Akfen REIT
Akfen Real Estate Investment Trust
January 1 - June 30, 2019
Activity Report
Yaroslavl Rusya
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Akfen REIT
Activity Report 2019 Q2
About Us
Akfen REIT - Overview
Akfen Real Estate Investment Trust (Akfen REIT) was established in 2006 through a restructuring of Aksel Tourism Investments and Operations (Aksel Turizm Yatırımları ve İşletmecilik A.Ş.), which was founded on June 25, 1997, into a real estate investment trust. Akfen REIT is playing a pioneering role in the sector by reflecting the experience gained in development and construction of middle market hotel projects into elite projects in the field of economy city hotels. The company's business activities are mainly focused onto the investments in real estate- based capital markets instruments, and to create and develop a real estate portfolio.
Continuing a strategic partnership with Accor, Europe's leader organization in the field of international hotel operator chain, Akfen REIT undersignscityhotelprojects inTurkeyand Russia under Ibis Hotel and Novotel brands through this cooperation. Leasing the hotels constructed completely to the strategic partner, Accor, through long-term contracts, the Company obtains sustainable and predictable rental income thanks to this business model.
Aiming to comply with world class standards in city hotels management, Akfen REIT has reached a portfolio of 20 hotels in total consisted of three, four and five star hotels for a period of 10 years since its establishment. The portfolio of the Company includes Ibis and Novotel in Zeytinburnu, Novotel in Karaköy, Ibis in Esenyurt; Ibis in Ankara; Ibis in Eskişehir; Ibis in Tuzla, Novotel in Trabzon; Ibis and Novotel in Kayseri; Ibis and Novotel in Gaziantep; Ibis in Bursa; Ibis in Adana; Ibis in İzmir; Ibis in Yaroslavl, Russia; Ibis in Samara, Russia; Ibis in Kaliningrad, Russia, Ibis in Moscow, Russia, the five-star Merit Park Hotel in TRNC.
Akfen REIT and Akfen İnşaat Turizm ve Ticaret A.Ş. (Akfen Construction) established a joint venture (Akfen REIT 99% - Akfen Const. 1%) on November 9, 2017 to undertake the Bulvar Loft Project owned by İller Bankası A.Ş. (İller Bankası). The Project was completed in December 2018, consists of 822 residences and app 7.000m² commercial zone.
Bringing authentic examples of modern city hotel concept, Akfen REIT also takes into consideration domestic tourism demands in its investment decisions, besides dynamics of the Turkish business community. Akfen REIT has been listed on BIST since May 11, 2011.
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Vision and Mission
Mission
To become the leading hotel investor in Turkey and in the region having the hotel projects that are built and managed according to world-class standards
Vision
To achieve steady balance sheet growth through the development of projects that yield high profitability in the real estate sector and to reward shareholders with an uninterrupted stream of increased dividends and capital gains.
Strategy
Akfen REIT has the best position for a sustainable growth in the city hotel management field, and has specialized in city hotel investments meeting the world-class standards.
- Strategic partnership with «Accor», Europe's largest and among the world's leading hotel groups
- Investments in economical city hotels,
- Predictable and sustainable cash flow vialong-term lease agreements,
- Increasing rental income based on the performance of the hotels,
- Know-howacquired through specialization in a single concept,
- Ability to work with minimal staff since Accor employs the hotel personnel
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Board of Directors Biography
Hamdi Akın - Chairman of the Board of Directors
Hamdi Akın graduated from Gazi University, Department of Mechanical Engineering. He founded Akfen Holding, active in construction, tourism, trade and service sectors in 1976. In addition to serving as the Chairman of the Board of Directors at Akfen Holding, in 2005, he also became Chairman of TAV Airports Holding of which he is a founder and a shareholder. Mr. Akın also carried his dynamism and hard work in business to volunteer efforts and non-governmental organizations as a manager and founder of many societies, foundations, chambers of commerce. He has served as Vice President of Fenerbahçe Sports Club (2000-2002), MESS-
Metal Industrialists' Union President of Ankara Regional Representatives Council (1992-2004), President of TÜGİAD-Turkish Young Businessmen's Association(1998-2000), on the Board of Directors of TİSK-Turkish Confederation of Employers' Associations (1995-2001), the Board of Directors of TÜSİAD-Turkish Industrialists' and Businessmen's Association and has also served as the President of Information Society and New Technologies Commission (2008-2009). Mr. Akın has been serving as a Board Member of Clean Seas Association/TURMEPA since 2011.
Hamdi Akın, together with Akfen Holding, is a founder of the Contemporary Turkey Studies Chair at the London School of Economics. He is also the Founding Member and Honorary President of the Turkey Human Resources Foundation (TİKAV), founded in 1999 to provide Turkey with well-trained human resources. He is also the Vice Chairman of the Board of Trustees at Abdullah Gül University Support Foundation.
- Süha Güçsav - Vice Chairman
He has graduated from Economics department of Istanbul
University in 1992 and had his master degree in Business
Administration department of Social Sciences Institute of Gazi
University. Mr. Güçsav who started his career in 1992 in
Alexander & Alexander Sigorta Brokerliği A.Ş. (Alexander &
Alexander Insurance Brokering), worked as Financing group
President and Chief executive Officer in Akfen where he
started to work in 1994. Mr. Güçsav had worked especially on
privatization of Vehicle Inspection Stations, Mersin International Port and IDO and also during the foundation and investment processes of Akfen REIT and Akfen Enerji, for the public offering of Akfen Holding and
Akfen REIT and on the subjects of the share sales of the shareholdings and long term financing.
Mr. Güçsav who is Chairman of the Singapore Business Council of DEIK and Deputy Coordinating
Chairman of Asia Pacific Business Councils, worked as Vice Chairman of Akfen Holding Board of
Directors from 2003 till 2010. Mr. Güçsav who was member of the Board of Administrators both in Akfen Holding between the years of 2010 - 2012 and TAV Havalimanları Holding A.Ş. between
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the years of 2000 - 2012, is the CEO of Akfen Holding since March, 2010. Additionally to this position, he is also the Chairman of Akfen REIT and Akfen Water, and member of Board of Administrators in Akfen Renewable Energy.
Since October 2014, Mr. Güçsav has been appointed as the Honorary Business Representative of the International Commerce and Investment Agency (IE Singapore) that operates under the Ministry of Industry and Trade of Singapore.
Pelin Akın Özalp - Board Member
Mrs. Pelin Akın, who graduated from the Department of Management in Spanish, started her career before all else at the Strategy department in the Finance Department of the Deutsche Bank in Madrid, and then, participated in the MT program in order to be trained as a manager for future time within the structure of the company, TAV Airports Holding, following her return in Turkey. At current period, she serves duties as the Member of the Corporate Board of Committee of TAV Airports Holding, Member of the Corporate Board of Committee of Akfen
Holding, IBS Sigorta ve Reasürans (Insurance and Reassurance) Brokering and Akfen REIT. For the time being, Mrs, Akın taking part in different work groups at the Foreign Economic Relations Board Spanish Business Council and Foreign Economic Relations Board British Business Council, also keeps on conducting active works as a Member of the Board of Directors and also Member of the Board of Trustees at TİKAV (Human Resources Education and Health Foundation of Turkey), established by Akfen Holding in 1999. Mrs. Akın, who is as the Vice-President Duke of Edinburgh International Award Turkey Program, conducts her duty as the Head of Advisory Council at the Department of Contemporary Researches on Turkey, established in the London School of Economics (LSE). Mrs. Pelin Akın, who has taken up the duty as an organizer of the Sweet-Talk Forum, established in 2011 in order to develop the relationships between the United Kingdom and Turkey at political, economic and cultural fields, has the memberships of TÜSİAD (Turkish Industrialists' and Businessmen's Association), TİKAD (Turkish Businesswomen Association), TÜRKONFED (Turkish Enterprise and Business Confederation), Young Presidents' Organization (YPO), Substructure and Investments Committee at the B-20 Steering Committee, TOOB Young Entrepreneurs' Advisory Council and World Economic Forum Global Shapers. Mrs, Akın was elected to the Substitute Membership of the Board of Directors of the TÜSİAD (Turkish Industrialists' and Business-men's Association) in 2015 as well as the Memberships of the Board of Directors of TÜRKONFED, PODEM and TAİDER.
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Selim Akın - Board Member
Mr. Selim AKIN, who graduated from the Department of Management of the University of Surrey in 2006 in the United Kingdom, served the duty as the Chairman of the Turkish Association during her university years and became a member of the Young Businessmen Association of Turkey upon his return to Turkey, and currently, conducts the duty as the Head of the Trade Commission. At the same time, he is also a member the Committee for Early Determination of Risks of the TÜSİAD and TAW Airports Holding. The main projects where he took part in, are the privatization and finance of the Vehicle
Inspection Stations, privatization and finance of the Port of Mersin, public offering of Akfen Holding and issuance of bonds in this respect. Mr. Selim Akın currently serves duty as a member of the Board of Directors at the subsidiaries of Akfen Holding and Vice-Chairman of the Board of Directors of Akfen Holding in addition to his duty as Chairmanship of the Board of Directors Akfen İnşaat ve Turizm A.Ş.
Sıla Cılız İnanç - Board Member
Sıla Sıla Cılız İnanç graduated from the Faculty of Law of the Marmara University in 1995 and upon completion of her law internship in 1996, she joined in Akfen Holding in 1997. She carried out the works such as merges and takeovers of companies, Private Sector-Public Sector Partnerships (PPP) in Turkey, and furthermore, company and holding restructuring along with the fields of construction, energy and competition and took up active duty at the secondary legislation works of the Public Tender Law. She has involved in all processes
including tenders and assignments of privatization applications and right/privilege assignments, build-operate-transfer where Akfen and its partnerships are a party thereof, and took part in the loan contracts and establishment of finance structures of the projects, and public offering of Akfen Holding A.Ş. ve Akfen GYO A.Ş. and conformance processes of the same to the SPK (Capital Market Committee Regulation). Mrs Sıla Cılız İnanç, who is the Deputy General Director of Akfen Holding A.Ş., keeps continuing her duties as a member of the board of directors in various partnership of the Holding.
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İrfan Erciyas - Board Member
Mr. İrfan Erciyas graduated from the Department of Finance and Economics of the Gazi University in 1977. He started his career as an bank examiner (inspector) and Branch Manager at the bank, titled as Türkiye Vakıflar Bankası, and served her duty there as the Deputy General Director between 1996- 2002 and kept on working at the same place as the General director between 2002-2003, and joined in Akfen Holding with the duty as the Vice-Chairman of the Board of Directors in 2003. He served important duties at the Holding, mainly the
privatization of of Mersin International Port and IDO and the matters such as establishment and investment processes of Akfen GYO and Akfen Enerji, public offerings of Akfen Holding and Akfen GYO, share sales from subsidiaries and long-term finance matters. Mr. İrfan Erciyas, who continues to maintain his duty as a Managing Director at Akfen Holding since March 2010, serves his duties as the Chairman, Vice-Chairman and Membership of the Boards of Directors at various affiliates and subsidiaries of the Holding.
Ahmet Ertürk - - Independent Board Member
Mr. Ahmet Ertürk, who was born in Malatya in 1953, graduated from the Faculty of Political Sciences of Ankara in 1975. Mr Ertürk, who served duty as a Finance Inspector between the years of 1976- 1985, made a study for and on behalf of the Ministry of Finance between 1984-1985 in London on "British Experience on Privatization" After his service of duty as the Assistant Secretary General of TÜSİAD (Turkish Industrialists' and Businessmen's Association) between the years of 1986-1988, he took up the
duties as the Deputy General Director and Consultant of General Director at the Turkish Marine Enterprises between the years of 1988-1991. Mr. Ahmet Ertürk, who worked as the Deputy General Director at Albaraka Türk between 1992-2002, took up the duty as the President of the Saving Deposit Insurance Fund (TMSF) between 2004-2009 following his duty as the Member of the Capital market Committee (SPK) in 2003. Mr. Ertürk, who served duty as the Senior Advisor of the (Turkish) President on economical matters between 2010-2014, is married with two kids and in good command of English language. Currently, he serves duty as an Independent Member of the Board of Directors of Akfen REIT.
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Halil Eroğlu - - Independent Board Member
Eroglu, who was born in Karşıyaka in 1952, studied tpe primary school in seven different schools as a result of his father's profession as a civil servant. After having studied at the Boarding School of İzmir Education College (BAL-Bornova Anatolian High School), he has graduated from the Ankara University Faculty of Political Sciences in 1974. After a service period of ten years as an inspector at the bank, Türkiye İş Bankası, where he started his banking work, he served
various duties at the General Directorate and branches, and worked as a General Director at Dışbank, which has been closed down for the current period and also at İş Leasing for a period of three years. Mr. Eroğlu became the General Director of the Industrial Investment Bank in 2001. After the merger of the bank in 2002 with the Industrial Development Bank of Turkey (TSKB), he served duty as the general director of the Bank for a period of ten years and retired in 2011. He served duty as the chairman or member of the board of directors at various companies either before or after his retirement. Currently, he serves duty as an Independent Member of the Board of Directors of Akfen REIT.
Adnan Aydoğan - - Independent Board Member
Mr. Adnan Aydoğan has graduated from the College of Education of Diyarbakır in 1980, and from the High School of Elazığ in 1983, and from the Public Management Department of the Faculty of Economics and Administrative Sciences of the Gazi University in 1987. He completed his master degree course at the Management Sciences of the Social Sciences Institute of the Gazi University. He served duty at the Turkish Iron-Steel Plants as the Plants Manager, and Researcher at the Sakarya University, and specialist (Project Coordinator) at the
Undersectariat of State at the Defence Industry, and subsequently, as the Project monitoring and Finance Branch and Head of Fund Management Division. Finally, Mr. Aydoğan, who was working as the Head of Financial Affairs and Subsidiaries within the structure of TAİ, quitted his duty in 2013, and currently serves duty as an Independent Member of the Board of Directors at Akfen REIT.
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Akfen REIT
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Top Management
F. Sertac Karaağaoğlu - General Manager
Mr. Sertac F. Karaağoğlu,has bachelor's degree from METU Political Science and Public Administration, and MBA from Maltepe University. During his banking career in 1996-2012 he worked in Corporate and SME banking divisions of commercial banks (Toprakbank, Kentbank, Dışbank, Fortis) as branch and region manager and as director of commercial and SME credits in Fortis and TEB BNP Paribas. He continued his Corporate Finance career in
Borsa Istanbul (stock exchange) as Group Director of Listing and Private Market between 2012 and 2016. Karaağaoğlu is General Managerof AkfenREIT since 2016, giving lectures on Corporate Governance and Finance in Maltepe University and member of Board in GYODER.
Cüneyt Baltaoğlu - Russia Coordinator
Cüneyt Baltaoğlu, who graduated from the German High School of Istanbul and subsequently, Faculty of Architecture of the Istanbul Technical University, stepped in his working life (career) by taking up a duty at the hotel project of Gama İnşaat Russia-Tyumen in 1994. Then, Mr. Baltaoğlu, who took up the duty at the Koray-Enka Partnership Moscow and Koray Construction Istanbul real estate development/investment projects between the years of 1995 and 1998, completed his MBA degree at the Rotterdam School of
Management - Erasmus University of Holland between 1999 and 2001, and subsequently, undertook the Lycos-Europe's founding general directorate duty within the structure of Bertelsmann AG in Moscow. Mr. Baltaoğlu conducts the duty of Coordinator of Russia Investment Projects of Akfen Gayrimenkul Yatırım Ortaklığı (Akfen Real Estate Investment partnership) since 2007.
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Memduh Okyay Turan - Deputy General Manager - Operation
Mr. Memduh Okyay Turan graduated from the Department of
Tourism and Hotel Management of Bilkent University in 1993. Mr.
Turan started his professional career at Antalya Club Hotel Sera City
- Resort and Antalya Dedeman Convention. Mr. Turan, who holds a Travel Agencies Information Certificate of the Ministry of Tourism, subsequently, has served duties as manager at the Mega Residence Hotel Front Office Management, Mega Residence Sales & Marketing departments. Mr. Turan, who served duties as the General Director and General Coordinator at St. Paul Tourism & Travel Agency and
Mersin Hotel Chain Group, conducted the General Coordinator duty in the following years at the City Residence, affiliated to the same group, and Kuşadası Mersin Beach Resort. Mr Turan, who joined the Akfen Family in 2005, serves duty as the Deputy General Director for Operations at Akfen REIT since 2008.
Yusuf Anıl - Deputy General Manager Financial and Administrative Affairs
1994 was graduated from the School of Economics of Anadolu University in 1994 and began his professional career in 1988. After completing his military duty in 1995, he worked as the Accounting and Financial Affairs Manager at Tam Group from 1996 until 2000. Between 2000 and 2004, he opened his own Independent Accounting and Financial Advising office. He worked as the Accounting Manager Borusan Telekom and other technology companies of Borusan Holding from 2004 until 2007. He had worked
as the Accounting Manager of Akfen Real Estate Investment Trust since February 2008 and Anıl has been working as Deputy General Manager since 2018. He received his independent accountant and financial advisor certificate in 2001 and Independent Auditor certificate of Public Oversight Authority.
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Akfen REIT | ||||
Activity Report 2019 Q2 | ||||
Board of Directors | Role | |||
H | ||||
Hamdi Akın | Chairman of the Board/Executive Director | |||
İbrahim Süha Güçsav | Vice Chairman of the Board | |||
Pelin Akın | Board Member | |||
Sıla Cılız İnanç | Board Member | |||
Selim Akın | Board Member | |||
İrfan Erciyas | Board Member | |||
Adnan Aydoğan | Independent Board Member | |||
Halil Eroğlu | Independent Board Member | |||
Ahmet Ertürk | Independent Board Member | |||
Top Management | Role | |||
Sertac F. Karaağaoğlu | General Manager | |||
Memduh Okyay Turan | Deputy General Manager - Operations | |||
Yusuf Anıl | Deputy General Manager - Financial and Administrative | |||
Affairs | ||||
Audit Committee | Role | |||
Ahmet Ertürk | Chairman of the Committee/ Independent Member | |||
Adnan Aydoğan | Member / Independent Member | |||
Halil Eroğlu | Member / Independent Member | |||
Chairman of the Committee/ Independent Member | ||||
Corporate | Role | |||
Governance Committee | ||||
Halil Eroğlu | Chairman of the Committee/ Independent Member | |||
Ahmet Ertürk | Member / Independent Member | |||
Adnan Aydoğan | Member / Independent Member | |||
Ayşegül Yılmaz | Member | |||
Early Detection of Risk | Role | |||
Committee | ||||
Halil Eroğlu | Chairman of the Committee/ Independent Member | |||
Pelin Akın | Member / Independent Member | |||
Selim Akın | Member / Independent Member |
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The total amount of financial benefits such as honorarium, fees, premium, bonuses, dividends and so on, provided to the managers of the Company are presented herein.
Benefits, for Top Level Executives (TRY) | 30 June 2018 | 30 June 2019 |
Short-Term Benefits | 1.230.663 | 1.940.247 |
Apart from this, no other material right, allowance, representation expense, material right in kind, insurance and similar indemnity has been given. The total amount of short-term benefits, provided to the executive managers for Akfen REIT and its affiliates belonging to the year ending on June 30, 2019 refers to an amount of TRY 1.940.247 (June 30, 2018: 1.230.663) and all explanations, made pursuant to the legislation are conformed thereto and necessary process is conducted within the direction of the fee policy of the Company.
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Organizational Chart
Board of
Directors
Chairman of the
Board of
Hamdi Akın
General Manager
Sertac F.
Karaağaoğlu
Hamdi Akın-Chairman of the Board of Directors
-
SühaGüçsav-Vice Chairman of the Board of Directors
Pelin Akın Özalp-BoardMember
Selim Akın- Board Member
Sıla Cılız İnanç- Board Memberİrfan Erciyas- Board MemberAdnan Aydoğan*- Board MemberHalil Eroğlu*- Board MemberAhmet Ertürk*- Board Member
* Independent Members of the Board of Directors
Deputy General | Officer for Investor's | Deputy General | Russia Coordinator | |
Manager Financial | ||||
Affairs and Finance | Legal Consultant | Manager- | ||
and Administrative | Cüneyt Baltaoğlu | |||
Assistant Specialist | Şevin Nar | Operations | ||
Affairs | 11 personnel | |||
Ayşegül Yılmaz | MemduhOkyay Turan | |||
Yusuf Anıl | ||||
Administrative | |
Accounting Manager | Affairs |
Hülya Keser | |
Aslı Canan Ocal | |
OğuzhanTuran | |
Fatih Akar |
As at June 30, 2019, the number of employees of the group is 21
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Akfen REIT Affiliates
Trade Name | Akfen Gayrimenkul Ticaret ve İnşaat A.Ş. (Akfen | |
GT) | ||
Activity | Creating real-estate portfolios | |
Issued Capital (*) | 161.000.000,00 | |
Company's Share in Capital | 161.000.000,00 | |
Currency | TRY | |
Company's Share in Capital (%) | 100 | |
Company's Relationship | Subsidiary | |
(*)As of 30 June 2019 the unpaid share capital is TRY 2.453.092 |
Trade Name | Russian Hotel Investment B.V. (RHI) |
Activity | Developing hotel projects in Russia |
Issued Capital (*) | 33.455.050,00 |
Company's Share in Capital | 32.690.666,00 |
Currency | Euro |
Company's Share in Capital (%) | 97,72 |
Company's Relationship | Subsidiary |
Trade Name | Russian Property Investment B.V. (RPI) |
Activity | Developing office and residence projects in Russia |
Issued Capital (*) | 7.258.867,00 |
Company's Share in Capital | 6.906.859,00 |
Currency | Euro |
Company's Share in Capital (%) | 95,15 |
Company's Relationship | Subsidiary |
Trade Name | Hotel Development Investment B.V. (HDI) |
Activity | Developing hotel projects in Russia |
Issued Capital (*) | 8.510.640,00 |
Company's Share in Capital | 8.510.640,00 |
Currency | Euro |
Company's Share in Capital (%) | 100 |
Company's Relationship | Subsidiary |
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Activity Report 2019 Q2 | |
Trade Name | Akfen Karaköy Gayrimenkul Yatırımları ve İnşaat |
A.Ş.* (Akfen Karaköy) | |
Activity | Creating real-estate investments |
Issued Capital (*) | 121.000.000,00 |
Company's Share in Capital | 110.678.700,00 |
Currency | TRY |
Company's Share in Capital (%) | 91,47 |
Company's Relationship | Subsidiary |
(*)Akfen Karaköy Yatırımları ve İnşaat A.Ş.'s 19.90% capital belongs to Akfen REIT and 71.57% belongs to Akfen GT A.Ş.
Akfen REIT
Adi Ortaklık | Akfen GT | Akfen | ||
Karaköy | ||||
(%99) | (%100) | |||
(%91,47) | ||||
RHI | RPI | HDI | ||
(%97,72) | (%95,15) | (%100) |
SamstroykomYaroslavlinvestKaliningradinvest
(%100) (%100)(%100)
Volgastroykom | Severnyi |
Avtovokzal | |
(%100) | Limited |
(%100) | |
Trade Name | Akfen İnşaat Turizm ve Ticaret A.Ş. ve Akfen |
Gayrimenkul Yatırım Ortaklığı A.Ş. Adi Ortaklığı | |
(Joint Venture) | |
Activity | Land Sales Proportion Revenue Share Housing |
Construction Work | |
Issued Capital (*) | 10.000,00 |
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Company's Share in Capital | 9.900,00 |
Currency | TRY |
Company's Share in Capital (%) | 99 |
Company's Relationship | Subsidiary |
Akfen Gayrimenkul Ticareti ve İnşaat A.Ş. (Akfen GT)
Main activity fields of Akfen Gayrimenkul Ticareti ve Insaat A.S., 100% subsidiary of Akfen REIT, is developing, managing and have manage real estate investments. Akfen GT has fixed rental income from 5 stars Merit Park, located in TRNC since 2007.
Akfen GT owns 97.72% of the shares of Russian Hotel Investments B.V. (RHI) and Russian Property Investment, and 95.15% of the shares of Russian Property Investment B.V. (RPI) established in the Netherlands who launched Ibis Hotel Yaroslavl, Ibis Hotel Samara, Ibis Hotel Kaliningrad and Samara Office among Akfen REIT's investments in Russia.
All of the HDI shares, held by Akfen REIT, were sold to Akfen GT, one of the subsidiaries of the Company, on March 27, 2017.
Akfen Karaköy, has increased its capital to TRY 121.000.000 on 18 May 2018 and Akfen REIT
has increased its direct and indirect ownership ratio by 91,47% in Akfen Karaköy.
RHI
RHI, consolidates firms established in Russia to realize hotel projects in this country. Active firms under The company are presented in the table.
RPI
RPI consolidates project-based firms realizing projects in Russia excluding hotel management projects.
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HDI
HDI, of which 100 % participation is held by Akfen GT, is established in order to develop hotel project(s) in Russia. The Company having its centre of activity located in Netherlands has realized a hotel project, put into operation in Moscow.
Akfen Karaköy Gayrimenkul Yatırımları ve İnşaat A.Ş. (Akfen Karaköy)
Karaköy Gayrimenkul Yatırımları ve Insaat A.S., established by a shareholding of 69.99% with the purpose to develop projects in Karaköy, is a special purpose subsidiary. Planning, constructing and subcontracting, renting, managing and outsourcing management of tourism facilities, hotels and real estate investments are among the operations of the Company. Akfen Karaköy, has increased its capital to TRY 121.000.000 on 18 May 2018 and Akfen REIT has increased its direct and indirect ownership ratio by 91,47% in Akfen Karaköy. The Company currently owns a hotel in Istanbul, Karaköy, operated by Tamaris Turizm (Accor).
Akfen İnşaat Turizm ve Ticaret A.Ş. ve Akfen Gayrimenkul Yatırım Ortaklığı A.Ş. Adi Ortaklığı_Joint Venture (Joint Venture)
Akfen REIT and Akfen İnşaat Turizm ve Ticaret A.Ş. (Akfen Construction) established a joint venture (Akfen REIT 99% - Akfen Const. 1%) on November 9, 2017 to undertake the Bulvar Loft Project owned by İller Bankası A.Ş. (İller Bankası). The Project has been completed in December 2018, consists of 822 residences and app 7.000m² commercial zone.
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Shareholders
June 30, 2019 Shareholders
Shareholders | Group | Shares | Number of | Capital |
(TRY) | Shares | Ratio (%) | ||
Akfen Holding A.Ş. | B | 104.654.831 | 104.654.831 | 56,88 |
Hamdi Akın | A | 1000 | 1000 | |
B | 30.349.089 | 30.349.089 | 16,50 | |
C | 999 | 999 | ||
D | 1000 | 1000 | ||
Other | B | 48.993.080 | 48.993.080 | 26.63 |
C | 1 | 1 | ||
Total | 184.000.000 | 184.000.000 | 100,00 |
The share group of A, C, D has the privilege to select nominees for the board of directors member selection. Members of the Board are elected by the General Assembly among the nominees, where 2 of them selected by Group A, 2 of them by Group C, and 2 of them by Group D shareholders. Regarding the company's own shares, there is no acquired share.
Registered | Each Share's | Total | Capital | Whether Traded or | ||
Group | / Bearer | Nominal | Nominal | Rate (%) | Type of Privilege | not |
Value (TRY) | Value (TRY) | |||||
Privilege to elect two | ||||||
members of the board of | Not traded at BIST. | |||||
A | Registered | 1 | 1,000 | <0.001 | directors at the General | |
Assembly | ||||||
Listed in the | ||||||
B | Bearer | 1 | 183,997,000 | 99.99 | No privilege is available | Collective |
Structured Products | ||||||
Market at BIST. | ||||||
Privilege to elect two | ||||||
members of the board of | Not traded | |||||
C | Registered | 1 | 1,000 | <0.001 | directors at the General | |
Assembly. | ||||||
Privilege to elect two | ||||||
members of the board of | Not traded | |||||
D | Registered | 1 | 1,000 | <0.001 | directors at the General | |
Assembly. | ||||||
Total | 184.000.000 | 100 | ||||
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Portfolio Location Map
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Portfolio
Hotels | Number | State of | Land Lease | Investment | Hotel Openning | ||||
of | Owned | Expiry | Starting Date | Date | |||||
Rooms | Date | ||||||||
1 | Ibis Hotel Zeytinburnu | 228 | 49 years | 2067 | 2005 | March 2007 | |||
2 | Novotel Zeytinburnu | 208 | 49 | years | 2067 | 2005 | March 2007 | ||
3 | Ibis Hotel Eskişehir | 108 | 22 | years | 2029 | 2005 | April 2007 | ||
4 | Novotel Trabzon | 200 | 49 | years | 2058 | 2006 | September 2008 | ||
TRNC | 5 | Ibis Hotel Gaziantep | 177 | 30 | years | 2038 | 2008 | January 2010 | |
6 | Novotel Gaziantep | 92 | 30 | years | 2038 | 2008 | January 2010 | ||
and | 7 | Ibis Hotel Kayseri | 160 | 49 | years | 2058 | 2008 | March 2010 | |
8 | Novotel Kayseri | 96 | 49 | years | 2058 | 2008 | March 2010 | ||
TURKEY | |||||||||
9 | Ibis Hotel Bursa | 200 | 30 | years | 2040 | 2009 | November 2010 | ||
11 | Ibis Hotel Esenyurt | 156 | Owned | Owned | 2011 | January 2013 | |||
10 | Ibis Hotel Adana | 165 | Owned | Owned | 2011 | September 2012 | |||
12 | Ibis Hotel İzmir Alsancak | 140 | 49 | years | 2059 | 2011 | June 2013 | ||
13 | Ibis Hotel Ankara Airport | 147 | Owned | Owned | 2013 | September 2014 | |||
14 | Novotel İstanbul Bosphorus | 200 | 49 | years | 2058 | 2012 | February 2016 | ||
15 | Ibis Hotel Tuzla | 200 | Owned | Owned | 2013 | April 2017 | |||
16 | Merit Park Otel | 286 | 49 | years | 2052 | 2004 | April 2007 | ||
17 | Bulvar Loft | ||||||||
Turkey & Cyprus Total | 2.763 | ||||||||
Hotels | Number | State of | Land Lease | Investment | Hotel Opening | ||||
of | Owned | Expiry | Starting Date | Date | |||||
RUSSIA | Rooms | Date | |||||||
1 | İbis Hotel Yaroslavl | 177 | Owned | Owned | April 2010 | September 2011 | |||
2 | İbis Hotel + Ofice Samara (**) | 204 | Owned | Owned | July 2009 | March 2012 | |||
3 | İbis Hotel Kaliningrad | 167 | Owned | Owned | August 2011 | August 2013 | |||
4 | İbis Hotel Moscow | 317 | 49 years | 2059 | September 2013 | July 2015 | |||
Russia Total | 865 | ||||||||
TOTAL | 3.628 | ||||||||
*The properties in Bulvar Loft Project, consisting of 822 residences and commercial area of 11.637 sold in 2018 and 2019 except 4 residences.
- The Group has a Samara Office Project having a leasable area of 4.637 square meters in Russia in addition to its. Hotel portfolio. The office as a whole has been leased.
31.06.2019
Operational Hotels | Operational Hotel Number of Rooms |
20 | 3.628 |
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Akfen REIT
Activity Report 2019 Q2
Hotels
Novotel ve Ibis Hotel İstanbul
The lands of Novotel Istanbul and Ibis was allocated by the State Treasury bearing a construction right contract, dated as December 04, 2003, for a period of 49 years. The term of the allocation is extended to 2067 in 22.12.2018.
It is an accommodation point convenient for commercial and touristic-purpose trips with its close proximity to the historical regions and business centres of Istanbul. It's distance to various locations such as 0,5 kms to Veliefendi Hippodrome and Abdi İpekçi Sports Hall, 6 kms to the Olimpiyat Stadium, and 10 kms to the Sultanahmet and Beyazıt Districts give opportunity for hotel visitors to reach the activities easily, desired by them.
Surface of the Land | 11.720 m2 |
Surface of Construction Area | 26.372 m2 |
Number of Novotel Rooms | 208 |
Number of Hotel Ibis Rooms | 228 |
Date of Opening | March 2007 |
Operator | Tamaris Turizm (Accor) |
Ibis Hotel İstanbul Esenyurt
The Hotel Ibis Istanbul Esenyurt taking place at the District Esenyurt, which is one of the most rapidly developing regions of Istanbul through suburb projects and land of which is owned by Akfen REIT, was opened and put into operation on January 25, 2013. The Hotel is the E-5Motorway-fronted and takes place within a close range of TÜYAP Exhibition and Congress Centre.
Surface of the Land | 1.755,37 m2 |
Surface of Construction Area | 7.331 m2 |
Number of Rooms | 156 |
Date of Opening | January 2013 |
Operator | Tamaris Turizm (Accor) |
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Akfen REIT
Activity Report 2019 Q2
Novotel İstanbul Bosphorus (Karaköy)
The land of Novotel Karaköy was obtained from the General Directorate of Foundations through an allocation for 49 years. It is constructed on the land of old Kozluca Han (Inn), located on the Rıhtım Caddesi (Avenue) and faces the Galataport. Bearing the characteristic of the first 5-star hotel was launched in February 2016.
Surface of the Land | 3.074,58 m2 |
Surface of Construction Area | 21.440 m2 |
Number of Rooms | 200 |
Date of Opening | February 2016 |
Operator | Tamaris Turizm (Accor) |
Ibis Hotel Tuzla
The land of the Hotel Ibis Tuzla was purchased by Akfen REIT. It is located in the Anatolian Part of Istanbul and situated over the E-5 Motorway and close vicinity of Shipyard, Metro (Underground), Organized Industrial zones and Sabiha Gökçen Airport and launch of the hotel was made in April 2017.
Surface of the Land | 4.688 m2 |
Surface of Construction Area | 9.480 m2 |
Number of Rooms | 200 |
Date of Opening | April 2017 |
Operator | Tamaris Turizm (Accor) |
Ibis Hotel Bursa
The land of the Hotel Ibis Bursa was leased from the Bursa Uluslararası Tekstil Ticaret Merkezi İşletme Kooperatifi (Bursa International Textile Trade Centre Enterprise Cooperative) on May 09, 2008 providing advantage with its close location to the commercial centres in Bursa being one of the most important industrial and commercial regions of Turkey.
Surface of the Land | 7.961,79 m2 |
Surface of Construction Area | 7.523 m2 |
Number of Rooms | 200 |
Date of Opening | November 2010 |
Operator | Tamaris Turizm (Accor) |
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Akfen REIT
Activity Report 2019 Q2
Ibis Hotel Alsancak
The land was leased on August 25, 2010from the General Directorate of Foundations of the Prime Ministry of the Republic of Turkey for a period of 49 years. The Hotel Ibis İzmir Alsancak provides a comfortable and modern accommodation opportunity with its central location in İzmir that is one of the major cities making substantial contribution with its location and workforce to the Turkish economy. The hotel taking place at the Alsancak District of the town Konak is located within the close vicinity of Alsancak Railway Station and Alsancak Port.
Surface of the Land | 629 m2 |
Surface of Construction Area | 5.555 m2 |
Number of Rooms | 140 |
Date of Opening | June 2013 |
Operator | Tamaris Turizm (Accor) |
Ibis Hotel Eskişehir
The building of the Hotel Ibis Eskişehir was leased from the Metropolitan Municipality of Eskişehir and the grain elevator building was converted into the Hotel Ibis. The hotel being located at a walking distance to all important shopping, business and entertainment centres of Eskişehir is also situated at a location considerably close to the campus of the Anatolian University that is one of the most important focal points of the city. Furthermore, the proximity of the hotel to the railway station increases the number of transportation alternatives to the hotel.
Surface of the Land | 6.806 m2 |
Surface of Construction Area | 5.868 m2 |
Number of Rooms | 108 |
Date of Opening | April 2007 |
Operator | Tamaris Turizm (Accor) |
Ibis Hotel Ankara Airport
The land of the Hotel Ibis Ankara Airport was purchased by Akfen REIT on July 21, 2011. The Hotel Ibis Ankara Airport taking place at a distance of only 1 km to the Esenboğa Airport is 28 kms away from the city centre of Ankara province.
Surface of the Land | 7.134 m2 |
Surface of Construction Area | 9.506 m2 |
Number of Rooms | 147 |
Date of Opening | September 2014 |
Operator | Tamaris Turizm (Accor) |
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Akfen REIT
Activity Report 2019 Q2
Ibis Hotel Adana
I The land of the Hotel Ibis Adana was purchased by Akfen REIT on August 03, 2010. The Hotel Ibis Adana is located at the city centre of Adana taking place among the important industrial, commercial and agricultural centres of Anatolia.
Surface of the Land | 2.213 m2 |
Surface of Construction Area | 9.047 m2 |
Number of Rooms | 165 |
Date of Opening | September 2014 |
Operator | Tamaris Turizm (Accor) |
Novotel Trabzon
The land of the Novotel Trabzon that is located on the Black Sea shore was leased from the World Trade Centre of Trabzon for a period of 49 years. A permanent and independent construction right of it covering a period of 49 years was registered February 27, 2008 at the deed office in favour of Akfen REIT.
The Novotel Trabzon that offers a transportation advantage to its guests through its close proximity to the airport and city centre has an additional advantage since the fact that it is the first international hotel chain of the city and region. The hotel taking place just besides the World Trade Centre is one of the favourite hotels of Trabzon through its central location and design.
Surface of the Land | 13.450 m2 |
Surface of Construction Area | 15.232 m2 |
Number of Rooms | 200 |
Date of Opening | October 2008 |
Operator | Tamaris Turizm (Accor) |
Novotel ve Ibis Hotel Gaziantep
A permanent and independent construction right was registered at the deed office (deed of the real estate) on July 17, 2007 in favour of Akfen REIT covering a period of 30 years over the land of Novotel and Hotel Ibis Gaziantep, leased from the Metropolitan Municipality of Gaziantep on May 31, 2007. The area where the Hotel is located is at a walking distance to the city centre
where public institutions such as City's Governor's Office, Metropolitan Municipality, Revenue
Administration and so on and historical places are located in.
Surface of the Land | 6.750 m2 |
Surface of Construction Area | 18.825 m2 |
Number of Novotel Rooms | 92 |
Number of Ibis Hotel Rooms | 177 |
Date of Opening | January 2010 |
Operator | Tamaris Turizm (Accor) |
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Akfen REIT
Activity Report 2019 Q2
Novotel ve Ibis Hotel Kayseri
The land of Novotel and Hotel Ibis Kayseri was leased from the Chamber of Commerce and Industry of Kayseri on November 04, 2006 for a term of 49 years. A permanent and independent construction right covering a period of 49 years was registered August 17, 2007 at the deed office with relation to this land in favour of Akfen REIT. The hotels being located at the city centre are at a distance of 10 minutes to the airport.
Surface of the Land | 11.035,4 m2 |
Surface of Construction Area | 11.064 m2 |
Number of Novotel Rooms | 96 |
Number of Ibis Hotel Rooms | 160 |
Date of Opening | March 2010 |
Operator | Tamaris Turizm (Accor) |
Merit Park Hotel Girne (TRNC)
The land where the Hotel Merit Park Kyrenia was allocated by the Ministry of Finance of the TRNC covering a term of 49 years. The hotel taking place at the portfolio of the company, Akfen Gayrimenkul Ticareti ve İnşaat A.Ş., which is an affiliate of Akfen REIT, was leased to the company, Voyager Cyprus Limited Company (Voyager Kıbrıs Limited Şirketi) together with its casino for a period of 20 years through the Lease Contract, executed on May 15, 2012.
Surface of the Land | 37.000 m2 |
Surface of Construction Area | 33.387 m2 |
Number of Rooms | 286 |
Date of Opening | April 2007 |
Operator | Voyager Kıbrıs Ltd. Şti. (Net Holding) |
Ibis Hotel Samara ve Samara Office
Akfen REIT carried out two important projects in one of the major cities in Russia, Samara. The Hotel Ibis Samara and Samara Office are located on the main arterial road where the airport road is intersected, being situated 2 km away from the city centre of Samara having a population of
1.2 millions. Samara also has one of the most important petrol refineries of Russia within its boundaries.
Surface of the Land | 4.804 m2 |
Surface of Construction Area | 11.749 m2 |
Leasable Office | 4.637 m2 |
Number of Rooms | 204 |
Date of Opening | March 2012 |
Operator (Hotel) | Russian Management Hotel Company (Accor) |
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Akfen REIT
Activity Report 2019 Q2
Ibis Hotel Kaliningrad
The Hotel is located on the riverbank of Progolya River at a distance of 1.2 kms from the centre of the city, Kaliningrad that is an important transfer and tourism destination on the Baltic Sea shore. Its distance to the airport, however, is 20 kms.
Surface of the Land | 5.099 m2 |
Surface of Construction Area | 6.322 m2 |
Number of Rooms | 167 |
Date of Opening | Ağustos 2013 |
Operator | Russian Management Hotel Company (Accor) |
Ibis Hotel Yaroslavl
The 3-star hotel Ibis Yaroslavl draws attention with its quality service, offered by it in the city of Yaroslavl, visited very often by domestic and foreign tourists. Yaroslavl taking place within the periphery of 250 kms to Moscow is a very active region both in terms of cruise tourism in the River Volga and cultural and business tourism, brought forth by international conferences.
Surface of the Land | 4.432 m2 |
Surface of Construction Area | 7.916 m2 |
Number of Rooms | 177 |
Date of Opening | September 2011 |
Operator | Russian Management Hotel Company (Accor) |
Ibis Hotel Moscow
The Hotel, located at the centre of Moscow, takes place just beside the sporting facilities in the region Dynamo and at a walking distance of 15 minutes to the world-renowned Tretyakov Galery, and 10 minutes to the Paveletsky Railway Station. The Hotel Ibis Moscow offers a comfortable alternative to the business and tourism-focused trips through its modern architectural design and well-illuminated rooms, equipped with a warm decoration.
Surface of the Land | 2.010 m2 |
Surface of Construction Area | 13.250 m2 |
Number of Rooms | 317 |
Date of Opening | July 2015 |
Operator | Russian Management Hotel Company (Accor) |
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Akfen REIT
Activity Report 2019 Q2
Projects
Bulvar Loft
The project, started within the structure of Akfen İnşaat, consists of 6 buildings, 822 residences and a commercial facility of 11,6 thousands of square meters. While the project was at a level of 35,20 of the total foreseen cost, it was assigned to the company, Akfen İnş. Tur. Tic. A.Ş.-Akfen REIT A.Ş. Joint Venture, of which 99 % share proportion is held by Akfen REIT: The residence sales made through the Income Share Model on the land, owned by İller Bankası. All of the properties in the Project has been sold in 2018 and 2019, except 4 residences.
Surface of Construction Area | 169.703 m2 |
Net Sellable Area | 94.453 m2 |
Number of Residences | 822 |
Commercial Area | 11.637 m2 |
Overview of Akfen REIT
Financial Structure (Consolidated)
TRY | 31 December 2018 | 30 June 2019 |
Total Assets | 2.436.937.014 | 2.511.629.378 |
Equities | 743.995.844 | 789.915.409 |
Paid-up Capital | 184.000.000 | 184.000.000 |
TRY | 30 June 2018 | 30 June 2019 | |||
Turnover | 40.609.606 | 403.614.136 | |||
Cost of Sales | (6.310.205) | (304.113.573) | |||
Real Operating (Loss)/Profit* | 27.196.457 | 94.469.581 | |||
Period (Loss)/Profit* | (137.278.805) | 2.747.574 | |||
Investments | 91.243.818 | 167.249.930 | |||
Akfen REIT 30 June 2019 | Akfen REIT 30 June 2019 | ||||
Total Portfolio Value* | Net Assets Value* | ||||
1.533(in million TRY) | 774(in million TRY) | ||||
- Based on the fair value of Akfen REIT's subsidiaries as of the Company assessments dated 31.12. 2018.
29
Akfen REIT | ||||||||||||
Activity Report 2019 Q2 | ||||||||||||
Turnover(in million TRY) | ||||||||||||
30 June 2018 | 30 June 2019 | Change (%) | ||||||||||
40,61 | 403,61 | 894 | ||||||||||
(*) | 40,61 | 49,15 | 21 | |||||||||
(*)Excluding Bulvar Loft Project | ||||||||||||
EBITDA(in million TRY) | ||||||||||||
30 June 2018 | 30 June 2019 | Change (%) | ||||||||||
27,50 | 94,02 | 242 | ||||||||||
(*) | 30,45 | 41,19 | 35 | |||||||||
(*)Excluding Bulvar Loft Project | ||||||||||||
2000001402 | ||||||||||||
2019 2. Quarter Regional Turnover Distribution (%) | ||||||||||||
Turkey | TRNC | Russia | ||||||||||
379 | 15 | 9 | ||||||||||
2019 2. Quarter Regional EBİTDA Distribution (%) | ||||||||||||
Turkey | TRNC | Russia | ||||||||||
78,1 | 15,8 | 6,1 | ||||||||||
2019 2. Quarter Regional Real Estate Distribution (%) | ||||||||||||
Turkey | TRNC | Russia | ||||||||||
53 | 19 | 28 | ||||||||||
Subsequent Events as of June 30, 2019
January 9, 2019 - Zeytinburnu Plot Allocation
The definite allocation period of the public land, which was allocated to our Company on 18.11.2002 and on which rises our Zeytinburnu Novotel and Ibis hotels, was extended for 49 years starting from 22.12.2018, upon the approval of our Company's application to the Ministry of Culture and Tourism, as indicated in an official letter from the Ministry dated 09.01.2019. In addition, upon the approval of our Company's application to the Ministry of Culture and Tourism, there has been a reduction in the amount of rent paid to Milli Emlak annually for the definite allocation of the land.
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Akfen REIT
Activity Report 2019 Q2
January 17, 2019 - Sale of Bulvar Loft Project
Regarding the Contract for Revenue Sharing in Return for Sale of the 36.947 m2 Land in Block 120573 Plot 1, Ankara Province, Gölbaşı District, Kızılcaşar Neighborhood ("Bulvar Loft Contract") belonging to Ilbank, which shall be carried out by the Ordinary Partnership between Akfen Construction and Akfen REIT (Akfen REIT 99% - Akfen Construction 1%),
- An application was filed with Ilbank for the Provisional Approval of the Project on 07.12.2018,
- Owing to the problems associated with the recession in the real estate sector, the bulk sale of the independent sections that belong to Ilbank within the Bulvar Loft project managed by the Ordinary Partnership was approved on January 10, 2019.
As a result of the sale transaction approved by Ilbank, the Ordinary Partnership, where Akfen REIT holds a 99% share;
-was relieved of its obligation to make a payment to Ilbank from Minimum Bank Share Total Revenue in Return for Land Sale under the scope of Bulvar Loft Contract.
January 30, 2019 - Ratification of Bulvar Loft Project Provisional Approval
The provisional approval application mentioned in our disclosure dated 17.01.2019 regarding the Bulvar Loft Project was ratified by Ilbank on 29.01.2019 (as of 07.12.2018).
30 January 2019 - About Valution Company Selection
According to Article 35 of the Communiqué on Principles Regarding Real Estate Investment Trusts Series III-48.1 of the Capital Market Board dated 30.01.2019, the Board of Directors of Adım Gayrimenkul ve Değerleme A.Ş and also the portfolio will be taken in 2019 and the valuation service will be provided for the assets that will require valuation. Adım Gayrimenkul ve Değerleme A.Ş. and TSKB Gayrimenkul Değerleme A.Ş. as unanimous decision.
26 March 2019 - About 2018 Annual Ordinary General Assembly Meeting Call.
Shareholders' Ordinary General Meeting of Shareholders The meeting was held on Thursday, 16.04.2019 at 14:00 at Levent Loft Building, Büyükdere Street, No: 201 C Block Floor: 8 Levent İstanbul.
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Akfen REIT
Activity Report 2019 Q2
March 29, 2019 - 2018 Ordinary General Assembly Meeting Dividend Distribution
In accordance with the Board of Directors resolution dated 13.03.2019 and numbered 2019/4 and in line with our Public Disclosure Platform announcement dated 26.03.2019, there was no distributable profit for the year 2018, and the right exercise procedures were regulated accordingly.
April 16, 2019 - Disclosure on General Assembly Procedures
AKFEN GAYRİMENKUL YATIRIM ORTAKLIĞI ANONİM ŞİRKETİ's (Akfen REIT) Ordinary General Assembly Meeting for the year 2018 was held on 16.04.2019 at 14:00 in the Headquarters at the address Levent Loft Binası, Büyükdere Caddesi, No: 201 C Blok Kat: 8 Levent İstanbul, under the supervision of Hatun Kostak, the Ministry Representative appointed by the official letter numbered 43545342 and dated 15.04.2019 from Istanbul Governor's Office Provincial Directorate of Commerce.
As per Turkish Commercial Code Article 414, the call for the said meeting, required to be organized in accordance with Turkish Commercial Code and the Company's Articles of Association, was published on Turkish Trade Registry Gazette dated March 21, 2019 and numbered 9792, the website of the Company, on the Public Disclosure Platform, as well as Central Registry Agency's Electronic General Assembly System, within the required deadline.
The analysis of the List of Attendants showed that, of the Company's total capital of TL 184.000.000.-, 1000 Class A shares corresponding to TL 1.000.- shares, 1000 Class C shares corresponding to TL 1.000.- shares and 1000 Class D shares corresponding to TL 1.000.- shares were represented at the meeting; while, of the 139.452.823 Class B shares corresponding to TL 139.452.823.-, 230.011 were represented in person and 139.222.812 were represented in proxy, and that the minimum meeting quora as required by the legislation and Articles of Association was thus met.
Sıla Cılız İnanç, Board Member of the Company, and Seda Akkuş Tecer representing Güney Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş. (Ernst and Young) were present at the meeting. The Ordinary General Assembly Meeting was inaugurated by Sıla Cılız İnanç, as Board Member authorized by the Chairman, simultaneously in the physical and electronic environments, and the agenda items were duly discussed.
The agenda items were read out loud by Board Member Sıla Cılız İnanç and since there was no
suggestion for revising the order of the agenda items, the discussion of these items continued in the order announced.
The resolutions of the Ordinary General Assembly Agenda were adopted unanimously, as stated in the attached meeting minutes.
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Akfen REIT
Activity Report 2019 Q2
April 16, 2019 - Disclosure on Dividend Distribution Procedures
Since the Dividend Distribution Statement presented to our Distinguished Shareholders at the Company Headquarters, Company web site, Turkish Trade Registry Gazette, and CRA's Electronic General Assembly portal within the statutory period, and the financial statements for the accounting period 01.01.2018 - 31.12.2018 drafted as per Capital Markets Board's ("CMB") Communiqué II-14.1 in accordance with Turkish Accounting and Financial Reporting Standards issued by the Public Oversight, Accounting and Auditing Standards Agency, and audited by
Güney Bağımsız Denetim ve SMMM A.Ş. show no distributable profit according to the legislation,
it was proposed that no profit distribution be carried out, the matter was discussed, and the participants agreed unanimously that no dividend be distributed.
April 17, 2019 - Authority to Represent and Bind
It has been decided that the Company's Chairman and Executive Director Hamdi AKIN and Vice
Chairman İbrahim Süha GÜÇSAV will be appointed for a one (1) year term regardless of their
previous periods in office,
that the Company's Class A authorized signatories will be designated as Chairman / Executive
Director Hamdi Akın, Board Members Pelin Akın Özalp and Selim Akın, and that any two of them
jointly will have the authority to represent and bind the Company on any issue and without any limitation.
May 29th, 2019 Zeytinburnu Plot Allocation
The deed about the extention of allocation period for the public land which was allocated to our Company on which rise our Zeytinburnu Novotel and Ibis Hotels for 49 years has come into force.
Developments After June 30, 2019
August 6th, 2019 Buyback Announcement
It is announced that, as approved in the General Assembly dated 16 April 2019, from 9thAugust 2019 until 31stDecember 2019 our Company is planning to implement the Buyback Program, according to the related CMB regulations, in which 14.182.000 shares will not be exceeded.
Evaluation of Activities in 2019 2nd Quarter
Rental revenues of Akfen REIT taking place at leading ranks in terms of balance sheet size among the Real Estate Investment Trusts operating within the boundaries of Turkey have risen to TRY 403,61 millions as of June 30, 2019. (Excluding Bulvar Loft Project 49,15)
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Akfen REIT
Activity Report 2019 Q2
Financial Assessment of Management
Akfen REIT that is managed by a professional and expert cadre both in financial and operational field continued to protect its financial performance in 2019 1Q as well, and grow or expand successful projects, realized by it. Completion of the Bulvar Loft project will also contribute to the profitability of the Company.
- The consolidated rental income has risen by a proportion of 894 % comparing to prior year and realized in amount of TRY 403,61 millions. (Except the Bulvar Loft Projects, it has been 49,15 million with 21% increase)
- The consolidated EBITDA has risen by a proportion of 242% comparing to prior year and realized in amount of TRY 94,02 millions. (Except the Bulvar Loft Projects, it has been 41,19 million with 35% increase)
- The consolidated debt was realized as TRY 1.301 millions.
- As of June 30, 2019, the net active value (assets) was realized TRY 774,40 millions.
- Consolidated general and administrative expenses are realized as TRY 4,6 millions.
- Net interest payments are realized as TRY 54,4 millions.
Operational Performance
- Of the hotels in the Company portfolio as of June 30, 2019, the average occupancy rate of the hotels operating in Turkey is 66%, the average occupancy rate of the hotels operating in Russia is 56,1%, and the average occupancy rate of all the hotels is 63,4%.
- As of June 30, 2019, the average price of the hotel rooms in Turkey as of June 30, 2019 is 33 euros, the average price of hotel rooms in Russia is 41 euros and the average price of all the hotel rooms is 35 euros.
Increase in the value of EBITDA in 2019
30 June 2019 | Rental Revenue | EBITDA | Net Debt |
(in million TRY) | |||
Turkey | 378,6 | 73,4 | 862,0 |
TRNC | 15,2 | 14,9 | 87,0 |
Russia | 9,8 | 5,7 | 352,0 |
Consolidated | 403,6 | 94,0 | 1.301,0 |
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Activity Report 2019 Q2 | ||||||||||||||||||||
Number of Employees | 30 June 2018 | 30 June 2019 | Change (%) | |||||||||||||||||
Turkey | 10 | 10 | - | |||||||||||||||||
Russia | 11 | 11 | - | |||||||||||||||||
Consolidated | 21 | 21 | - | |||||||||||||||||
Rental Revenue | 30 June 2018 | 30 June 2019 | Change (%) | |||||||||||||||||
(million TRY) | ||||||||||||||||||||
Turkey | 16,9 | 378,6 | 2146 | |||||||||||||||||
TRNC | 11,2 | 15,2 | 36 | |||||||||||||||||
Russia | 12,6 | 9,8 | -22 | |||||||||||||||||
Consolidated | 40,6 | 403,6 | 894 | |||||||||||||||||
(*)Excluding Bulvar Loft Project | ||||||||||||||||||||
Total Revenue Per Room (TRY) | 30 June 18 | 30 June 19 | Change (%) | |||||||||||||||||
Turkey - Total Ibis | 106 | 131 | 22 | |||||||||||||||||
Turkey - Total Novotel | 206 | 289 | 37 | |||||||||||||||||
Turkey - Total Ibis&Novotel | 138 | 182 | 29 | |||||||||||||||||
Russia - Total Ibis | 197 | 205 | 15 | |||||||||||||||||
Turkey &Russia - Total Ibis&Novotel | 153 | 188 | 23 | |||||||||||||||||
Average Room Rate (Excluding VAT) | ||||||||||||||||||||
(TRY) | 30 June 18 | 30 June 19 | Change (%) | |||||||||||||||||
Turkey - Total Ibis | 132 | 162 | 23 | |||||||||||||||||
Turkey - Total Novotel | 221 | 304 | 37 | |||||||||||||||||
Turkey - Total Ibis&Novotel | 161 | 210 | 30 | |||||||||||||||||
Russia - Total Ibis | 161 | 210 | 30 | |||||||||||||||||
Turkey &Russia - Total Ibis&Novotel | 234 | 259 | 11 | |||||||||||||||||
Occupany Rate (%) | 30 June 18 | 30 June 19 | Change (%) | |||||||||||||||||
Turkey - Total Ibis | 64,7 | 64,2 | -0,5 | |||||||||||||||||
Turkey - Total Novotel | 65,9 | 69,6 | 3,7 | |||||||||||||||||
Turkey - Total Ibis&Novotel | 65,1 | 66,0 | 0,8 | |||||||||||||||||
Russia - Total Ibis | 62,3 | 56,1 | -6,2 | |||||||||||||||||
Turkey &Russia - Total Ibis&Novotel | 64,4 | 63,4 | -1,0 | |||||||||||||||||
Rental Revenue (in million TRL) | 30 June 18 | 30 June 19 | Change (%) | |||||||||||||||||
Turkey - Total Ibis | 8,4 | 10,4 | 24 | |||||||||||||||||
Turkey - Total Novotel | 8,5 | 13,7 | 62 | |||||||||||||||||
Turkey - Total Ibis&Novotel | 16,9 | 24,1 | 43 | |||||||||||||||||
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Akfen REIT
Activity Report 2019 Q2
Russia - Total Ibis | 11,2 | 8,1 | -28 |
Turkey &Russia - Total Ibis&Novotel | 28,05 | 32,21 | 15 |
Grand Total* | 40,61 | 49,15 | 21 |
* Rental incomes of TRNC Merit Park Hotel and Samara Office are included.
Investment Property
The total value of the investment properties taking place in our portfolio was realized as TRY 2.149 millions in 2019 2Q.
Investment Properties (in million TRY) | 30 June 18 | 30 June 19 | Change (%) | ||||||||||||
Operational investment real estates | 2.046 | 2.149 | 5 | ||||||||||||
Total | 2.046 | 2.149 | 5 | ||||||||||||
On-going and operational investment real | 30 June 18 | 30 June 19 | Change (%) | ||||||||||||
estates (in million TRY) | |||||||||||||||
Turkey | 1.139 | 1.139 | 0 | ||||||||||||
TRNC | 404 | 404 | 0 | ||||||||||||
Russia | 503 | 606 | 20 | ||||||||||||
Consolidated | 2.046 | 2.149 | 5 | ||||||||||||
Receivables and Debts from/to the Related Parties
Commercial receivables from related | 31 December 18 | 30 June 19 | ||||||||||
parties | ||||||||||||
Akfen Gayrimenkul Portföy Yönetimi A.Ş. | - | 4.982.240,- | ||||||||||
Birinci Gayrimenkul Yatırım Fonu | ||||||||||||
Commercial Debts to the Related Parties | 31 December 18 | 30 June 19 | ||||||||||
Akfen İnşaat | 45.031.689 | 10.980.713 | ||||||||||
Other Debts to the Related Parties | 31 December 18 | 30 June 19 | ||||||||||
Akfen Holding A.Ş. | 7.438.777 | 6.408,620 | ||||||||||
Akfen İnşaat Turizm ve Ticaret A.Ş. | 490.683 | - | ||||||||||
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Activity Report 2019 Q2 | ||||||||||||
Transaction with related parties | ||||||||||||
Sales and Marketing Expenses | 30 June 18 | 30 June 19 | ||||||||||
Akfen İnsaat Turizm ve Ticaret A.Ş. | 2.583.710 | - | ||||||||||
Incomplete housing payments | 30 June 18 | 30 June 19 | ||||||||||
(Bulvar Loft) | ||||||||||||
Akfen İnsaat Turizm ve Ticaret A.Ş. | 59.52.384 | - | ||||||||||
Rental expense | 30 June 18 | 30 June 19 | ||||||||||
Hamdi Akın | 101.026 | 131.723 | ||||||||||
Net Asset Value
As of the date of June 30, 2019, The net assets value of the Company was realized as around TRY 774 millions
Portfolio Table (in million TRY) | 31 December 18 | 30 June 19 | ||
Operational Hotels | ||||
Novotel and Ibis Hotel Zeytinburnu | 221 | 221 | ||
Novotel Trabzon | 149 | 149 | ||
Novotel and Ibis Hotel Gaziantep | 58 | 58 | ||
Ibis Hotel Esenyurt | 60 | 60 | ||
Novotel and Ibis Hotel Kayseri | 51 | 51 | ||
Ibis Hotel Bursa | 45 | 45 | ||
Ibis Hotel İzmir | 52 | 52 | ||
Ibis Hotel Adana | 56 | 56 | ||
Ibis Hotel Ankara Airport | 61 | 61 | ||
Ibis Hotel Eskişehir | 13 | 13 | ||
Ibis Hotel Tuzla | 88 | 88 | ||
Project with ongoing investments | ||||
Bulvar Loft | 147 | 12 | ||
Subsidiaries | 607 | 607 | ||
Money & Capital Market Instruments | 1 | 59 | ||
Total Portfolio Value | 1.608 | 1.533 | ||
Other Assets & Receivables | 137 | 160 | ||
Debts | 929 | 918 | ||
Net Asset Value | 817 | 774 | ||
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Activity Report 2019 Q2
Compliance Control On Portfolio Limitations
The Company's control of compliance of the portfolio limits according to the CMB Communiqué Serial: III, No. 48.1 "Communiqué on Principles Regarding Real Estate Investment Trusts" is as follows::
Unconsolidated | (separate) | |||||||||||||||
financial statement | main | Related Regulation | 31 December 18 | 30 June 19 | ||||||||||||
account items | ||||||||||||||||
A | Cash and capital market | III-48.1. S/N 24 / (b) | 678.494 | 59.028.169 | ||||||||||||
instruments | ||||||||||||||||
B | Investment properties, | III-48.1. S/N 24 / (a) | 1.029.638.355 | 901.981.450 | ||||||||||||
investment property-based | ||||||||||||||||
projects, investment property- | ||||||||||||||||
based rights | ||||||||||||||||
C | Participations | III-48.1. S/N 24 / (b) | 145.079.312 | 182.626.220 | ||||||||||||
Due from related parties | III-48.1. S/N 23 / (f) | - | - | |||||||||||||
(non-trade) | ||||||||||||||||
Other assets | 107.873.943 | 124.295.933 | ||||||||||||||
D | Total assets | III-48.1. S/N 3 / (p) | 1.283.270.104 | 1.267.931.772 | ||||||||||||
E | Financial liabilities | III-48.1. S/N 31 | 799.673.599 | 842.303.095 | ||||||||||||
F | Other financial liabilities | III-48.1. S/N 31 | 127.303.421 | 35.899.287 | ||||||||||||
G | Finance lease liabilities | III-48.1. S/N 31 | - | - | ||||||||||||
H | Due to related parties (non- | III-48.1. S/N 23 / (f) | 1.759.204 | - | ||||||||||||
trade) | ||||||||||||||||
I | Shareholders' equity (net asset | III-48.1. S/N 31 | 354.533.880 | 349.978.003 | ||||||||||||
value) | ||||||||||||||||
Other liabilities | 98.024.983 | 39.751.387 | ||||||||||||||
D | Total liabilities and equity | III-48.1. Md. 3 / (p) | 1.283.270.104 | 1.267.931.772 | ||||||||||||
Unconsolidated (separate) | Related Regulation | 31 December 18 | 30 June 19 | |||||||||||||
other financial information | ||||||||||||||||
A1 | Cash and capital | market | III-48.1. S/N 24 / (b) | - | - | |||||||||||
instruments held for payments | ||||||||||||||||
of investment properties for 3 | ||||||||||||||||
years | ||||||||||||||||
A2 | Time / demand TRY / foreign | III-48.1. S/N 24 / (b) | 647.630 | 59.009.256 | ||||||||||||
currency |
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A3 | Foreign | capital | market | III-48.1. S/N 24 / (d) | - | - | |||||||||||||||||||||
instruments | |||||||||||||||||||||||||||
B1 | Foreign | investment | property, | III-48.1. S/N 24 / (d) | - | - | |||||||||||||||||||||
investment | property-based | ||||||||||||||||||||||||||
projects, investment property- | |||||||||||||||||||||||||||
based rights | |||||||||||||||||||||||||||
B2 | Idle lands | III-48.1. S/N 24 / (c) | - | - | |||||||||||||||||||||||
C1 | Foreign subsidiaries | III-48.1. S/N 24 / (d) | - | - | |||||||||||||||||||||||
C2 | Participation | to the | operator | III-48.1. S/N 28/1(a) | - | - | |||||||||||||||||||||
company | |||||||||||||||||||||||||||
J | Non-cash loans | III-48.1. S/N 31 | 292.529.041 | 317.906.219 | |||||||||||||||||||||||
K | Pledges on land not owned by | III-48.1. S/N 22 / (e) | - | - | |||||||||||||||||||||||
the Investment Trust which will | |||||||||||||||||||||||||||
be | used | for | project | ||||||||||||||||||||||||
developments | |||||||||||||||||||||||||||
L | Cash | and | capital | market | III-48.1. S/N 22 / (I) | - | - | ||||||||||||||||||||
instrument Investments held on | |||||||||||||||||||||||||||
One Unique Company | |||||||||||||||||||||||||||
Portfolio | |||||||||||||||||||||||||||
Constraints | |||||||||||||||||||||||||||
Portfolio Constraints | Related | Current | Previous | Minimum/Maximum | |||||||||||||||||||||||
Related Regulation | Regulation | Period | Year | Ratio | |||||||||||||||||||||||
1 | Pledges on Land not | III-48.1. Md. | %0,00 | %0,00 | <%10 | ||||||||||||||||||||||
Owned by the | 22/(e) | ||||||||||||||||||||||||||
Investment Trust which | |||||||||||||||||||||||||||
will be Used for Project | |||||||||||||||||||||||||||
Developments | |||||||||||||||||||||||||||
2 | Investment Property, | %80,24 | %74,91 | >%51 | |||||||||||||||||||||||
Investment Property | 24/(a).(b) | ||||||||||||||||||||||||||
Based Projects, | |||||||||||||||||||||||||||
Investment Property | |||||||||||||||||||||||||||
Based Rights | |||||||||||||||||||||||||||
3 | Cash and Capital | %11,36 | %16,11 | <%50 | |||||||||||||||||||||||
(b) | |||||||||||||||||||||||||||
Market Instruments | |||||||||||||||||||||||||||
and Participations | |||||||||||||||||||||||||||
4 | Foreign Investment | %11,31 | %10,17 | <%50 | |||||||||||||||||||||||
(d) | |||||||||||||||||||||||||||
Property, Investment | |||||||||||||||||||||||||||
Property based | |||||||||||||||||||||||||||
Projects, Investment | |||||||||||||||||||||||||||
Property Based Rights, | |||||||||||||||||||||||||||
Participations, Capital | |||||||||||||||||||||||||||
Market Instruments | |||||||||||||||||||||||||||
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Activity Report 2019 Q2 | |||||||||||
5 | Idle Lands | %0,00 | %0,00 | <%20 | |||||||
(c) | |||||||||||
6 | Participation to the | %0,00 | %0,00 | <%10 | |||||||
Operator Company | 28/1(a) | ||||||||||
7 | Borrowing Limit | %344,47 | %489,29 | <%500 | |||||||
8 | Time / Demand TRY / | %0,05 | %5,93 | <%10 | |||||||
Foreign Currency | (b) | ||||||||||
9 | Cash and capital market | %0,00 | %0,00 | <%10 | |||||||
instrument Investments | (l) | ||||||||||
held on One Unique | |||||||||||
Company | |||||||||||
Presented information in the footnote of "Compliance Control on Portfolio Limitations" as at June 30, 2019 and December 31, 2018, in accordance with Capital Markets Board's Communiqué Serial: II, No: 14.1 "Financial Reporting in Capital Markets" Amendment No: 16 comprised condensed information and prepared in accordance with Capital Markets Board's Communiqué Serial: III, No: 48.1"Real Estate Investment Company" published in the Official Gazette dated May 28, 2013 numbered 28660. In addition since the information given "Restrictions on the Investment Portfolio of Real Estate Investment" comprise standalone data; such information may not match with the information disclosed in the consolidated financial statements.
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Akfen REIT
Activity Report 2019 Q2
Corporate Governance
Human Resources
Akfen REIT reflects the dynamism at the management understanding into the human resources applications and put relevant strategies conforming to the corporate structure and targets of the Company into practise. It is among preliminary targets in the human resources policy of Akfen REIT to offer every employee an employment environment to enable him/her to develop his/her personal/professional skills at a position suitable to the qualifications, owned by the same.
Akfen REIT has formed up its human resources policy within the framework of following principles:
- The principle to provide the persons at equal qualifications at recruitment, training and progress, pricing (fee Payment) and career planning with equal opportunities is adopted.
- The criteria for recruitment are determined in writing and these criteria in applications are conformed thereto.
- The employees are treated equally on progress and promotion matters, and various progress policies and plans are created towards the increase/rise of knowledge, skills and experiences of the employees.
- The job definitions, performance assessment and award criteria of the employees of the Company are determined by the managers and shared with the employees.
- The relationships with the employees are conducted by the Corporate Communication, Human Resources and Administrative Affairs Department, and no discrimination is made among the employees.
Akfen REIT aims to create a work environment that is dynamic, transparent and supports development for the high motivation of the employees through these principles. The company that believes in the importance lifelong learning offers opportunities to the employees in order to allow them to maintain their personal and professional trainings. The employees carry out their current duties successfully on the one hand through the training programs, organized within or out of the establishment, and can also develop them on the other.
Akfen REIT attributing priority to the satisfaction of personnel requirements to the human resources conducts an
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Akfen REIT
Activity Report 2019 Q2
Akfen REIT reaches an employee profile that may identify the corporate targets with individual targets, fulfils their responsibilities with high motivation, has team spirit and believes in ethical values and social responsibility at the end of human resources strategies, applied by it successfully. As of the end of June 2019, the number of employees at Akfen REIT is 10, at affiliates, however, 11 and all in al a total number of 21.
While Akfen REIT supports the mission and vision of the Company, it will maintain its human resources policies that conform to modern values in 2019 as well.
Risk Management
The works for Early Determination of Risk was finalized within 2012 through the support of the Company, DRT Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş. (Deloitte) and the Risk Management Handbook was submitted to the attention of the Board of Directors of the Company. It has been resolved upon the fact that the principles taking place at the Risk Management Handbook would be taken as basis in the internal audits of the Audit Committee. The related risk management handbook takes place in the attachment of the annual operation report and internet site of the Company
It has been decided by the unanimous votes of attendants in the meeting through the resolution no. 2013/9 of the Board of Directors of the Company, dated as April 25, 2013 to set up a separate committee pursuant to the Communique no. 63 and Series IV making amendment in the Communique no. 56 and Series IV of the Capital Market Committee to conduct the duties of the Committee for Early Determination of Risk that are currently conducted by the Corporate Management Committee.
Committee, from the date of its founding until the report date, presents a report with once in two months period to Board of Directors regarding early detection of risks that endanger the Group's existence, development and continuity, implementation of necessary measures to prevent these risks and management. As of June 30, 2019, the financial structure, financial position and performance of the Company were evaluated; no sign was detected related to loss of capital or the insolvency of the Company.
Audit Committee;
- The consolidated and solo financial statements complete with footnotes, comprehensive income statement, cash flow statement, statement of changes in equity and Board of Directors Annual Report for the accounting period
01.01.2019-30.06.2019, drafted by Audit Committee and Board of Directors on 07.08.2019 in accordance with the relevant Capital Markets Board Communiqué, and audited in limited fashion, were approved.
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Akfen REIT
Activity Report 2019 Q2
Dividend Distribution Policy
The Company, in its dividend distribution decisions, takes into consideration Articles of Association of the Company and provisions of the Turkish Commercial Code, Capital Markets Legislation, Capital Markets Board's Regulations and Resolutions, Tax Laws, and other relevant legislation.
By decision of the Board of Directors dated 25.02.2011, Akfen Real Estate Investment Trust has adopted a dividend distribution policy based on the principle of "proposing to the General Assembly minimum 30% of the distributable profit, by taking into account overall profitability of the Company, starting from accounting period of 2012."
Dividend Distribution Policy is presented to the shareholders at the General Assembly. Since there was no distributable profit for the year 2018, it was unanimously decided that dividend distribution was not possible at the General Assembly held in 2019.
The Company's Dividend Policy is disclosed to the public on the Company's website.
Government Grants and Incentives
According to the Investment Incentive Law numbered 47/2000, the Group has a 100% of investment allowance on capital expenditures made until 31 December 2008 in Northern Cyprus
Appendices
Ap 1: Akfen GYO 30 Haziran 2019 SPK ve Faaliyet Raporu Sorumluluk Beyanları
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