. Examining the activities realized in 2010, the Balance Sheet and Profit and Loss Account, and passing resolutions in this respect, 7. Passing a resolution about the distribution of the profit obtained in 2010, 8. Approving the changes occurred in the membership of the Board of Directors and Board of Auditors within the year, 9. Passing a resolution about the release of the Members of the Board of Directors and Auditors from their respective liabilities, 10. Electing the Members of the Board of Directors to replace the members whose duty periods have expired, 11. Electing the auditors to replace the auditors whose duty periods have expired, 12. Determining remuneration to be paid to the members of the Board of Directors and Auditors, 13. Approving the resolution of the Board of Directors related to the appointment of Independent Auditing Company as per the Regulations of Capital Market Board, 14. Authorizing the members of the Board of Directors to perform the transactions specified under Articles 334 and 335 of the Turkish Commercial Code, 15. Miscellaneous Subjects and Wishes. 45 GÜNEŞ SİGORTA ANNUAL REPORT 2010 Message from the Board of Directors to the Partners From the BoD, Dear Partners, In 2010, when the world economy showed significant signs of recovery following the global crisis and when Turkey recorded a remarkable growth, structural problems continued to affect the insurance sector, despite the noticeable uptrend. These problems pushed the technical profitability of the entire sector down to highly worrisome levels. Under these challenging circumstances, Güneş Sigorta expanded its premium production to 737.368.263 TL, which indicates an increase of 1.4%, compared to 2009. By timely realizing a total claim payment of 439.169.040, our Company reinforced the deserved trust of its customers. The total profit of this operational year has been 19.335.478 TL. Having rapidly overcome the cyclical and sector-related difficulties, our Company is continuing its efforts to fortify its leader position. With your invaluable support we are going to accelerate our operations with the objective of pursuing our strategic targets. For your attention, we are presenting the balance sheet and profit-loss calculations, reflecting the financial state of our Company for 2010. Faithfully yours, Board of Directors 46 Message from the Board of Directors to the Partners, Annual Report Compliance Statement Annual Report Compliance Statement Annual General Meeting, Güneş Sigorta A.Ş., We have been entrusted with the auditing of the annual report of Güneş Sigorta A.Ş. (“Company”), to be presented on 31 December 2010 to the Annual General Meeting. The management of the Company is solely responsible for the drafting of the annual report that constitutes the subject of this report. As independent auditors, our responsibility is to assess the compliance of the financial information in the annual report with the unconsolidated financial tables subject to independent auditing, as presented in the audit report of 11 March 2011. The audit has been carried out in accordance with the Insurance Law No. 5684 describing procedures and principles pertaining to the drafting and publication of annual reports. This legislation requires auditing in order to offer reasonable assurance that there are no material misrepresentations in the financial information in the annual report that depart from the audited unconsolidated financial tables. We believe that the audit constitutes reasonable and sufficient basis for forming our opinion concerning compliance. In our opinion, all the important aspects of the financial information presented in the accompanying annual report are in compliance with the information found in the independently audited unconsolidated financial tables of Güneş Sigorta, Inc. dated 31 December 2010. Başaran Nas Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş. a member of PriceWaterhouseCoopers Talar Gül, SMMM Partner 47 GÜNEŞ SİGORTA ANNUAL REPORT 2010 SUMMARY OF STATUTORY AUDITORS’ REPORT • • • • • The Corporation’s Title Head Office Registered Capital Issued Capital Field of Activities • Names and Office terms of the Auditor or Auditors and whether they are shareholders or employees of the Company or not : GÜNEŞ SİGORTA A.Ş. : İSTANBUL : TRL.300.000.000.: TRL.150.000.000.: INSURANCE BUSINESS : Kemal ŞAHİN 19.10.2007 - Continuing : Necmi ALPER 19.10.2007 - Continuing The Auditors are not either shareholders or employees of the Company. • Number of Board of Directors’ Meetings Attended and Number of Board of Auditors’ Meetings Held : 7 Meetings of the Board of Directors were attended. : 6 Meetings of the Board of Auditors were held. The scope of audits made on corporation accounts, books and documents, dates of audits and the conclusions drawn • : The audits were made on 29.01.2010, 22.02.2010, 15.04.2010, 14.06.2010, 17.08.2010 and 27.09.2010 and it was determined that all records were kept in accordance with the provisions of the Turkish Commercial Code. Number of countings made in the Company cashier’s Office as per paragraph 3 of subarticle 1 of article 353 of the Turkish Commercial Code and the results obtained : The countings were made in the safebox on 29.01.2010, 26.02.2010, 31.03.2010, 30.04.2010, 31.05.2010, 30.06.2010, 30.07.2010, 31.08.2010, 30.09.2010, 28.10.2010, 30.11.2010 and 31.12.2010 and it was determined that the results of the countings were in compliance with the records. • • The dates of audits made as per paragraph 4 of subarticle 1 of article 353 of the Turkish Commercial Code and the results obtained : The audits were made on 29.01.2010, 26.02.2010, 31.03.2010, 30.04.2010, 31.05.2010, 30.06.2010, 30.07.2010, 31.08.2010, 30.09.2010, 28.10.2010, 30.11.2010, 31.08.2010 and 31.12.2010 it was detetrmined that the account books were kept in compliance with the provisions of the Turkish Commercial Code, Income Tax Law, Tax Procedure Law, Corporate Tax Law and the other relevant laws • Complaints and malpractices reported to us and the actions taken : No complaints were reported to us. We audited the accounts and transactions of GÜNEŞ SİGORTA ANONİM ŞİRKETİ for the period ending at 31.12.2010 as per the provisions of the Turkish Commercial Code, the Main Articles of Association of the said Company, other relevant legislation and generally accepted accounting principles and the standards. In our opinion, the enclosed Balance Sheet issued as at 31.12.2010, the contents of which were approved by us, reflects the true and correct financial standing of the Company as at the mentioned date and the income statement for the period of 01.01.2010 - 31.12.2010 reflects the true and correct results of the activities of the Company in the said period; the proposal for distribution of profit complies with legal requirements and the Main Articles of Association of the said Company. We present to your kind approval the balance sheet, the income statement and the release of the Board of Directors from their respective liabilities. Kemal ŞAHİN 48 Necmi ALPER CONVENIENCE TRANSLATION OF THE INDEPENDENT AUDITOR’S REPORT OF GÜNES SIGORTA A.Ş. FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (ORIGINALLY ISSUED IN TURKISH) To the Board of Directors of Gunes Sigorta A.Ş. 1. We have audited the accompanying unconsolidated balance sheet of Gunes Sigorta A.Ş. (“the Company”) as of 31 December 2010 and the unconsolidated statement of income, statement of changes in equity and statement of cash flows for the year then ended, a summary of significant accounting policies and other explanatory notes. Management’s Responsibility for the Financial Statements 2. Management is responsible for the preparation and fair presentation of the financial statements in accordance with the accounting principles and standards as set out in the insurance legislation. This responsibility includes: designing, implementing and maintaining internal systems relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error; making accounting estimates that are reasonable in the circumstances; and selecting and applying appropriate accounting policies. Auditor’s Responsibility 3. Our responsibility is to express an opinion on these financial statements based on our audit. Except for the matter described in paragraph 4, we conducted our audit in accordance with the regulations related to the principles on auditing as set out in the insurance legislation of Turkey. Those regulations require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal systems relevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal systems. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the Company’s management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Basis for qualified opinion 4. As discussed in Note 2.8, the Company has calculated and accounted for a provision of TL 3.502.473 for its overdue receivables which are not under legal follow-up for the first time as of 31 December 2010. The total amount of this provision is charged to current year income statement since the necessary provision amount for the prior years could not be determined. Qualified opinion 5. In our opinion, except for the possible effects of the matter described in paragraph 4, the accompanying unconsolidated financial statements give a true and fair view of the financial position of Güneş Sigorta A.Ş. as of 31 December 2010, and of its financial performance and its cash flows for the year then ended in accordance with the accounting principles and standards as set out in the insurance legislation (Note 2). Other matter 6. The unconsolidated financial statements of the Company, prepared and published, as of 31 December 2009, were audited by another auditor whose report dated 24 February 2010, expressed a qualified opinion including a qualification paragraph with respect to lack of determination of provision for doubtful receivables. Additional Paragraph for Convenience Translation into English 7. As discussed in Note 2.25 to the accompanying financial statements, the effects of differences between the accounting principles as set out by the insurance legislation and accounting principles generally accepted in countries in which the accompanying financial statements are to be distributed and International Financial Reporting Standards (“IFRS”) have not been quantified in the accompanying financial statements. Accordingly, the accompanying financial statements are not intended to present the financial position and results of operations and changes in equity and cash flows in accordance with accounting principles generally accepted in such countries and IFRS. Başaran Nas Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş. a member of PricewaterhouseCoopers Talar Gül, SMMM Partner Istanbul, 11 March 2011 49 GÜNEŞ SİGORTA ANNUAL REPORT 2010 CONVENIENCE TRANSLATION OF THE COMPANY’S REPRESENTATION ON THE UNCONSOLIDATED FINANCIAL STATEMENTS PREPARED AS AT 31 DECEMBER 2010 We confirm that the accompanying financial statements and notes to these financial statements as of 31 December 2010 are prepared in accordance with the accounting principles and standards as set out in the insurance legislation and in conformity with the related regulations and the Company’s accounting records. Güneş Sigorta A.Ş. İstanbul, 11 March 2011 Serhat Süreyya Çetin M. Taner Senseven Celal Küsmen A Member of Board of Directors, General Manager Assistant General Manager Chief Financial Officer Orhun Emre Çelik Kemal Şahin Necmi Alper Actuary Legal Auditor Legal Auditor 50 CONVENIENCE TRANSLATION OF THE UNCONSOLIDATED BALANCE SHEETS AT 31 DECEMBER 2010 AND 2009 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) ASSETS Audited Note 31 December 2010 I- Current Assets A- Cash and Cash Equivalents 2.12 1- Cash 2.12 2- C heques Received 3- Banks 2.12 and 14 4- Cheques Given and Payment Orders (-) 5- Other Cash and Cash Equivalents 2.12 and 14 B- Financial Assets and Financial Investments at Insurees’ Risk 11.1 1- Available-for-Sale Investments 2- Held to Maturity Investments 3- Trading Investments 11.1 and 11.4 4- Loans 5- Provision for Loans (-) 6- Financial Assets at Insurees’ Risk 7- Company’s Shares 8- Provision for Diminution in Value (-) C- Receivables from Main Operations 2.8, 11.1 and 12.1 1- Due from Insurance Operations 12.1 2- Provision for Due from Insurance Operations (-) 3- Due from Reinsurance Operations 10 and 12.1 4- Provision for Due from Reinsurance Operations (-) 5- Premium Reserves 6- Loans to Insurees 7- Provision for Loans to Insurees (-) 8- Due from Private Pension Fund Operations 9- Doubtful Receivables from Main Operations 12 10- Provision for Doubtful Receivables from Main Operations (-) 12 D- Due from Related Parties 1- Due from Shareholders 2- Due from Associates 3- Due from Subsidiaries 45 4- D ue from Joint-Ventures 5- Due from Personnel 6- Due from Other Related Parties 7- Rediscount on Due from Related Parties (-) 8- Doubtful Receivables from Related Parties 9- Provision for Doubtful Receivables from Related Parties (-) E- Other Receivables 1- Leasing Receivables 2- Unearned Leasing Interest Income (-) 3- Deposits and Guarantees Given 4- O ther Receivables 47.1 5- Rediscount on Other Receivables (-) 47.1 6- Other Doubtful Receivables 7- Provision for Other Doubtful Receivables (-) F- Prepaid Expenses and Income Accruals 1- Prepaid Expenses 2- Accrued Interest and Rent Income 3- Income Accruals 4- Other Prepaid Expenses and Income Accruals G- O ther Current Assets 1- Prepaid Office Supplies 2- Prepaid Taxes and Funds 2.18 and 35 3- Deferred Tax Assets 4- Job Advances 5- Advances to Personnel 6- Count Shortages 7- Other Current Assets 47.1 8- Provision for Other Current Assets (-) I- Total Current Assets Restated (*) Audited 31 December 2009 176.689.908 101.056 - 148.392.448 - 28.196.404 - - - - - - - - - 259.164.973 254.873.090 (3.814.760) 1.529.948 - - - - - 19.273.363 (12.696.668) 43.691 - - 43.691 - - - - - - 21.277.721 - - - 22.000.000 (722.279) - - 46.259.195 46.259.195 - - - 2.947.550 - 1.708.226 - 661.641 30.953 - 546.730 - 506.383.038 162.423.683 269.092 134.485.935 (50.099) 27.718.755 776.309 776.309 283.202.507 276.935.009 694.946 14.256.079 (8.683.527) 52.322 52.322 48.188.068 48.188.068 5.569.183 5.237 4.940.002 498.914 9.095 115.935 500.212.072 (*) Note 2.1. The accompanying notes form an integral part of these unconsolidated financial statements. 51 GÜNEŞ SİGORTA ANNUAL REPORT 2010 CONVENIENCE TRANSLATION OF THE UNCONSOLIDATED BALANCE SHEETS AT 31 DECEMBER 2010 AND 2009 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) ASSETS Audited Note 31 December 2010 Restated (*) Audited 31 December 2009 II- Non-Current Assets A- Receivables from Operations 1- D ue from Insurance Operations 12 2- Provision for Due from Insurance Operations (-) 12 3- Due from Reinsurance Operations 4- Provision for Due from Reinsurance Operations 5- Premium Reserves 6- Loans to Insurees 7- Provision for Loans to Insurees (-) 8- Due from Private Pension Fund Operations 9- Doubtful Receivables from Main Operations 10- Provision for Doubtful Receivables from Main Operations (-) B- Due from Related Parties 1- D ue from Shareholders 2- Due from Associates 3- Due from Subsidiaries 4- Due from Joint-Ventures 5- Due from Personnel 6- Due from Other Related Parties 7- Rediscount on Due from Related Parties (-) 8- Doubtful Receivables from Related Parties 9- Provision for Doubtful Receivables from Related Parties (-) C- Other Receivables 1- Leasing Receivables 2- U nearned Leasing Interest Income (-) 3- Deposits and Guarantees Given 4- Other Receivables 5- Rediscount on Other Receivables (-) 6- Other Doubtful Receivables 7- Provision for Other Doubtful Receivables (-) D- Financial Assets 1- Investment Securities 11.4 2- Associates 9 3- Capital Commitments to Associates (-) 4- Subsidiaries 11 5- Capital Commitments to Subsidiaries (-) 6- Joint-Ventures 7- Capital Commitments to Joint-Ventures (-) 8- Financial Assets and Financial Investments at Insurees’ Risk 9- Other Financial Assets 10- Provision for Diminution in Value (-) 11.4 E- Tangible Assets 2.5 and 2.6 1- Investment Property 7 2- Provision for Diminution in Value of Investment Property (-) 3- P roperty for Operational Use 6 4- Machinery and Equipment 6 5- Furniture and Fixtures 6 6- Motor Vehicles 6 7- Other Tangible Assets (Leasehold Improvements incl.) 6 8- Leased Assets 6 9- Accumulated Depreciation (-) 6 10- Advances Given for Tangible Assets (Construction in Progress incl.) F- Intangible Assets 8 1- Rights 2.7 and 8 2- G oodwill - 3- Start-up Costs 4- Research and Development Expenses 5- Other Intangible Assets 8 6- Accumulated Amortization (-) 8 7- Advances Given for Intangible Assets G- Prepaid Expenses and Income Accruals 1- Prepaid Expenses 2- Income Accruals 3- Other Prepaid Expenses and Income Accruals H- Other Non-Current Assets 1- Effective Foreign Currency Accounts 2- Foreign currency Accounts 3- Prepaid Office Supplies 4- Prepaid Taxes and Funds 5- Deferred Tax Assets 6- Other Non-Current Assets 7- Other Non-Current Assets Depreciation (-) 8- Provision for Diminution in Value of Other Non-Current Assets II- Total Non-Current Assets - 24.738.601 (24.738.601) - - - - - - - - - - - - - - - - - - - - - - - - - - 125.352.152 60.278.842 88.716.010 - - - - - - - (23.642.700) 147.001.190 64.802.403 - 77.145.000 8.393.076 5.124.720 617.692 1.993.549 259.500 (11.334.750) - 3.990.511 1.421.583 - - 3.705.629 (1.136.701) - - - - - - - - - - - - - - 276.343.853 16.110.217 (16.110.217) 96.469.809 50.550.815 70.300.000 (24.381.006) 136.548.955 58.024.279 74.835.216 8.581.208 4.150.344 644.877 1.091.537 254.750 (11.033.256) 3.449.581 1.316.309 Total Assets (I+II) 782.726.891 736.680.417 (*) Note 2.1. The accompanying notes form an integral part of these unconsolidated financial statements. 52 2.895.435 (762.163) 236.468.345 CONVENIENCE TRANSLATION OF THE UNCONSOLIDATED BALANCE SHEETS AT 31 DECEMBER 2010 AND 2009 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) LIABILITIES Audited Note 31 December 2010 III- Current Liabilities A- Financial Liabilities 1- D ue to Credit Institutions 2- Leasing Payables 3- Deferred Leasing Costs (-) 4- Short Term Installments of Long Term Borrowings 5- Issued Debt Securities 6- Other Issued Debt Securities 7- Value Differences of Other Issued Debt Securities (-) 8- Other Financial Payables (Liabilities) B- Payables from Main Operations 4, 10 and 19 1- Payables from Insurance Operations 4, 10 and 19 2- Payables from Reinsurance Operations 3- Premium Deposits 4- Payables from Private Pension Operations 5- Payables from Other Operations 6- Rediscount on Payables from Other Operations (-) C-Due to Related Parties 1- Due to Shareholders 45 2- Due to Associates 3- Due to Subsidiaries 4- Due to Joint-Ventures 5- Due to Personnel 6- D ue to Other Related Parties D- Other Payables 1- Deposits and Guarantees Received 2- Other Payables 19 and 47.1 3- Rediscount on Other Payables (-) E-Insurance Technical Provisions 2.24, 4 and 17 1- Unearned Premium Reserve - Net 2.24, 4 and 17 2- Unexpired Risks Reserve - Net 2.24, 4 and 17 3- Life Mathematical Reserve - Net 4- Outstanding Claim Provision - Net 2.24, 4 and 17 5- Bonus and Rebate Provision - Net 6- Provision for Life Policies at Insuree’s Risk - Net 7- Other Technical Reserves - Net F- Taxes and Other Fiscal Liabilities 1- Taxes and Funds Payable 2- Social Security Withholdings Payable 3- Overdue, Deferred or Restructured Taxes and Other Fiscal Liabilities 4- Other Taxes and Fiscal Liabilities 5- Corporate Tax Provision and Other Fiscal Liabilities 6- Prepaid Corporate Tax and Other Fiscal Liabilities (-) 7- Other Taxes and Fiscal Liabilities Provision G- P rovisions for Other Risks 1- Provision for Employment Termination Benefits 2- Provision for Social Aid Fund Asset Shortage 3- Provision for Expense Accruals H- Deferred Income and Expense Accruals 1- Deferred Income 2- Expenses Accruals 3- Other Deferred Income and Expense Accruals I- Other Current Liabilities 47.1 1- Deferred Tax Liabilities 2- Count Overages 3- Other Current Liabilities 47.1 III-Total Current Liabilities Restated (*) Audited 31 December 2009 - - - - - - - - - 64.781.008 64.781.008 - - - - - 52.975 1.409 - - - 51.566 - 8.305.333 1.119.621 7.185.712 - 411.956.352 214.591.040 14.386.220 - 182.979.092 - - - 11.642.880 10.773.152 869.728 65.360.492 65.360.492 20.700 1.444 19.256 4.743.261 983.180 3.760.081 365.655.195 220.262.646 2.834.079 142.558.470 11.587.106 10.814.517 772.589 - - - - - - - - - 30.414.982 30.414.982 - - 1.879.073 - - 1.879.073 529.032.603 32.868.025 32.868.025 1.637.918 1.637.918 481.872.697 (*) Note 2.1. The accompanying notes form an integral part of these unconsolidated financial statements. 53 GÜNEŞ SİGORTA ANNUAL REPORT 2010 CONVENIENCE TRANSLATION OF THE UNCONSOLIDATED BALANCE SHEETS AT 31 DECEMBER 2010 AND 2009 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) LIABILITIES Audited Note 31 December 2010 IV-Non-Current Liabilities A-Financial Liabilities 1- Due to Credit Institutions 2- Leasing Payables 3- Deferred Leasing Costs (-) 4- Issued Debt Securities 5- Other Issued Debt Securities 6- Value Differences of Other Issued Debt Securities (-) 7- Other Financial Payables (Liabilities) B- Payables from Operations 1- Payables from Insurance Operations 2- P ayables from Reinsurance Operations 3- Premium Deposits 4- Payables from Private Pension Operations 5- Payables from Other Operations 6- Rediscount on Payables from Other Operations (-) C- Due to Related Parties 1- Due to Shareholders 2- Due to Subsidiaries 3- Due to Equity Investments 4- Due to Joint-Ventures 5- D ue to Personnel 6- Due to Other Related Parties D- Other Payables - 1- Deposits and Guarantees Received 2- Other Payables 3- Rediscount on Other Payables E- Insurance Technical Provisions 2.24, 4, 17.15 - 17.19 and 47.1 1- Unearned Premium Reserve - Net 2- Unexpired Risks Reserve - Net 3- Life Mathematical Reserve - Net 4- O utstanding Claim Provision - Net 5- Bonus and Rebate Provision - Net 6-Provision for Life Policies at Insuree’s Risk - Net 7- Other Technical Reserves - Net 2.24, 4, 17.15 - 17.19 and 47.1 F-Other Liabilities and Related Provisions 1- Other Payables 2- Overdue, Deferred or Restructured Taxes and Other Fiscal Liabilities 3-Other Payables and Expense Accruals G- Provisions for Other Risks 22 1- P rovision for Employment Termination Benefits 2.19 and 22 2- Provision for Social Aid Fund Asset Shortage H-Deferred Income and Expense Accruals 1- Deferred Income 2- Expenses Accruals 3- Other Deferred Income and Expense Accruals I- Other Non-Current Liabilities 1- Deferred Tax Liabilities 2.18 and 21 2- Other Non-Current Liabilities IV- T otal Non-Current Liabilities - - - - - - - - - - - - - - - - - - - - - - - - - 5.863.901 - - - - - - 5.863.901 - - - - 5.404.037 5.404.037 - - - - - 109.793 109.793 - 11.377.731 (*) N ote 2.1. The accompanying notes form an integral part of these unconsolidated financial statements. 54 Restated (*) Audited 31 December 2009 4.036.984 4.036.984 4.974.510 4.974.510 9.208.836 9.208.836 18.220.330 CONVENIENCE TRANSLATION OF THE UNCONSOLIDATED BALANCE SHEETS AT 31 DECEMBER 2010 AND 2009 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) SHAREHOLDERS’ EQUITY Audited Note 31 December 2010 Restated (*) Audited 31 December 2009 V- Shareholders’ Equity A- Share Capital 2.13 and 15 1- Nominal Capital 2.13 and 15 2- Unpaid Capital (-) 3- Adjustments to Share Capital 4- Adjustments to Share Capital (-) B- Capital Reserves 15 1- Share Premium 2- Profit from Stock Abrogation 3- Sales Profits to be Added to the Capital 4- F oreign Currency Translation Differences 5- Other Capital Reserves 15 C- Profit Reserves 1- Legal Reserves 15 2- Statutory Reserves 3- Extraordinary Reserves 4- Special Funds (Reserves) 5- Valuation of Financial Assets 15 6- Other Profit Reserves D- Retained Earnings2.1 1- Retained Earnings E-Accumulated Deficit (-) 2.1 1- Previous Years’ Losses F-Net Profit for the Period 37 1- Net Profit for the Period 2- Net Loss for the Period (-) 2.1 3- Profit not Subject to Distribution 15 V- Total Shareholders’ Equity 150.000.000 150.000.000 - - - 25.893.004 - - - - 25.893.004 101.351.353 4.949.441 - - - 77.344.031 19.057.881 - - (2.482.357) (2.482.357) (32.445.443) - (39.945.443) 7.500.000 242.316.557 150.000.000 150.000.000 22.570.074 22.570.074 67.276.447 4.949.441 43.269.125 19.057.881 11.878.989 11.878.989 (15.138.120) (15.138.120) 236.587.390 TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY (III+IV+V) 782.726.891 736.680.417 Commitments, contingent assets and contingent liabilities (*) Note 2.1 The accompanying notes form an integral part of these unconsolidated financial statements. 55 GÜNEŞ SİGORTA ANNUAL REPORT 2010 CONVENIENCE TRANSLATION OF THE UNCONSOLIDATED STATEMENTS OF INCOME FOR THE PERIODS 1 JANUARY – 31 DECEMBER 2010 AND 2009 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) I- TECHNICAL PART Audited 01.01.2010 - Note 31. 12. 2010 Restated (*) Audited 01.01.2009 31. 12. 2009 A- Non-Life Technical Income 460.481.967 1- Earned Premiums – (Net of Reinsurer’s Share) 2.21 409.728.070 1.1- Written Premiums – (Net of Reinsurer’s Share) 2.21 415.608.605 1.1.1- Gross Written Premium (+) 2.21 737.368.263 1.1.2 - Reinsurer’s Share of Gross Written Premium (-) 10 and 24 (321.759.658) 1.2- Change in Unearned Premiums Reserve (Net of Reinsurer’s Share and Reserves Carried Forward) (+/-) 5.671.606 1.2.1- U nearned Premiums Reserve (-) 17.15 - 17.19 8.483.598 1.2.2- R einsurer’s Share of Unearned Premiums Reserve (+) 10 and 17.15-17.19 (2.811.992) 1.3- Change in Unexpired Risks Reserve (Net of Reinsurer’s Share and Reserves Carried Forward) (+/-) 47.5 (11.552.141) 1.3.1- Unexpired Risks Reserve (-) 47.5 (11.552.141) 1.3.2- Reinsurer’s Share of Unexpired Risks Reserve (+) - 2- Investment Income Transferred from Non-Technical Part 43.165.138 3- O ther Technical Income - (Net of Reinsurer’s Share) - 3.1- Other Gross Technical Income (+) - 3.2- Reinsurer’s Share of Other Gross Technical Income (-) - 4-Salvage and subrogation gain accruals (+) 7.588.759 B- N on-Life Technical Expense (-) (469.034.694) 1- Incurred Losses - (Net of Reinsurer’s Share) (341.800.748) 1.1- Paid Claims – (Net of Reinsurer’s Share) (310.621.583) 1.1.1- Gross Paid Claims (-) (439.169.040) 1.1.2- R einsurer’s Share of Gross Paid Claims (+) 10 128.547.457 1.2- Change in Outstanding Claims (Net of Reinsurer’s Share and Returned Reserve) (+/-) (31.179.165) 1.2.1- O utstanding Claims Provision (-) (84.857.606) 1.2.2- Reinsurer’s Share of Outstanding Claims Provision (+) 10 53.678.441 2- Change in Bonus and Rebate Provision (Net of Reinsurer’s Share and Reserves Carried Forward) (+/-) - 2.1- Bonus and Rebate Provision (-) - 2.2- Reinsurer’s Share of Bonus and Rebate Provisions (+) - 3- Change in Other Technical Reserves (Net of Reinsurer’s Share and Reserves Carried Forward) (+/-) 17.15 - 17.19 and 47.5 (1.826.917) 4- Operating Expenses (-) 31 and 32 (125.407.029) C- N et Technical Income- Non-Life (A - B) (8.552.727) D- Life Technical Income - 1- E arned Premiums – (Net of Reinsurer’s Share) - 1.1- Written Premiums – (Net of Reinsurer’s Share) - 1.2- Change in Unearned Premiums Reserve (Net of Reinsurer’s Share and Returned Reserve) (+/-) - 1.3- Change in Unexpired Risks Reserve - (Net of Reinsurer’s Share and Returned Reserve) (+/-) - 2- L ife Investment Income - 3- Unrealized Investment Income - 4- O ther Technical Income - (Net of Reinsurer’s Share) - E- Life Technical Expense - 1- Incurred Losses - (Net of Reinsurer’s Share) - 1.1- P aid Claims (Net of Reinsurer’s Share) - 1.1.1- G ross Paid Claims (-) - 1.1.2- R einsurer’s Share of Gross Paid Claims (+) - 1.2- Change in Outstanding Claims - (Net of Reinsurer’s Share and Returned Reserve) (+/-) - 1.2.1- Outstanding Claim Provisions (-) - 1.2.2- R einsurer’s Share of Outstanding Claim Provisions (+) - 2- C hange in Bonus and Rebate Provision - (Net of Reinsurer’s Share and Returned Reserve) (+/-) - 2.1- B onus and Rebate Provisions (-) - 2.2- Reinsurer’s Share of Bonus and Rebate Provisions (+) - 3- Change in Life Mathematical Reserves (Net of Reinsurer’s Share and Returned Reserve) (+/-) - 3.1- L ife Mathematical Reserves (-) - 3.2- Reinsurer’s Share of Life Mathematical Reserves (+) - 4- C hange in Provision for Policies at Life Insurees’ Risk (Net of Reinsurer’s Share and Returned Reserve) (+/-) - 4.1- Provision for Life Policies at Insuree’s Risk (-) - 4.2- R einsurer’s Share of Provision for Life Policies at Insuree’s Risk (+) - 5- Change in Other Technical Reserves (Net of Reinsurer’s Share and Returned Reserve) (+/-) - 6- Operating Expenses (-) - 7- Investment Expenses (-) - 8- Unrealized Investment Expense (-) - 9- Investment Income Transferred to Non-Life Technical Part (-) - F- Net Technical Income- Non-Life (D -E) - G- Pension Funds Technical Income - 1- F und Management Income - 2- Management Expense Charge - 3- E ntrance Fee Income - 4- Management Expense Charge in case of Suspension - 5- Special Service Expense Charge - 6- C apital Allowance Value Increase Income - 7- Other Technical Income - H-Pension Funds Technical Expense - 1- Fund Management Expense (-) - 2- C apital Allowance Value Decrease Expense (-) - 3- Operating Expenses (-) - 4- Other Technical Expenses (-) - I- N et Technical Income - Pension Funds (G - H) - 400.855.751 371.506.152 395.016.708 727.022.010 (332.005.302) (*)Note 2.1 The accompanying notes form an integral part of these unconsolidated financial statements. 56 (22.944.791) (57.559.584) 34.614.793 (565.765) (565.765) 20.180.589 9.169.010 (408.940.478) (305.499.884) (295.768.040) (438.878.201) 143.110.161 (9.731.844) (46.641.348) 36.909.504 (2.202.423) (101.238.171) (8.084.727) 72.658 54.700 52.951 1.749 17.958 (19.022) (3.144.429) (3.909.101) (3.909.101) 764.672 764.672 3.146.785 3.146.785 (21.378) 53.636 - CONVENIENCE TRANSLATION OF THE UNCONSOLIDATED STATEMENTS OF INCOME FOR THE PERIODS 1 JANUARY – 31 DECEMBER 2010 AND 2009 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) II- NON-TECHNIC PART Audited 01.01.2010 - Note 31. 12. 2010 C- N et Technical Income-Non-Life (A-B) F- Net Technical Income-Life (D-E) I-N et Technical Income-Pension Funds (G-H) J- T otal Net Technical Income (C+F+I) K- Investment Income 1- Income from Financial Investments 2- Income from Sales of Financial Investments 3- Valuation of Financial Investments 4- Foreign Exchange Gains 36 5- Income from Associates 26 and 45 6- Income from Equity Subsidiaries and Joint-Ventures 7- Income from Land and Buildings 8- Income from Derivatives 9- O ther Investments 10- Investment Income Transferred from Life Technical Part L- Investment Expense (-) 1- Investment Management Expenses (Interest incl.) (-) 2- Diminution in Value of Investments (-) 3- Loss from Realization of Financial Investments (-) 4- Investment Income Transferred to Non-Life Technical Part (-) 5- Investment Income Transferred to Non-Life Technical Part (-) 6- F oreign Exchange Losses (-) 36 7- D epreciation Expenses (-) 6 8- O ther Investment Expenses (-) M- Income and Expenses from Other Operations and Extraordinary Operations (+/-) 1- P rovisions (+/-) 2- Rediscounts (+/-) 47.5 3- S pecial Insurance Account (+/-) 4- Inflation Adjustment (+/-) 5- Deferred Tax Assets (+/-) 21, 35 and 47.5 6- D eferred Tax Liabilities Expenses (-) 7- Other Income 8- Other Expenses (-) 9- Prior Year’s Income 10- Prior Year’s Expenses (-) N- Net Profit/(Loss) for the Period 37 1- Profit/(Loss) for the Period 2- Corporate Tax Provision and Other Fiscal Liabilities (-) 3- Net Profit/(Loss) for the Period 4- Inflation Adjustment Restated (*) Audited 01.01.2009 31. 12. 2009 (8.552.727) - - (8.552.727) 50.465.615 11.513.463 - - - 6.589.127 - 32.344.858 - 18.167 - (54.165.267) (4.153.525) (365.974) - (43.165.138) - (268.767) (4.136.983) (2.074.880) (8.084.727) 53.636 (8.031.091) 22.968.036 21.029.286 154.581 1.237.351 539.991 6.827 (25.064.398) (3.075.158) (20.180.589) (4.023.523) 2.214.872 (20.193.064) (27.173.883) 208.717 - - 5.103.186 - 1.899.574 (230.658) - - (32.445.443) (32.445.443) - (32.445.443) - (5.010.667) (8.998.888) 2.074.657 164.930 2.246.926 (498.292) (15.138.120) (15.138.120) (15.138.120) - (*) Note 2.1. The accompanying notes form an integral part of these unconsolidated financial statements. 57 GÜNEŞ SİGORTA ANNUAL REPORT 2010 CONVENIENCE TRANSLATION OF THE UNCONSOLIDATED STATEMENTS OF INCOME FOR THE PERIODS 1 JANUARY – 31 DECEMBER 2010 AND 2009 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) Note Audited 01.01.2010 - 31. 12. 2010 A. CASH GENERATED FROM MAIN OPERATIONS 1. Cash inflows from insurance operations 691.684.672 2. Cash inflows from reinsurance operations - 3. Cash inflows from private pension operations - 4. Cash outflows from insurance operations (-) (439.169.040) 5. Cash outflows from reinsurance operations (-) (134.720.863) 6. Cash outflows from private pension operations (-) - 7. Net Cash from main operations (A1+A2+A3-A4-A5-A6) 117.794.769 8. Interest payments (-) - 9. Income tax payments (-) - 10. Other cash inflows - 11. Other cash outflows (-) (129.293.790) 12. Net cash used in main operations (11.499.021) B. CASH FLOWS FROM INVESTING OPERATIONS 1. Sales of tangible assets 2.888.240 2. Tangible assets purchases (-) (3.357.789) 3. Financial assets purchases (-) - 4. Sales of financial assets - 5. Interest received 18.579.794 6. Dividends received 6.589.127 7. Other cash inflows - 8. Other cash outflows (-) - 9. Net cash from investing activities 24.699.372 C. CASH FLOWS FROM FINANCING OPERATIONS 1. Issue of shares - 2. Cash flows from the borrowings - 3. Leasing payments (-) - 4. Dividends paid (-) - 5. Other cash inflows - 6. Other cash outflows (-) - 7. Net cash generated from financing operations - D. EFFECT OF EXCHANGE DIFFERENCES ON CASH AND CASH EQUIVALENTS (268.766) E. Net increase in cash and cash equivalents 12.931.585 F. Cash and cash equivalents at the beginning of the period 75.914.415 G. Cash and cash equivalents at the end of the period (E+F) 2.12 88.846.000 The accompanying notes form an integral part of these unconsolidated financial statements. 58 Audited 01.01.2009 31. 12. 2009 669.826.800 (447.053.743) (114.783.714) 107.989.343 (113.517.055) (5.527.712) 13.786 (5.504.053) 22.619.386 429.901 701.400 18.260.420 154.581 12.887.289 63.027.126 75.914.415 59 - - 77.344.031 4.949.441 - - 42.228.917 10.881.726 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - (15.138.120) - (10.881.726) - - - - 1.671.984 - - - - - (32.445.443) - 15.138.120 - - - 44.950.885 (32.445.443) - 3.944.350 - 155.354 - - - (776.774) - - - 41.627.955 (15.138.120) (45.526) 41.673.481 (16.810.104) 41.627.955 (15.138.120) - - - 150.244 - - - (751.206) - - - - 42.228.917 10.881.726 246.057 - - Other Reserves and Retained the Period (**) (2.482.357) - - - - - - - (14.361.346) - - - 11.878.989 35.775.670 (23.896.681) 11.878.989 - - - - - - - 11.632.932 - - - - 244.320.582 35.024.464 (34.778.407) Net Profit/ (Loss) for Deficit) 242.316.557 38.856.807 (682.197) (32.445.443) - - 236.587.390 37.402.128 199.185.262 236.587.390 7.254.684 150.244 (15.138.120) - - 35.024.464 209.296.118 Retained Earnings/ (Accumulated Total (*) Detailed explanations for the shareholders’ equity items are disclosed in Note 15 (**) In accordance with the regulation of the Treasury dated 27 October 2008, numbered 2008/41, the Company classified TL7.500.000 which consists of 75% of investment sales income, amounting to TL 10.000.000, generated from the sales of the investment property, the land in Çengelköy realised in 2010 and calculated using the book values as determined by Tax Procedural Law, in “Profit not Subject to Distribution” included in “Net Profit for the Period” account group under shareholders’ equity whereas total investment sales income is recognised in the statement of income (Note 15). - IV- Balances at the period end (31/12/2010) (III + A+B+C+D+E+F+G+H+I+J) 150.000.000 - - - - - - - - 4.949.441 - - - - - - - - 43.269.125 - - - - - - 4.949.441 4.949.441 - - - - - - - - - - - - - - - - - - - 4.949.441 - 150.000.000 III- New Balance (I + II) (31/12/2009) - - - - - - - - - - - - - - - 4.949.441 - - A- Capital Increase (A1 + A2) - - - - 1- Cash - - - - 2- From internal resources - - - - B- Treasury shares C- Gain and losses not recognised in the income statement - - - - D- Value Increase in the Assets - - 34.912.457 - E- Foreign currency translation differences - - - - F- Other income and losses - - (837.551) - G- Inflation adjustments - - - - H- Net profit for the period (-) (Note 37) - - - - I- Dividends paid - - - - J- Transfers - - - - - 43.269.125 43.269.125 - - - - - - - - - - - - - - - - - - - - 7.254.684 - - - - - - - - - - - - 36.014.441 Foreign Currency Translation Legal Statutory Differences Reserves Reserves Profit Unconsolidated Statements of Changes in Shareholders’ Equity - Audited (*) Inflation Adjustment to the Share Capital - 150.000.000 II- Changes in the Accounting Policy (Note 2.1 ) 150.000.000 IV- Balances at the period end (31/12/2009) (III + A+B+C+D+E+F+G+H+I+J) Balances at the prior period end (31/12/2009) - - - - - - - - - - - - - - - - I- - - - - - - - - A- Capital increase (A1 + A2) 1- Cash 2- From internal resources B- Treasury shares C- Gain and losses not recognised in the income statement D- Value increase in the assets E- Foreign currency translation differences F- Other income and losses G- Inflation adjustments H- Net Loss fort he Period (-) (Note 37) I- Dividends paid J- Transfers - 36.014.441 - - - III- New Balance (I + II) (31/12/2008)150.000.000 150.000.000 Balances at the Prior Period End (31/12/2008) II- Changes in the Accounting Policy (Note 2.1 ) I- Own Shares Valuation of the Increase Capital Company(-) in Assets CONVENIENCE TRANSLATION OF THE UNCONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY FOR THE PERIODS 1 JANUARY - 31 DECEMBER 2010 AND 2009 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) GÜNEŞ SİGORTA ANNUAL REPORT 2010 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 1. General information 1.1 Name of the parent company: As of 31 December 2010 and 2009 the main shareholders of Gunes Sigorta (“The Company”) are Turkiye Vakıflar Bankası T.A.O. (“Vakıflar Bankası”) and Groupama S.A (Note 2.13). 1.2 Legal residence of the Company, its legal structure, the country of incorporation and the address of its registered office: The company was estabhlished at 1957 and registered in Istanbul-Turkey. It’s headquarters are located in “Güneş Plaza Büyükdere Cad. No: 110 Esentepe Şişli 34394 İstanbul”. Apart from the headquarters, the Company has regional head offices in İstanbul-Merkez, İstanbul-Kadıköy, İstanbul-Batı, Orta Anadolu, Ege, Güney Anadolu, Karadeniz, Akdeniz, Marmara, Trakya, Doğu Anadolu, Kuzey Kıbrıs Türk Cumhuriyeti representative offices in Denizli, Gaziantep, Kayseri, Kocaeli, Konya, Samsun ve Eskişehir. 1.3 Nature of operations: The Company operates in motor and other accident, fire, marine, engineering, health, agriculture, legal liability and credit insurance branches. 1.4 Explanation of the activities and characteristics of main operations of the corporation: Disclosed in Notes 1.2 and 1.3 1.5 Average number of employees during the period by category: 31 December 2010 31 December 2009 Top and middle management 190 186 Other Personnel 609 608 Total 799 794 1.6 Total salaries and benefits paid to the chairman and members of the board of directors, general manager, general coordinator, assistant general managers and other executive management during the current period: TL 2.749.079 (1 January - 31 December 2009: TL 2.235.467). 1.7 Criteria set for the allocation of investment income and operating expenses (personnel, management, research and development, marketing and sales, outsourcing utilities and services and other operating expenses) in the financial statements: All the income that is generated by the Company investment of assets backing non-life technical provisions, is transferred from non-technical to technical part. Other investment income is classified under non-technical part. The Company allocates general expenses transferred to technical part to branches based on the weighted average of the number of policies, amount of premium and number of claim notifications in last three years. 1.8 Whether financial statements include only one firm or group of firms: The unconsolidated financial statements include one company (Güneş Sigorta A.Ş.). The consolidated financial statements will also be published separately, in accordance with “The Communiqué on the Preparation of the Consolidated Financial Statement of Insurance and Reinsurance Companies and Pension Companies” dated 31 December 2008 and numbered 27097. 1.9 Name and other identification information of the reporting firm and changes in this information since the previous balance sheet date: Name and other identification information of the Company are disclosed in Notes 1.1, 1.2, and 1.3 and there have been no changes in this information after the prior balance sheet date. 1.10Events occurred after the balance sheet date: The unconsolidated financial statements for the year ended 31 December 2010 are authorized by Board of Directors on 11 March 2011. Events occurred after the balance sheet date are explained in Note 46. 60 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 2. Summary of significant accounting policies 2.1 Basis of preparation In accordance with the Capital Market Law part (VII.) article (a) of clause 50, insurance companies are subject to their specific legislation in respect of establishment, audit, supervision, accounting, financial statements and financial reporting standards. The Company prepares its unconsolidated financial statements in accordance with the Insurance Law numbered 5684 and the regulations issued for insurance and reinsurance companies by the Undersecretariat of Treasury (the “Treasury”). The financial statements are prepared in accordance with the Insurance Chart of Accounts included in the communiqué issued by the Treasury regarding the Insurance Chart of Accounts and Prospects, published in the Official Gazette (No:25686) dated 30 December 2004 (Insurance Accounting System Communiqué No.1). Content and the format of the financial statements prepared and explanations and notes thereof are determined in accordance with the Communiqué on Presentation of Financial Statements published in the Official Gazette numbered 26851 dated 18 April 2008. According to the “Regulation on Financial Reporting of Insurance and Reinsurance Companies and Pension Companies” issued on 14 July 2007 and effective from 1 January 2008, except for the communiqués which may be issued by the Treasury, operations of insurance companies shall be accounted for in accordance with the Turkish Accounting Standards (“TMS”) and the Turkish Financial Reporting Standards (“TFRS”) as issued by the Turkish Accounting Standards Board (“TMSK”) and other regulations, communiqués and explanations issued by the Treasury regarding accounting and financial reporting issues. With reference to the notice of the Treasury No. 9 dated 18 February 2008, “TMS 1- Financial Statements and Presentation”, “TMS 27- Consolidated and Non-consolidated Financial Statements”, “TFRS 1- Transition to TFRS” and “TFRS 4- Insurance Contracts” have been scoped out of this application. In addition, starting from 31 March 2009, insurance companies are obliged to comply with the Communiqué on the Preparation of the Consolidated Financial Statements of Insurance, Reinsurance and Pension Companies published in Official Gazette dated 31 December 2008 and numbered 27097. Accordingly, the Company will also publish its consolidated financial statements separately. Unconsolidated financial statements were prepared on a TL and historical cost basis, being adjusted for inflation until 31 December 2004, other than the financial assets, property for operational use and investment property which are measured based on their fair values. It was announced with the article of the Treasury numbered 19387, dated 4 April 2005, insurance companies are required to restate their financial statements as of 31 December 2004 in accordance with “Financial Reporting in Hyperinflationary Economies” included in the regulations of Capital Markets Board (‘‘CMB’’) Communiqué XI No.25 (which came into force as published in the Official Gazette No:25290 dated 15 January 2003). In line with the decree of CMB dated 17 March 2005, the Treasury also announced that inflation accounting is not required effective from 1 January 2005. Based on the above mentioned notification of the Treasury, the Company has restated its financial statements as of 31 December 2004 in accordance with the regulations regarding “Financial Reporting in Hyperinflationary Economies” and not continued to apply standard No. 29 “Financial Reporting in Hyperinflationary Economies” issued by TMSK. The Company accounts and recognizes its insurance technical provisions in its financial statements in accordance with the “Regulation Regarding the Technical Reserves of Insurance, Reinsurance and Pension Companies and the Assets to which These Reserves Are Invested,” (“Regulation on Technical Reserves”) dated 28 July 2010 and published in official gazette numbered 27655 effective from 30 September 2010 and the regulations issued for insurance and reinsurance companies by the Treasury. As such changes regarding technical provisions have been applied for the first time in financial statements prepared as of 30 September 2010, the effects of such changes have been recognized in the financial statements as of 31 December 2010 (Note 2.24). 61 GÜNEŞ SİGORTA ANNUAL REPORT 2010 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 2.1 Basis of preparation (Continued) The Company restated its balance sheets as of 31 December 2009 and 2008 and the income statement for the period 1 January - 31 December 2009 due to change in the accounting policy related to investment properties and other adjustments made in the previous year financial statements in accordance with “TMS 8 - Accounting policies, changes in accounting estimates and errors” as explained below: 31 December 2009 31 December 2008 Reported Equity 199.185.262 209.296.118 Investment properties (1) Deferred tax effect of adjustments made on investment properties (2) Deferred tax related to financial assets (3) Cancellation of deferral of assistance premiums (4) Other 39.223.035 35.584.647 (1.961.152) 1.219.049 (1.062.130) (16.674) (1.779.232) 1.219.049 - Net effect of adjustments 37.402.128 35.024.464 236.587.390 244.320.582 1 January 31 December 2009 Reported net loss for the period (-) (16.810.104) Increase in value of investment properties (1) Tax effect of increase in value of investment properties (2) Cancellation of deferral of assistance premiums (4) Depreciation expense adjustment (5) Other 3.638.388 (181.920) (1.062.130) (592.132) (130.222) Restated net loss for the period (-) (15.138.120) Restated equity (1) Investment properties have been measured at their fair values in accordance with TMS 40 (Note 2.6). (2)Deferred tax liability arising from measurement of investment properties at fair value has been accounted for. (3)Deferred tax related to impairment of financial assets has been calculated and accounted for. (4) Deferral of the payments made to the assistance companies as of 31 December 2009 has been cancelled. (5)Depreciation expense over revalued amounts of the related fixed assets and consequent adjustments and reclassifications have been accounted for. Where necessary, comparative figures have been reclassified to conform to the presentation of the current year unconsolidated financial statements. Accounting policies and measurement principles that are used in the preparation of the financial statements are explained in the notes from 2.4 to 2.24 below. 62 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 2.1 Basis of preparation (Continued) Changes in Turkish Financial Reporting Standards: Changes and interpretations in TMS/TFRS those are effective for the periods and the year starting from 1 January 2010 and not relevant for the financial statements of the Company: • TFRS 3 (revised), “Business combinations” (Effective for annual periods starting on or after 1 July 2009), • TMS 27 (revised), “Consolidated and separate financial statements”, (Effective for annual periods starting on or after 1 July 2009), • TFRYK 17, “Distribution of non-cash assets to owners” (Effective for annual periods starting on or after 1 July 2009), • TFRYK 18, “Transfers of assets from customers”, (Effective for annual periods starting on or after 1 July 2009), • TFRYK 9, “Reassessment of embedded derivatives” (Effective for annual periods starting on or after 1 July 2009), • TFRYK 16, “Hedges of a net investment in a foreign operation” (Effective for annual periods starting on or after 1 July 2009), • TMS 38 (amendment), “Intangible assets”, (Effective for annual periods starting on or after 1 January 2010), • TMS 1 (amendment), “Presentation of financial statements” (Effective for annual periods starting on or after 1 January 2010), • TMS 36 (amendment), “Impairment of assets”, (Effective for annual periods starting on or after 1 January 2010), • TFRS 2 (amendment), “Group cash-settled share-based payment transactions” (Effective for annual periods starting on or after 1 January 2010), • TFRS 5 (amendment), “Non-current assets held for sale and discontinued operations” (Effective for annual periods starting on or after 1 January 2010). Changes and interpretations in the standards that are not yet effective and have not been adopted early by the Company: • TFRS 9 “Financial instruments”, (Effective for annual periods starting on or after 1 January 2013), This standard is the first step in the process to replace TMS 39 “Financial instruments: recognition and measurement”. UFRS 9, introduces new requirements for classifying and measuring financial assets and is likely to affect the Company’s accounting for its financial assets, • TMS 24 (revised), “Related party disclosures”, (Effective for annual periods starting on or after 1 January 2011) clarifies and simplifies the definition of a related party. When the revised standard is applied, the group and the parent will need to disclose any transactions between its subsidiaries and its associates, • TMS 32 (amendment), “Classification of rights issues”, (Effective for annual periods starting on or after 1 February 2010), The amendment addresses the accounting for rights issues that are denominated in a currency other than the functional currency of the issuer, • TFRYK19, “Extinguishing financial liabilities with equity instruments”, (Effective for annual periods starting on or after 1 July 2010), • TFRYK 14 (amendment), “The limit on a defined benefit asset, minimum fun ing requirements and their interaction”, (Effective for annual periods starting on or after 1 January 2011). The Company management expects that the above standards and interpretations will not have any significant impact on the Company’s financial statements in the future periods. 63 GÜNEŞ SİGORTA ANNUAL REPORT 2010 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 2.2 Consolidation “The Communiqué on Preparation of the Consolidated Financial Statements of Insurance and Reinsurance Companies and Pension Companies” was published in the Official Gazette numbered 27097 and dated 31 December 2008. Based on this communiqué, the insurance companies are required to consolidate the financial statements of its subsidiaries starting from 31 March 2009. Therefore, the Company will also publish its consolidated financial statements separately. 2.3 Segment Reporting Operating segments are settled compatible with the segmentation in internal reports. Details related to the segment reporting are disclosed in the Note 5. 2.4 Foreign Currency Translation The functional currency of the Company is TL. Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at the period end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the income statement. Changes in the fair value of monetary securities denominated in foreign currency classified as available for sale are analysed between translation differences resulting from changes in the amortised cost of the security and other changes in the carrying amount of the security. Translation differences related to changes in amortised cost are recognised in profit or loss, and other changes in carrying amount are recognised in equity. Foreign exchange differences arising from the translation of non monetary financial assets and liabilities are considered as part of the fair value changes and those differences are accounted for in the accounts in which the fair value changes are accounted for. 2.5 Property, Plant and Equipment All property and equipment except for buildings for operational use are carried at cost less accumulated depreciation. Buildings for operational use are carried at their revalued amount on the basis of a valuation made by an independent valuation expert less subsequent depreciation for buildings. Any accumulated depreciation at the date of revaluation is eliminated against the gross carrying amount of the asset, and the net carrying amount is restated to the revalued amount. Increases in the carrying amounts arising on revaluation of land and buildings, net of tax effects, are credited to “Other Capital Reserves” under shareholders’ equity. Any subsequent decrease in value offsetting previous increases in the carrying value of the same asset is charged against the funds in the equity; and all other decreases are charged to the income statement. At each accounting period, the difference between depreciation based on the revalued carrying amount of the asset (charged to the income statement) and the depreciation based on the asset’s original cost is transferred from “Other Capital reserves” to retained earnings. Depreciation on tangible assets is calculated using straight-line method to allocate their cost or revalued amounts over their estimated useful lives. The depreciation periods estimated considering useful lives of tangible assets are as follows: Property for operational Use (Buildings) Furniture and fixture Motor vehicles Leasehold improvements 50 years 5 years 4-5 years 3-5 years If there are indicators of impairment on tangible assets (except for buildings), a review is made in order to determine possible impairment and as a result of the review, if an asset’s carrying amount is greater than its estimated recoverable amount, the asset’s carrying amount is written down immediately to its recoverable amount by accounting for a provision for impairment. Gains and losses on disposals of property and equipment are included in the other investment expenses account.When revalued assets are sold, the amounts included in “Other Capital Reserves” are transferred to the retained earnings (Note 6). Disclosures related with share capital are included in Note 15. 64 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 2.6 Investment Properties The company has changed accounting policy about investment properties as of 1 January 2010 and has revalued related properties. The buildings held to earn rental income or for capital appreciation or both, rather than for use in the main operations or for administrative purposes; or sale in the ordinary course of business are classified as investment property. Investment properties are carried at their fair value on the basis of a valuation made by an independent valuation expert. Changes in fair values of investment properties are recognised in the income statement under investment income. Accounting policy change related to the investment properties which were carried at cost in the unconsolidated financial statements before 1 January 2010 has been applied retrospectively (Notes 2.1 and 7). 2.7 Intangible Assets Intangible assets consist of the information systems and software acquired or generated by the Company. Intangible assets are recognised at acquisition cost and amortised by the straight-line method over their estimated useful lives after their acquisition date. If impairment exists, carrying amounts of the intangible assets are written down immediately to their recoverable amounts. The amortisation periods of intangible assets vary between 3 to 5 years (Note 8). 2.8 Financial Assets The Company classifies and accounts for its financial assets as “Loans and receivables (Receivables from main operations)” and “Available-for-sale financial assets”. Receivables from main operations are the receivables arising from insurance agreements and they are classified as financial assets in the financial statements. Purchases and sales of the financial assets are recognised and derecognised based on “Settlement date”. The classification of the financial assets is determined by the Company management at inception by considering the purpose for which the financial assets are acquired. Loans and receivables (Receivables from Main Operations): Loans and receivables are financial assets which are generated by providing money or service to the debtor Loans and receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method. Fees and other charges paid related to assets obtained as guarantee for the above mentioned receivables are not deemed as transaction costs and they are recognised as expense in the income statement. The Company has calculated and accounted for a provision of TL3.502.473 thousand for its overdue receivables which are not under legal follow-up for the first time as of 31 December 2010 (Note 12.1). The total amount of this provision is charged to current year income statement since the necessary provision amount for the prior years could not be determined. The mentioned provision has been classified under “Provision for Due from Insurance Operations” on the balance sheet. The Company has not accounted for any provision for its overdue receivables other than the receivables under legal follow-up as of 31 December 2009. In addition to the provision for due from insurance operations, in line with the Tax Procedure Law article No: 323, the Company accounts for a “Provision for doubtful receivables under legal follow-up” regarding its doubtful receivables which are not included in provision for due from insurance operations stated above, by considering the amount and nature of these receivables. This provision is classified as “Doubtful receivables from main operations” on the balance sheet. 65 GÜNEŞ SİGORTA ANNUAL REPORT 2010 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 2.8 Financial Assets (Continued) Provision for doubtful receivables is charged to the income statement for the related year. Recoveries from doubtful receivables previously provided for are treated as a reduction from related provision and accounted for in the “Other income” account. Such receivables are written off after all necessary legal proceedings have been completed (Note 12). Available-for-sale financial assets: Available-for-sale financial assets are composed of the financial assets except for the “Loans and receivables”. Based on “The Communiqué on Preparation of the Consolidated Financial Statements of Insurance and Reinsurance Companies and Pension Companies” published in the Official Gazette numbered 27097 and dated 31 December 2008, the Company has accounted for the financial assets classified under the non-current assets as available-for-sale financial assets in accordance with TMS 39 – “Financial Instruments: Recognition and Measurement”. Available-for-sale financial assets are subsequently measured at fair value after their recognition. Equity securities classified as available-for-sale are carried at fair values if they have quoted market prices in active markets and/or if their fair value can be reliably measured. The financial assets that do not have a quoted market price in an active market, and if their fair value cannot be reliably measured, are carried at cost less the provision for impairment. “Unrealised gains and losses” arising from the change in the fair value of available-for-sale financial assets is accounted for under “Valuation of Financial Assets” account in the shareholders’ equity and not reflected in the statement of income until the financial asset is sold, derecognised or impaired. The unrealised gains and losses arising from the change in the fair value is removed from shareholders’ equity and recognised in the income statement when the financial assets mature or are derecognised. The Company assesses at each balance sheet date whether there is objective evidence that financial assets are impaired. For equity investments classified as available-for-sale financial assets, a significant or prolonged decline in the fair value of the security below its cost is considered as impairment. If any objective evidence for impairment exists for available-for-sale financial assets, the difference between the acquisition cost and fair value is deducted from shareholders’ equity and recognised in the income statement. The impairment losses on available-for-sale equity instruments previously recognised in the profit or loss cannot be reversed through profit or loss. In such condition that there’s not a risk of collection in the financial assets classified under available-for-sale financial assets, the Company does not account for a provision for impairment based on the short-term market fluctuations (Notes 9 and 11). 2.9 Impairment of Assets The details about the impairment of assets are explained in the notes in which the accounting policies of the relevant assets are explained. Total amount of mortgages or guarantees on assets are explained in Notes 6, 7 and 43; provisions for doubtfull receiveables are explained in Note 12.1 and current period’s rediscount and provision expenses are explained in Note 47.5. 66 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 2.10 Derivative Financial Instruments None (31 December 2009: None). 2.11 Offsetting Financial Instruments Financial assets and liabilities are offset only when there is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis, or when the realisation of the asset and the settlement of the liability take place simultaneously. 2.12 Cash and Cash Equivalents Cash and cash equivalents include cash in hand, bank deposits and other identified short-term highly liquid investments which are subject to an insignificant risk of changes in value with original maturities of three months or less. Cash and cash equivalents included in the statements of cash flows are as follows: Cash Banks Credit card receiveables (Note 14) Less - Interest accrual Less - Blocked time deposits (*) (Note 43) Total cash and cash equivalents 31 December 2010 31 December 2009 101.056 148.392.448 28.196.404 (552.069) (87.291.839) 269.092 134.485.935 27.718.755 (430.400) (86.128.967) 88.846.000 75.914.415 (*) Change in blocked time deposits is included in other cash inflows or outflows from main operations in the statements of cash flows. 2.13 Share Capital The composition of the Company’s share capital at 31 December 2010 and 2009 is as follows: 31 December 2010 Share (%) Share Amount 31 December 2009 Share (%) Share Amount Vakıflar Bankası Groupama S.A. Public Shares (*) Güvenlik Hizmetleri Vakfı Türkiye Vakıflar Bankası T.A.O. Memur ve Hiz. Emekli ve Sağlık Yardım Sandığı Vak. 34,22 30,00 20,77 10,00 51.336.301 45.000.000 31.148.699 15.000.000 34,22 30,00 20,77 10,00 51.336.301 45.000.000 31.148.699 15.000.000 5,01 7.515.000 5,01 7.515.000 Total 100,00 150.000.000 100,00 150.000.000 Name of shareholders (*) Public shares includes additional shares of Groupama S.A at a rate of 6% and of Vakıflar Bankası a rate of 2,13%. There has been no change in the shareholding structure of the Company during 2010 and 2009. As of 31 December 2010 and 2009, no privileges are granted to any class of shares representing the share capital. The ceiling of the Company’s registered share capital has been increased from TL120.000.000 to TL300.000.000 as declared in Trade Registry Gazette dated 10 April 2008 and numbered 7039. Other information about the Company’s share capital is explained in Note 15. 67 GÜNEŞ SİGORTA ANNUAL REPORT 2010 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 2.14 Insurance and Investment Contracts - Classification The insurance contracts are those contracts that transfer insurance risk. Insurance contracts protect policyholders against the adverse financial consequences of loss event under the terms and conditions stipulated in the insurance policy. The main insurance contracts produced by the Company, as stated below, are insurance contracts in non-life branches such as fire, marine, auto and non-auto accident, accident, engineering,health. Fire insurance contracts provide mainly fire and theft coverage for houses and offices, and additional coverages for earthquake, financial liability, loss of rent, plate glass and loss of profit. The risks of cargo, hull, hull construction and marine liability are accepted under the coverage of marine branch. Construction all risk, erection all risk, machinery breakdown, electronic equipment and loss of profit coverages are provided under engineering branch whereas motor own damage, motor third party liability, non-auto accident, auto and non- auto accident, miscellaneous liability, fidelity, plate glass, theft and credit insurance coverages are given under accident branch. The aviation risks are also insured under miscellaneous accident branch. Under health branch, group and individual policies are issued. Diagnosis and treatment expenses are covered by such contracts that have also domestic and foreign distinctions. Besides, the Company underwrites the agriculture policies that are produced by Agricultural Insurance Pool (“TARSİM”) and obligatory earthquake insurance contracts that are produced by Turkish Catastrophe Insurance Pool (“DASK”). The basis of calculation of the income and liabilities arising from the insurance contracts is explained in Notes 2.21 and 2.24. Reinsurance Agreements Reinsurance agreements are the agreements enforced by the Company and the reinsurer, in exchange for a certain compensation, to cede the losses which may occur in relation to one or more insurance policies produced by the Company. In fire and engineering branches, there are excess of loss agreements, a type of non-proportional reinsurance agreements, by which the reinsurer covers the predetermined excess amount of the losses incurred up to its liability limit, in return for a certain portion of related premiums written and surplus agreements, a type of proportional reinsurance agreements. In surplus agreements, the Company automatically cedes the risks above a predetermined limit and the reinsurer is required to accept the risks ceded. In this type of reinsurance agreements whereby premiums and losses are shared on the basis of a determined rate for each policy, ceded portions to the reinsurer are determined in accordance with the layers called line, also representing the retention rate of the Company. The Company has surplus and excess of loss agreements in marine branch and quota share, surplus and excess of loss agreements in accident branch. Medium and small size aviation risks are ceded by quota share agreements. The Company and the reinsurers agree on the automatical cession of all risks in the related branch based on a certain share by quota share reinsurance agreements. The Company has had an annual proportional quota-share reinsurance agreement for motor own damage and motor third party liability branches which is valid until 31 December 2010. This quota-share agreement is based on the transfer of written premiums and paid claims during the period covered by the agreement, and therefore; the Company continues to be exposed to the insurance risk under the insurance contracts whereas the liability of the reinsurer ceases by the end of the agreement period. The Company has terminated the mentioned reinsurance agreement as of 31 December 2010; and at 1 January 2011, this agreement has been transformed to a runoff basis reinsurance agreement by which the claim liabilities of reinsurers are carried forward to the following periods. In accordance with the new reinsurance agreement, the liabilities related to the prior years have also been transferred to the reinsurers with respect to the new ceding rates (Note 10). The Company has quota-share reinsurance agreements in health and agriculture branches. Additionally, the Company has facultative reinsurance agreements signed separately for certain risks on a policy basis. Major reinsurers of the Company are Milli Reasürans T.A.Ş., Munich Re and Scor Re. 68 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 2.15 Insurance Contracts and Investment Contracts with Discretionary Participation Feature None (31 December 2009: None). 2.16 Investment Contracts without Discretionary Participation Feature None (31 December 2009: None). 2.17 Borrowings None (31 December 2009: None). 2.18 Taxes Corporate Tax Corporate tax for 2010 is payable at a rate of 20% in Turkey (2009: 20%). Corporate tax rate is applied on tax base which is the income of the Company adjusted for certain disallowable expenses, exempt income (such as dividend income) and other deductions in accordance with tax legislation. 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 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 a profit distribution and thus does not incur withholding tax. Corporations are required to pay advance corporation tax quarterly at the rate of 20% on their corporate income. Advance Tax is declared by 14th and is payable by the 17th of the second month following each calendar quarter end. Advance tax paid by the corporations is credited against the annual corporation tax liability. If, despite offsetting, there remains a paid advance tax amount, it may be refunded or offset against other liabilities to the government. A 75% portion of profits from sale of participation shares and property which have been in assets for at least two years is exempt from corporate tax provided that these profits are added to share capital or are not withdrawn from the equity within 5 years, as prestated in Corporate Tax Law. According to Turkish tax legislation, tax losses on the returns can be offset against period income for up to 5 years. However, tax losses cannot be offset against retained earnings. There is no such application for the reconciliation of payable taxes with the tax authority. Corporate tax returns are submitted to the related tax office by the 25th day of the 4th month following the month when the accounting period ends. In tax reviews authorized bodies can review the accounting records for the past five years and if errors are detected, tax amounts may change due to tax assessment. In accordance with Law Related to Changes in Tax Procedure Law, Income Tax Law and Corporate Tax Law numbered 5024 (“Law No. 5024”) published in the Official Gazette on 30 December 2003, effective from 1 January 2004 income and corporate taxpayers are required to adjust the financial statements for the changes in the general purchasing power of the Turkish lira. In accordance with the Law in question, the cumulative inflation rate for the last 36 months and the inflation rate for the last 12 months must exceed 100% and 10%, respectively (TÜİK TEFE increase rate). Since these conditions in question were not fulfilled in 2010 and 2009, no inflation adjustments were performed (Note 35). 69 GÜNEŞ SİGORTA ANNUAL REPORT 2010 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 2.18 Taxes (Continued) Deferred Income Tax Deferred income tax is provided in full, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. Deferred income tax assets and liabilities are determined using tax rates and tax laws that have been enacted or substantively enacted by the balance sheet date and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled. Deferred income tax assets are recognised to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilised (Note 21). 2.19 Employee Benefits The Company accounts for its liability related to employment termination and vacation benefits in accordance with TMS 19, “Employee Benefits” and classifies under the account “Provision for employment termination benefits” on the balance sheet. According to the Turkish labour legislation, the Company is required to pay termination benefits to each employee whose jobs are terminated except for the reasons such as resignation, retirement and attitudes determined in the Labour Law. The provision for employment termination benefits is calculated over present value of the possible liability in accordance with the Labour Law by considering determined actuarial estimates (Note 22). 2.20 Provisions Provisions are recognised when the Company has a present legal or constructive obligation as a result of past events; it is probable that an outflow of resources will be required to settle the obligation; and the amount can be reliably estimated. Provision amounts are estimated over expenditures expected to be required to settle the obligation at the balance sheet date by considering the risks and uncertainties related to the obligation. When the provision is measured by using the estimated cash outflows that are required to settle the obligation, the carrying value of the provision is equal to the present value of the related cash outflows. Where some or all of the expenditure required to settle a provision is expected to be reimbursed by another party, the reimbursement is recognised as an asset if and only it is virtually certain that reimbursement will be received and the reimbursement can be reliably estimated. Liabilities that arises from past events and whose existence will be confirmed only by the occurrence or nonoccurrence of one or more uncertain future events not wholly within the control of the entity are classified as contingent liabilities and not included in the financial statements (Note 23). 2.21 Accounting for Revenues Written Premiums Written premiums represent premiums on policies written during the year, net of cancellations. As disclosed in Note 2.24, premium income is recognised in the financial statements on accrual basis by allocating the unearned premium provision over written premiums Reinsurance Commissions Commission income received in relation to ceded premiums to reinsurance companies is accrued in the related period and classified in technical part under operating expenses in the income statement. As disclosed in Note 2.24, reinsurance commission income is recognised in the financial statements on an accrual basis by allocating the deferred commission income over commissions received. 70 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 2.21 Accounting for Revenues (Continued) Claim Recovery and Salvage Income In the unconsolidated financial statements prepared as of 31 December 2010, in accordance with “The Circular on Salvage and Subrogation Income” issued by the Treasury, dated 20 September 2010 and numbered 2010/13, the Company recognizes the subrogation receivables, as limited to the coverage amount of the debtor insurance company, provided that the claim payment has been performed, the acquittance or the statement of payment has been received from the policyholders; and related individuals or insurance companies have been notified. A provision is recorded for those receivables which are not collected from insurance companies after six months and from individuals after four months following the payment of claim. Accordingly, as of 31 December 2010, accrued subrogation receivables, net of reinsurance share, and the provision amount for such receivables are TL5.888.512 and TL312.287, respectively. In the unconsolidated financial statements prepared as of 31 December 2009, in line with the declaration of the Treasury dated 18 January 2005 and numbered B.02.1.HM.O.SGM.0.3.1.1, the Company has accounted for net subrogation receivables amounting to TL 6.812.108 from insurance companies and natural and legal persons with whom the Company has agreed on an accrual basis and subrogation receivables from individuals and legal entities with whom the Company has not agreed have been followed under off-balance sheet items (Note 12.1). Interest Income Interest income is recognised by using the effective interest rate method on an accrual basis. Dividend Income Dividend income is recognised as an income in the financial statements when the right to receive payment is established. 2.22 Leases Leases in which a significant portion of the risks and rewards of ownership are retained by the lesser are classified as financial leases while other leases are classified as operational leases. Finance leases are capitalised at the lease’s commencement at the lower of the fair value of the leased property and the present value of the minimum lease payments. The liability to lesser is classified as the leasing payables in the balance sheet. Each lease payment is allocated between the liability and finance charges so as to achieve a constant rate on the finance balance outstanding. The interest element of the finance cost except for capitalised portion is charged to the income statement. The payment of the operational lease is charged to the income statement on a straight-line basis over the lease period (The incentives received or to be received from the lessor are also charged to the income statement on a straight-line basis over the lease period) (Note 6). 2.23 Dividend Distribution Dividend liabilities are recognised as a liability in the financial statements in the period in which the dividends are declared as a component of dividend distribution. 71 GÜNEŞ SİGORTA ANNUAL REPORT 2010 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 2.24 Technical Provisions Unearned Premium Reserve Unearned premium reserve is calculated on a daily basis for all policies in force as of 31 December 2010 for unearned portions of premiums written, except for marine and earthquake premiums issued before 14 June 2007. During the calculation of unearned portion of premiums written on a daily basis, it is supposed that the policies start at 12:00 noon and end at 12:00 noon again. In accordance with the Regulation on Technical Reserves, unearned premium reserve and the reinsurers’ share of the unearned premium reserve for policies issued after 1 January 2008, are calculated and recorded as the deferred portion of the accrued premiums related to the policies in force and ceded premiums to reinsurers without deducting commissions or any other deduction, on a daily and gross basis. The Company has continued to deduct the commissions from the premiums for the calculation of unearned premium reserve regarding the policies issued before 1 January 2008. For cargo insurance policies with unspecified termination date, unearned premium reserve is accounted for as the 50% of premiums written in the last three months (Note 17). Deferred Commission Expense and Income Within the framework of the Circular numbered 2007/25 and dated 28 December 2007 published by Treasury, the unearned portion of commissions paid to agencies for the written premiums and commissions received from reinsurers for the ceded premium after 1 January 2008, are recorded as in deferred expenses and deferred income, respectively on the balance sheet, and as operating expenses on a net basis in the income statement (Note 17). The Company has deferred TL1.028.265 of the payments made to companies providing assistance services in the current period under prepaid expenses account on the balance sheet as of 31 December 2010 as they relate to the future period. Unexpired Risks Reserve Within the framework of Regulation on Technical Reserves, effective from 1 January 2008, insurance companies are required to account for an unexpired risk reserve against the probability that future losses incurred from in force policies may exceed the unearned premium reserve accounted for the related policies considering expected loss ratios. Expected loss ratio is calculated by dividing the incurred losses to earned premiums. If the loss ratio calculated for a branch is higher than 95%, net unexpired risk reserve for that branch is calculated by multiplying the ratio in excess of 95% with net unearned premium reserve for the related branch and gross unexpired risk reserve for that branch is calculated by multiplying the ratio in excess of 95% with gross unearned premium reserve for the related branch. The difference between gross amount and net amount is recognized as reinsurers’ share. The opening outstanding claims provision amount used in the derivation of expected loss ratio determined for the calculation of unexpired risk reserve as of 31 December 2010 has been recalculated to conform to the current period. The Company has calculated and accounted for a net unexpired risk reserve amounting to TL 14.386.220 at 31 December 2010 (31 December 2009: TL 2.834.079) (Note 17). 72 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 2.24 Technical Provisions (Continued) Outstanding Claims Provision The Company accounts for accrued and calculated outstanding claim provision for ultimate cost of the claims incurred, but not paid in the current or prior periods or for the estimated ultimate cost if the cost is not certain yet, and for the incurred but not reported claims. The Company accounts for accrued and calculated outstanding claim provision for ultimate cost of the claims incurred, but not paid in the current or prior periods or for the estimated ultimate cost if the cost is not certain yet, and for the incurred but not reported claims. As of 31 December 2010 claim provisions are accounted for based on reports of experts or initial assessments of policyholders and experts, and in the calculations related to the claims provision, claim recoveries, salvage and similar gains are deducted (As of 31 December 2009, salvage, subrogation and similar gains have been deducted in calculations related to outstanding claim provisions). The difference between the reported outstanding claims and the ultimate amount determined within the framework of “The Communiqué related to the Actuarial Chain Ladder Method” (the “Communiqué”) dated 20 September 2010 and numbered with 2010/12, effective from 30 September 2010, the difference between the reported outstanding claims is taken into account as incurred but not reported claim amount. In accordance with the Communique which is effective from 30 September 2010, the insurance companies has to make the calculations on each branch based on actuarial chain ladder method (“new ACLM”) with using 5 methods which are mentioned in the Communique which are all based on incurred loss (total of outstanding and paid claims). The right of choosing one of the methods is given to the insurance companies which will make the calculations for the first time as at 30 September 2010. The companies will determine the method for each branch as at 31 December 2010 by evaluating the best adequate method for the portfolio of the company and will not change the method for 3 years. The peak claims which are mentioned as big claims are eliminated in a separate file by using prescribed statistical methods in the Communique in order to make the ACLM calculations with a more homogeneous data set. Additionally, the ACLM calculations are performed on gross basis and the net amounts are determined according to the in-force or related reinsurance treaties of the Company. The method which was chosen by the Company for each branch for the new ACLM, the gross and net of reinsurance results and the limits which are used for the big claims eliminations are represented in Note 17. Another calculation is performed for testing the adequacy of the result for incurred but reported claims amount determined by new ACLM calculations. In the calculation of incurred but reported claims amount performed for this test, the claims occurred in the last 5 years, but notified after that date, deducted by related the salvage, subrogation and other similar collections; and the premium income of the respective years have been considered. The result of the calculation is compared to the new ACLM calculation result on an aggregate basis for all branches and the higher one is determined as the incurred but not reported claims amount. The Company made the mentioned comparison and determined its incurred but reported claims amount in accordance with the result of new ACLM calculations. Nonetheless, with respect to the Communique, 80% of result the incurred but not reported claim calculations may be taken into account for only year 2010 for the determination of the amount to be accounted for in the financial statements. The amounts will be taken into account at minimum 90% of the result of the new incurred but not reported claims for 2011, and all of the amount has to be taken into account in 2012. 73 GÜNEŞ SİGORTA ANNUAL REPORT 2010 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 2.24 Technical Provisions (Continued) In this respect, the Company has taken 80% of the provision for claims incurred but not reported into account and has accounted for a net additional outstanding claim provision amounting to TL61.246.857 at 31 December 2010 (Note 17). Within the framework of the regulations applicable before the aforementioned changes in Regulation on Technical Reserves, the Company has accounted for additional outstanding claims provisions as a provision for claims incurred but not reported amounting to TL34.429.710, a provision for claim adequacy difference amounting to TL6.910.942 and a provision for old ACLM calculation based on paid claims amounting to TL12.948.380; and a net expected salvage and subrogation income amounting to TL9.241.458 has been deducted from the outstanding claims provision as of 31 December 2009. As of 31 December 2009, had the Company been accounted for the outstanding claims provision in accordance with the changes in the “Regulation on Technical Reserves” and other related regulations, outstanding claims provision at 31 December 2009 would have decreased by TL6.562.271. In accordance with the Circular dated 18 October 2010 and numbered 2010/16, as expected salvage and subrogation income amounting to TL9.241.458 deducted from the outstanding claims provision as of 31 December 2009 has not been mentioned in the “Regulation on Technical Reserves” which is effective from 30 September 2010, the mentioned amount calculated as of 31 December 2009 and carried forward to 2010, has been classified under “Provisions” in the income statement as of 31 December 2010 (Notes 17 and 47.5). Equalisation Reserve In accordance with the Regulation on Technical Reserves, as of 01 January 2008 insurance companies are required to record an equalisation reserve for the insurance contracts including earthquake and credit coverage, in order to cover the catastrophic risks and in order to equalise the fluctuations within the claim ratios that may occur during the following accounting periods. Such reserve is calculated over 12% of net earthquake and credit premiums corresponding to each year. In the calculation of the net premium, the amounts paid for the non-proportional reinsurance agreements are regarded as ceded premiums. The Company has accounted for an equalisation reserve amounting to TL5.863.901 as of 31 December 2010 (31 December 2009: TL4.036.984) (Notes 17 and 47.1). 2.25 Convenience translation into English The effects of differences between the accounting principles as set out by the insurance legislation and accounting principles generally accepted in countries in which the financial statements are to be distributed and International Financial Reporting Standards (“IFRS”) have not been quantified in the financial statements. Accordingly, the financial statements are not intended to present the financial position and results of operations and changes in financial position and cash flows in accordance with accounting principles generally accepted in such countries and IFRS. 3. Critical Accounting Estimates and Judgments Preparation of financial statements requires the use of estimations and assumptions which may affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities as of the balance sheet date and reported amounts of income and expenses during the financial period. Accounting estimates and assumptions are continuously evaluated and based on historical experience and other factors, including expectations of future events that are believed to be reasonable under current circumstances. Although the estimations and assumptions are based on the best knowledge of the management for existing events and operations, they may differ from the actual results. The estimation of the ultimate liability for technical expenses that can be incurred for the existing insurance contracts is the one of the most critical accounting estimates. Estimation of the insurance liabilities, by nature, includes the evaluation of several uncertainties. 74 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 3. Critical Accounting Estimates and Judgments (Continued) Other estimations and assumptions for financial statement items that might result in significant changes to the carrying amount of assets and liabilities in future financial reporting periods are stated below: Fair value of properties for operational use and investment properties The fair value of properties for operational use and investment properties are determined by the independent professionally qualified valuation companies at 31 December 2010 (Notes 6 and 7). Estimation of fair values of the financial assets Investments in equity instruments classified as available-for-sale financial assets are measured at fair value when they are traded in an active market and/or their fair value can be reliably measured. In this respect, the fair value of financial assets traded in active markets is based on quoted market prices at the balance sheet date. The fair value of financial assets that are not traded in an active market is based on the valuation reports, if exist, prepared by independent valuation experts. Investments in equity instruments classified as available-for-sale financial assets are measured at cost less cumulative impairment losses, if any, when they are not traded in an active market and their fair value cannot be reliably measured (Note 11). 4. Management of Insurance and Financial Risk Insurance risk The risk under any insurance contact is the possibility that the insured event occurs and the uncertainty of the amount of the resulting claim. By the very nature of the insurance contracts, this risk is random and therefore unpredictable. For a portfolio of insurance contracts where the theory of probability is applied to pricing and reserving, the principal risk that the Company faces under its insurance contracts is that the actual claims and benefit payments exceed the carrying amount of insurance liabilities. The Company determines its insurance underwriting strategy based on the type of insurance risk accepted and the claims incurred. The Company manages the aforementioned risks by its overall underwriting strategy and via reinsurance agreements, which the Company is a party to. The Company determines annual “risk acceptance policies” for the main products and revised these policies during the year, if necessary. Based on the risk acceptance policies, for each product, the maximum and minimum limits for risk analysis and the risks which will be excluded from the coverage are determined during the period beginning from order process and ending with the issuance of the policy. Furthermore, the Company uses reinsurance agreements to obtain coverage for the high risks and catastrophic claims by considering financial position. The distribution of net insurance risk (insured minimum amount) for each branch summarized below: 31 December 2010 31 December 2009 Land vehicles liability Fire and natural disasters Accident Marine General Liability Land Vehicles General Losses Legal Protection Water Crafts Air Crafts Liability 1.829.440.374.038 26.980.988.605 25.203.151.718 8.496.833.033 8.059.038.867 6.221.001.403 1.706.497.384 878.268.750 113.173.863 - 1.495.892.648.064 26.178.425.398 12.952.627.602 7.206.037.281 6.259.301.565 6.817.157.652 1.577.065.961 646.071.200 152.628.980 100 1.907.099.327.661 1.557.681.963.803 75 GÜNEŞ SİGORTA ANNUAL REPORT 2010 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 4. Management of Insurance and Financial Risk (Continued) Sensitivity analysis Financial risk The Company is exposed to financial risk through its financial assets, reinsurance assets and insurance liabilities. In particular the key financial risk is that the proceeds from its financial assets are not sufficient to fund the obligations arising from its insurance contracts. The most important components of the financial risk are market risk (including foreign exchange risk, fair value interest rate risk, cash flow interest rate risk and price risk), credit risk and liquidity risk. The Company’s overall risk management programme focuses on the unpredictability of financial markets and seeks to minimize potential negative effects on the Company’s financial performance. The Company does not use derivative financial instruments. Risk management is carried out by management under policies approved by the Board of Directors. (a) Market Risk i. Cash flow, market interest rate and price risk The Company has no interest bearing assets and liabilities with floating (variable) interest rates. ii. Foreign currency risk The Company is exposed to foreign exchange risk through the impact of rate changes at the translation of Turkish Lira pertaining to foreign currency denominated receiveables and payables. These risks are monitored and limited by the analysis of the foreign currency position. At 31 December 2010, if Euro appreciated/depreciated by 10% against TL, with all other variables held constant, net assets before tax would be higher/lower by TL37.947 (31 December 2009: TL423.035), as a result of foreign exchange gains/losses on the translation of Euro denominated assets and liabilities. At 31 December 2010, if USD appreciated/depreciated by 10% against TL, with all other variables held constant, net assets before tax would be higher/lower by TL1.810.356 (31 December 2009: TL596.557), as a result of foreign exchange gains/losses on the translation of USD denominated assets and liabilities. The company’s foreign assets and liabilities are disclosed in related notes. iii. Price risk The Company’s financial assets expose the Company to price risk The Company’s available-for-sale financial assets have been stated at fair value as of 31 December 2010. If market price of available for-sale financial assets had been decreased/increased by 5% holding all other variables constant, impact on net asset for the period would have been equal to TL 774.147 (31 December 2009: TL 639.849). If the value of the financial assets which are carried at their fair values according to the independent valuation reports increased/decreased by %5 all other variables held constant, impact on net assets for the period would be higher/lower by TL 5.184.700 (31 December 2009: TL 4.169.026). (b) Credit Risk Ownership of financial assets involves the risk that counterparties may be unable to meet the terms of their agreements. The Company’s exposure to credit risk arises mainly from cash and cash equivalents and bank deposits, financial assets, reinsurers’ share of insurance liabilities, due from reinsurers and premium receivables from policyholders and intermediaries. The Company management deems these risks as total credit risk to the counterparty. The Company follows and monitors the credit risk of financial assets classified as loans and receivables and receivables from insurance operations (including reinsurance receivables) by guarantees received and procedures applied for the selection of the counterparties. Other explanations in relation to these receivables are disclosed in Note 12. 76 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 4. Management of Insurance and Financial Risk (Continued) The Company’s financial assets which are subject to credit risk, except for loans and receivables, generally consist of time and demand deposits held in banks and other financial institutions in Turkey; and such receivables are not deemed to have a high credit risk (c) Liquidity risk The Company uses its available cash resources to pay claims arising from insurance contracts. Liquidity risk is the risk that cash may not be available to pay obligations when due at a reasonable cost. Management sets limits on the minimum portion of funds available to meet such liabilities. The table below analyses the Company’s financial liabilities and insurance liabilities into relevant maturity groups based on the remaining period at the balance sheet date to the expected or contractual maturity date. The amounts disclosed in the tables are the undiscounted cash (payables to reinsurance companies are excluded) flows: Contractual cash flows 31 December 2010 Up to 3 months 3 months 1 year 1 year - 5 year Over 5 years Total Payables from insurance operations 29.153.217 22.165.854 13.461.937 - 64.781.008 29.153.217 22.165.854 13.461.937 - 64.781.008 Expected cash flows 31 December 2010 Up to 3 months 3 months 1 year 1 year - 5 year Over 5 years Total Unearned premiums reserve, net (*) Outstanding claim provision - net (*) Unexpired risks reserve - net Equalisation reserve 89.217.801 114.285.703 8.985.394 - 125.279.038 24.963.636 1.962.696 - 94.201 43.729.753 3.438.130 5.863.901 - - - - 214.591.040 182.979.092 14.386.220 5.863.901 212.488.898 152.205.370 53.125.985 - 417.820.253 Contractual cash flows 31 December 2009 Up to 3 months 3 months 1 year 1 year - 5 year Over 5 years Total Payables from insurance operations 44.339.691 21.020.801 - - 65.360.492 44.339.691 21.020.801 - - 65.360.492 Expected cash flows 31 December 2009 Up to 3 months 3 months 1 year 1 year - 5 year Over 5 years Total Unearned premiums reserve, net (*) Outstanding claim provision - net (*) Unexpired risks reserve - net Equalisation reserve 10.456.467 51.278.602 136.357 - 207.890.990 26.331.576 2.672.748 - 1.915.189 64.948.292 24.974 4.036.984 - - - - 220.262.646 142.558.470 2.834.079 4.036.984 61.871.426 236.895.314 70.925.439 - 369.692.179 (*) The Company expects to realise the payments of outstanding claims under legal follow-up and claims under certain branches; and claims incurred but not reported in a period exceeding one year. Unearned premium reserves calculated on the policies with periods over one year are presented as long-term in the table above. Outstanding claim provisions and unearned premium reserves are totally classified as short-term on the balance sheet. The Company foresees to fulfil the abovementioned liabilities by its financial assets and cash or cash equivalents included in the assets. 77 GÜNEŞ SİGORTA ANNUAL REPORT 2010 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 4. Management of Insurance and Financial Risk (Continued) Fair value of the financial assets Fair value is the amount at which a financial instrument could be exchanged in a current transaction between willing parties, other than in a forced sale or liquidation, and is best evidenced by a quoted market price, if one exists. The estimated fair values of financial instruments have been determined by the Company using available market information and appropriate valuation methodologies. The following methods and assumptions were used to estimate the fair value of the financial instruments for which it is practicable to estimate fair value: Financial Assets The fair values of balances denominated in foreign currencies, which are translated at period end exchange rates, are considered to approximate carrying values. The fair values of cash and cash equivalents are considered to approximate their respective carrying values carried at amortised cost due to their short-term nature. The carrying value of receivables from main operations along with related provision for overdue receivables is considered to approximate respective fair values. The fair value of financial assets traded in active markets has been accepted as their quoted market prices. The fair value of financial assets that are not traded in an active market is based on the valuation reports, if exist, prepared by independent valuation experts. Investments in equity instruments classified as available-for-sale financial assets are measured at cost less cumulative impairment losses, if any, when they are not traded in an active market and their fair value cannot be reliably measured (Note 11). Financial liabilities The fair values of liabilities on main operations and other financial liabilities are considered to approximate to their respective carrying values. Capital Management The Company’s objectives when managing the capital are: • to comply with the capital requirements of the Treasury, • to safeguard the Company’s ability to continue as a going concern so that it can continue the operations. The insurance companies are required to comply with the regulations related to capital adequacy as issued by Treasury. As of 31 December 2010, the Company has not completed the calculation to be performed with respect to the minimum required shareholders’ equity amount in accordance with the “Evaluation and Assessment of the Capital Adequacy of the Insurance, Reinsurance and Pension Companies” as of date of the preparation of financial statements. Based on the best estimate of the Company, the requirements of the minimum required shareholders’ equity are expected to be fulfilled as of 31 December 2010 (31 December 2009: TL202.083.768). 78 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 5. Segment information Information related to the operational reporting of the Company in the accordance with the “TFRS 8 - Operating Segments” is disclosed in this part. Fire Insurance This insurance policy covers mainly direct material damages on properties of the policyholders generated by fire, lightening, explosion or fumes, vapour and heat as a result of fire and explosion within the policy coverage. Accident This segment consists of policies in casco, personal accident and glass break branches. This policy provides guarantee for the material damages to policyholders’ interests on motor and non-motor vehicles, trailers, caravans, construction equipments and tractors, generated by a collision with motor or non-motor vehicles or a collision between an object and the insured vehicle while the insured vehicle is in motion or stagnant out of control of the policyholder or spinning, turning over or falling down of the insured vehicle as a result of an accident or as a result of third party’s bad intention, or in case of a theft or a fire. Land Vehicles Liability (Compulsory Traffic) Insurance In accordance with the Highway Law, numbered 2918, insurance company provides guarantee the liability of the policyholder for death or injury of a third party or any damage occured during the usage of the insured vehicle within the compulsory coverage. Damages occured by a towed vehicle or towing vehicle is in the coverage of the insurance of the towing vehicle. However, towing vehicles used for human transportation may be within this insurance’s coverage in case of an additional special clause. Compulsory expenses incurred by the policyholder by the purpose of prevention of loss or decreasing the loss is compensated by the insurance company. This insurance ensures that the insurer defends against unfair claims. Health Insurance Health insurance provide guarantees for sickness or expenses incurred due to injuries and indemnities if applicable and on the ground of general and special conditions if any during the policy period. Geographical area that the guarantee is given is disclosed on the policy. 79 80 Fire Accident 170.011.305 162.927.864 155.561.342 8.214.217 (847.695) 7.083.441 40.520.518 40.520.518 42.055.340 (1.534.822) - - TECHNICAL INCOME 1- Earned Premiums (Net of Reinsurance share) 1.1- Written premiums (Net of Reinsurance share) 1.2- Change in Unearned Premiums Reserve 1.3 - Unexpired Risks Provision 2- Other Technical Income (Net of Reinsurance share) 3- Accrued Claims Recovery Income 4.890.022 (25.127.389) 260.401 (5.732.541) 23.323.420 - - - - Financial Income Personnel Expenses General Expenses Other and financial expense - - - - (44.113.061) (32.476.451) (26.133.649) (182.823.893) (156.690.244) (124.213.793) 325.012 138.710.832 138.385.820 151.250.544 (2.241.944) (10.622.780) - - - - (2.853.869) (2.692.082) (8.938.203) (55.022.889) (46.084.686) (43.392.604) - 52.169.020 52.169.020 49.318.304 2.793.666 57.050 - - - - 18.493.211 (1.161.054) 9.751.178 2.588.057 (7.163.121) (6.002.067) 180.306 15.905.154 15.724.848 17.423.075 (1.559.511) (138.716) Land Vehicle Liability Health Other 27.729.822 (39.652.179) (30.463.465) (9.395.099) - - - - - - - - - - - - Undistributed The Company does not distribute the assets to the branches and evaluates assets on an aggregate basis. Net Period Loss (-) - - - - 24.485.777 (145.525.528) (120.398.139) (125.288.161) (17.197.098) (11.464.557) (11.724.958) TECHNICAL EXPENSE 1- Incurred Losses (Net of Reinsurance share) 1.1- Paid Claims (Net of Reinsurance share) 1.2- Change in Outstanding Claims (Net of Reinsurance Share and Returned Reserve) (+/-) 2- Other Technical Expense 1 January - 31 December 2010 period segment results: 5. Segment information (Continued) 1 OCAK - 31 ARALIK 2010 VE 2009 HESAP DÖNEMLERİNE AİT KONSOLİDE OLMAYAN FİNANSAL TABLOLARA İLİŞKİN AÇIKLAYICI DİPNOTLAR (Para birimi aksi belirtilmedikçe Türk Lirası (“TL”) olarak gösterilmiştir.) (32.445.443) 27.729.822 (39.652.179) (30.463.465) (9.395.099) 19.335.478 (31.179.164) (56.180.604) (397.981.351) (341.800.747) (310.621.583) 7.588.759 417.316.829 409.728.070 415.608.605 5.671.606 (11.552.141) Total GÜNEŞ SİGORTA ANNUAL REPORT 2010 81 2.033.889 (18.071.357) (420.701) (3.054.669) 19.618.536 - - - - Financial Income Personnel Expenses General Expenses Other and financial expense - - - - (16.756.161) (10.122.615) (21.391.649) (137.220.988) (115.829.339) (105.706.724) - - - - - (5.519.516) (820.212) (6.970.456) (48.722.381) (41.751.925) (40.931.713) - - - - - 18.809.399 362.468 11.562.552 4.288.228 (7.274.324) (7.636.792) 151.149 14.521.171 14.370.022 15.627.653 (1.128.152) (129.479) 32.376.745 (36.351.301) (26.038.305) (19.303.186) - - - - - - - - - - - - Undistributed Net Period Loss (-) - - - - 18.025.670 (149.074.682) (131.003.325) (133.037.214) (15.840.069) (12.785.401) (12.364.699) TECHNICAL EXPENSE 1- Incurred Losses (Net of Reinsurance share) 1.1- Paid Claims (Net of Reinsurance share) 1.2- Change in Outstanding Claims (Net of Reinsurance Share and Returned Reserve) (+/-) 2- Other Technical Expense 9.033.590 2.229 43.202.865 43.202.865 46.023.664 (5.032.063) 2.211.264 120.464.827 120.464.827 135.749.424 (12.715.094) (2.569.503) 167.100.352 158.066.762 158.559.489 (414.680) (78.047) TECHNICAL INCOME 1- Earned Premiums (Net of Reinsurance Share) 1.1- Written premiums (Net of Reinsurance Share) 1.2- Change in Unearned Premiums Reserve 1.3 - Unexpired Risks Reserve 2- Other Technical Income - (Net of Reinsurance Share) 3- Accrued Subrogation Income 35.458.605 35.456.376 39.109.429 (3.653.053) - Land Vehicle Liability Health Other Fire Accident 1 January - 31 December 2009 period segment results: 5. Segment information (Continued) 1 OCAK - 31 ARALIK 2010 VE 2009 HESAP DÖNEMLERİNE AİT KONSOLİDE OLMAYAN FİNANSAL TABLOLARA İLİŞKİN AÇIKLAYICI DİPNOTLAR (Para birimi aksi belirtilmedikçe Türk Lirası (“TL”) olarak gösterilmiştir.) (15.138.120) 32.376.745 (36.351.301) (26.038.305) (19.303.186) 34.177.927 (8.967.172) (37.925.580) (346.569.893) (308.644.313) (299.677.141) 9.186.968 380.747.820 371.560.852 395.069.659 (22.943.042) (565.765) Total GÜNEŞ SİGORTA ANNUAL REPORT 2010 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 6. Property, plant and equipment 6.1 Depreciation and amortisation expenses for the period: TL 4.136.983 (1 January - 31 December 2009: TL 4.023.523). 6.1.1 Amortisation expenses: TL 3.762.445 (1 January- 31 December 2009: TL 3.598.839). 6.1.2 Depreciation: TL 374.538 (1 January- 31 December 2009: TL 424.684). 6.2 Changes in depreciation calculation methods and effect of such changes on depreciation expenses for the year: None (1 January- 31 December 2009: None). 6.3 Movements of property and equipment in the current period: 6.3.1 Cost of property and equipment purchased: TL 2.490.546 (1 January - 31 December 2009: TL 3.847.773). 6.3.2 Cost of property and equipment sold or used as scrap: TL 773.348 (1 January-31 December 2009: TL 227.545). 6.3.3 Revaluation increases in the current period: 6.3.3.1 Cost of fixed assets (+): TL2.258.407 (1 January- 31 December 2009: None). 6.3.3.2 Accumulated depreciation (-): TL2.732.317 (1 January- 31 December 2009: None). 6.3.4 Nature, amount, beginning and ending dates of construction-in-progress: None (1 January- 31 December 2009: None). Movement table of tangible assets is as follows: Cost/Revalued Amount: Properties for operational use Machinery and equipment Furniture and fixtures Motor vehicles Special costs Leased assets 74.835.216 8.581.208 4.150.344 644.877 1.091.537 254.750 51.377 548.317 974.376 9.714 902.012 4.750 - (736.449) - (36.899) - - 2.258.407 - - - - - 77.145.000 8.393.076 5.124.720 617.692 1.993.549 259.500 Total 89.557.932 2.490.546 (773.348) 2.258.407 93.533.537 Accumulated Depreciation: Properties for operational use Machinery and equipment Furniture and fixtures Motor vehicles Special costs Leased assets (1.820.440) (5.369.105) (2.653.487) (371.813) (612.868) (205.543) (1.889.450) (976.661) (507.755) (86.433) (252.939) (49.207) - 702.421 - 26.213 - - 2.732.317 - - - - - (977.573) (5.643.345) (3.161.242) (432.033) (865.807) (254.750) (11.033.256) (3.762.445) 728.634 2.732.317 (11.334.750) 78.524.676 82.198.787 Total Net book value 82 1 January Increase in 31 December 2010 Additions Disposals Value 2010 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 6. Property, plant and equipment (Continued) Cost/Revalued Amount: Properties for operational use Machinery and equipment Furniture and fixtures Motor vehicles Special costs Leased assets 1 January 31 December 2009 Additions Disposals Transfers 2009 73.950.266 6.398.963 3.688.252 626.976 1.016.572 256.675 884.950 2.399.790 460.167 27.901 74.965 - - (217.545) - (10.000) - - - - 1.925 - - (1.925) 74.835.216 8.581.208 4.150.344 644.877 1.091.537 254.750 Total 85.937.704 3.847.773 (227.545) - 89.557.932 Accumulated Depreciation: Properties for operational use Machinery and equipment Furniture and fixtures Motor vehicles Special costs Leased assets - (4.613.663) (2.180.037) (260.281) (439.602) (154.593) (1.820.440) (961.035) (473.450) (119.698) (173.266) (50.950) - 205.593 - 8.166 - - - - - - - - (1.820.440) (5.369.105) (2.653.487) (371.813) (612.868) (205.543) Total (7.648.176) (3.598.839) 213.759 - (11.033.256) Net book value 78.289.528 78.524.676 The Company’s buildings for operational use are revalued. The fair value of the buildings as of 31 December 2010, is determined in accordance with the values defined by comparison of sales method in valuation reports dated 22 January 2010 prepared by independent professional valuation company named Lotus Gayrimenkul Değerleme ve Danışmanlık A.Ş.: 31 December 2010 31 December 2009 Güneş Plaza Ankara Building Antalya Building Kabataş Building Trabzon Building Adana Building Erzurum Building Samsun Building 70.370.000 2.700.000 1.290.000 1.230.000 750.000 455.000 185.000 165.000 67.000.000 3.149.066 1.265.000 1.140.000 600.000 420.000 190.000 140.000 Total 77.145.000 73.904.066 Revaluation increases arising from valuation of land and buildings, net of deferred tax effects, are credited to “Other Capital Reserves” under shareholders’ equity. Revaluation decreases arising from valuation of land and buildings are charged against “Other Capital Reserves” for the corresponding asset under shareholders’ equity. Revaluation decreases regarding the assets without balances in “Other Capital Reserves” under shareholders’ equity are charged to the income statement. 83 GÜNEŞ SİGORTA ANNUAL REPORT 2010 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 6. Property, plant and equipment (Continued) The movement of the revaluation increases for the buildings accounted for using revaluation model, for the year ended 31 December 2010 and 2009, is as follows: Beginning of the period - 1 January Increase in value due to revaluation Amortisation differences classified in accumulated profit Deferred tax due to revaluation differences (Note 21) End of period- 31 December 2010 2009 22.510.637 23.111.599 4.930.438 (776.774) (751.202) (830.733) 150.240 25.833.568 22.510.637 Cost and accumulated depreciations amounts of the buildings before revaluation as of 31 December 2010 and 2009 are stated below: Cost Accumulated Depreciation Net Book Value 31 December 2010 31 December 2009 55.925.736 (11.580.801) 55.874.359 (10.444.136) 44.344.935 45.430.223 As of 31 December 2010 and 2009, the reconciliation between net book values of property for operational use calculated over cost and revalued amounts is as follows: 31 December 2010 31 December 2009 Revalued amount Less - Accumulated depreciation (-) 77.145.000 (970.226) 74.835.216 (1.813.093) Accumulated depreciation deducted revaluated amount 76.174.774 73.022.123 (44.344.935) 462.121 (45.430.223) 546.396 Revaluation fund before tax (Note 21) 32.291.960 28.138.296 Calculated deferred tax liability (Note 21) (6.458.392) (5.627.659) Revaluation fund- net 25.833.568 22.510.637 Net book value calculated based on cost Impairment There is no mortgage on property for operational use (31 December 2009: TL 22.435.395). 7. Investment Properties 1 January 2010 Additions Disposals Increase in Value 31 December 2010 (15.046.200) 21.767.275 64.802.403 1 January 2009 Additions Disposals Increase in Value 31 December 2009 3.638.389 58.024.279 Fair Value: Investment properties 58.024.279 57.049 Fair Value: Investment properties 54.188.078 84 197.812 - CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 7. Investment Properties (Continued) The lands and buildings held to earn rental income or for capital appreciation or both, rather than for use in the main operations or for administrative purposes; or sale in the ordinary course of business are classified as investment property. The fair value of Tekirdağ Farm and the land in İzmir Konak presented in unconsolidated financial statements is determined in accordance with the valuation reports prepared by independent professional valuation company named Lotus Gayrimenkul Değerleme ve Danışmanlık A.Ş. and independent valuation expert, İbrahim Özdemir, respectively: 31 December 2010 31 December 2009 İzmir Konak Land(1) Tekirdağ Farm (2) Land in Çengelköy (3) Other land and buildings (4) 61.767.275 2.790.000 - 245.128 40.000.000 2.790.000 15.000.000 234.279 Total 64.802.403 58.024.279 (1) The fair value of the property as of 31 December 2010 and 31 December 2009, is determined in accordance with the values defined by comparison of sales method in valuation reports dated 19 December 2010 (prepared by independent valuation expert, İbrahim Özdemir) and 25 January 2010 (prepared by independent, professional valuation company named Lotus Gayrimenkul Değerleme ve Danışmanlık A.Ş.) respectively. (2) The fair value of the property as of 31 December 2010 and 31 December 2009, is determined in accordance with the values defined by comparison of sales method in valuation reports dated 22 January 2010 and 27 January 2011 respectively. (3) This investment property has been sold at a sales price of TL25.000.000 based on the decision of the Istanbul Metropolitan Municipality Committee dated 13 October 2010, registry transfer dated 27 October 2010 and the act of expropriation by Istanbul Metropolitan Municipality (31 December 2009: The expertise value of this investment property has been determined based on real estate tax declaration amounts in 2008 and price increases afterwards as indicated in the expertise report dated 20 January 2010. The use of other valuation techniques was not feasible as the mentioned property has been located in frontview zone and due to zone planning status of the property). (4) The lands and buildings are carried at cost and determined that their costs are close to their fair values. Cost value and accumulated depreciations of investment properties as of 31 December 2010 and 2009 are stated below: 31 December 2010 31 December 2009 Cost Accumulated Depreciation 23.989.484 (5.293.622) 25.332.780 (4.876.051) Net book value 18.695.862 20.456.729 As of 31 December 2010 fair value income related to investment properties is TL 21.767.275. which consists of fair value increase of Izmir Konak Land (1 January - 31 December 2009: TL3.638.389). As of 31 December 2010 there are no rent income generated from investment properties (1 January - 31 December 2009: None). There are no mortgages on investment properties (1 January - 31 December 2009: TL 270.022). 85 GÜNEŞ SİGORTA ANNUAL REPORT 2010 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 8. Intangible Assets Cost: 1 January 2010 Additions 31 December 2010 Rights Software (*) 1.316.309 2.895.435 105.274 810.194 1.421.583 3.705.629 Total 4.211.744 915.468 5.127.212 Accumulated Depreciation: Rights (762.163) (374.538) (1.136.701) Net book value 3.449.581 3.990.511 Cost: 1 January 2010 Additions 31 December 2010 Rights Software (*) 934.560 1.818.716 381.749 1.076.719 1.316.309 2.895.435 Total 2.753.276 1.458.468 4.211.744 Accumulated Depreciation: Rights (337.479) (424.684) (762.163) Net book value 2.415.797 3.449.581 (*) As the software has not been started to be used by the Company as of 31 December 2010 and 2009, depreciation has been charged as of these dates. no 9. Investments in Associates The Company accounts for its associate, Vakıf Emeklilik A.Ş. is available for sale financial assets in accordance with TMS 39 - “Financial instruments: recognition and measurement” and as stated in the Communiqué on the Preparation of the Consolidated Financial Statement of Insurance and Reinsurance Companies and Pension Companies dated 31 December 2008 and numbered 27097: Share (%) Vakıf Emeklilik A.Ş. 37,00 Restated 31 December 2010 Cost Fair Value 26.554.375 88.716.010 31 December 2009 Fair Value 70.300.000 Fair value of Vakıf Emeklilik A.Ş. as of 31 December 2010 and 2009 is determined according to the valuation reports dated 11 August 2010 and 30 September 2008 respectively. Movements of the subsidiaries is as follows: 2010 2009 Beginning of period - 1 January 70.300.000 70.300.000 Fair value increase classified in equity 18.416.010 - End of Period - 31 December 88.716.010 70.300.000 As of 31 December 2010, the dividend income received from Vakıf Emeklililik is TL 5.709.073 (1 January- 31 December 2009: None.) (Note 45). 86 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 10. Reinsurance assets Reinsurance Assets /(Liability) 31 December 2010 31 December 2009 165.341.892 168.153.884 173.317.350 140.712.102 1.529.948 (64.781.008) 694.946 (65.360.492) (30.414.982) (32.868.025) Reinsurer’s share of unearned premium reserve (*) (Notes 17.15 - 17.19) Reinsurer’s share of outstanding claims provision (*) (Notes 17.15 - 17.19) Receiveables from insurance and reinsurance companies (Note 12.1) Payables to reinsurance companies (Note 19) Deferred reinsurance commission income (*) (Notes 17.15 - 17.19 and 19) (*) As discussed in Note 2.14, the annual proportional quota-share reinsurance agreement signed for motor own damage and motor third party liability branches based on the transfer of written premiums and paid claims during the period covered by the agreement has not been renewed as of 31 December 2010; and at 1 January 2011, this agreement has been transformed to a run-off basis reinsurance agreement by which the claim liabilities of reinsurers are carried forward to the following periods. As the new quota-share reinsurance agreement has been transformed to a run-off basis reinsurance agreement by which the claim liabilities of reinsurers are carried forward starting from 2011, the reinsurance shares of outstanding claims provision and unearned premium reserve accounted for in the financial statements prepared as of 31 December 2010 have been calculated based on the ceding ratio of 16,8% determined in accordance with the new reinsurance agreement. In this respect, reinsurance share of outstanding claims provision amounting to TL32.079.084, reinsurance share of unearned premium reserve amounting to TL30.800.104 and deferred commision income amounting to TL7.626.387 have been accounted for in the financial statements as of 31 December 2010 (31 December 2009: In accordance with the quota-share reinsurance agreement signed for motor own damage and motor third party liability branches which is valid as of 31 December 2009, reinsurance share of outstanding claims provision amounting to TL22.001.713, reinsurance share of unearned premium reserve amounting to TL32.492.167 and deferred commision income amounting to TL10.127.116 have been accounted for in the financial statements as of 31 December 2009). Reinsurance Income/(Expense) 1 January - 31 December 2010 1January31 December 2009 128.547.457 59.070.822 143.110.161 62.418.214 53.678.441 36.909.504 (2.811.992) 34.614.793 (321.759.658) (332.005.302) 2.453.043 5.987.222 Reinsurer’s share of gross paid claims Commissions received from reinsurance companies (gross) Reinsurers’ share of change in outstanding claim provisions Reinsurers’ share of change in unearned premiums reserve Premiums ceded to reinsurers (Note 24) Change in deferred commission income received from reinsurers Information about reinsurance agreements are disclosed in note 2.14. 11. Financial assets 11.1 The Company’s financial assets are summarised below by measurement category in the table below: 31 December 2010 Free Total Financial assets available-for-sale - Non-current financial assets 3.960.247 32.675.895 Loans and Receiveables (Note 12) - 259.164.973 36.636.142 259.164.973 Total Financial assets available-for-sale - Non-current financial assets Financial assets fair value through profit and loss - Investment Funds Loans and Receiveables (Note 12) Total Blocked 3.960.247 291.840.868 295.801.115 Blocked 31 December 2009 Free Total 3.960.247 22.209.562 26.169.809 - - 776.309 283.202.507 776.309 283.202.507 3.960.247 306.188.378 310.148.625 As of 31 December 2009 the Company has liquid fund amounting to TL 776.309, classified in available-for sale financial assets. 87 GÜNEŞ SİGORTA ANNUAL REPORT 2010 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 11.2 Marketable securities issued during the year other than share certificates: None (31 December 2009: None). 11.3 Debt securities redeemed during the year: None (31 December 2009: None). 11.4 Market value of marketable securities and financial assets carried at cost and carrying value of marketable securities and financial assets carried at market value: Financial Assets: Share (%) Restated31 December 201031 December 2009 Cost Fair value Fair value Subsidiaries: Güneş Tur. End. ve Tic. A.Ş. (1) 100,00 1.076.713 - - 15,65 11,00 1,67 3.912.319 825.000 379.842 17.253.008 2.161.500 1.185.600 10.367.454 1.056.000 1.373.517 13,71 1,43 10,00 10,00 1,77 9,71 0,25 4,54 7.229.553 3.836.957 908.983 5.915.332 4.703.224 13.080.699 130.801 130.565 9.597.000 3.690.929 1.200.000 896.300 221.250 161.746 138.244 130.565 6.717.900 3.098.302 1.650.000 896.300 587.224 161.746 130.801 130.565 Total 42.129.988 36.636.142 26.169.809 Investments in listed companies: Vakıf Finansal Kiralama A.Ş. (2) Vakıf Menk. Kıy. Yat. Ort. A.Ş. (2) Vakıf Gayrimenkul Yatı. Ort. A.Ş. (2) Other financial assets: Vakıf Finans Faktoring A.Ş. (3) Taksim Otelcilik A.Ş. (3) Vakıf Sistem Pazarlama Yazılım A.Ş. (3) Vakıf İnşaat Restorasyon Tic. A.Ş. (4) Vakıf Enerji ve Madencilik A.Ş. (3) Vakıf Pazarlama Ticaret A.Ş. (5) Vakıf Yatırım Menkul Değerler A.Ş. (3) Tarım Sigortaları Havuz İşl. A.Ş. (6) (1) The Company accounts for its subsidiary, Güneş Tur. End. ve Tic. A.Ş. as available for sale financial assets in accordance with TMS 39 - “Financial instruments: recognition and measurement” as stated in the Communiqué on the Preparation of the Consolidated Financial Statement of Insurance and Reinsurance Companies and Pension Companies dated 31 December 2008 and numbered 27097 and measures it at cost less cumulative impairment losses as of 31 December 2010 and 2009. (2) Fair value of the investments in listed companies are accounted for with their market prices. (3) Fair value of the investments as of 31 December 2010 and 2009 is determined in accordance with the valuation analysis performed as of 31 December 2009 and 30 June 2008 respectively. (4) Fair value of the investments as of 31 December 2010 and 2009 is determined in accordance with the valuation analysis performed as of 30 June 2008. (5) Fair value of the investments as of 31 December 2010 and 2009 is determined accordance with the net asset value of the financial statements of the investment as of 31 December 2008. (6) The investment is carried at cost since it does not have a quoted market price in active markets. The company does not have any other marketable securities other than non-current financial assets as of 31 December 2010. Marketable Securities: Investment fund 88 Cost 776.309 31 December 2009 Book Value 776.309 Fair value 776.309 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 11.4 Market value of marketable securities and financial assets carried at cost and carrying value of marketable securities and financial assets carried at market value (Continued): The movement of non-curent financial assets is as follows: 2010 Financial assets Impairment (-) Financial assets, net Opening balance - 1 January Valuation gains classified under equity Valuation losses charged to profit and loss 50.550.815 (24.381.006) 26.169.809 9.728.027 1.104.280 10.832.307 - (365.974) (365.974) Closing balance - 31 December 60.278.842 (23.642.700) 36.636.142 2009 Financial assets Impairment (-) Financial assets, net Opening balance - 1 January Increases in the period Valuation gains classified under equity 42.489.532 806.599 (24.381.006) - 18.108.526 806.599 7.254.684 - 7.254.684 Closing balance - 31 December 50.550.815 (24.381.006) 26.169.809 11.5 Amounts of marketable securities classified under marketable securities and investment securities accounts issued by the Company’s shareholders, associates and subsidiaries and the issuers: None (31 December 2009: None). 11.6 Value increase on financial assets in the last three years: TL 12.497.307 (31 December 2009: TL 7.254.684). 11.7 - 11.9 Other information about financial assets: The unrealised fair value changes from financial assets amounting to TL 12.497.307 is classified under account “Valuation of Financial Assets” (31 December 2009: TL 7.254.684 increase in fair value). Maturity of financial assets: Financial assets of the Company as of 31 December 2010 are composed of financial assets amounting to TL36.636.142 with no defined maturities. Financial assets of the Company as of 31 December 2009 are composed of financial assets amounting to TL26.169.809 with no defined maturities and investment funds amounting to TL776.309. The Company has no foreign currency denominated financial assets as of 31 December 2010 and 2009. 89 GÜNEŞ SİGORTA ANNUAL REPORT 2010 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 12. Loans and Receivables 12.1 Classification of the receivables as receivables from customers, receivables from related parties, advance payments (short-term and long-term prepayments) and others: 31 December 2010 31 December 2009 178.150.825 72.116.504 204.377.429 68.192.717 5.888.512 (1.282.751) (2.447.245) Receivables from agencies Receivables from policyholders Claim recovery and salvage receivables - net Rediscount on receivables (-) Due from insurance operations 6.812.108 254.873.090 276.935.009 19.273.363 1.529.948 24.738.601 14.256.079 694.946 16.110.217 Receivables from main operations - gross 300.415.002 307.996.251 Provision for subrogation receivables under legal follow-up (24.738.601) (16.110.217) (12.696.668) (8.683.527) (3.502.473) (312.287) - 259.164.973 283.202.507 31 December 2010 31 December 2009 30.627.113 (24.738.601) (312.287) 22.922.325 (16.110.217) - 5.576.225 6.812.108 Doubtful receivables from main operations Receivables from insurance and reinsurance companies Claim recovery receivables under legal follow-up- net Provision for doubtful receivables from main operations Provision for doubtful receivables from agencies and policyholders Provision for claim recovery receivables Receivables from main operations - net The details of claim recovery and salvage receivables are as follows: Receivables for salvage and claim recovery Provision for subrogation receivables under legal follow-up Provision for receivables for salvage and claim recovery Receivables for salvage and claim recovery - net 12.2 Due from/due to shareholders, associates and subsidiaries: The transactions and balances with the related parties are disclosed in Note 45. 12.3 Total mortgages and collaterals obtained for receivables: Details of the mortgages and collaterals obtained are as follows: Guarantees and collaterals received 31 December 2010 31 December 2009 Mortgages received Letters of guarantee Treasury bills and government bonds Cash guarantees Other guarantees and collaterals 73.694.226 18.027.080 1.354.450 1.119.621 893.205 68.490.993 13.363.030 206.249 874.673 95.088.582 82.934.945 90 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 12.4 Receivables and payables denominated in foreign currencies having no foreign exchange rate guarantees, assets in foreign currencies and conversion rates: Balances of receivables denominated in foreign currencies is as follows: 31 December 2010 Foreign Currency Foreign Currecy Exchange Type Amount Rate USD 13.996.244 1,5460 EUR 3.059.124 2,0491 GBP 29.350 2,3886 CHF 9.577 1,6438 JPY 77.131 0,0189 JD 12 2,1762 21.638.194 6.268.450 70.106 15.742 1.460 26 Total 27.993.978 Foreign Currency Type Amount in TL 31 December 2009 Foreign Currecy Exchange Amount Rate USD EUR GBP CHF JPY NOK SEK JD 28.627.604 4.171.191 58.058 39.695 218.405 77 95 12 Amount in TL 1,5057 2,1603 2,3892 1,4492 0,0163 0,2589 0,2082 2,1378 43.104.583 9.011.024 138.712 57.526 3.560 20 20 26 Total 52.315.471 12.5 - 12.7 Other information about loans and receivables: The maturity analysis of due from insurance operations is as follows: 31 December 2010 31 December 2009 Overdue receivables Up to 3 months 3 - 6 months 94.127.519 82.617.037 60.519.762 6 months - 1 year More than 1 year 12.800.300 202.711 87.677.409 101.334.472 69.378.802 13.581.214 598.249 250.267.329 272.570.146 The movement of provision for receivables from policyholders and intermediaries is as follows: Opening balance - 1 January Additions during the period Collections Receivables writen off Closing balance - 31 December 2010 2009 8.683.527 5.044.143 (987.345) (43.657) 6.398.558 3.594.870 (1.247.164) (62.737) 12.696.668 8.683.527 91 GÜNEŞ SİGORTA ANNUAL REPORT 2010 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 12.5 - 12.7 Other information about loans and receivables (Continued): The movement of provision for doubtful receivables from main operations is as follows (*): 2010 2009 Opening balance - 1 January Additions during the period - 3.502.473 - Closing balance - 31 December 3.502.473 - (*) The Company has calculated and accounted for a provision of TL 3.502.473 for its overdue receivables which are not under legal follow-up for the first time as of 31 December 2010. The Company has not accounted for any provision for its overdue receivables which are not under legal follow-up as of 31 December 2009 (Note 2.8). Movement of the provision for subrogation and salvage receivables is as follows: 2010 2009 Opening balance - 1 January Additions during the period 16.110.217 8.628.384 10.888.080 5.222.137 Closing balance - 31 December 24.738.601 16.110.217 Overdue but not impaired receivables from policyholders and agencies: 31 December 2010 31 December 2009 Up to 3 months 3 - 6 months 6 - 12 months More than 1 year 70.968.445 7.537.349 8.177.614 3.941.637 45.286.379 36.301.236 1.978.701 4.111.093 Total 90.625.045 87.677.409 The guarantees received for the abovementioned receivables are follows: 31 December 2010 31 December 2009 Mortgages received Cash guarantees and Letter of guarantees 24.004.463 3.857.849 24.797.243 4.070.412 Total 27.862.312 28.867.655 Considering the intermediaries from which collaterals received are higher than receivable amounts, utilisable collaterals for overdue receivables are calculated as TL7.347.126 (31 December 2009: TL 6.843.457). 13. Derivative financial instruments None (31 December 2009: None). 92 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 14. Cash and Cash Equivalents Cash and cash equivalents that are included the statement of cash flows for 31 December 2010 and 31 December 2009 are presented in Note 2.12 and the details of bank deposits of the Company are as follows: 31 December 2010 31 December 2009 Bank deposits in TL - demand deposits 6.308.217 - time deposits - credit card receivables 5.764.506 125.270.170 139.684.695 28.196.404 27.718.755 174.189.316 158.753.431 Foreign currency denominated bank deposits - demand deposits 2.399.536 3.451.259 2.399.536 3.451.259 176.588.852 162.204.690 Total As of 31 December 2010, deposits amounting to TL83.059.308, TL4.131.276 and TL101.255 are blocked in favor of the Treasury, TARSİM and KKTC Central Bank, respectively (31 December 2009: TL84.018.234, TL2.000.000 and TL110.733, respectively). The maturities of the Company’s time deposits as of 31 December 2010 and 2009 are less than three months. Weighted average interest rates time deposits are as follows: 31 December 2010 31 December 2009 TL 8,72% Foreign currency denominated demand deposits are as follows: 31 December 2010 FC TL USD EUR GBP JPY CHF 1.240.270 231.409 3.296 1.367 - Total 1.917.457 474.180 7.873 26 - 9,84% 31 December 2009 FC TL 1.203.394 740.693 16.109 1.350 470 1.811.950 1.600.119 38.487 22 681 2.399.536 3.451.259 93 GÜNEŞ SİGORTA ANNUAL REPORT 2010 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 15. Share Capital The Company has 1.500.000.000 units of shares which are fully paid as of 31 December 2010 and 2009. The movement of shares between opening and closing balances is as follows: 1 January 2010 Issued 31 December 2010 Nominal Nominal Nominal Unit TL Unit TL Unit TL Paid-in capital 1.500.000.000 150.000.000 - - 1.500.000.000 150.000.000 Total 1.500.000.000 150.000.000 - - 1.500.000.000 150.000.000 1 January 2009 Issued 31 December 2009 Nominal Nominal Nominal Unit TL Unit TL Unit TL Paid-in capital 1.500.000.000 150.000.000 - - 1.500.000.000 150.000.000 Total 1.500.000.000 150.000.000 - - 1.500.000.000 150.000.000 Capital reserves: The movement of capital reserves is as follows: Opening balance - 1 January Increase /(decrease) in revaluation fund, net (*) Closing Balance - 31 December 2010 2009 22.570.074 23.171.036 3.322.930 (600.962) 25.893.004 22.570.074 (*)In accordance with “TMS 16 - Tangible Assets”, the Company accounts for property for operational use (land and buildings) using the revaluation model. Increases in the carrying amounts arising on revaluation of land and buildings, net of tax, are accounted for in “Other capital reserves” under shareholders’ equity. At each accounting period, the difference between depreciation based on the revalued carrying amount of the asset (charged to the statement of income) and the depreciation based on the asset’s original cost is transferred from “Other Capital reserves” to retained earnings. In accordance with the current regulation, revaluation increases arising from the revaluation of property for operational use are not allowed to be used in capital increases. The movements in the current period related to revaluation increases are disclosed in Note 6. Legal Reserves: Retained earnings as per the statutory financial statements, other than legal reserve requirements as referred below, are available for distribution. The legal reserves consist of first and second reserves, appropriated in accordance with the Turkish Commercial Code. The Turkish Commercial Code stipulates that the first legal reserve is appropriated out of statutory profits at the rate of 5% per annum, until the total reserve reaches 20% of the Company’s paid-in share capital. The second legal reserve is appropriated at the rate of 10% per annum of all cash distributions in excess of 5% of the paid-in share capital. Under the Turkish Commercial Code, the legal reserves can only be used to offset losses unless they exceed 50% of paid-in share capital and are not available for any other usage. There is no movement in the legal reserves in the current period. Valuation of Financial Assets: The unrealized gains and losses on available-for-sale financial assets is credited to “Valuation of financial assets” account in shareholders’ equity. Movement of valuation of financial assets in the year is as follows: 2010 2009 Opening balance - 1 January (net of tax) 43.269.125 36.014.441 Fair value increase / (decrease) Tax effect of fair value changes (Note 35) 29.248.317 4.826.589 7.254.684 - Closing balance - 31 December (net of tax ) 77.344.031 43.269.125 94 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 15. Share Capital (Continued) Other Profit Reserves: The earthquake provision amounting to TL 12.464.935 as of 30 June 2007 has been transferred to other profit reserves under equity in accordance with the related regulation, as of 3 September 2007. Accounting of profit generated from the sales of the properties in the profit not subject to distribution account under equity: In accordance with the Corporate Tax Law article 5.1.e, 75% of the profit obtained from the sales of the properties of the Company is considered as tax exempt in such condition that the amount is kept in capital reserves under liabilities for 5 years. The profit assumed as tax exemption cannot be transferred to any account except for the capital account or retrieved from the Company. The Company classified TL 7.500.000 which consists of 75% of investment income from sale of an investment property, land in Çengelköy of TL 10.000.000 realised in 2010 and calculated using the book values as determined by Tax Procedural Law, in “Profit not Subject to Distribution” included in “Net Profit for the Period” account group under shareholders’ equity whereas total investment sales income is recognised in the statement of income in accordance with regulation dated 27 October 2008 and numbered 2008/41. 16. Other Reserves and Equity Component of Discretionary Participation Feature Information about other reserves classified under the equity is explained in Note 15. 17. Insurance liabilities and reinsurance assets 17.1 Guarantees to be provided and guarantees provided for life and non-life branches: Required guarantee amount to be provided for non-life branch (*) Guarantees provided for non-life branch 31 December 2010 31 December 2009 67.023.358 87.019.555 67.562.260 87.978.481 (*)Under the article 4 of the “The Communiqué on the Financial Structure of Insurance, Reinsurance and Pension Companies”, published in accordance with the Insurance Law, in the Official Gazette dated 7 August 2007 and numbered 26606, the insurance companies and private pension companies operating in life and personal accident branches are required to provide guarantees that equal to one third of required capital amount as determined by capital adequacy calculation, as Minimum Guarantee Fund, in each capital adequacy calculation period. Since the capital adequecy calculation has not been completed as of the date of preparation of the financial statements, required guarantee amount to be provided for non-life branches is calcuated based on the minimum required capital amount calculated as of 30 June 2010. 17.2 Number of life policies, the number and mathematical reserve amount of the life policies that enter and exit during the year and current status: None (31 December 2009: None). 17.3 Guarantee amount to be provided for life branch Disclosed in Note 4. 17.4 Unit prices of pension funds and savings founded by the Company: None (31 December 2009: None). 17.5 Units and amounts of share certificates in portfolio and in circulation: None (31 December 2009: None). 17.6 Numbers and portfolio amounts of the individual and group pension funds’ participants (entered, left, cancelled during the period and the current participants): None (31 December 2009: None). 17.7 Valuation methods of profit share calculation for life insurance: None (31 December 2009: None). 95 GÜNEŞ SİGORTA ANNUAL REPORT 2010 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 17.8 Number of units and individual/group allocation of gross/net contribution amounts of the private pension fund participants at the Company during the period: None (31 December 2009: None). 17.9 Number of units and individual/group allocation of gross/net contribution amounts of the private pension fund participants transferred from another company during the period: None (31 December 2009: None). 17.10 Number of units and individual/group allocation of gross/net contribution amounts of the private pension fund participants transferred from the life insurance portfolio to the private pension fund portfolio during the period: None (31 December 2009: None). 17.11 Number of units and individual/group allocation of gross/net contribution amounts of the private pension fund participants that left the Company and transferred to another company or that left the Company but did not transfer to another company: None (31 December 2009: None). 17.12 Number of units, gross/net premiums and individual/group allocation for life policyholders that joined the portfolio during the period: None (31 December 2009: None). 17.13 Number of units, gross/net premiums and individual/group allocation of mathematical reserves for life policyholders that left the portfolio during the period: 1 January - 31 December 2010 Number of Gross Contracts (*) PremiumPremium Individual - - 1 January - 31 December 2009 NetMathematical Number of Reserves Contracts - 1.101 - Gross Net Mathematical Premium Premium 1.951 1.795 Reserves - The Company has transferred all of the life portfolio to its associate Vakıf Emeklilik A.Ş.in accordance with the agreement dated 9 April 2009. This transfer is approved at 24 November 2008 by the related governmental body which the Treasury is affiliated. 17.14 Profit share allocation rate to the life policyholders: None (31 December 2009: None). 17.15 - 17.19 Other required information about liabilities from insurance agreements: Outstanding claims provision: Opening balance - 1 January Paid claims Increase/(decrease) - Outstanding claims of current period - Prior years’ outstanding claims Closing balance - 31 December Additional reserve calculated according to new ACLM Closing balance -31 December 96 2010 Gross Reinsurer’s share Net 212.456.975 (143.136.409) (114.946.079) 49.102.986 97.510.896 (94.033.423) 128.371.713 65.400.115 (59.942.413) (15.574.653) 68.429.300 49.825.462 263.092.394 93.204.048 356.296.442 (141.360.159) (31.957.191) (173.317.350) 121.732.235 61.246.857 182.979.092 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 17.15 - 17.19 Other required information about liabilities from insurance agreements (Continued): Gross 2009 Reinsurer’s share Net Opening balance - 1 January Paid claims Increase - Outstanding claims of the current period - Prior years’ outstanding claims 190.751.388 (114.445.682) (99.450.248) 53.653.309 91.301.140 (60.792.373) 132.572.146 3.579.123 (69.044.881) (104.259) 63.527.265 3.474.864 212.456.975 (114.946.079) 97.510.896 51.388.198 (16.958.488) 34.429.710 Closing balance - 31 December Claims incurred but not reported Additional outstanding claim provision calculated from actuarial chain ladder method Outstanding claims adequacy provision Expected salvage and claim recovery income accrual 13.727.883 17.166.794 (779.503) (10.255.852) 12.948.380 6.910.942 (11.469.277) 2.227.819 (9.241.458) Closing balance -31 December 283.270.573 (140.712.102) 142.558.470 Gross 2010 Reinsurer’s share Net Opening balance - 1 January Net change 388.416.530 (8.483.598) (168.153.884) 2.811.992 220.262.646 (5.671.606) Closing balance - 31 December 379.932.932 (165.341.892) 214.591.040 Gross 2009 Reinsurer’s share Net Opening balance - 1 January Net change 330.856.945 57.559.585 (133.539.091) (34.614.793) 197.317.854 22.944.791 Closing balance - 31 December 388.416.530 (168.153.884) 220.262.646 Unearned premium reserve: As of 31 December 2010, deferred commission income and deferred commission expenses amount to TL 30.732.748 and TL 45.034.820 (31 December 2009: TL 32.868.025 and TL 47.597.273) and recorded in deferred income and prepaid expenses accounts, respectively on the balance sheet Unexpired risks reserve: Gross 2010 Reinsurer’s share Net Opening balance - 1 January Net change 2.834.079 11.552.141 - - 2.834.079 11.552.141 Closing balance - 31 December 14.386.220 - 14.386.220 Gross 2009 Reinsurer’s share Net Opening balance - 1 January Net change 2.268.314 565.765 - - 2.268.314 565.765 Closing balance - 31 December 2.834.079 - 2.834.079 97 GÜNEŞ SİGORTA ANNUAL REPORT 2010 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 17.15 - 17.19 Other required information about liabilities from insurance agreements (Continued): Equalisation reserve (*): Opening balance - 1 January Net change Gross 4.036.984 1.826.917 2010 Reinsurers’ share - - Net 4.036.984 1.826.917 Closing balance - 31 December 5.863.901 - 5.863.901 Opening balance - 1 January Net change Gross 1.834.561 2.202.423 2009 Reinsurers’ share - - Net 1.834.561 2.202.423 Closing balance - 31 December 4.036.984 - 4.036.984 Foreign exchange rate 1,5535 2,0590 2,4011 Amount in TL 70.321.508 7.841.935 110.357 78.273.800 (*) As disclosed in Note 2.24, related provision is calculated on a net basis. Foreign currency denominated outstanding claims provision are as follows: 31 December 2010 Foreign currency amount 45.266.500 3.808.614 45.961 Foreign currency Type USD EUR GBP 31 December 2009 Foreign currency amount 30.572.773 4.605.257 152.427 Foreign currency Type USD EUR GBP Foreign exchange rate 1,5130 2,1707 2,4017 Amount in TL 46.256.606 9.996.631 366.085 56.619.322 Salvage and subrogation income: The amounts of the net salvage and subrogation income which are collected and the accrued income amounts from salvage and subrogation receivables as at 31.12.2010 for the claims paid by the Company are as follows: Collections GrossReinsurers’ share 31 December 2010 Accrual Net GrossReinsurers’ share Net Land vehicles Land vehicles liability Fire and natural disasters General liability Health Marine General losses Accident Water vehicles 42.765.436 2.997.214 2.148.764 1.202.063 786.835 1.017.998 314.174 1.620 4.342 (7.483.951) (526.757) (587.915) (105.262) (118.025) (387.796) (285.267) (1.204) (4.319) 35.281.485 2.470.457 1.560.849 1.096.801 668.810 630.202 28.907 416 23 6.703.905 373.634 - - - - - - - (1.126.256) (62.771) - - - - - - - 5.577.649 310.863 - Total 51.238.446 (9.500.496) 41.737.950 7.077.539 (1.189.027) 5.888.512 Collections GrossReinsurers’ share 31 December 2009 Accrual Net GrossReinsurers’ share Net Land vehicles Land vehicles liability Fire and natural disasters General liability Health Marine General losses Accident Water vehicles 39.892.595 2.526.496 767.534 103.638 445.420 1.719.452 141.588 35.719 17.373 (6.981.204) (443.700) (420.482) (98.707) (134.546) (126.024) (116.209) (15.717) (10.669) 32.911.391 2.082.796 347.052 4.931 310.874 1.593.428 25.380 20.002 6.704 8.257.100 - - - - - - - - (1.444.993) - - - - - - - - 6.812.108 - Total 45.649.815 (8.347.257) 37.302.557 8.257.100 (1.444.993) 6.812.108 98 99 5.298.502.027 4.684.304.959 3.930.707.105 628.853.223 1.089.750.860 1.100.835.720 1.111.267.302 - - - 3.229.301.886 755.216.360 1.235.793.709 1.238.291.817 - - - - 2.208.308.512 832.306.762 1.376.001.750 - - - - - 863.644.084 863.644.084 - - - - - - 24.684.026.654 4.552.878.100 6.316.172.036 4.980.075.172 3.778.194.204 2.693.474.987 1.665.720.416 697.511.739 241.823.177 421.134.614 428.840.853 433.847.961 434.832.706 437.713.603 440.034.999 Total gross incurred claim 2.838.227.913 Claims incurred in the year of claim 1 year later 2 years later 3 years later 4 years later 5 years later 6 years later 3.932.688.948 377.611.604 700.744.445 705.797.210 713.263.488 715.416.820 719.855.381 - 4.525.902.734 552.881.357 979.347.277 987.812.248 997.456.390 1.008.405.462 - - 3.922.184.122 623.812.122 1.086.125.557 1.099.829.713 1.112.416.730 - - - 3.145.783.622 699.170.153 1.217.242.410 1.229.371.059 - - - - 2.236.600.602 839.869.612 1.396.730.990 - - - - - 975.347.548 975.347.548 - - - - - - 21.576.735.489 4.310.515.573 5.801.325.293 4.451.651.083 3.256.984.569 2.158.654.988 1.157.568.984 440.034.999 1 January 2002 - 1 January 2003 - 1 January 2004 - 1 January 2005 - 1 January 2006 - 1 January 2007 - 1 January 2008 - Total Gross Accident year 30 December2003 30 December2004 30 December2005 30 December2006 30 December2007 30 December2008 30 December2009 Incurred Claim Claim development table as of 31 December 2009 on gross incurred claims basis in accordance with the regulation in force as of 31 December 2010: Total gross incurred claim 4.469.258.081 581.407.921 1.005.955.384 1.019.431.403 1.031.424.405 1.046.085.846 - - 364.002.643 673.304.501 677.905.590 682.463.095 683.661.541 690.408.972 697.511.739 Claims incurred in the year of claim 1 year later 2 years later 3 years later 4 years later 5 years later 6 years later 527.447.107 935.365.832 943.610.642 953.039.402 963.727.600 975.311.444 - 1 January 2003 - 1 January 2004 - 1 January 2005 - 1 January 2006 - 1 January 2007 - 1 January 2008 - 1 January 2009 - Total Gross 30 December2004 30 December2005 30 December2006 30 December2007 30 December2008 30 December2009 31 December2010 Incurred Claim Accident year Claim development table on gross incurred claims basis as of 31 December 2010: The Company prepares the claim development table in accordance with the Regulation on Technical Reserves: 17.15 - 17.19 Other required information about liabilities from insurance agreements (Continued): CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) GÜNEŞ SİGORTA ANNUAL REPORT 2010 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 17.15 - 17.19 Other required information about liabilities from insurance agreements (Continued): In respect to Circular aforementioned in note 2.24, the Company determined the New ACLM calculation methods used for each branch by considering the characteristics of the branches and Company’s portfolio in accordance with the considerations of the Company’s actuary. Methods used in ACLM calculations for each branch and additional gross and net provision amounts are as follows: Gross Additional Net AdditionalGross Additional Net Additonal Branch Method Provision Provision Provision (%80) Provision (%80) Compulsory Traffic General Liability Financial Liability Air Vehicles Liability General Losses Accident Health Fire and Natural Disasters Security Corruption Transportation Air Vehicles Legal Protection Land Vehicles Water Vehicles Financial Losses Standart Standart Standart Standart Standart Standart Standart Standart Standart Standart Standart Standart Munich Standart Standart 84.720.539 18.401.879 5.740.188 5.653.227 3.089.619 2.652.135 2.581.071 653.874 469.301 388.343 89.520 1.855 (6.844.035) (1.076.817) (15.639) 70.487.488 6.550.280 4.775.836 - 153.300 1.158.400 2.193.910 255.534 90.387 105.474 - 1.855 (5.694.237) (128.787) (1.564) 67.776.431 14.721.503 4.592.150 4.522.582 2.471.695 2.121.708 2.064.857 523.099 375.440 310.674 71.616 1.484 (5.475.228) (861.454) (12.509) 56.389.991 2.690.966 3.820.669 122.640 926.720 1.755.128 42.240 72.310 84.379 1.484 (4.555.390) (103.030) (1.250) Total 116.505.060 79.947.876 93.204.048 61.246.857 (*) For the branches with negative results according to the ACLM calculation, 50% of the negative results is taken into account according to the Communique dated 14 January 2011 numbered 2011/1. ACLM amounts are calculated on gross basis and net ACLM amounts are determined with the related reinsurance agreements in force. The methods determined to calculate the net additional reserve amount is presented below. Branch Retention method Land Vehicles Water Vehicles Compulsory Traffic Financial Liability Air Vehicles Liability Fire and Natural Disasters Air Vehicles Accident General Losses Financial Losses Health Transportation General Liability Security Corruption Legal Protection Conservation rate in the related reinsurance agreement in force Conservation rate of the period end outstanding claims Conservation rate in the related reinsurance agreement in force Conservation rate in the related reinsurance agreement in force Conservation rate of the period end outstanding claims Conservation rate of the period end outstanding claims Conservation rate of the period end outstanding claims Conservation rate of the period end outstanding claims Conservation rate of the period end outstanding claims Conservation rate of the period end outstanding claims Conservation rate of the period end outstanding claims Conservation rate of the period end outstanding claims Conservation rate of the period end outstanding claims Conservation rate of the period end outstanding claims Conservation rate of the period end outstanding claims The peak claims which are mentioned as big claims are eliminated in a seperate calculation file by using prescribed statistical methods in the Circular aforementioned in note 2.24 to calculate ACLM with more homogeneous data set. Big claim limits used to determination of big claims eliminated in related calculations for each branch are as follows: 100 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 17.15 - 17.19 Other required information about liabilities from insurance agreements (Continued): Branch Big Claims Limit Land Vehicles Water vehicles Compulsory traffic Financial liability Fire and Natural Disasters Accident General Losses Marine General Responsibility Health 283.694 21.467.005 101.924 1.047.033 485.142 75.771.083 1.543.586 9.698.265 786.137 19.758 18. Investment Contract Liabilities None (31 December 2009: None). 19. Trade and Other Payables, Deferred Income 31 December 2010 31 December 2009 Payables to reinsurance companies (Note 10) Deferred reinsurance commission income (Notes 10 and 17.15 - 17.19) Other miscellaneous payables (Note 47.1) Payables to personnel Payables to shareholders 64.781.008 65.360.492 30.414.982 7.185.712 51.566 1.409 32.868.025 3.760.081 19.256 1.444 102.434.677 102.009.298 31 December 2010 Foreign Currency Exchange Amount Rate Amount in TL Total Related party transactions are disclosed in Note 45. Foreign currency denominated payables to reinsurance companies is as follows: Foreign Currency Type USD Euro 1,5460 2,0491 51.543.748 7.520.195 Total 59.063.943 Foreign Currency Type USD Euro GBP 33.340.070 3.669.999 31 December 2009 Foreign Currency Exchange Amount Rate 28.517.422 3.300.566 5.578 Amount in TL 1,5057 2,1603 2,3892 42.938.682 7.130.212 13.326 Total 50.082.220 20. Borrowings None (31 December 2009: None). 101 GÜNEŞ SİGORTA ANNUAL REPORT 2010 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 21. Deferred income tax Deferred income tax assets are recognised to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilised. In accordance with the current tax regulations, the tax rate is determined as 20% and 5% for the deferred income tax assets and liabilities calculated in the financial statements (31 December 2009: 20% and 5%). As of 31 December 2010 and 31 December 2009 the temporary differences giving rise to deferred income tax assets and deferred income tax liabilities with using appropriate tax rates are as follows: Cumulative temporary differences Deferred income tax assets/(liabilities) 31 December 31 December 31 December 31 December 2010 2009 2010 2009 21.227.041 14.386.220 12.948.380 2.834.079 4.245.408 2.877.244 2.589.676 566.816 7.283.110 23.642.700 4.980.975 4.036.984 6.612.428 24.381.006 4.571.645 502.677 1.456.622 1.182.135 996.195 807.397 1.322.486 1.219.050 914.329 100.535 3.814.760 2.477.679 - 2.787.768 762.952 495.536 557.554 12.823.489 7.270.446 (28.138.296) (44.486.642) (37.567.549) (379.584) (6.458.392) (4.070.738) (2.344.850) (59.302) (5.627.659) (8.897.329) (1.878.377) (75.917) (12.933.282) (16.479.282) Net deferred income tax assets (-) (Note 35) (109.793) (9.208.836) Deferred tax assets Additional provision accounted for under chain ladder method Unexpired risks reserve Provision for employment termination benefits and unused vacation Impairment on non-current financial assets Fixed asset book value difference Equalisation reserve Provision for receivables from policyholders and intermediaries Rediscount on receivables Deferred tax liabilities Revaluation fund of property for operational use Fair value adjustments of investments Investment properties Rediscount on payables (32.291.960) (81.414.769) (46.897.005) (296.504) The movement of deferred tax assets in the current period is as follows: 2010 2009 (9.208.836) (9.524.006) Deferred income tax charge (Note 35) Deferred tax liability accounted for in the equity associated with revaluation fund of property for operational use (Note 6) Deferred tax liability accounted for in the equity associated with the valuation increase of non-current financial assets (*) (Note 15) 5.103.186 164.930 (830.733) 150.240 4.826.589 - Closing balance - 31 December (109.793) (9.208.836) Opening balance - 1 January (*) Tax rate used in the deferred tax calculation of non-current financial statements was 20% in prior years’ financial statements. The Company has determined the tax rate of the investments as 5% assuming that these gains will be classified under the reserve account in equity and will not be subject to distribution as required in tax regulations. The effect this estimation change on account “Valuation of Financial Assets” under equity is TL6.289.006. In the financial statements prepared for the period ended 31 December 2010, the Company has recognised deferred tax assets amounting to TL 7.469.566 (31 December 2010: TL 2.576.045) over carry forward tax losses of TL 37.347.829 (31 December 2009: TL 12.880.224). The Company will be able to utilise the deductible carry forward tax losses using the estimated profits in the following years. The amounts of the carry forward tax losses over which the deferred tax assets are calculated as distributed to the last fiscal periods that they can be utilised are presented below: 31 December 2010 31 December 2009 2014 2015 12.880.224 24.467.605 12.880.224 - 37.347.829 12.880.224 102 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 22. Retirement Benefit Obligations 31 December 2010 31 December 2009 Provision for employment termination benefits 5.404.037 4.974.510 5.404.037 4.974.510 Under Turkish Labor Law, the Company is required to pay termination benefits to each employee who has completed one year of service and whose employment is terminated without due cause, is called up for military service, dies or who retires after completing 25 years of service (20 years for women) and achieves the retirement age (58 for women and 60 for men). The amount payable consists of one month’s salary limited to a maximum of TL 2.517,01 for each year of service at 31 December 2010 (31 December 2009: TL 2.365,16) Provision for employment termination benefits is not funded as there is no legal funding requirement. Provision for employment termination benefits has been calculated by estimating the present value of the future probable obligation of the Company arising from the retirement of the employees. TMS 19 requires actuarial valuation methods to be developed to estimate the Company’s obligation. Accordingly, the following actuarial assumptions are used in the calculation of the total liability: 31 December 2010 31 December 2009 Discount rate (%) Turnover rate to estimate the probability of retirement (%) 4,66 96,71 5,92 95,67 The principal assumption is that the maximum liability will increase in line with inflation. Thus, the discount rate applied represents the expected real rate after adjusting for the anticipated effects of future inflation. As the maximum liability is revised semi-annually, the maximum amount of TL 2,623.23 which is effective from 1 January 2010, has been taken into consideration in calculating the provision for employment termination benefits. (1 January 2010: TL 2.427,04). Movement in the provision for employment termination benefits in the current period is as follows: Opening balance - 1 January Paid during the period (Note 33) Provision for the current period Closing balance - 31 December 2010 2009 4.974.510 4.677.388 (1.244.127) 1.673.654 (1.291.064) 1.588.186 5.404.037 4.974.510 23. Provisions for Other Liabilities and Charges Commitments not recognised as liabilities are disclosed in Note 43. Guarantees received are disclosed in Note 12.3. Provisions for expense accruals on the balance sheet are disclosed in Note 47.1 103 GÜNEŞ SİGORTA ANNUAL REPORT 2010 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 24. Net Insurance Premium Revenue Distribution of premium income is as follows: 1 January - 31 December 2010 1 January - 31 December 2009 Reinsurers’ Reinsurers’ Gross share Net Gross share Net Land vehicles Land Vehicles Liability Fire General losses Health Air vehicles liability Air vehicles Marine Accident General liability Water vehicles Legal protection Other 185.994.659 170.915.777 128.725.398 99.461.272 56.208.419 24.520.206 17.380.629 14.021.249 12.385.895 12.263.724 7.867.247 3.615.494 4.008.294 (34.744.115) (28.874.852) (86.692.705) (89.157.473) (6.890.114) (24.511.452) (17.380.629) (8.544.608) (3.404.559) (9.550.223) (7.490.611) (665.538) (3.852.779) 151.250.544 142.040.925 42.032.693 10.303.799 49.318.305 8.754 - 5.476.641 8.981.336 2.713.501 376.636 2.949.956 155.515 168.344.839 186.817.241 131.446.919 81.864.538 58.012.183 22.641.888 16.110.728 12.407.099 11.766.597 11.351.825 13.789.280 3.671.127 8.797.746 (32.595.415) (39.486.690) (92.361.662) (75.038.937) (11.988.519) (22.641.888) (16.108.519) (7.546.202) (4.502.895) (9.239.220) (13.290.829) (670.493) (6.534.033) 135.749.424 147.330.551 39.085.257 6.825.601 46.023.664 2.209 4.860.898 7.263.702 2.112.604 498.451 3.000.634 2.263.713 Total 737.368.263 (321.759.658) 415.608.605 727.022.010 (332.005.302) 395.016.708 25. Fee Income None (1 January - 31 December 2010: None). 26. Investment Income 1 January - 1 January31 December 2010 31 December 2009 Cash and cash equilavents Interest income Non-current finansal assets Dividend profits (Note 45) Interest income from held to maturity financial assets Total 11.513.463 3.727.400 6.589.127 1.237.351 - 17.301.886 18.102.590 22.266.637 27. Net Realised Gains on Financial Assets Information about realised gains and losses on available-for-sale financial assets is disclosed in Note 11 and 15. 28. Net Fair Value Gains on Assets at Fair Value through Income None (31 December 2009: None). 29. Insurance Benefits and Claims Disclosed in Note 17. 30. Investment Contract Benefits None (31 December 2009: None). 104 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 31. Other Expenses by Destination Operating expenses classified under technical part 1 January - 1 January 31 December 2010 31 December2009 Total (Note 32) 125.407.029 101.238.171 125.407.029 101.238.171 32. Expenses by Nature Details of operating expenses included in the income statement are as follows: 1 January - 1 January 31 December 2010 31 December 2009 Commission expenses Personnel expenses (Note 33) Other technical expenses Outsourced personnel Advertising and marketing expenses Office expenses Travelling and vehicles espense Outsourcing expenses Other Reinsurance commission income 103.470.946 39.652.179 13.344.304 9.337.631 7.497.070 4.680.134 2.466.815 1.570.811 4.911.004 (61.523.865) 95.943.557 36.351.300 11.299.756 4.508.518 8.422.650 5.072.608 1.066.373 1.680.379 5.298.467 (68.405.437) Total (Note 31) 125.407.029 101.238.171 33. Employee Benefit Expenses 1 January - 1 January 31 December 2010 31 December 2009 Salary payments Bonus payments Social benefit expenses Social security payments Insurance payments Employment termination benefit payments (Note 22) Other 20.534.479 6.615.621 4.234.931 3.885.861 1.352.129 1.244.127 1.785.031 18.786.546 5.171.756 4.972.453 3.379.255 426.162 1.291.064 2.324.064 Total (Note 32) 39.652.179 36.351.300 Total amount of the salaries and the benefits provided to top management such as the chairman and the members of the board of directors, general manager, general coordinator, assistant general managers and other executive management in the current period are disclosed in Note 1.6. The Company does not have any shared-based payments. 34. Finance Costs 34.1 Total financial expenses for the period: TL 48.092 (1 January - 31 December 2009: TL 6.821). 34.1.1 Expenses related to production cost: None (1 January - 31 December 2009: None). 34.1.2 Expenses related to fixed assets: None (1 January - 31 December 2009: None). 34.1.3 Direct expenses: TL 48.092 (1 January - 31 December 2009: TL 6.821). 34.2 Financial expenses related to shareholders, subsidiaries and associates (Any amount exceeding 20% of total will be disclosed separately): Related party transactions and balances are disclosed in Note 45 in details. 105 GÜNEŞ SİGORTA ANNUAL REPORT 2010 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 34.3 Sales to/purchases from shareholders, subsidiaries and associates (Any amount exceeding 20% of total will be disclosed separately.): Related party transactions and balances are disclosed in Note 45 in details. 34.4 Sales to/purchases from shareholders, subsidiaries and associates (Any amount exceeding 20% of total will be disclosed separately.): Related party transactions and balances are disclosed in Note 45 in details. 35. Income Taxes Tax income and expenses recognised in the statements of income for the periods 1 January - 31 December 2010 and 2009 are summarised below: 1 January - 1 January 31 December 2010 31 December 2009 Current period corporate tax Deferred tax income (Note 21) - 5.103.186 164.930 Net Income Tax 5.103.186 164.930 31 December 2010 31 December 2009 Current period corporate tax provision Prepaid taxes - 1.708.226 4.940.002 Prepaid taxes 1.708.226 4.940.002 12.823.489 (12.933.282) 7.270.446 (16.479.282) (109.793) (9.208.836) Deferred tax asset Deferred tax liability Net deferred tax asset (Note 21) The reconciliation of the actual taxation charge is as follows: 31 December 2010 31 December 2009 Loss before deferred and current tax (-) Tax rate Tax calculated Income not subject to tax Disallowable expenses Carry forward tax losses over which deferred tax asset has not been recognised Current period tax income (37.548.629) %20 7.509.726 2.817.825 (330.844) (15.303.050) %20 3.060.610 (649.495) (4.893.521) (2.576.045) 5.103.186 164.930 36. Net Foreign Exchange Gains 1 January - 1 January 31 December 2010 31 December 2009 Investment (expense)/income Technical income/(expense) (873.083) 604.316 392.408 (237.827) Net foreign Exchange (expense)/income (268.767) 154.581 106 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 37. Earnings per Share Earnings per share is calculated by dividing net profit for the period into weighted average number of shares of the Company. 1 January - 1 January 31 December 2010 31 December 2009 Net loss for the period (-) Weighted average number of shares with nominal value of Kr 1 per share Losses per share (-) (Kr) (32.445.443) (15.138.120) 1.500.000.000 (2,16) 1.500.000.000 (1,01) 38. Losses per Share The Company’s loss per share is Kr 2,16 (1 January - 31 December 2009: Kr 1,01 loss per share). The company has no dividend distribution for the periods ended 31 December 2010 and 2009. 39. Cash Generated from Operations Disclosed in the statement of cash flows. 40. Convertible Bonds None (31 December 2009: None). 41. Redeemable Preference Shares None (31 December 2009: None). 42. Contingencies Claim litigations against the Company (*) 31 December 2010 31 December 2009 92.205.403 53.323.278 (*)They are accounted for in outstanding claims provision and the movement table of outstanding claims provision is disclosed in Note 17. Net amount of related provisions is TL 43.729.753 (31 December 2009: TL 30.388.318). 43. Commitments The amount of guarantees and pledges details are as follows: 31 December 2010 31 December 2009 Letter of guarantees 16.372.932 14.191.343 Total 16.372.932 14.191.343 The Company has no foreign currency denominated commitments. Amount of mortgages or restrictions on assets: 31 December 2010 31 December 2009 Deposits Investments (Note 11.1) Mortgages (Note 6) 87.291.839 3.960.247 - 86.128.967 3.960.247 22.705.417 Total 91.252.086 112.794.631 44. Business Combinations None. (31 December 2009: None). 107 GÜNEŞ SİGORTA ANNUAL REPORT 2010 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 45. Related-party transactions The shareholders, subsidiaries, Groupama Group companies and Vakıflar Bankası Group companies are considered as related parties in these financial statements. Total salaries and benefits paid to executive management in the current period are disclosed in Note 1.6. Payables to insurance and reinsurance companies Groupama Sigorta A.Ş. 31 December 2010 31 December 2009 67.165 720.445 43.691 52.322 1.409 1.444 Receivables from subsidiaries Güneş Turizm Otelcilik Payables to shareholders Dividend payables Written premiums 1 January - 1 January 31 December 2010 31 December 2009 Vakıflar Bankası Vakıf Sigorta Aracılık Hizmetleri Ltd. Taksim Otelcilik A.Ş. Vakıf Emeklilik A.Ş. Vakıf İnşaat ve Restorasyon 56.260.073 59.280.348 7.348.666 340.856 131.774 2.580 7.244.855 269.104 3.648 Total 64.083.949 66.797.955 Commission expense Vakıflar Bankası Vakıf Sigorta Aracılık Hizmetleri Ltd. Taksim Otelcilik A.Ş. Vakıf İnşaat Restorasyon A.Ş. 6.192.020 6.051.309 1.032.284 138.480 - 1.029.143 434 Total 7.362.784 7.080.886 577.583 539.991 Vakıf Emeklilik A.Ş. Vakıflar Bankası 227.965 178.364 172.341 178.364 Total 406.329 350.705 4.749.741 17.301.886 46.131 - Rent income Vakıflar Bankası Rent expenses Financing income Vakıflar Bankası Financing expenses Vakıflar Bankası 108 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 45. Related-party transactions (Continued) : Dividends received 1 January - 1 January 31 December 2010 31 December 2009 Vakıf Emeklilik A.Ş. Vakıf Finans Faktoring A.Ş. Vakıf Sistem Paz. Yazılım A.Ş. Vakıf Yatırım Menkul Taksim Otelcilik Vakıf Finansal Kiralama Vakıf Gayrimenkul Yatırım 5.709.073 787.651 79.714 12.689 - - - 241.419 188.483 782.449 25.000 Total 6.589.127 1.237.351 45.1 Doubtful receivables from shareholders, investments, subsidiaries: None (31 December 2009: None). 45.2 Breakdown of associates and subsidiaries having an indirect shareholding and management relationship with the Company; names, participation rates and amounts of associates and subsidiaries; profit/loss and net profit/loss in the latest financial statements, the period of these financial statements, whether these financial statements are prepared in accordance with the accounting principles and standards as set out in the insurance legislation, whether they are independently audited and the opinion type of the independent audit report: 31 December 2010 Independent Financial Restated Book audit statement Total Total Cost Value opinion period asset liability Subsidiaries Güneş Tur. End. ve Tic. A.Ş. Associates Vakıf Emeklilik A.Ş. Net profit/ (loss) 1.076.713 - Not audited 31.12.2008 40.523 46.491 6.960 26.554.375 88.716.010 Not audited 30.09.2010 1.152.858 1.035.794 7.608.121 Other financial assets Vakıf Finansal Kiralama A.Ş. Vakıf Menk. Kıy. Yat. Ort. A.Ş. Vakıf Gayrimenkul Yatı. Ort. A.Ş. 4.960.262 Vakıf Finans Faktoring A.Ş. Taksim Otelcilik A.Ş. Vakıf Sistem Pazarlama Yazılım A.Ş. Vakıf İnşaat Restorasyon Tic. A.Ş. Vakıf Enerji ve Madencilik A.Ş. Vakıf Pazarlama Ticaret A.Ş. Vakıf Yatırım Menkul Değerler A.Ş. Tarım Sigortaları Havuz İşl. A.Ş. 3.912.319 825.000 379.842 17.253.008 2.161.500 1.185.600 Unqualified Unqualified Unqualified 31.12.2010 31.12.2010 31.12.2010 575.589.000 16.381.125 83.244.909 489.462.000 17.393.000 874.314 1.186.920 591.333 7.229.553 3.836.957 908.983 5.915.332 4.703.224 13.080.699 130.801 130.565 9.597.000 3.690.929 1.200.000 896.300 221.250 161.746 138.244 130.565 Unqualified Not audited Not audited Not audited Not audited Not audited Unqualified Not audited 31.12.2009 31.12.2009 31.12.2009 31.12.2010 31.12.2009 30.06.2009 31.12.2010 31.12.2009 570.390.000 214.953.907 13.786.042 7.434.405 61.437.242 85.832.072 97.293.035 4.805.631 502.695.000 2.270.559 6.025.196 566.175 16.282.817 84.265.422 34.712.071 1.399.282 68.684.363 125.352.152 31 December 2009 Independent Financial Restated Book audit statement Total Total Cost Value opinion period asset liability Subsidiaries Güneş Tur. End. ve Tic. A.Ş. 13.876.000 (894.536) 869.043 (422.736) 23.437 2.564.527 5.760.765 (5.789) Net profit/ (loss) 1.076.713 - Not audited 31.12.2008 40.523 46.491 6.960 Associates Vakıf Emeklilik A.Ş. 26.554.375 70.300.000 Unqualified 31.12.2009 1.012.199.965 887.885.214 17.981.728 Other financial assets Vakıf Finansal Kiralama A.Ş. Vakıf Menk. Kıy. Yat. Ort. A.Ş. Vakıf Gayrimenkul Yatı. Ort. A.Ş. Vakıf Finans Faktoring A.Ş. Taksim Otelcilik A.Ş. Vakıf Sistem Pazarlama Yazılım A.Ş. Vakıf İnşaat Restorasyon Tic. A.Ş. Vakıf Enerji ve Madencilik A.Ş. Vakıf Pazarlama Ticaret A.Ş. Vakıf Yatırım Menkul Değerler A.Ş. Tarım Sigortaları Havuz İşl. A.Ş. 3.912.319 825.000 379.842 7.229.553 3.836.957 908.983 5.915.332 4.703.224 13.080.699 130.801 130.565 10.367.454 1.056.000 1.373.517 6.717.900 3.098.302 1.650.000 896.300 587.224 161.746 130.801 130.565 Not audited Unqualified Unqualified Unqualified Not audited Not audited Not audited Not audited Not audited Unqualified Not audited 30.09.2009 30.09.2009 31.12.2009 31.12.2009 31.12.2009 31.12.2009 31.12.2008 31.12.2009 30.06.2009 30.09.2009 31.12.2009 215.397.000 939.553 140.774 502.695.000 2.270.559 6.025.196 1.731.658 16.282.817 84.265.422 23.499.694 1.399.282 4.892.000 2.275.179 6.879.007 13.876.000 (894.536) 869.043 (484.955) 23.437 2.564.527 4.339.475 (5.789) 68.684.363 96.469.809 268.387.000 14.761.805 77.834.088 570.390.000 214.953.907 13.786.042 10.568.813 61.437.242 85.832.072 77.412.224 4.805.631 109 GÜNEŞ SİGORTA ANNUAL REPORT 2010 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 45.3 Bonus shares obtained through internally funded capital increases of equity investments and subsidiaries: None (1 January - 31 December 2009: None). 45.4 Rights on immovable and their value: None (31 December 2009: None). 45.5 Guarantees, commitments and securities given for shareholders, investments and subsidiaries: TL 4.131.276 amount is blocked in favor of TARSİM (31 December 2009: TL 2.000.000) (Note 14). 46. Events after the balance sheet date The employment termination benefit ceiling has been increased to TL 2.623,23 effective from 1 January 2011. 47. Other 47.1 Details of “Other” items in the balance sheet which exceed 20% of its respective account group or 5% of total assets: 31 December 2010 31 December 2009 a) Other Payables: Payables to contractual services Payables to suppliers Other 3.072.679 2.214.708 1.898.325 2.143.462 1.616.619 Total 7.185.712 3.760.081 Equalisation reserve (Note 17.15 - 17.19) 5.863.901 4.036.984 Total 5.863.901 4.036.984 Credit card receivables 28.196.404 27.718.755 Total 28.196.404 27.718.755 Tax receivables from tax office Baggage claims receivables Guarantees and pledges given Other 285.454 145.235 94.099 21.942 77.897 38.038 Total 546.730 115.935 Vacation payments provisions 1.879.073 1.637.918 Total 1.879.073 1.637.918 Receivables from sales of land in Çengelköy Rediscount on receivables from sales of land in Çengelköy 22.000.000 (722.279) - Total 21.277.721 - b) Other technical provisions - Long term: c) Other Cash and Cash Equivalents: d) Other current assets e) Other Short Term Liabilities f) Other miscellaneous payables: 110 CONVENIENCE TRANSLATION OF THE NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY - 31 DECEMBER 2010 (Amounts expressed in Turkish Lira (“TL”) unless otherwise indicated.) 47.2 Due from and due to personnel classified in “Other receivables” and “Other short-term or long-term payables” that exceed 1% of total assets: None (31 December 2009: None). 47.3 Receivables from claim recoveries followed under off-balance sheet items: None (31 December 2009: None). 47.4 Income and expenses related to prior periods and the amounts and sources of expenses and losses: None (1 January - 31 December 2010: None). 47.5 Information that Treasury necessitates to be presented: Provision and rediscount expenses for the period: 1 January - 1 January 31 December 2010 31 December 2009 Technical provisions expenses/( income) Outstanding claim provision Deferred commission expense Deferred commission income Unearned premium reserve (Note 17.15 - 17.19) Unexpired risks reserve (Note 17.15 - 17.19) Equalisation reserve (Note 17.15 - 17.19) 31.179.165 2.562.454 (2.453.043) 9.731.844 (2.003.514) (5.987.222) (5.671.605) 22.944.791 11.552.141 1.826.917 565.765 2.202.423 9.241.458 (5.103.186) (164.930) 13.759.269 (208.717) 3.594.870 (2.074.657) 429.527 297.122 241.155 (115.241) Other provisions (income)/expenses: Accrual of subrogation income in 2009 Deferred tax provision(Note 35 and 21) Provision for doubtful receivables from main operations Rediscount (income)/expense, net Provision for employment termination benefits Other Deferred Income and Expense Accruals (Provision for unused vacation) 111 GÜNEŞ SİGORTA ANNUAL REPORT 2010 APPENDIX I - CONVENIENCE TRANSLATION OF THE STATEMENTS OF PROFIT DISTRIBUTION Note I. 1.1. 1.2. 1.2.1. 1.2.2. 1.2.3. DISTRIBUTION OF PROFIT FOR THE PERIOD PROFIT FOR THE PERIOD TAXES PAYABLE AND LEGAL LIABILITIES Corporation tax (Income tax) Income tax deduction Other taxes and legal liabilities II. 2.1. 2.2. 2.3. 2.3.1. 2.3.2. 2.3.3. 2.3.4. 2.3.5. 2.4. 2.5. DISTRIBUTION FROM RESERVES DISTRIBUTED RESERVES SECOND LEGAL RESERVE (-) DIVIDENDS TO SHAREHOLDERS (-) To common shareholders To preferred shareholders To owners of participating redeemed shares To owners of profit-sharing securities To owners of profit and loss sharing securities DIVIDENDS TO EMPLOYEES (-) DIVIDENDS TO BOARD OF DIRECTORS (-) III. 3.1. 3.2. 3.3. 3.4. PROFIT PER SHARE TO COMMON SHAREHOLDERS TO COMMON SHAREHOLDERS (%) TO PREFERRED SHAREHOLDERS TO PREFERRED SHAREHOLDERS (%) IV. 4.1. 4.2. 4.3. 4.4. DIVIDENDS PER SHARE TO COMMON SHAREHOLDERS TO COMMON SHAREHOLDERS (%) TO PREFERRED SHAREHOLDERS TO PREFERRED SHAREHOLDERS (%) Current period Previous period A NET PROFIT FOR THE PERIOD (1.1 - 1.2) 1.3. PREVIOUS YEARS’ LOSSES (-) 1.4. FIRST LEGAL RESERVE 1.5. LEGAL RESERVES KEPT IN THE COMPANY(-) B NET DISTRIBUTABLE PROFIT FOR THE PERIOD [ (A - (1.3 + 1.4 + 1.5) 1.6. FIRST DIVIDEND TO SHAREHOLDERS (-) 1.6.1. To common shareholders 1.6.2. To preferred shareholders 1.6.3. To owners of participating redeemed shares 1.6.4. To owners of profit-sharing securities 1.6.5. To owners of profit and loss sharing securities 1.7. DIVIDENDS TO PERSONNEL (-) 1.8. DIVIDENDS TO FOUNDERS (-) 1.9. DIVIDENDS TO BOARD OF DIRECTORS (-) 1.10. SECOND DIVIDENDS TO SHAREHOLDERS (-) 1.10.1. To common shareholders 1.10.2. To preferred shareholders 1.10.3. To owners of participating redeemed shares 1.10.4. To owners of profit-sharing securities 1.10.5. To owners of profit and loss sharing securities 1.11. SECOND LEGAL RESERVE (-) 1.12. STATUTORY RESERVES (-) 1.13. EXTRAORDINARY RESERVES 1.14. OTHER RESERVES 1.15. SPECIAL FUNDS - - Since there is no profit distribution for the periods 1 January - 31 December 2010 and 2009, the statements of profit distribution have not been prepared. 112 Assessment of financial state, profitability and indemnity solvency Five-year summary of operational data are shown blow: 2010 Asset size 782.726.891 Equity 242.316.557 Pain-in Capital 150.000.000 Written Gross Premiums 737.368.263 Gross Claims Paid (439.169.040) Gross Outstanding Claims (356.296.442) Retention Premium 415.608.605 Gross Technical Profit 19.335.478 Retention Ratio 56% Loss Ratio 83% General Expenses (70.115.644) Investment Incomes 50.465.615 Investment Expenses * (11.000.129) Investment Profit 39.465.486 Gross Profit/Loss for the Term (32.445.443) Tax Provisions 0 Net Profit/Loss for the Term (32.445.443) Return on Equity % (13,39) Return on Assets (4,15) Technical Profit/ Written Premiums 2,62 Net Profit/ Written Premiums (4,40) 2009 736.680.417 236.587.390 150.000.000 727.094.668 (438.878.201) (283.270.573) 395.069.659 34.177.927 54% 83% (62.389.606) 22.968.036 (4.883.809) 18.084.227 (15.138.120) 0 (15.138.120) (6,40) (2,05) 4,70 (2,08) 2008 655.557.982 230.102.331 150.000.000 709.619.300 (361.176.226) (211.188.600) 373.857.534 57.001.769 53% 79% (59.466.924) 39.854.486 (35.033.702) 24.639.912 15.745.825 (4.664.460) 11.081.365 4,82 1,69 8,03 1,56 2007 498.716.436 196.984.012 150.000.000 638.136.263 (326.007.984) (158.367.974) 343.399.362 49.660.019 54% 81% (43.766.899) 20.575.773 (15.414.496) 5.161.277 10.432.782 3.183.557 7.249.225 3,68 1,45 7,78 1,14 2006 401.757.718 161.168.550 75.000.000 513.293.060 (277.567.200) (120.796.642) 261.783.630 29.354.938 51% 81% (31.329.296) 15.404.269 (7.908.061) 7.496.208 2.533.478 0 2.533.478 1,57 0,63 5,72 0,49 * The investment expenses figure used in the Investment Profit calculation does not include the investment income item transferred to technical from non-technical section. As of end-2010, Güneş Sigorta’s asset size reached 782.726.891 TL, presenting a growth of 6.25%. In 2010, our Company raised its premium production by 1.4% to 737.368.263 TL. This performance brought us to the 6th place in the sector with regard to premium production. In compliance with the regulations, which the insurance, reinsurance and retirement companies are subject to, our Company reserved its collaterals to meet its present and possible liabilities at the Treasury. With its strong –mainly liquid- asset and the maturity distribution of invested assets Güneş Sigorta never had financial difficulties and timely fulfilled all its legal and commercial responsibilities. As a result of the effective end efficient management of its liquid assets, Güneş Sigorta maintained its balance and strength with regard to indemnity solvency, while prioritizing customer satisfaction. Timely realization of the claim payments is another issue our Company shows sensitivity about, as we are keen on compensating our customers’ financial losses as quickly as possible. With the effect of the calculated ACLM, the net loss premium ratio has been 83%. Concordantly, there has been a fall in profitability. The branch-based reinsurance agreements minimized the impacts on Company assets. Parallel to the production increase targeted for the new year, Güneş Sigorta is planning to expand its current assets. 113 GÜNEŞ SİGORTA ANNUAL REPORT 2010 Risk Management Policies The objective of the Risk Management System is to define, measure, monitor and control risk through policies that are drawn up to track, keep under control and if necessary, change the structure of risk and earnings that will be yielded by the Company’s future cash flow and related activities, through the use of different methods and limits. Insurance Risk These are insurance policy risks and can be classified as risk related to the choice of assets to be insured, to whether insurance premiums have been determined at a level that will cover future claims, the occurrence of unforeseen risks in the preparation stage of the policy or an inaccurate estimation made regarding claims on expected risk, changes in the conditions of the economic environment, claims to be retained by the Company due to catastrophic risks or concentrated risks arising from insufficient spreading of risk, unforeseen behavior of the insured or the inadequacy of provisions set aside in the financial statement to cover the claims of insurance company policyholders. Market conditions, reinsurance agreements, endorsements, profitability and sustainable growth goals are considered in their entirety in the drawing up of insurance payment schedules and individual pricing. Based on the experience gained from reinsurance treaties and previous claims each year, the Company’s technical service departments determine a set of Risk Acceptance Principles by which the conditions for accepting risk are determined on the agency, regional office and Head Office levels. The principles of implementation, which include the principles of risk acceptance, are then set out in a booklet defining the conditions under which insurance products can be sold and not sold as well as to whom and how. The booklet is distributed to the sales channels. Compliance Audit is carried out the principles, which were determined by audit activities during the year. Before coverage is provided at business branches or in areas of settlement that have exceeded predetermined amounts and/or are seen to represent a risk, upon the request of the technical departments, specialized risk engineers provide support in creating the appropriate insurance conditions by carrying out a risk analysis and reviewing every kind of insurable asset which will be under coverage, if necessary, reassessing insurance value. The sole method of risk transfer is reinsurance. After reviewing the Company’s customer portfolio, insurance policies, previous claim statistics, the volume of business expected for the next year, the structure of shareholder’s equity and current market conditions, the Reinsurance and Special Risks Department and senior management together determine retention ratios and treaty conditions on the basis of each branch. Risks that exceed the treaty conditions and capacities that are within the scope of reinsurance agreements or risks that have the potential of disrupting the treaty balance of the Company are covered with the support of domestic and international facultative reinsurances. Minimally potential risks with significant impact beyond the control of the Company (as in the case of earthquakes, floods, fires, etc.) are reviewed in terms of concentrated 114 Risk Management Policies risk status, a possible risk estimate is made and transferred to reinsurers. Provisions for unearned premiums, outstanding claims reserves and the reinsurer shares and balancing provisions shown among the technical insurance accounts on the financial statements, are set aside in accordance with Insurance Law and the Regulations on the Technical Provisions of Insurance, Reinsurance and Pension Companies and the Assets for which these Provisions are to be invested. Credit Risk These are risks related to insured entities and agencies that have premium or claim debts to the Company, or risks related to fulfillment of obligations of the insured, insurers abroad or co-assurers in the case of fronting transactions, or risks related to the payment ability of the third parties in the case of non-insurance-based movables or immovables or equity investments. Since the best interests of the insured may only be protected with a strong financial structure, collection on premium receivables from the insured and from the agencies is promptly carried out by the Collections Department which has been reorganized as the Collection Service under the Financial Affairs Group Management in the head office. In the reorganization, the processes and limits of authority in the head office and in the regional offices have been redefined. Credit grades are considered in the selection of reinsurers as well as the effects of market conditions on these credit grades. Redundant cashes are assessed in terms, which not causing to delay in compensation payments, on the other hand they are invested in domestic government bonds and assessed in repos and deposits to get maximum return. Market Risk This refers to risks that arise from changes in financial market interest rates, stock prices, foreign exchange rates, etc. which have an effect on the receivables and debts of the insurer. This type of risk may also stem from the time elapsing between the collection of receivables and the fulfillment of obligations. The cash flow of the Company is monitored on a daily and monthly basis and assets and liabilities management is carried out through the monitoring of the balance sheet in terms of maturity mismatches and foreign currency positions. Claims payments that exceed a determined significant part of the Company’s cash flow are carefully reviewed by the Claims Management Department. Claims are paid out as soon as possible, avoiding the ballooning impact of inflation on claim costs. Expanding agency network across the country, has been further strengthened. Liquidity Risk This is the risk that stems from the inadequacy of liquid assets in the payment of claims. While resources set aside for this purpose are invested in time deposits to avoid delays in claims payments, on the other hand, some investments are made in domestic government bonds, repos and deposits that bring in maximum yield. Operational Risk This is risk of loss that arises from inadequate or unsuccessful internal processes, people, systems and external events. Strategic, operational and financial risks were rated with Güneş Sigorta Risk Matrix, risk measurement criteria have been identified, certain measures have been taken to reduce current risks. In order to measure impact of Directive No. 2009/138/EC (Solvency II), which is active since 25 November 2009 on capital adequacy and risk management at Insurance and reinsurance sector, a working group was established to carry out an activity in 2011 which is called 5th Numerical Effect Study on behalf of our company. All transactions carried out throughout the Company have been described and updated in written procedures. Powers and responsibilities have been determined and employees are notified through the channels of communication of strategic decisions made by the Company. 115 GÜNEŞ SİGORTA ANNUAL REPORT 2010 Laundering Proceeds of Crime and Preventing of Terrorist Financing A company policy has been drawn up with respect to identifying customers connected with transactions involving money laundering and the financing of terrorism. Transactions carrying probable risk in this respect have been pinpointed and training in this area has been organized for employees and agencies. Under the Regulations on Laundering Proceeds of Crime and Preventing of Terrorist Financing, An accordance employee was assigned and company employees as well as agencies were trained. Customer acceptance guidelines and doubtful transactions have been determined and a system of internal control, reporting and communication set up to facilitate the operations of the Internal Auditing Department and compliance officer in their identification, uncovering and avoidance of doubtful transactions before they occur. 116 Information for Shareholders Information for Shareholders Independent External Auditing Firm: Başaran Nas Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş.( a member of Pricewaterhouse Coopers) Contact Information of the Auditing Firm: S. Seba cad. No:48 BJK Plaza B blok Kat : 10 Akaretler 34357 Beşiktaş / İSTANBUL Tel : 0 212 326 6060 According to resolution in Board of Director Meeting which occurred on 24th January, 2011, Akis Bağımsız Denetim ve SMMM A.Ş. was assigned in order to audit our bookkeeping entries in accordance with the law Capital Market. It was approved at the General Shareholders’ Meeting which was held on 31.03.2011. Relations with shareholders are executed by the Financial Affairs Group Management under the supervision of Deputy Chief Executive Officer, M. Levent Özer. The enterprises that participate in Güneş Sigorta’s TL 300 million registered capital, of which TL 150 million is paid in, are leading companies in their respective sectors with strong financial structures. The majority shareholder, Türkiye Vakıflar Bankası, with deposits and capital of TL 2.5 billion, is among Turkey’s largest banks and an enterprise that is rapidly advancing to the prime ranks within the banking sector. Groupama S.A. with 30% of Güneş Sigorta’s shares is the second largest insurance group in France with a 10% market share. Active in 21 countries, the group adds strength to Güneş Sigorta in its path toward becoming a more effective organization in the future in terms of strength and services provided, bolstered by the power of years of international experience. With 20.77% of its shares open to public trading, Güneş Sigorta looks toward the future with confidence. The General Shareholders’ Meeting of the Company for the operating period of 2010 took place on 31 March, 2011, with the attendance of shareholder representatives, the Commissioner of the Minister of Industry, shareholders and the representatives of intermediary agencies. The General Shareholders’ Meeting’s date, venue, invitation, agenda, proxy letter and information concerning voting were announced to the public in the Daily Bulletin of the İstanbul Stock Exchange and in the daily newspapers published in Turkey under the heading, Announcement for our Shareholders. All this information is posted on our website under the investor relations section. The shareholders attending the General Shareholders’ Meeting were presented with proposals regarding the items on the agenda and discussions were held accordingly. The members of the Board of Directors and the Board of Auditors during the previous period were re-elected to the same posts. 117 GÜNEŞ SİGORTA ANNUAL REPORT 2010 Addresses HEADQUARTERS Güneş Plaza Büyükdere Cad. No:110 34394 Esentepe Şişli/İSTANBUL Tel: (0212) 444 1957 www.gunessigorta.com.tr Fax Numbers General Transactions Policy Proposal Transactions Claims Transactions Collection Transactions Health Insurance Transactions : (0212) 355 6464 : (0212) 355 6870 : (0212) 355 6871 : (0212) 355 6872 : (0212) 355 6873 Customer Complaints and Information: E-mail: musterimemnuniyeti@gunessigorta.com.tr Tel: (0212) 444 1957 Faks: (0212) 355 6876 Investor Relations: E-mail: yatirimci.iliskileri@gunessigorta.com.tr Central Regional Office Güneş Plaza Büyükdere Cad. No: 110 34394 Esentepe Şişli / İSTANBUL Tel: (0212)355 6565 Kadıköy Regional Office Saniye Ermutlu Sk. Şaşmaz Plaza No: 6 Kat: 1 34742 Kadıköy / İSTANBUL Tel: (0216) 571 5353 İstanbul West Regional Office Yavuz Sultan Selim Bulvarı,Gürpınar Yolu, Keleş Plaza No:11 Kat: 6 34500 Beykent Büyükçekmece / İSTANBUL Tel: (0212) 867 1700 Central Anatolia Regional Office Atatürk Bulvarı No: 97 Gama İşhanı Kat: 2 06650 Kızılay / ANKARA Tel: (0312) 410 4646 Aegean Regional Office Şehit Fethibey Cad. No: 55 Heris Tower İş Merkezi Kat: 9-10 35210 Pasaport / İZMİR Tel: (0232) 497 4141 Mediterranean Regional Office Metin Kasapoğlu Cad. Ayhan Kadam İş Merkezi Kat: 1, A Blok No: 3-4-5 07100 ANTALYA Tel: (0242) 311 9500 (10 Hat) Sount Anatolia Regional Office Yeni Döşeme Mah. Karaisalı Cad. Baysan İş Merkezi A Blok Kat: 2 01120 Seyhan / ADANA Tel: (0322) 459 7800 (10 hat) 118 Addresses Black Sea Regional Office K. Maraş Cad. Zorlu Otel Karşısı Bordo İşhanı No: 4 Kat: 3 61200 TRABZON Tel: (0462) 323 1300 (9 Hat) Marmara Regional Office Atatürk Cad. No: 70 Vakıf İşhanı Kat: 3 No: 304-310 16000 Heykel / BURSA Tel: (0224) 275 4200 East Anatolia Regional Office Yukarı Mumcu Cad. Akçay Apt. No: 4 Kat: 5 25200 ERZURUM Tel: (0442) 235 1957 - (0442) 235 4758-59 T.R.N.C. Regional Office Selver Somuncuoğlu Sok. No:14 Köşklüçiftlik Lefkoşa / KIBRIS Tel: (0392) 228 6690 - (0392) 227 9513 - (0392) 228 6482 Denizli Representative Office Atatürk Bulvarı Ağa Han No: 27 Kat: 3 20300 DENİZLİ Tel: (0258) 241 1268 Eskişehir Representative Office Cumhuriye Mah. Cengiz Topel Cad. Zeytinoğlu Apt. No:12/2 26010 Odunpazarı / ESKİŞEHİR Tel: (0222) 220 4550 - (0222) 220 4548 - (0222) 220 4560 - (0222) 220 4572 Gaziantep Representative Office İncirlipınar Mah. Gazi Muhtarpaşa Bulvarı, Nişantaşı Sok. Tekerekoğlu İş Merkezi Kat: 3 No: 91 27090 Şehitkâmil / GAZİANTEP Tel: (0342) 215 1930 Kayseri Representative Office Erdem Plaza, Gevher Nesibe Mah. Gök Sok. Avrupa Hastanesi Yanı No: 17 Kat: 1/1 38010 Kocasinan / KAYSERİ Tel: (0352) 222 5645 Kocaeli Representative Office İstiklal Cad. İlhan İş Merkezi No: 8 Kat: 2 41040 İzmit / KOCAELİ Tel: (0262) 331 2666 Konya Representative Office Mahmuriye Mah. Feritpaşa Cad. Esencan Apt. No: 25/A 42040 Meram / KONYA Tel: (0332) 321 8889 Samsun Representative Office Kale Mah. Kazımpaşa Cad. Adnan Kefeli İşhanı No: 2 Kat: 4 55030 SAMSUN Tel: (0362) 432 4663 - (0362) 432 8033 - (0362) 435 9600 119 GÜNEŞ SİGORTA ANNUAL REPORT 2010