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ANNUAL
REPORT
2006
BrisaBridgestone Sabanc›
Lastik Sanayi ve Ticaret A.fi.
Paid Capital:YTL 7,441,875
‹stanbul Office:Sabanc› Center Tower 2, Floor 34. Levent, 34330 ‹stanbul, Turkey
Phone: Int +90 (212) 385 84 50Fax: Int +90 (212) 385 84 55
Head Office:Alikahya, 41220 ‹zmit, Turkey
Phone: Int +90 (262) 316 40 00Fax: Int +90 (262) 316 40 40
Marketing and Sales Office:K›s›kl› Caddesi, fiehit Te¤men ‹smail Moray Sokak No: 2/1
Altunizade, 34662 ‹stanbul, Turkey
Phone: Int +90 (216) 544 35 00Fax: Int +90 (216) 544 35 35
THIRTY-THIRD YEAR. 2006
Translated into English from the original Turkish Report.
_01
AGENDA OF THE ORDINARYGENERAL ASSEMBLY
1 Commencement and election of the Presiding Board.
2 Authorization of the Presiding Board to sign the minutes of the
General Assembly Meeting.
3 Presentation and discussion of the Board of Directors' Annual
Report and the Auditors' Report covering the activities and the
financial results of the year 2006.
4 Presentation, discussion and approval of the 2006 Balance Sheet
and Profit and Loss Statement; discussion and resolution of the
Board proposal on profit distribution.
5 Release of the Board of the Directors and Auditors for the activities
of the Company in 2006.
6 Approval of the assignment of the Board Member who was elected
to serve for the remaining term of the Board membership position
vacated during the year.
7 Election of the Board Members and Auditors whose period of
duty ended and determination of their period of duty and remuneration.
8 Authorization of the Chairperson and Board Members allowing
them to conduct the transactions listed in Articles 334 and 335 of
the Turkish Commercial Code.
Meeting Date : 29 March 2007, Thursday
Meeting Time : 10:00 a.m.
Meeting Place : Hac› Ömer Sabanc› Conference Hall
Sabanc› Center, Tower 2
4. Levent, ‹STANBUL
_02
DEAR SHAREHOLDERS
The year 2006 has been a successful year forTurkish economy except for current accountdeficit and deviations from targeted inflationrates. Turmoils in world economy, causingwithdrawal of funds from developing markets,had adverse effect on Turkish economyespecially during the May-August period.Thanks to structural measures realized inour country, the effect of fluctuation waslimited.Domestic demand started to grow again in2006 following the decrease in 2005. OurCompany focused, at this period, on highervalue-added products such as high-performance, winter, and 4x4 tire groups. Atthe same time, activities to further developour dealer network, our vital link to end-users,consistently continued. To serve this end,new “Bridgestone Performance Point”s wereopened in 2006, following the first shop whichwas opened in 2005. Meanwhile, “Otopratik”,a new sales point approach, integrating tiresales, service and supply of spare parts underone roof, was introduced. An emergency tiresupply service for fleets, Filofix (Fleet RoadAssistance) was also initiated. Improvementsin our products and services to furtherstrenghten our leadership position in domesticmarket have also increased our sales, leadingto a 22% increase in net sales revenue
compared to that of 2005. Our exportsrevenue, on the other hand, increased by 7%,reaching to USD 150 million (FOB).The increase in raw material prices continuedin 2006, adversely affecting profitability inthe tire sector including our Company. Soaringprice rates especially in crude oil and naturalrubber led to increased production costs. Tominimize the effects of these globaldevelopments on our Company's profitability,the share of higher value-added products inour sales was increased, and the costincreases were reflected to sales priceswherever the competition allowed us. Ourongoing long term investment plan, whichstarted in 2004 for production capacityincrease and modernization, continued to berealized in 2006 as scheduled.I would like to thank all of you, esteemedShareholders, for the support you have shownto our Company during the course of the year2006.
Güler SABANCI
_03
Message from the Chairperson of the board
DEAR SHAREHOLDERS
Message from the Chairperson of the boa
DEAR SHAREHOLDERS
Message from the Chairperson of the boa
DEAR SHAREHOLDERS
Message from the Chairperson of the boa
INTRODUCTION
Ms. Güler Sabanc› graduated from TED Ankara College andBosphorus University (Business Administration) and started herprofessional career at Lassa Lastik Sanayi ve Ticaret A.fi. in 1978.Following Lassa, she headed Kordsa Kordbezi Sanayi ve TicaretA.fi. for 14 years as the General Manager and Board Member. Whileshe was working for Kordsa, she was also the core member of ateam to set-up a number of joint ventures for Sabanc› Group andoverseeing the part of their operations.
After serving as the President of Tire and Reinforcement MaterialsGroup for five years, in May 2004, Ms. Güler Sabanc› was electedto her current post as the Chairperson and Managing Director ofSabanc› Holding Afi. She is also the Chairperson of HumanResources Committee of Sabanc› Holding.
Other than her work in industrial business world, Ms. Güler Sabanc›is active in academical field, as well. She was the responsibleperson to design and activate Sabanc› University, and today sheis the Chairperson of the Board of Trustees of this university.
Ms. Sabanc› is, at the same time, a Board Member of TurkishIndustrialists and Businessmen Association (TÜS‹AD). She, as ahobby, produces wine under her special brand name.
Period of the Report01.01.2006 - 31.12.2006
Company's TitleBrisa Bridgestone Sabanc› Sabanc›Lastik Sanayi ve Ticaret Anonim fiirketi
BOARD OF DIRECTORS
Güler Sabanc›Chairperson of the BoardPeriod of Duty:17.03.1989 / March 2007
_04
Faruk BilenMember of the BoardPeriod of Duty:19.04.2004 / March 2007
Graduated, receiving a dual-degree, from Universityof Pennsylvania, USA (Electronic Engineering) andthe Wharton School (Finance). He also holds a masterdegree in Business Administration of HarvardBusiness School. After working several years indifferent companies both in Turkey and abroad, hejoined Sabanc› Group in 1996. Since September1997, he has been the Chief Financial Officer ofSabanc› Holding. He also serves as a Board Memberof various companies of Sabanc› Group.
Kunitoshi TakedaMember of the BoardPeriod of Duty:01.07.2005 / March 2007
Graduated from Waseda University, Department ofPolitics and Economics, and joined BridgestoneCorporation in 1980. He worked as Manager in Egypt(1988-1992) and Saudi Arabia (1994-1995). Heworked as the Vice President of Bridgestone SouthAfrica Holdings (Pty) Ltd. (1995-1997) and as theManaging Director of Bridgestone operations in theMiddle East between 2000 and 2003. Since July2005, he is working for Brisa as Executive Coordinatorand Member of the Board.
Graduated from Shizuoka University, Department ofChemical Engineering. After completing his post-graduate study in the same university, he joinedBridgestone Corporation in 1974. He held variousproduction and technology management positionsin Bridgestone Corporation's facilities in Japan, USA,and Australia. Since March 2005 he serves as theChief Technical Officer in Brisa.
Junichi OtsukaMember of the BoardPeriod of Duty:03.02.2006 / March 2007
Mustafa BayraktarMember of the BoardPeriod of Duty:19.04.2004 / March 2007
Graduated from Alabama University, FinanceDepartment and completed his post-graduate studyin the same field in Boston College. He is theChairman of the Board of Directors of H. BayraktarYat›r›m Holding A.fi. since 2002. He was appointedas a Board Member of Brisa at 19.04.2004.
Yujiro KanaharaMember of the BoardPeriod of duty:30.03.2006 / March 2007
Graduated from International Christian Universityin 1978 and started to work for the BridgestoneCorporation. He held various positions in BridgestoneCorporation's operations in the Middle East, Africanand CIS countries. Since October 2006 he serves asthe President of Bridgestone Middle East&Africa FZEbased in Dubai. He was appointed as a Board Memberof Brisa at 30.03.2006.
Graduated from Keio University, Department ofEconomics, in 1974 and started to work for theBridgestone Corporation at the same year. He heldvarious positions in Bridgestone Corporation'soverseas operations until July 2005. Since then hehas been serving as the Vice President and Officerof Bridgestone Corporation, and since March 2006he also serves as the Chairman, CEO and Presidentof the Bridgestone Europe NV/SA.
Takashi UranoBoard of DirectorsVice ChairmanPeriod of Duty:13.07.2005 / March 2007
Turgut UzerMember of the BoardPeriod of Duty:01.06.2004 / March 2007
Graduated from Middle East Technical University,Department of Industrial Engineering. Joined theSabanc› Group in 1981 as Stock Control Engineer inLassa A.fi. After holding management positions inLassa A.fi. and Beksa A.fi., he was assigned as theProcess Development Director at the technical centerof Bekaert in Belgium. He returned to Beksa in 1994as the Operations Director and became Beksa GeneralManager in 1998. He was appointed as the head ofSabanc› Holding's Tire, Reinforcement Materials andAutomotive Group in June 2004. Besides his BoardMembership in Brisa, he is also a member of theBoards of several other companies of the Sabanc›Holding.
AUDITORS COMMITTEE
Fuat ÖksüzDuty Period:22.03.2005 / March 2007H. Ömer Sabanc› Holding A.fi.Head of Auditing Department
Hirofumi NakamuraDuty Period:30.03.2006 / March 2007Bridgestone CorporationExecutive
Mehmet BingölDuty Period:22.03.2005 / March 2007H. Ömer Sabanc› Holding A.fi.Tax Management and Finance DepartmentAssistant Director
Members of the Board of Directors and AuditorsCommittee are empowered with all the powersdetermined and set out by the TurkishCommercial Code and other regulations inrelation therewith.
Bülent SavaflMember of the BoardPeriod of Duty:01.07.2005 / March 2007
Graduated from Middle East Technical University,Department of Chemical Engineering in 1973.Following his work as an inspector and engineer atcentral and local governmental offices, joined theSabanc› Group in 1976, working for Kordsa. He heldvarious management positions in Kordsa, while heactively contributed to Turkish Business Councils intheir effort to promote Turkey in international markets.He was appointed as General Manager for Beksa in1993, and Beksa achieved the European QualityAward for SMEs in 1997, which was launched forthe first time. He was appointed as the GeneralManager of Kordsa in 1998 and from 2001 he alsoacted as the Vice President for DUSA LLC, a DuPont-Sabanc› joint venture, assuming the responsibilityfor the company operations in Europe, Middle Eastand Africa. Since July 2005, he serves as the GeneralManager of Brisa.
_05
INTRODUCTION
_06
1. Bülent SavaflGeneral Manager. Born in 1947. Graduate of Middle EastTechnical University, Chemical Engineering Department.General Manager of Brisa since 01.07.2005.
2. Kunitoshi TakedaExecutive Coordinator. Born in 1955. Graduate of WasedaUniversity, Economy Department. Working for Bridgestonesince 1980 and for Brisa since 24.07.2005.
3. Hakan BaymanAssistant General Manager for Marketing and Sales. Born in1966. Graduate of 9 Eylül University, Faculty of Economics.Masters degree in Marketing from National University. Workingfor Brisa since 15.09.2002.
4. Junichi OtsukaChief Technical Officer. Born in 1949. Graduate of ShizuokaUniversity, Chemical Engineering Department. Masters degreefrom the same University. Working for Bridgestone since1974 and for Brisa since 10.03.2005.
5. Hasan Bahri EkiciAssistant General Manager for F›nance, Planning, and Control.Born in 1951. Graduate of ‹stanbul University, EconomyDepartment. Masters degree from Strasbourg University,Economy Department. Working for Brisa since 04.02.2006.
6. Takeya OkadaTakeya Okada Financial Assistant. Born in 1955. Graduate ofHitotsubashi University, Social Sciences Department. Workingfor Bridgestone since 1978 and for Brisa since 27.12.2005.
Company Management
Executive Committee
Serdar Demirda¤Domestic Sales Director. Born in 1957. Graduate of MiddleEast Technical University, Department of Chemical Engineering.Working for Brisa since 1985.
Haldun KuranForeign Sales Director. Born in 1955. Graduate of MiddleEast Technical University, Faculty of Administrative Sciences,Department of Management. Has worked for Brisa between01.03.1999 and 26.1.2007.
Hitoshi IgarashiOE Director. Born in 1957. Graduate of Otaru University ofCommerce, Department of Commerce. Working forBridgestone since 1980 and for Brisa since 10.05.2004.
Gökhan Cücelo¤luMarketing and Business Development Director. Born in 1959.Graduate of Bradley University, USA, Faculty of BusinessAdministration. Working for Brisa since 16.10.1989.
Haluk KürkçüProduction Director. Born in 1961. Graduate of Middle EastTechnical University, Department of Mechanical Engineering.Working for Brisa since 1986.
Ertu¤rul Y›lmazTechnology Director. Born in 1956. Graduate of Middle EastTechnical University, Department of Mechanical Engineering.Has worked for Brisa between 02.11.1982 and 26.1.2007.
Baydur OrgunIndustrial Relations and Human Resources Director. Born in1945. Graduate of ‹stanbul University, Faculty of Law. Workingfor Brisa since 01.10.2006.
1234 56
_07
Mission
ValuesExcellence
Respect to People
Safety
Innovation
Efficiency
Customer Oriented
Team Work
VisionTo be among the top
ten tire companies in
the world.
Provide superior values
to society through
sustainable growth.
INTRODUCTION
_08
The sector and our position therein:In 2006, production-based supply remained almost at samelevels in Turkish tire industry while the demand markedconsiderable growth in general. The tire production inTurkey in 2006 amounted nearly to 24 million tires, almostat the same level as at 2005. About 15 million tires weresold to foreign markets in 2006, similar to that of 2005.Differing from the developments in production and exports,domestic tire demand, on the other hand, marked a generalgrowth compared to tha t o f p rev ious year .
The demand in replacement market increased at allsegments in 2006. Especially in bus/truck and lightcommercial vehicle tires segments the increase rates wentbeyond the average. In passenger car tires segment, knownfor its strategical importance for the sector, demandincreased considerably especially for 15 inch and aboverim tires and for ultra high performance tires. The import-based supply in the sector, meanwhile, was realized at thesame level as that of previous year. In 2006, Brisa maintainedits market leadership in total sales, increasing its sales inreplacement market in all groups under Bridgestone brandand reinforcing its activity in high and ultra highperformance tire groups under Lassa brand, enjoying thegrowing effectiveness of this brand. Although the demandin the Original Equipment market in 2006 marked a biggerincrease compared to that of replacement market, therewas a decrease in demand during the second half of theyear. The OE market, where demand is hardly affected bysegment-based differences, displays a growth mainly basedon automotive exports rather than domestic demand.Local tire manufacturers realized a similar performancelevel in export markets in 2006 compared to that of 2005.Brisa increased its sales compared to previous year and itsshare in exports.
While the sector reflected these developments, Brisaincreased its total sales quantity by 12% compared to thatof 2005 and sold nearly 8 mill ion tires in 2006.
Amendments made to the Articles of Associationwithin the term:Article 6 of the Company's Articles of Association wasamended at the Company's Ordinary General Assemblyheld at 30 March 2006 and nominal value of the shareswere named in terms of the ”New Turkish Lira” (YTL) andbearer/registered share classification was eliminated byconverting all shares to registered.
Changes in stock prices and status of shareholders:The Company's stock prices fluctuated between YTL 109.00and YTL 50.00 during the year. The Company hasapproximately 1,000 shareholders.
Dividend PolicyThe Company's dividend policy, in accordance with CMBregulations and the Company's Articles of Association, isto pay at least 30% of the distributable profit as dividendin cash. Each year, considering the status of funds requiredfor a consistent growth of the Company, the Board ofDirectors prepares a profit distribution proposal to beapproved by the General Assembly.
The rates of dividends distributed in the last three yearsare as follows:2003: No dividends distributed2004: 520%2005: 610%
Shareholders holding more than 10% of theCompany's capital are:Hac› Ömer Sabanc› Holding A.fi - 324,661,922 shares(43.63%), Bridgestone Corporation - 324,661,922 shares(43.63%).
Stocks and debentures issued:The Company has shares entitled to dividends from profitcorresponding to YTL 7,441,875 and an additional 100privileged shares. No debentures have been issued.
_09
INVESTMENTS
Developments in investments:The Company invested YTL 59.5 Million for renovations,modernizations and capacity expansion in 2006.
Mode and extent of utilization of incentive measures:In 2006 Brisa continued to utilize all legal incentives it wasentitled to within the framework of the incentive certificatedated 19.01.2005.
Efficiency and productivity:With its high production technology and continuousinvestments, Brisa continues to increase its productivity ona global scale and maintains its leading position in theTurkish tire industry.
ACTIVITIES RELATED TO PRODUCTION OFGOODS AND SERVICES
Capacity utilization and development:The Company's production increased by 8.8% in 2006,compared to that of 2005, totaling 127,061 tons andconsisting of 7,660,556 tires.
ACTIVITIES
_10
Developments in production of goods and services inrelevant lines of business:In 2006 Brisa introduced 55 domestically produced, total196 new products to markets. Among them, BridgestoneB250 in standard passenger car tires, Lassa Energia 300Sand Bridgestone R152 in bus/truck tires received specialattention. B250, offering a perfect balance on both wet anddry ground, was introduced to replacement and OE marketsat the same time with Europe.
Brisa staged an intense marketing communicationseffort in 2006, accompanying the introduction ofnew products. For Bridgestone brand, work for therealization of FIA Formula 1 World Championship for thesecond time in Turkey (Turkish Grand Prix) became the focusof communications. Throughout the races the tireswere displayed and promoted for three days in a specialstand with the shape of a gigantic Bridgestone tire coveringan area of 250 square meters. Within the frameworkof Formula 1 activities Ms. Güler Sabanc› held a receptionin the honour of Mr. S. Watanabe, Bridgestone CorporationMember of Board, with the attendance of Ferrariteam drivers Michael Schumacher and Felipe Massa.
For Lassa brand, on the other hand, “Competus DiscoveryConvoy”, a continuing activity since its launch in 2003, hasbeen a highlight in mass communications in 2006. Thisunique adventure staged this time in north Aegean regionof Turkey was realized through 3 rounds, once again enablingthe participants to test Lassa Competus 4x4 tires under verychallenging conditions. The Convoy this time enjoyed theparticipation of consumers, press, domestic and foreigndealers, ‹stanbul Off-road Club members and Brisa employees.
Another outstanding communications activity for Lassabrand in 2006 was the Ice Hotel campaign. Lucky winnersof a draw among the Lassa winter tire users caughtthe opportunity to stay in the Ice Hotel in Sweden.
_11
ACTIVITIES
In 2006 Brisa introduced its first ”Otopratik” shop, aninnovative practice, integrating tire sales, service and supplyof spare parts under one roof. “Otopratik” shops aredesigned to provide sales and services for passenger carsand l ight commercial vehicles. Among the rapidmaintenance services to be provided are changing of spareparts such as filter, break, shock absorber, wiper, sparkplug and such as well as periodic controls and headlightadjustment. “Otopratik”s also sell rim, car battery, motoroil, and accessories.
Another innovation project realized by Brisa in 2006 hasbeen the ”Filofix” (Fleet Road Assistance) service. Throughthis project Brisa started to offer tire services to fleets whereand when they needed. The service is planned on a 7day/24 hours basis, targeting national and internationaltransportation firms. The project was launched in Septemberand later Filofix practice was introduced to selected fleetsof Turkey in regional meetings jointly held with InternationalTransporters Assocation (UND).
_12
To streghten its communication with stakeholders and toinform them timely and directly about all these work, Brisastarted to publish a quarterly magazine, ”Brisa Performans”.The first issue appeared in October 2006 with a circulationof 4,500. The magazine reaches to independent tire salespoints, automotive customers, big fleets, strategical businesspartners and other stakeholders. ”Brisa Performans” coverssections on brand communications, new products,Company news, new projects, dealer interviews, training.
Lassa, developing a new approach, accelerated its workfor the exports channel in 2006. Among the main pillarsof this approach, intensifying brand communications,speeding up product development, further improvementof customer relations and designing special developmentplans for each market are prioritized. To share this newvision and to reinforce team work, Lassa organized a greatmeeting for its dealers abroad in October. Through aprogram, which started at ‹stanbul and continued inAntalya, the new approach for sales abroad was sharedwith the participants.
Brisa continued to hold its traditional award-trips for itsbest performing dealers in 2006. According to theirperformance during the sales campaigns, dealers weretaken trips to China, Brazil, Argentine, Cuba and Croatia.
Changes in Sales Volume and Amount:
Sales Volume (units)
2006 % increase compared to 2005Tires 7,929,639 +11.9%Inner Tubes 80,329 -13.9%Flaps 216,525 -4.0%
The sales amounted to YTL 698,487,046 in 2006, increasing20% compared to that of previous year.
_13
_14
Financial Statements for the yearended 31 December 2006
Translated into English from
The Original Turkish Report
BR‹SA BRIDGESTONE SABANCILAST‹K SANAY‹ VE T‹CARET A.fi.
BR‹SA BRIDGESTONE SABANCI LAST‹K SANAY‹ VE T‹CARET A.fi.
INDEPENDENT AUDITORS' REPORT
To the Board of Directors ofBrisa Bridgestone Sabanc› Lastik Sanayi ve Ticaret A.fi.
Report on the Financial Statements
1. We have audited the accompanying financial statements of Brisa Bridgestone Sabanc› Lastik Sanayi ve Ticaret A.fi.,which comprise the balance sheet as at 31 December 2006, and the income statement, statement of changes in equityand cash flow statement for the year then ended, and a summary of significant accounting policies and other explanatorynotes.
Management's Responsibility for the Financial Statements
2. Management is responsible for the preparation and fair presentation of these financial statements in accordance with,financial reporting standards announced by Capital Market Board. This responsibility includes: designing, implementingand maintaining internal control relevant to the preparation and fair presentation of financial statements that are freefrom material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; andmaking accounting estimates that are reasonable in the circumstances.
Auditor's Responsibility
3. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our auditin accordance with standards on auditing announced by the Capital Market Board. Those standards require that wecomply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the financialstatements are free from material misstatement.
4. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financialstatements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of materialmisstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditorconsiders internal control relevant to the entity's preparation and fair presentation of the financial statements in orderto design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinionon the effectiveness of the entity's internal control. An audit also includes evaluating the appropriateness of accountingpolicies used and the reasonableness of accounting estimates made by management, as well as evaluating the overallpresentation of the financial statements.
5. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our auditopinion.
Opinion
6. In our opinion, the financial statements present fairly, in all material respects, the financial position of Brisa BridgestoneSabanc› Lastik Sanayi ve Ticaret A.fi. as of 31 December 2006, and of its financial performance and its cash flows for theyear then ended in accordance with financial reporting standards announced by Capital Market Board
Istanbul, 8 March 2007
DRT BA⁄IMSIZ DENET‹M VE SERBEST MUHASEBEC‹ MAL‹ MÜfiAV‹RL‹K A.fi.Member of DELOITTE TOUCHE TOHMATSU
Ömer Tanr›överPartner
_15
BR‹SA BRIDGESTONE SABANCI LAST‹K SANAY‹ VE T‹CARET A.fi.
BALANCE SHEETS AS AT 31 DECEMBER 2006 AND 31 DECEMBER 2005(Amounts expressed in New Turkish Lira [YTL]).
AUDITED AUDITED
Footnote Current Period Previous PeriodReferences 31 December 2006 31 December 2005
Current Assets 249,724,988 211,020,052
Cash and Cash Equivalents 4 6,368,423 38,105,774
Marketable Securities (Net) 5 - -
Trade Receivables (Net) 7 110,283,411 65,505,028
Leasing Receivables (Net) 8 - -
Due from Related Parties (Net) 9 16,244,400 15,299,347
Other Receivables (Net) 10 1,634,293 1,066,695
Biological Assets (Net) 11 - -
Inventories (Net) 12 110,978,804 85,235,526
Costs in Excess of Billings and
Estimated Earnings (Net) 13 - -
Deferred Tax Assets 14 - -
Other Current Assets 15 4,215,657 5,807,682
Non-Current Assets 291,708,536 281,488,400
Trade Receivables (Net) 7 66,992 22,244
Financial Leasing Receivables (Net) 8 - -
Due from Related Parties (Net) 9 - -
Other Receivables (Net) 10 - -
Financial Assets (Net) 16 6,958,218 15,079,381
Positive/Negative Goodwill (Net) 17 - -
Investment property 18 - -
Tangible Assets (Net) 19 271,532,453 ����������255,810,481
Intangible Assets (Net) 20 13,150,873 10,576,294
Deferred Tax Assets 14 - -
Other Non-Current Assets 15 - -
Total Assets 541,433,524 492,508,452
The accompanying notes form an integral part of these financial statements._16
BR‹SA BRIDGESTONE SABANCI LAST‹K SANAY‹ VE T‹CARET A.fi.
BALANCE SHEETS AS AT 31 DECEMBER 2006 AND 31 DECEMBER 2005(Amounts expressed in New Turkish Lira [YTL]).
AUDITED AUDITED
Footnote Current Period Previous Period References 31 December 2006 31 December 2005
LIABILITIESShort Term Liabilities 112,109,895 51,768,960Financial Liabilities (Net) 6 53,094,443 1,453,500Current Portion of Long Term Financial Borrowings (Net) 6 - -Financial Leasing Payable (Net) 8 1,073 555,707Other Financial Liabilities (Net) 10 - -Trade Payables (Net) 7 21,606,610 21,872,671Due from Related Parties (Net) 9 18,093,329 13,119,884Advance Payments Received 21 870,657 309,658Billings in Excess of Costsand Estimated Earnings (Net) 13 - -Provisions 23 5,763,602 3,784,513Deferred Tax Liabilities 14 - -Other Liabilities (Net) 10 12,680,181 10,673,027
Long Term Liabilities 16,668,490 21,321,000Financial Liabilities (Net) 6 - -Financial Leasing Borrowings (Net) 8 87,962 2,518Other Financial Liabilities (Net) 10 - -Trade Payables (Net) 7 - -Due to Related Parties (Net) 9 - -Advances Received 21 - -Provisions 23 13,223,231 12,033,414Deferred Tax Liabilities 14 3,357,297 8,225,692Other Liabilities (Net) 10 - 1,059,376
SHAREHOLDERS' EQUITY 412,655,139 419,418,492Share capital 25 7,441,875 7,441,875Capital Reserves 26 352,665,604 352,665,604Premium in Excess of Par 4,903 4,903Gain on Cancellation of Profit Shares - -Revaluation Fund - -Financial Assets' Fair Value Reserve - -Shareholders' Equity Inflation Adjustments 352,660,701 352,660,701Profit Reserves 27 10,672,901 5,775,834Legal Reserves 10,523,709 5,697,107Statute Reserves - -Extraordinary Reserves 149,192 78,727Special Reserves - -Gain on Sale of Properties and Equity Participations which will be transferred to capital - -Translation reserves - -Profit for the year 41,874,759 53,535,179Retained earnings/ Accumulated (Deficit) 28 - -Total Shareholders' Equity and Liabilities 541,433,524 492,508,452
The accompanying notes form an integral part of these financial statements._17
BR‹SA BRIDGESTONE SABANCI LAST‹K SANAY‹ VE T‹CARET A.fi.
STATEMENTS OF INCOME AS AT 31 DECEMBER 2006 AND 31 DECEMBER 2005(Amounts expressed in New Turkish Lira [YTL]).
STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY FOR THE YEAR ENDED AS AT31 DECEMBER 2006 AND 31 DECEMBER 2005(Amounts expressed in New Turkish Lira (YTL).
Balance as at
31 December 2004 7,441,875 4,903 352,660,701 - - 48,235,248 408,342,727
Transfer of profit for the year to
retained earnings - - - - 48,235,248 48,235,248) -
Dividends - - - - (42,459,414) - (42,459,414)
Transfers to legal reserves - - - 5,697,107 (5,697,107) - -
Profit for the year - - - - - 53,535,179 53,535,179
Balance as at
31 December 2005 7,441,875 4,903 352,660,701 5,697,107 78,727 53,535,179 419,418,492
Transfer of profit for the year to
retained earnings - - - - 53,535,179 (53,535,179) -
Dividends - - - - (48,638,112) - (48,638,112)
Transfers to legal reserves - - - 4,826,602 (4,826,602) - -
Profit for the year - - - - - 41,874,759 41,874,759
Balance as at
31 December 2006 7,441,875 4,903 352,660,701 10,523,709 149,192 41,874,759 412,655,139
Capital
Shareholders’equity
inflationadjustmentdifferences
LegalReserves
Otherreserves and
previousyears’ profits
Profitfor the
year Total
Premium inexcess of
par
AUDITED AUDITED
Footnote 1 January - 1 January- References 31 December 2006 31 December 2005OPERATING INCOMESales (Net) 36 698,487,046 582,334,134Cost of Sales (-) 36 (545,139,820) (440,281,775)Service Income (Net) 36 - -GROSS PROFIT 153,347,226 142,052,359Operating Expenses (-) 37 (99,542,267) (91,533,809)OPERATING INCOME 53,804,959 50,518,550Other Operating Income 38 3,819,922 4,053,019Other Operating Expense (-) 38 (14,282,104) (4,280,490)Finance Income (net) 39 7,583,526 9,162,410PROFIT BEFORE TAX AND MONETARY (LOSS)/GAIN 50,926,303 59,453,489Net Monetary (Loss)/Gain 40 - -PROFIT BEFORE TAX 50,926,303 59,453,489Taxes 41 (9,051,544) (5,918,310)PROFIT FOR THE YEAR 41,874,759 53,535,179
42EARNINGS PER SHARE 5.28 6.79
The accompanying notes form an integral part of these financial statements._18
BR‹SA BRIDGESTONE SABANCI LAST‹K SANAY‹ VE T‹CARET A.fi.
STATEMENTS OF CASH FLOWS AS AT 31 DECEMBER 2006AND 31 DECEMBER 2005(Amounts expressed in New Turkish Lira [YTL]).
CASH FLOWS FROM OPERATINGACTIVITIESNet profit for the period 41,874,759 53,535,179Adjustments to reconcile net profit to net cash provided by operating activities: Depreciation of property, plant and equipment 19 45,473,599 41,931,098 Amortization of intangible assets 20 3,405,528 2,521,820 Other provisions 4,466,094 3,784,513 Reserve for impairment of available for sale investments 38 8,121,163 - Provision for retirement pay 23 1,189,817 995,990 Allowances for doubtful receivables 7 (21,062) (33,605) Accrued interest income (14,152,680) (14,159,307) Accrued interest expenses on bank borrowings 2,314,553 127,682 Accrued taxation net of monetary gain 41 9,051,544 5,918,310 (Loss)/ profit on sale of property, plant and equipment 249,585 (378,496) (Loss)/ profit on sale of intangible assets (2,100) -Operating cash flow before changes in working capital 101,970,800 94,243,184 Changes in working capital 43 (68,394,523) (19,012,640)Cash generated from operations 33,576,277 75,230,544 Taxes paid (11,158,109) (13,595,735) Interest paid (1,891,110) (127,682)Net cash provided by operating activities 20,527,058 61,507,127CASH FLOWS FROM INVESTINGACTIVITIES Interest received 14,084,288 14,106,542 Purchases of property, plant, equipment 19 (62,491,614) (106,707,754) Purchases of intangible assets 20 (5,077,173) (2,626,980) Changes in other investing activities 43 (1,104,124) (385,895) Proceeds of sale of property plant and equipment 130,324 693,727 Proceeds of sale of intangible assets 15,300 - Net cash used in investing activities (54,442,999) (94,920,360)
CASH FLOWS FROM FINANCINGACTIVITIES New bank borrowings raised 84,980,000 1,453,500 Bank borrowings paid (33,762,500) (1,316,200) Financial leasings raised 364,489 736,966 Financial leasing installments paid (833,679) (710,332) Dividends paid (48,638,112) (42,459,414) Net cash used in financing activities 2,110,198 (42,295,480)
NET CHANGES IN CASH AND CASH EQUIVALENTS (31,805,743) (75,708,713)
CASH AND CASH EQUIVALENTS AT THEBEGINNING OF THE YEAR 4 38,105,774 113,761,722 Effect of exchange rates and interest accrual on cash and cash equivalents 68,392 52,765
CASH AND CASH EQUIVALENTS AT THEEND OF THE YEAR 4 6,368,423 38,105,774
1 January - 1 January - 31 December 2006 31 December 2005
The accompanying notes form an integral part of these financial statements.
FootnoteReferences
_19
1. ORGANIZATION AND OPERATIONS OF THECOMPANYBrisa Bridgestone Sabanc› Lastik Sanayi ve Ticaret A.fi.("Brisa" or "the Company") was established in 1974 as aTurkish company by Hac› Ömer Sabanc› Holding A.fi.("Sabanc› Holding"). Brisa was established for the primarypurpose of manufacturing, marketing and selling vehicletires in Turkey. In 1988; the Company made a licenseagreement with Bridgestone Corporation in producingand selling Bridgestone tires.The Company is listed in the Turkish Capital Market Board("CMB"), a portion of its' shares are in free float. TheCompany has 1.84% investment in Enerjisa Enerji ÜretimA.fi. The Company's main address is 4. Levent Sabanc›Center Kule 2 Kat 3 Befliktafl-‹stanbul. There are 1,506employees, and 3 other personnel with short term jobagreements working for the company as of 31 December2006 (as of 31 December 2005, the number of employeesand short term personnel were 1,467 and 4, respectively).
2. BASIS OF PRESENTATION OF THE FINANCIALSTATEMENTSAccounting Standards:The Company maintains and prepares its books of accountin accordance with accounting principles in the TurkishCommercial Code and tax legislation.The Company's financial statements were prepared inaccordance with the Capital Market Board's (CMB) rulesfor accounting and reporting (CMB Generally AcceptedAccounting Principles). Decree No XI-25 “Capital MarketsAccounting Standards” published by the CMB, providesa detailed accounting principals set. The decree declaredthat as an alternative the compliance with the accountingstandards declared by the International AccountingStandards Board (IASB) and the International AccountingStandards Committee (IASC) will be counted as incompliance to the CMB Accounting principles. The CMBwith the March 17, 2005 resolution declared thatcompanies operating in Turkey and preparing financialstatements according to the CMB Accounting standards,effective as of January 1, 2005, will not be subject to theapplication of inflation accounting. The financial statementswere prepared in accordance with the CMB's decreementioned above and with CMB's decree announced onDecember 20, 2004 regarding the format of the financialstatements and footnotes.
Adaptation of New and Revised InternationalFinancial Reporting StandardsIn the current year, the Company has adopted all of thenew and revised Standards and Interpretations issued by
the International Accounting Standards Board (“the IASB”)and the International Financial Reporting InterpretationsCommittee (“IFRIC”) of the IASB that are relevant to itsoperations and effective for accounting periods beginningon 1 January 2005At the date of authorization of these financial statements,the following Standards and Interpretations were in issuebut not yet effective:
IAS 1 Presentation of Financial Statements Added disclosuresabout an entity's capitalIFRS 7 Financial Instruments: DisclosuresIFRS 8 Segmental InformationIFRIC 7 Applying the Restatement Approach under IAS 29Financial Reporting in Hyperinflationary EconomiesIFRIC 8 Scope of IFRS 2IFRIC 9 Members' Shares in Co-operative Entities andSimilar InstrumentsIFRIC 10 Interim Financial Reporting and ImpairmentIFRIC 11 IFRS 2: Company and Treasury Share TransactionsIFRIC 12 Service Concession ArrangementsIFRS 7 has more detailed disclosure requirements comparedto the current standards. However IFRS 7 does not haveany additional valuation requirements for financialinstruments.The Companies management believes that, the additionaldisclosure requirements that will take effect with IFRS 7and the adaptation of other new and revised standardsindicated above will not have a material effect on thefinancial statements.
Comparative Information and Prior Period FinancialStatement Correction:The numerical balances in financial statements are givencomparative with the prior year, when the presentationof financial statements or the reclassification of a balancechanges, the prior year is also adjusted to confront currentyear presentation. There are material issues to restate prioryear financial statements.
Offsetting:Financial assets and liabilities are offset and the net amountreported in the balance sheet when there is a legallyenforceable right to set off the recognized amounts andthere is an intention to settle on a net basis, or realize theasset and settle the liability simultaneously.
NOTES TO FINANCIAL STATEMENTS AS OF 31 DECEMBER 2006(Amounts expressed in New Turkish Lira [YTL]).
BR‹SA BRIDGESTONE SABANCI LAST‹K SANAY‹ VE T‹CARET A.fi.
_20
BR‹SA BRIDGESTONE SABANCI LAST‹K SANAY‹ VE T‹CARET A.fi.
3. SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES
The significant accounting policies used in the preparation
of the accompanying financial statements are as follows:
a. Revenue
Revenues are recognized on an accrual basis at the time
of the deliveries or acceptances are made, the amount of
the revenue can be measured reliably and it is probable
that the economic benefits associated with the transaction
will flow to the Company, at the fair value of consideration
received or receivable. Net sales represent the invoiced
value of goods shipped less sales returns and discounts.
Interest income is recognized on an effective interest
method and dividend income is recognized when the
Company has the right to receive the payment.
b. Inventory valuation
Inventories are valued with the weighted average method
and are stated at the lower of cost or net realizable value
(market value less sales expenses). Cost includes raw
materials, direct labor and production overhead appropriate
to the relevant stage of production.
c. Property, plant and equipment
Tangible assets that are acquired before 1 January 2005
are carried with their restated costs adjusted to the effects
of inflation as of 31 December 2004; and tangible assets
that are acquired after 1 January 2005; calculation is
made by taking the cost of acquisition into account, less
accumulated depreciation and permanent diminutions
Fixed Assets are depreciated on a straight line basis over
the useful life method. The useful lives determined by
considering the useful lives of fixed assets except lands
having infinite useful life are as follows.
Buildings 25 years
Land improvements 10 years
Machinery and equipment 8 years
Vehicles 5 years
Furniture and fittings 10 years
Gains or losses on disposals of property, plant and
equipment with respect to their restated amounts are
included in the related income and expense accounts, as
appropriate where the carrying amount of an asset is
greater than its estimated recoverable amount, it is written
down immediately to its recoverable amount.
Maintenance expenses for tangible fixed assets are normally
charged against income. In cases where they result in an
enlargement or substantial improvement of the respective
assets, all the cost associated with maintenance, including
the interest charges for the period of the relining on any
loans specifically taken to finance the repair, are capitalized
and subjected to depreciation in accordance with the
depreciation policies explained above.
d. Intangible Fixed Assets
Intangible fixed assets which are carried with historical
costs are inflation adjusted from the acquisition till to 31
December 2004. They are depreciated principally on a
straight-line basis on their inflation adjusted amounts using
the following rates:
Rights 5 Years
Goodwill Cost 5 Years
Other Intangible Fixed Assets 8 Years
Gains or losses on disposal of intangible assets are
calculated based on their restated amounts are included
in the related income and expense accounts, as
appropriate.
e. Impairment of assets
At each balance sheet date, the Company reviews the
carrying amounts of all of its assets, to determine whether
there is any indication that those assets have suffered an
impairment loss. If any such indication exists, the
recoverable amount of the asset is estimated in order to
determine the extent of the impairment loss (if any) at
each balance sheet date. Intangible assets are also tested
for impairment and, if there is any indication of their
usage, the recoverable amount of the asset is estimated
at each balance sheet date. If the book value of these
assets or any cash producing unit, belonging to that asset,
are higher than their value of use or their net selling price,
then there is impairment in the value of these assets. The
impairment losses are recognized in the income statement.
If the impairment loss of an asset is followed by an increase
in its recoverable amount which can be also justified by
a related event, the increase in the recoverable amount
can be adjusted in the financial statements by a reversal
in the recognized impairment loss. The adjustment should
not pass the total amount of the recognized impairment
loss.
NOTES TO FINANCIAL STATEMENTS AS OF 31 DECEMBER 2006(Amounts expressed in New Turkish Lira [YTL]).
_21
3. SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES ( Cont’d)
f. Borrowing costs
Borrowing Costs directly attributable to the acquisition,
construction or production of qualifying assets, which are
assets that necessarily take a substantial period of time to
get ready for their intended use or sale, are added to the
cost of those assets, until such time as the assets are
substantially ready for their intended use or sale. All other
borrowing costs are recorded in the income statement in
the period in which they are incurred.
g. Financial instruments
All the financial assets are initially carried at their fair value
including their purchase costs related to the investment.
After the initial recognition, the Company's investments
held to maturity are carried at their costs less any
accumulated impairment losses. Investments other than
held-to-maturity debt securities are classified as either
investments held for trading or as available-for-sale, and
are measured at subsequent reporting dates at fair value
except available-for-sale investments that do not have
quoted prices in active markets and whose fair values
cannot be reliably measured are stated at cost and restated
to the equivalent purchasing power. Where securities are
held for trading purposes, gains and losses arising from
changes in fair value are included in profit or loss for the
period. For available-for-sale investments, gains and losses
arising from changes in fair value are recognized directly
in equity, until the security is disposed of or is determined
to be impaired, at which time the cumulative gain or loss
previously recognized in equity is included in the profit or
loss for the period. Impairment losses recognized in profit
or loss for equity investments classified as available-for-sale
are not subsequently reversed through profit or loss. Fair
value is the amount for which an asset could be exchanged
or a liability settled, between knowledgeable willing parties
in an arms length transaction. Market value is the amount
obtainable from the sale or payable on the acquisition, of
a financial instrument in an active market, if one exists.
The estimated fair values of financial instruments have
been determined by the Company using available market
information and appropriate valuation methodologies.
However, judgment is necessarily required to interpret
market data to develop the estimated fair value. Accordingly,
the estimates presented here in may not necessarily be
indicative of the amounts the Company could realize in a
current market exchange. Financial instruments which do
not have a quoted market price, and whose fair value can
not be determined reliably by means of other valuation
techniques are presented with their inflation adjusted cost
less impairment in the accompanying financial statements.
Balances with banks, receivables, contingent liabilities such
as letters of guarantee and letters of credit are important
financial instruments which would have negative effects
on the financial structure of the Company if the other party
failed to comply with the terms and conditions of the
agreement. For some securities, recorded values equal to
their purchase value, since they are short-termed, it is
assumed that their values are equal to the fair value. The
following methods and assumptions were used to estimate
the fair value of each class of financial instrument.
Cash and cash equivalents
Cash and bank balances denominated in foreign currencies
are translated at period-end exchange rates. The carrying
amounts of the remaining cash and bank balances are
reasonable estimates of their fair value.
Financial Assets
The fair values of the financial assets being traded on the
Stock Exchange Market are calculated by using their market
values and fair values. Book value is reasonable fair value
for assets market values of which are unknown.
Trade receivables and Trade Payables
The carrying amount of the trade receivables after
allowances and trade payables are reasonable estimates
of their fair values.
Borrowings
Borrowings have interest rates that are fixed on an entry
value basis. Interest-bearing bank loans and overdrafts are
recorded at the proceeds received. Finance charges are
accounted for on an accrual basis and are added to the
carrying amount of the instrument to the extent they are
not settled in the period in which they arise.
Credit risk
The Company's credit risk is primarily attributable to its
trade receivables. The Company has no significant
concentration of credit risk, with exposure spread over a
large number of customers. The amounts presented in the
balance sheet are net of allowances for doubtful receivables,
estimated by the Company's management based on prior
experience and the current economic environment.
BR‹SA BRIDGESTONE SABANCI LAST‹K SANAY‹ VE T‹CARET A.fi.
NOTES TO FINANCIAL STATEMENTS AS OF 31 DECEMBER 2006(Amounts expressed in New Turkish Lira [YTL]).
_22
BR‹SA BRIDGESTONE SABANCI LAST‹K SANAY‹ VE T‹CARET A.fi.
Price risk
The Company is exposed to exchange rate fluctuations
between foreign currencies and the Turkish Lira due to
the nature of its business. The majority of the Company's
imports and exports are in foreign currencies.
Liquidity risk
The Company is generally raising funds by liquidating its
short-term financial instruments such as collecting its
receivables and disposing of marketable securities. The
Company's proceedings from these instruments generally
approximate their fair values.
h. Foreign currency transactions
In the statutory accounts of the Company, transactions in
foreign currencies are translated into Turkish Lira at the
rates of exchange ruling at the transaction dates. Assets
and liabilities denominated in foreign currencies are translated
at the exchange rate ruling at the balance sheet date. Gains
and losses arising on settlement and translation of foreign
currency items are included in the statements of income.
i. Earnings per share
Earnings per Share is calculated as the division of net
period profit or loss corresponding to common stock
owners, to the average number of common stock owners
for the same period. As explained in greater detail in
footnote 42, earnings per share calculation are done in
conformity to IAS 33.
j. Subsequent Events
Subsequent events indicate the events in favor of
/disadvantage of the Company appeared between balance
sheet date and authorization date of the balance sheet.
As of the balance sheet date, in case of being new proofs
for existing related events or related subjects appeared
after balance sheet date, the Company explains in related
footnotes about subjects.
k. Commitments and contingencies
Provisions are recognized when the Company has a
present obligation as a result of a past event, and it is
probable that the Company will be required to settle that
obligation. Provision are measured at the Company's
Management best estimate of the expenditure required
to settle the obligation at the balance sheet date, and are
discounted to present value where the effect is material.
A contingent liability is a possible obligation that arises
from the past events and whose existence will be confirmed
only by the occurrence or non-occurrence of one or more
uncertain future events not wholly within the control of
the entity or a present obligation that arises from the past
events but is not recognized because; it is not probable
that an outflow of resources embodying economic benefits
will be required to settle the obligation; or the amount
of the obligation cannot be measured with sufficient
reliability. A contingent liability is disclosed, unless the
possibility of an outflow of resources embodying economic
benefits is remote. Although the payment of the contingent
liabilities is certain and value estimation of the economically
beneficial assets is not reliable, the Company displays
related liabilities in the footnotes.
l. Accounting policies, changes and errors in
estimates
Accounting policies, estimates and rules practiced in
preparation of financial statements are determined in
accordance with International Financial Reporting
Standards (IFRS) ascribed in Capital Market Board
Accounting Standards and in CMB's Bulletin of Series: XI,
Article:25 and they are practiced consistently. The Company
can make changes to its accounting policies when such
changes will reflect the companies' financial position,
performance or cash flows in a more reliable manner.
When the accounting policy change affects the current
and the prior period results the change is applied
retroactively as if the accounting policy was in effect. If
the application of such change effects the financial results
of the following periods, the accounting policy change
is applied in the period in which such change is made.
Some components of the financial statements involve
some accounting estimates due to some uncertainties of
the companies operations. When there are changes in
the underlying assumptions, such as availability of new
information or occurrence of new events, the company
reviews these estimates. If the change in the accounting
estimate effects just one period, the change is taken into
account in the period in which the change is made. If
the change in estimate effects the future periods, the
change is applied prospectively.
NOTES TO FINANCIAL STATEMENTS AS OF 31 DECEMBER 2006(Amounts expressed in New Turkish Lira [YTL]).
_23
3. SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES ( Cont’d)
Errors might stem from the wrong arithmetical calculations,
the incorrect application of the accounting policies or the
misinterpretation of the accounting standards. When the
Company realizes a probable error, the financial statements
are corrected retroactively. The Company shall disclose the
nature of error, aggregate amount of adjustments applied
in the prior periods and each comparative period in which
represents the aggregate amount of these adjustments.
m. Finance Leases - the Company as Lessee
Assets held under finance leases are recognized as assets
of the Company at their fair value at the date of acquisition.
The corresponding liability to the lessor is included in the
balance sheet as a finance lease obligation. Finance costs,
which represent the difference between the total leasing
commitments and the fair value of the assets acquired, are
charged to the income statement over the term of the
relevant lease so as to produce a constant periodic rate of
charge on the remaining balance of the obligations for
each accounting period.
n. Related Parties
Shareholders of company, other companies of shareholders,
their executive staff and other related groups are determined
related parties in accompanying financial statements.
o. Segmental information
The Company operates in one industry segment, basically
manufacturing, marketing and distribution of vehicle tires
therefore no segmental information is included in the
accompanying financial statements.
p. Construction Contracts
None.
r. Discontinued operations
None.
s. Government investment incentives
All government incentives including non-monetary
government incentives taken to the financial statements
when required conditions for incentive utilization are met
and the utilization of the incentive can be reasonably
assured.
Government incentives obtained in cash or decrease of a
liability against to government, are recognized in the same
manner.
t. Investment Property
None.
u. Taxation and deferred income taxes
Taxes on income for the year comprise of current tax and
the change in deferred taxes. The Company accounts for
current and deferred taxation on the results for the period,
in accordance with IAS 12 (Revised). Provision is made in
the financial statements for the Company's estimated liability
to Turkish corporation tax on its results for the year. The
charge for current tax is based disallowed. Deferred tax
assets and liabilities are recognized using the liability method
in respect of material temporary differences arising from
different treatment of items for accounting and taxation
purposes. Deferred tax liabilities are recognized for all
taxable temporary differences and deferred tax assets are
only provided to the extent if it is probable that taxable
profit will be available against which the deductible
temporary differences can be utilized. Deferred tax is
calculated at the tax rates that are expected to apply to
the period when the asset is realized or the liability is
settled. Deferred tax is charged or credited in the statement
of income. Prepaid corporation taxes and corporation tax
liabilities offset as they relate to income taxes levied by the
same taxation authority. Deferred income tax assets and
liabilities are also offset.
v. Retirement pay provision
Under Turkish law and union agreements, lump sum
payments are made to employees retiring or involuntarily
leaving the Company. The total provision represents the
vested benefit obligation as at the balance sheet date.
International Accounting Standard No. 19 (Revised)
“Employee Benefits” (“IAS 19”) has been applied in the
accompanying financial statements. Future retirement
payments are discounted to their present value at the
balance sheet date at an interest rate determined as net
of an expected inflation rate and an appropriate discount
rate.
BR‹SA BRIDGESTONE SABANCI LAST‹K SANAY‹ VE T‹CARET A.fi.
NOTES TO FINANCIAL STATEMENTS AS OF 31 DECEMBER 2006(Amounts expressed in New Turkish Lira [YTL]).
_24
BR‹SA BRIDGESTONE SABANCI LAST‹K SANAY‹ VE T‹CARET A.fi.
4. CASH AND CASH EQUIVALENTS
31 December 2006 31 December 2005
Cash 1,692 4,190Demand deposits 5,602,984 4,826,022Time deposits 763,747 33,275,562
6,368,423 38,105,774
Time deposits:
Amount Current Interest rate % Maturity 31 December 2006
183,776 EUR 2.25 12.02.2007 341,374300,000 USD 3.00 13.12.2007 422,373
763,747
Amount Current Interest rate % Maturity 31 December 2005
5,494,955 EUR 1.75-2.75 02.01-01.02.2006 8,730,5011,822,126 USD 4.00-4.75 30.01-11.12.2006 2,448,596- YTL 15.00-18.50 02.01-30.01.2006 22,096,465
33,275,562
5. MARKET ABLE SECURITIESNone. (2005: None)
NOTES TO FINANCIAL STATEMENTS AS OF 31 DECEMBER 2006(Amounts expressed in New Turkish Lira [YTL]).
_25
y. Retirement Plans
None (2005: None).
z. Agricultural Activities
None (2005: None).
aa. Cash Flow
Cash flows are prepared to inform financial statement users
about the changes in company's net assets, financial situation
and the ability to direct the amount and timing of cash
flow in accordance with changes in circumstances.
bb. Offsetting
Financial assets and liabilities can be shown on the balance
sheet if there is a legal offsetting right, and possibility of
payment and collection on net basis, or there is a mutual
realization of acquisition of assets at the same time with
the undertaking of responsibility.
cc. Profit Distribution
Commencing from 1 January 2004, based on the
communiqué No:25 of series XI of the capital markets board,
the financials statements prepared in accordance with IFRS
are considered for the calculation of the profit distribution.
Companies are obliged to distribute 20% of these profits
at a minimum. Such dividend distribution can be in the
form of cash or free shares, or a combination of both.
BR‹SA BRIDGESTONE SABANCI LAST‹K SANAY‹ VE T‹CARET A.fi.
6. FINANCIAL BORROWINGS
31 December 2006 31 December 2005
Short term loans (interest-free) - 1,453,500Short term loans 23,536,832 -Export loans 29,557,611 -
53,094,443 1,453,500
Export loan detail is as follows:
Amount Currency Interest Rate % Maturity 31 December 2006
14,000,000 EUR 4.48 03.04.2007 26,248,389- YTL 16.00 27.03-26.06.2007 3,309,222
29,557,611
7. TRADE RECEIVABLES AND PAYABLES
TRADE RECEIVABLES 31 December 2006 31 December 2005(Current Assets)
Trade receivables 37,554,749 13,746,357Notes receivables 74,419,852 52,263,310Discount on receivables (-) (1,778,696) (822,202)Other trade receivables 87,506 317,563Doubtful receivables 760,210 781,272Allowance for doubtful receivables (-) (760,210) (781,272)Total 110,283,411 65,505,028
TRADE RECEIVABLES(Long Term Assets) 31 December 2006 31 December 2005
Notes receivables 43,672 -Deposit and guarantees received 23,320 22,244
66,992 22,244
TRADE PAYABLES(Current Liabilities) 31 December 2006 31 December 2005
Short term trade payables 18,800,255 18,860,759Deposit received and guarantees 720,909 671,640Payables to contractors 2,163,595 2,358,249Discount on trade payables (78,149) (17,977)
21,606,610 21,872,671
NOTES TO FINANCIAL STATEMENTS AS OF 31 DECEMBER 2006(Amounts expressed in New Turkish Lira [YTL]).
_26
BR‹SA BRIDGESTONE SABANCI LAST‹K SANAY‹ VE T‹CARET A.fi.
8. FINANCIAL LEASING RECEIVABLES AND PAYABLES
FINANCIAL LEASING PAYABLES 31 December 2006 31 December 2005
Short term leasing payables 1,073 555,707Long term leasing payables 87,962 2,518
89,035 558,225
FINANCIAL LEASING RECEIVABLESNone (2005 : None).
9. BALANCES AND TRANSACTIONS WITH RELATED PARTIES
DUE FROM THE RELATED PARTIES (Current Assets) 31 December 2006 31 December 2005
Shareholders
Bridgestone Corporation 6,829,160 4,110,018
Other Related Parties
Exsa Export Sanayi Mamulleri Sat›fl ve Arfl A.fi. 6,765,976 8,494,610Temsa Sanayi ve Ticaret A.fi 1,985,734 2,051,278Other 663,530 643,441
9,415,240 11,189,329
16,244,400 15,299,347
DUE TO THE RELATED PARTIES(Current Liabilities) 31 December 2006 31 December 2005
Shareholders
Bridgestone Corporation 2,599,218 2,116,353
Other Related Parties
Enerjisa Enerji Üretim A.fi 3,012,367 2,482,322Brigdestone Singapore Pte. Ltd. 5,900,536 2,861,477Universal Trading (Jersey) Ltd. - 2,514,646Beksa Çelik Kord Sanayi ve Tic. A.fi 2,678,349 1,017,040Kordsa Global Endüstriyel ‹plik ve Kord BeziSan. ve Tic. A.fi. 1,424,161 454,521Other 2,478,698 1,673,525
15,494,111 11,003,531
18,093,329 13,119,884
Bank Deposits
Akbank T.A.fi. 6,053,434 37,967,240
NOTES TO FINANCIAL STATEMENTS AS OF 31 DECEMBER 2006(Amounts expressed in New Turkish Lira [YTL]).
_27
BR‹SA BRIDGESTONE SABANCI LAST‹K SANAY‹ VE T‹CARET A.fi.
9. BALANCES AND TRANSACTIONS WITH RELATED PARTIES (Cont’d)
Financial loans to related parties
Akbank T.A.fi. 26,248,389 1,453,500Ak Finansal Kiralama A.fi. 89,035 558,225
26,337,424 2,011,725
Major sales to related parties31 December 2006 31 December 2005
Bridgestone Corporation 88,252,396 77,843,658Exsa Export Sanayi Mamul.Sat›fl ve Arfl. A.fi 96,356,527 91,537,319Temsa Sanayi ve Ticaret A.fi. 9,733,245 8,317,655Other 2,127,583 2,820,092
196,469,751 180,518,724
Major purchases from related parties31 December 2006 31 December 2005
Beksa Çelik Kord Sanayi ve Tic. A.fi. 55,559,548 54,562,533Bridgestone Singapore Pte Ltd. 113,927,595 60,843,835Universal Trading (Jersey) Ltd. 10,888,073 23,382,713Bridgestone Corporation 37,863,892 21,303,636Enerjisa Enerji Üretim A.fi. 25,565,933 19,295,884Kordsa Global Endüstriyel ‹plik ve Kord BeziSan. ve Tic. A.fi. 29,516,784 17,810,495Sakosa Sabanc› Endüstriel ‹plik San.ve Tic. A.fi. - 8,121,703Other 15,443,850 10,067,219
288,765,675 215,388,018
Major purchases from related parties (Services)
Aksigorta A.fi 5,028,617 4,578,941Bimsa Uluslararas› ‹fl, Bilgi ve Yön. Sis. A.fi. 2,067,027 1,456,795Other 2,320,428 995,947
9,416,072 7,031,683
Fixed asset purchases from related partiesBridgestone Corporation 10,905,847 26,423,110Temsa Sanayi ve Ticaret A.fi. 4,511,380 -Bimsa Uluslararas› ‹fl, Bilgi ve Yön. Sis. A.fi. 2,023,145 2,140,131Other 1,389,813 1,806,656
18,830,185 30,369,897
Interest income from related parties
Akbank T.A.fi. 418,031 5,666,889
Interest expense to related parties
Akbank T.A.fi. 742,482 33,079Ak Finansal Kiralama A.fi. 90,523 94,603
833,005 127,682
NOTES TO FINANCIAL STATEMENTS AS OF 31 DECEMBER 2006(Amounts expressed in New Turkish Lira [YTL]).
31 December 2006 31 December 2005
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BR‹SA BRIDGESTONE SABANCI LAST‹K SANAY‹ VE T‹CARET A.fi.
Rent expense to related parties
H.Ö. Sabanc› Holding A.fi. 83,596 196,149Aksigorta A.fi. - 13,742Temsa A.fi. 159,579 60,650
243,175 270,541
Other expense to related parties
Exsa Export Sanayi Mamul Sat›fl ve Arfl.A.fi. 14,584,769 13,078,998Exsa UK Limited 1,839,133 1,798,085Other 225,177 227,464
16,649,079 15,104,547
Other income from related parties
Aksigorta A.fi. 228,772 177,782
10. OTHER RECEIVABLES AND PAYABLES
OTHER RECEIVABLES(Current Assets) 31 December 2006 31 December 2005
Due from personnel 751,634 782,885Doubtful receivables 15,216 15,216Provision for doubtful receivables (-) (15,216) (15,216)Other receivables 882,659 283,810
1,634,293 1,066,695
OTHER LIABILITIES(Current) 31 December 2006 31 December 2005
Royalty payables 2,670,732 1,585,053Taxes and dues payable 3,821,256 3,154,909Social security premium payable 3,810,866 1,966,188Deferred taxes 1,059,376 2,525,512Personnel expense accruals 911,738 1,145,324Premium to be paid for personnel retirement insurance 4,546 5,130Other Liabilities 286,182 183,852Due to shareholders 115,485 107,059
12,680,181 10,673,027
OTHER LIABILITIES(Long Term) 31 December 2006 31 December 2005
Deferred taxes - 1,059,376
11. BIOLOGICAL ASSETSNone. (2005: None)
NOTES TO FINANCIAL STATEMENTS AS OF 31 DECEMBER 2006(Amounts expressed in New Turkish Lira [YTL]).
31 December 2006 31 December 2005
_29
BR‹SA BRIDGESTONE SABANCI LAST‹K SANAY‹ VE T‹CARET A.fi.
12. INVENTORIES
31 December 2006 31 December 2005
Raw materials 35,948,730 27,280,113Work in process 8,049,930 6,510,882Finished goods 36,247,418 29,976,838Trade goods 14,583,307 7,454,205Other inventories 9,241,656 10,125,179Order advances given 6,907,763 3,888,309
110,978,804 85,235,526
13. COSTS/BILLINGS IN EXCESS OF BILLINGS/COSTS AND ESTIMATED EARNINGSNone (2005: None).
14. DEFERRED TAX ASSETS AND LIABILITIES
DEFERRED TAX ASSETSNone (2005: None).
DEFERRED TAX LIABILITIES
Deferred Tax:
The Company recognizes deferred tax assets and liabilities based upon temporary differences arising between its financialstatements as reported for IFRS purposes and its statutory tax financial statements. These differences usually result in therecognition of revenue and expenses in different reporting periods for IFRS and tax purposes and are set out below.
Temporary differences occur between the years in which certain items of income and expense are recorded for accountingand for tax purposes. There are timing differences resulting from the restatement of inventories, property, plant and equipmentand intangible fixed assets, prepaid expenses, allowances, retirement pay provision, lease payable and investment incentivedeductions.
The deferred taxes are calculated at a rate of 20%. (31 December 2005: 30%)
Deferred Tax (Assets/Liabilities) 31 December 2006 31 December 2005
Discount on trade receivables (355,739) (246,661)Severance pay reserve (2,644,646) (3,610,024)Reserve for sales bonus (486,911) (655,635)Discount on trade payables 15,630 5,393Revaluation of property, plant and equipment 6,789,644 12,623,263Revaluation of inventories 39,319 109,356
3,357,297 8,225,692Movement of deferred taxes
Opening balance, 1 January 8,225,692 11,321,839Deferred tax expense (Note: 41) (4,868,395) (3,096,147)Closing balance 3,357,297 8,225,692
NOTES TO FINANCIAL STATEMENTS AS OF 31 DECEMBER 2006(Amounts expressed in New Turkish Lira [YTL]).
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BR‹SA BRIDGESTONE SABANCI LAST‹K SANAY‹ VE T‹CARET A.fi.
Land
Landimprove-
ments Buildings
Machineryand
equipment Vehicles
Furnitureand
fixtures Other
Advancesand
constructionin progress Total
NOTES TO FINANCIAL STATEMENTS AS OF 31 DECEMBER 2006(Amounts expressed in New Turkish Lira [YTL]).
_31
15. OTHER CURRENT/NON-CURRENT ASSETS AND SHORT/LONG TERM LIABILITIES
OTHER CURRENT ASSETS 31 December 2006 31 December 2005
Prepaid taxes (net) - 1,464,322Prepaid expenses 1,384,486 850,854VAT carried forward 521,993 1,910,697VAT claims receivable 2,159,168 1,485,578Other 150,010 96,231
4,215,657 5,807,682
16. FINANCIAL ASSETS
The Company's shares in its equity participations and unconsolidated subsidiaries as of 31 December 2006 and 31 December2005 are as follows:
Company name Share 31 December 2006 Share 31 December 2005
Enerjisa Enerji Üretim A.fi. %1.84 15,079,381 %3.19 15,079,381Reserve for impairment ( Note: 38) (8,121,163) -
6,958,218 15,079,381
The Company, with its Board resolution dd.6.June.2006, has decided not to participate in the capital increase of EnerjisaEnerji Üretim A.fi. held on 6.June.2006; therefore its share has decreased from 3.19 % to 1.84 %.Since Enerjisa Enerji Üretim A.fi. does not have a quoted market price and there are no up-to-date valuation reports as ofthe date of this report, the Company has accounted for its Enerjisa shares at its cost less impairment.
17. POSITIVE / NEGATIVE GOODWILLNone (2005: None).
18. INVESTMENT PROPERTYNone (2005: None).
19. PROPERTY, PLANT AND EQUIPMENT
Acquisition cost
Opening Balance 1 January 2006 5,308,360 10,634,035 166,302,850 762,248,822 3,698,968 15,494,342 1,424,088 18,637,063 983,748,528
Additions - - 8,250 105,795 339,011 767,722 1,762,731 59,508,105 62,491,614
Disposals - - - (2,856,766) (383,927) (1,324,341) - - (4,565,034)
Transfer from CIP - 285,038 1,077,306 48,456,687 - 2,053,011 - (52,788,176) (916,134)
Closing balance
31 December 2006 5,308,360 10,919,073 167,388,406 807,954,538 3,654,052 16,990,734 3,186,819 25,356,992 1,040,758,974
Accumulated depreciation
Opening Balance 1 January 2006 - (8,813,297) (82,821,565) (624,142,927) (2,374,702) (9,641,327) (144,229) - (727,938,047)
Charge for the year - (232,171) (5,218,816) (38,261,301) (427,004) (1,067,376) (266,931) - (45,473,599)
Eliminated on disposals - - - 2,760,623 340,370 1,084,132 - - 4,185,125
Closing balance 31 December 2006 - (9,045,468) (88,040,381) (659,643,605) (2,461,336) (9,624,571) (411,160) - (769,226,521)
Net book value at
31 December 2006 5,308,360 1,873,605 79,348,025 148,310,933 1.192.716 7,366,163 2,775,659 25,356,992 271,532,453
BR‹SA BRIDGESTONE SABANCI LAST‹K SANAY‹ VE T‹CARET A.fi.
19. PROPERTY, PLANT AND EQUIPMENT (Cont’d)
Acquisition cost
Opening balance 1 January 2005 5,308,360 9,743,050 141,165,752 707,316,611 4,147,221 13,470,221 581,109 9,643,332 891,375,662
Additions - - - 81,279 621,013 1,434,329 842,979 103,728,154 106,707,754
Disposals - (63,064) - (11,588,160) (1,069,266) (30,495) - - (12,750,985)
Transfers from CIP - 954,049 25,137,098 66,439,092 - 620,281 - (94,734,423) (1,583,903)
Closing balance 31 December 2005 5,308,360 10,634,035 166,302,850 762,248,822 3,698,968 15,494,342 1,424,088 18,637,063 983,748,528
Accumulated depreciation
Opening Balance 1 January 2005 - (8,659,985) (78,456,218) (599,549,268) (3,042,511) (8,706,739) (27,982) - (698,442,703)
Charge for the year - (153,312) (4,365,347) (35,966,093) (375,117) (954,982) (116,247) - (41,931,098)
Eliminated on disposals - - - 11,372,434 1,042,926 20,394 - - 12,435,754
Closing balance 31 December 2005 - (8,813,297) (82,821,565) (624,142,927) (2,374,702) (9,641,327) (144,229) - (727,938,047)
Net book value at
31 December 2005 5,308,360 1,820,738 83,481,285 138,105,895 1,324,266 5,853,015 1,279,859 18,637,063 255,810,481
20. INTANGIBLE ASSETS
Acquisition costOpening balance 1 January 2006 5,359,539 638,151 13,148,141 19,145,831Additions 4,426,826 41,771 608,576 5,077,173Disposals (27,950) - - (27,950)Transfers from CIP 43,005 292,036 581,093 916,134Closing balance 31 December 2006 9,801,420 971,958 14,337,810 25,111,188
Accumulated amortizationOpening balance 1 January 2006 (2,108,970) (196,975) (6,263,592) (8,569,537)Charge for the year (1,265,125) (103,034) (2,037,369) (3,405,528)Eliminated on disposals 14,750 - - 14,750Closing balance 31 December 2006 (3,359,345) (300,009) (8,300,961) (11,960,315)
Net book value at 31 December 2006 6,442,075 671,949 6,036,849 13,150,873
Acquisition costOpening balance 1 January 2005 3,107,500 477,793 11,349,655 14,934,948Additions 2,241,245 - 385,735 2,626,980Transfers from CIP 10,794 160,358 1,412,751 1,583,903Closing balance 31 December 2005 5,359,539 638,151 13,148,141 19,145,831
Accumulated amortizationOpening balance 1 January 2005 (1,527,516) (175,191) (4,345,010) (6,047,717)Charge for the year (581,454) (21,784) (1,918,582) (2,521,820)Closing balance 31 December 2005 (2,108,970) (196,975) (6,263,592) (8,569,537)
Net book value at 31 December 2005 3,250,569 441,176 6,884,549 10,576,294
NOTES TO FINANCIAL STATEMENTS AS OF 31 DECEMBER 2006(Amounts expressed in New Turkish Lira [YTL]).
RightsLeasehold
improvements
Otherintangible
assets Total
Land
Landimprove-
ments Buildings
Machineryand
equipment Vehicles
Furnitureand
fixtures Other
Advancesand
constructionin progress Total
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BR‹SA BRIDGESTONE SABANCI LAST‹K SANAY‹ VE T‹CARET A.fi.
23. PROVISIONS
PROVISIONS (Short Term Liabilities)Provision for Corporate Tax 13,919,939 9,014,457Prepaid Corporation Taxes (12,622,431) (10,478,779)Prepaid for Corporation Taxes Credit (Note: 15) - 1,464,322Corporate Tax (*) 1,297,508 -Reserve for Disabled and Sentenced People 1,831,204 1,468,128Reserve for Dealer Bonuses provision 2,434,555 2,185,449Other 200,335 130,936
5,763,602 3,784,513Corporate Tax:The Company is subject to Turkish corporate taxes. Provision is made in the accompanying financial statements for the estimatedcharge based on the Group's results for the years and periods.Corporate tax is applied on taxable corporate income, which is calculated from the statutory accounting profit by adding backnon-deductible expenses, and by deducting dividends received from resident companies, other exempt income and investmentincentives utilized.The effective rate of tax in 2006 is 20% (2005: 30%).In Turkey, advance tax returns are filed on a quarterly basis. The advance corporate income tax rate in 2006 is 20% (2005:30%).Losses are allowed to be carried 5 years maximum to be deducted from the taxable profit of the following years. Tax carryback is not allowed.In Turkey, there is no procedure for a final and definitive agreement on tax assessments. Companies file their tax returnsbetween 1-25 April following the close of the accounting year to which they relate. Tax authorities may, however, examinesuch returns and the underlying accounting records and may revise assessments within five years.
Income withholding tax:In addition to corporate taxes, companies should also calculate income withholding taxes and funds surcharge on any dividendsdistributed, except for companies receiving dividends who are resident companies in Turkey and Turkish branches of foreigncompanies. The rate of income withholding tax is 10% starting from 24 April 2003. This rate was changed to 15% commencingfrom 23 July 2006. Undistributed dividends incorporated in share capital are not subject to income withholding taxes.Withholding tax at the rate of 19.8% is still applied to investment allowances relating to investment incentive certificatesobtained prior to 24 April 2003. Subsequent to this date, companies can deduct 40% of the investments within the scope ofthe investment incentive certificate and that are directly related to production facilities of the company. The investments withoutinvestment incentive certificates do not qualify for tax allowance.Investment incentive certificates are revoked commencing from 1 January 2006. If companies cannot use investment incentivedue to inadequate profit, such outstanding investment incentive can be carried forward to following years so as to be deductedfrom taxable income of subsequent profitable years. However the companies can deduct the carried forward outstandingallowance from 2006, 2007 and 2008 taxable income. The investment incentive amount that cannot be deducted from 2008taxable income will not be carried forward to following years.The tax rate that the companies can use in the case of deducting the tax investment incentive amount in 2006, 2007 and2008 is 30%. If the Company cannot use the investment incentive carried forward, the effective tax rate will be 20% and theunused investment incentive will be cancelled.
NOTES TO FINANCIAL STATEMENTS AS OF 31 DECEMBER 2006(Amounts expressed in New Turkish Lira [YTL]).
31 December 2006 31 December 2005
31 December 2006 31 December 2005
_33
21. ADVANCES RECEIVED
Advance orders received 821,948 301,344Other advances received 48,709 8,314
870,657 309,658
22. RETIREMENT PLANSNone (2005: None).
BR‹SA BRIDGESTONE SABANCI LAST‹K SANAY‹ VE T‹CARET A.fi.
23. PROVISIONS (Cont’d)
Inflation adjusted legal tax calculation:For 2003 and previous years, taxable profits were calculated without any inflation adjustment to the statutory records, exceptthat fixed assets and the related depreciation were revalued annually. Law No. 5024 published in the Official Gazette No.25332 on 30 December 2003 requires the application of inflation accounting in Turkey in 2005 and future years for taxpurposes, if the actual rate of inflation meets certain thresholds, using principles which do not differ substantially from theprinciples in IAS 29 “Financial Reporting in Hyperinflationary Economies”. As inflation met certain thresholds as of 31 December2004, the Company has adjusted its statutory financial statements as of 31 December 2004 in accordance with Law No. 5024and inflation adjusted balances as at 31 December 2004 were taken as opening balances as of 1 January 2005. However,as inflation did not meet the required thresholds as at 31 December 2005 and 2006, no further inflation adjustment madeto the Company's statutory financial statements in 2005 and 2006.
PROVISIONS (Long Term Liabilities)Reserve for retirement pay 13,223,231 12,033,414
RESERVE FOR RETIREMENT PAYUnder Turkish Labor Law, the Company is required to pay employment termination benefits to each employee who hasqualified. Also, employees are required to be paid their retirement pay provisions who retired by gaining right to receiveretirement pay provisions according to current 506 numbered Social Insurance Law's 6 March 1981 dated, 2422 numberedand 25 August 1999 dated, 4447 numbered with 60th article that has been changed.The amount payable consists of one month's salary limited to a maximum of YTL 1,857.44 (2005: YTL 1,727.15) for eachperiod of service at 31 December 2006.The liability is not funded, as there is no funding requirement.The provision has been calculated by estimating the present value of the future probable obligation of the Company arisingfrom the retirement of employees. IAS 19 requires actuarial valuation methods to be developed to estimate the enterprise'sobligation under defined benefit plans. Accordingly, the following actuarial assumptions were used in the calculation ofthe total liability:The principal assumption is that the maximum liability for each year of service will increase parallel with inflation. Thus, thediscount rate applied represents the expected real rate after adjusting for the anticipated effects of future inflation.Consequently, in the accompanying financial statements as at 31 December 2006, the provision has been calculated byestimating the present value of the future probable obligation of the Company arising from the retirement of the employees.The provisions at the respective balance sheet dates have been calculated assuming an annual inflation rate of 5% and adiscount rate of 11%, resulting in a real discount rate of approximately 5.71% ( 31 December 2005: 5.49%). The anticipatedrate of forfeitures is considered. As the maximum liability is revised semi annually, the maximum amount of YTL 1,857.44effective as of 31 December 2006 has been taken into consideration in calculation of provision from employment terminationbenefits.
Provision at 1 January 12,033,414 11,037,424Charge for the year 1,189,817 995,990Provision at the end of the year 13,223,231 12,033,414
24. MINORITY INTERESTNone (2005: None).
NOTES TO FINANCIAL STATEMENTS AS OF 31 DECEMBER 2006(Amounts expressed in New Turkish Lira [YTL]).
31 December 2006 31 December 2005
31 December 2006 31 December 2005
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BR‹SA BRIDGESTONE SABANCI LAST‹K SANAY‹ VE T‹CARET A.fi.
26. CAPITAL RESERVES
Capital inflationary adjustment 352,660,023 352,660,023Premium in excess of par inflationary adjustment 678 678Premium in excess of par 4,903 4,903
352,665,604 352,665,604
27. PROFIT RESERVES
The legal reserves comprise first and second legal reserves, appropriated in accordance with the Turkish Commercial Code.The first legal reserve is appropriated out of historical statutory profits at the rate of 5% per annum, until the total reservereaches 20% of the historical paid-in share capital. The second legal reserve is appropriated after the first legal reserve anddividends, at the rate of 10% per annum of all cash dividend distributions.The companies capital reserves are stated in accordance with the Capital Market Board (“CMB”) Communiqué No: 25 of SeriesXI, “Communiqué on Capital Market Accounting Standards”, published on 15 November 2003 are as follows, as at 31 December2006 and 31 December 2005:
Legal reserves 10,523,709 5,697,107Extraordinary reserves 149,192 78,727Total profit reserves 10,672,901 5,775,834
28. RETAINED EARNINGS/ACCUMULATED DEFICITNone (2005: None).
31 December 31 December2006 2005
31 December 31 DecemberShareholders (%) 2006 (%) 2005
25. CAPITAL
As at 31 December 2006 and 31 December 2005, the share capital is held as follows:
H.Ö. Sabanc› Holding A.fi. 43.63 3,246,619 43.26 3,219,008Bridgestone Corporation 43.63 3,246,619 42.86 3,189,274Hac› Ömer Sabanc› Vakf› - - 1.14 84,956Other 12.74 948,637 12.74 948,637Capital at historical value 100.00 7,441,875 100.00 7,441,875
Hac› Ömer Sabanc› Vakf› sold shares of YTL 57,345.22 total nominal value to Bridgestone Corporation and YTL 27,611.22total nominal value to H.Ö. Sabanc› Holding.
31 December 31 December2006 2005
NOTES TO FINANCIAL STATEMENTS AS OF 31 DECEMBER 2006(Amounts expressed in New Turkish Lira [YTL]).
_35
BR‹SA BRIDGESTONE SABANCI LAST‹K SANAY‹ VE T‹CARET A.fi.
29. FOREIGN CURRENCY POSITION
31 December 2006Cash and Banks 377,464 632,200 32,831 2,596 - 1,708,624Trade Receivables 1,609,042 3,925,966 - 7,655 - 9,551,699Other Current Assets 497,083 5,418 - - - 708,731Trade Payables (1,808,421) (445,640) (91,022,805) (2,131) - (4,446,690)Financial Borrowings - (14,000,000) - - - (25,921,000)
675,168 (9,882,056) (90,989,974) 8,120 - (18,398,636)31 December 2005Cash and Banks 1,982,744 5,504,891 85,931 352 - 11,401,253Trade Receivables 921,449 2,758,321 - - - 5,615,236Other Current Assets 131,692 5,418 - - - 185,306Trade Payables (893,460) (250,460) (15,548,933) (2,600) (2,456) (1,780,242)
2,142,425 8,018,170 (15,463,002) (2,248) (2,456) 15,421,553
30. GOVERNMENT GRANTS AND INVESTMENT INCENTIVES
Company has an Investment Incentive Certificate relates with the plant modernization, 19 January 2005 and to be commencedat 31 December 2009, for the amount of YTL 203,042,875. Within the content of incentive certificate, there are exemptionsof VAT related to the purchases of investment goods from domestic and foreign markets and exemptions of Custom Tax forthe imports of investment goods from the countries other than the countries of European Union.
31. PROVISIONS, COMMITMENTS AND CONTINGENCIES
Letter of Guarantees Given 5,832,293 2,554,402
The company has an investment commitment to the government amounting YTL 75,466,075 to be fulfilled by 31 December2009.
32. BUSINESS COMBINATIONSNone.
33. SEGMENTAL REPORTINGNone.
34. SUBSEQUENT EVENTSNone.
35. DISCONTINUED OPERATIONSNone. (2005: None)
31 December 31 December2006 2005
ForeignCurrency
US $ EURO JY GBP DKK as YTL
NOTES TO FINANCIAL STATEMENTS AS OF 31 DECEMBER 2006(Amounts expressed in New Turkish Lira [YTL]).
_36
BR‹SA BRIDGESTONE SABANCI LAST‹K SANAY‹ VE T‹CARET A.fi.
37. OPERATING EXPENSES (-)
Research and development expenses (-) (6,422,996) (6,022,993)Marketing, selling and distribution expenses (-) (69,818,128) (63,587,579)General administrative expenses (-) (23,301,143) (21,923,237)
(99,542,267) (91,533,809)
38. OTHER INCOME/EXPENSE AND PROFIT/LOSS
OTHER INCOME FROM OTHER OPERATIONSOther operational income 3,819,922 4,053,019
OTHER EXPENSE FROM OTHER OPERATIONS
Provision expenses for available for sale investments (8,121,163) -Other operational expense and loss (-) (6,160,941) (4,280,490)
(14,282,104) (4,280,490)
39. FINANCIAL INCOME/EXPENSES
FINANCIAL INCOME
Foreign currency gains 16,698,206 7,514,327Interest Incomes from bank deposits 418,633 5,666,889Sales discounts 13,734,047 8,492,417
30,850,886 21,673,633
FINANCIAL EXPENSES
Foreign currency losses (-) (10,797,911) (11,898,081)Short Term Borrowing Cost (-) (7,696,910) (33,079)Discounts of purchases (-) (4,682,016) (485,460)Leasing Cost (-) (90,523) (94,603)
(23,267,360) (12,511,223)
FINANCIAL INCOME (NET) 7,583,526 9,162,410
36. OPERATING INCOME
SALES (NET)
Domestic sales 549,137,996 444,347,545Export 214,581,059 186,071,215Sales returns (-) (2,124,049) (1,624,089)Sales discount (-) (47,122,992) (32,836,832)Other deduction from sales (-) (15,984,968) (13,623,705)
698,487,046 582,334,134
COST OF SALES (-)Cost of sales (-) (545,139,820) (440,281,775)
OTHER OPERATING INCOMENone. (2005: None).
1 January - 1 January - 31 December 2006 31 December 2005
1 January - 1 January - 31 December 2006 31 December 2005
1 January - 1 January - 31 December 2006 31 December 2005
1 January - 1 January - 31 December 2006 31 December 2005
1 January - 1 January - 31 December 2006 31 December 2005
NOTES TO THE FINANCIAL STATEMENTS AS OF 31 DECEMBER 2006(Amounts expressed in New Turkish Lira [YTL]).
_37
BR‹SA BRIDGESTONE SABANCI LAST‹K SANAY‹ VE T‹CARET A.fi.
42. EARNINGS PER SHAREEarnings per share and weighted average of outstanding shares for 2006 and 2005 are given below.
Number of Shares Outstanding asAt beginning of the period (Total) (1.000 Shares: YTL 1) 7,441,875 7,441,875Weighted Average number of ShareOutstanding During the Year (in full) (1.000 share) 7,441,875 7,441,875Net Profit (YTL) 41,874,759 53,535,179Basic Earnings per 100 preferredShares Gross 25,463 29,727* Basic Earnings per Common Share Gross 5.28 6.79Basic Earnings per Common Share Gross Share (%) %528 %679
* Calculations above are based on the 1 Share = 1 Lot = YTL 1 equation.
43. STATEMENTS OF CASH FLOWSStatements of cash flows are presented in the accompanying financial statements. Except the details of the changes in workingcapital and other investing activities there are not any other issues to be disclosed.
Changes in working capital
Trade receivables (44,757,321) (11,589,525)Inventories (25,743,278) (14,462,679)Due from related parties (945,053) 5,531,751Other receivables and other assets (439,895) (1,256,455)Trade payables (266,061) (51,484)Due to related parties 4,973,445 4,288,956Advances received 560,999 (45,876)Other payables (1,777,359) (1,427,328)
(68,394,523) (19,012,640)
Changes in other investing activities
Long term trade receivables (44,748) 20,864Other long term payables (1,059,376) (406,759)
(1,104,124) (385,895)
44. OTHER MATTERSNone (2005: None).
40. MONETARY GAIN/LOSSNone. (2005: None)
41. TAXATION
Taxes
Current corporate tax (-) (13,919,939) (9,014,457)Deferred tax (-) 4,868,395 3,096,147
(9,051,544) (5,918,310)
1 January - 1 January - 31 December 2006 31 December 2005
1 January - 1 January - 31 December 2006 31 December 2005
NOTES TO THE FINANCIAL STATEMENTS AS OF 31 DECEMBER 2006(Amounts expressed in New Turkish Lira [YTL]).
1 January - 1 January - 31 December 2006 31 December 2005
1 January - 1 January - 31 December 2006 31 December 2005
_38
BR‹SA BRIDGESTONE SABANCI LAST‹K SANAY‹ VE T‹CARET A.fi.
2006 Financial Ratios
CURRENT PERIOD PREVIOUS PERIOD31.12.2006 31.12.2005
I- Liquidity Ratios1- Current Ratio: (Current Assets/Current Liabilities) 2.23 4.082- Acid Test Ratio: (Current Assets-Inventory/Current Liabilities) 1.24 2.43
II- Financial Structure Ratios1- Total Debts/Total Assets 0.24 0.152- Shareholders’ Equity/Total Debts 3.20 5.74
III- Ratios of Operation and Profitability1- Net Profit Margin: (Net Profit/Net Sales) 0.06 0.092- Return on Assets: (Net Profit/Total Assets) 0.08 0.113- Return on Equity: (Net Profit/Shareholders’ Equity) 0.11 0.15
Measures relevant to financial structure:The Company maintained its healthy and strong financial structure in 2006.
ADMINISTRATIVE ACTIVITIES
Employee and Wage Earner Turnover:As of 31.12.2006, the total number of people employedin the Company on indefinite term contract basis is 1,506.Out of this number, 1,161 are subject to Collective LaborContract terms and conditions while 337 of them are not.The number of expatriates is 8. An additional 3 persons areworking on shorter term contract basis.
Implementation of the Collective LaborContract:The 14th term Collective Labor Contract was signed on22.05.2006. The Contract is valid for the period01.01.2006 / 31.12.2007.
Severance Pay Liability:The Company's severance pay liability as of 31.12.2006 isYTL 13,223,230.
Fringe Benefits to Employees and WageEarners:The Company provides its employees and wage earnersbenefits such as legal vacation pay, bonuses (4 salariesper year), fuel, allowances for religious holidays and forannual leave, clothing, work clothes, shoes, allowances forcleaning material, for education, for birth, death andmarriage, for meals and commuting expenses.
NOTES TO THE FINANCIAL STATEMENTS AS OF 31 DECEMBER 2006(Amounts expressed in New Turkish Lira [YTL]).
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BR‹SA BRIDGESTONE SABANCI LAST‹K SANAY‹ VE T‹CARET A.fi.
CORPORATE GOVERNANCE PRINCIPLES COMPLIANCE REPORT
1. Statement of Compliance with the CorporateGovernance PrinciplesBrisa Bridgestone Sabanc› Lastik Sanayi ve Ticaret A. fi. hasacted in compliance with and has performed in accordancewith the Corporate Governance Principles issued by the CapitalMarkets Board (CMB) of Turkey during the period 01 January2006 - 31 December 2006.
2. Shareholders Relations UnitThe queries from shareholders and relations with investorsare directed by the Company's Budget and Finance Manager.Within this framework, meetings with 6 investment institutionswere realized in 2006.
Contact: Mr. Tevfik KoyutürkPhone: Int +90 (262) 316 57 00e-mail: [email protected]
The Company's Istanbul Office maintains a staff exclusively todeal with the issues such as exchange of shares, paymentsof dividends.Contact: Mr. Cemal Aydemir
Phone: Int +90 (212) 385 84 50/ext.:28467e-mail: [email protected]
3. The Exercise of Shareholders' Right to ObtainInformation125 written or verbal queries were received from theshareholders during the year 2006, which were repliedaccordingly.
The annual report of the Company is disclosed for publicaccess on the Company's website. Regular and materialinformation for shareholders and interim financial statementsare also available on Company's website starting from 2005.
The Articles of Association does not cover a procedure ofappointing a "special auditor". There has been no request forsuch an appointment within the past period.
4. General AssemblyThe 2005 Ordinary General Assembly was held on 30 March2006. 13 shareholders, representing 89% of the Company'scapital, were present at the Meeting. Invitation to the GeneralAssembly was done in accordance with the procedures statedon the Articles of Association. The participation of registeredshareholders to the Meeting was realized in accordance withthe Turkish Commercial Code. Audited financial statementscovering 2005 results were disclosed to shareholders at theCompany's ‹stanbul Office before the General Assembly.During the meeting shareholders raised two questions, whichwere replied. Agenda items were decided as proposed bythe shareholders. A procedure for important decisions to betaken by the General Assembly is not included in the Articlesof Association, since the Board of Directors represents theconsent of the General Assembly. The records of the GeneralAssembly are disclosed at the Company's website(www.brisa.com.tr) starting from 2005.
5. Voting Rights and Minority RightsAccording to the Company's Articles of Association, there areno privileges regarding voting rights. Cumulative votingprocedure was not included in the Articles of Association inorder to maintain the current harmonious managementstructure.
6. The Dividend Policy and Time of Payment forDividendsThe Company's dividend policy, in accordance with CMBregulations and the Company's Articles of Association, is topay at least 30% of the distributable profit as dividend in cash.Each year, considering the status of funds required for aconsistent growth of the Company, the Board of Directorsprepares a profit distribution proposal to be approved by theGeneral Assembly.
Profit distribution is being realized within the legal time limits.Hac› Ömer Sabanc› Foundation, owning 100 founderprivileged shares, together with the Board of Directors isentitled to privileged profit distribution as stipulated in theArticles of Association. The amount of profit to be distributedto the Board of Directors is decided by the General Assemblyaccording to the Articles of Association.
7. Transfer of SharesAs stated in details on the Articles of Association (item 31),the transfer of shares owned by Hac› Ömer Sabanc› HoldingA.fi. and Bridgestone Corporation, is subject to certainlimitations. Briefly, concerning the transfer of shares, thecontrolling shareholders, Hac› Omer Sabanc› Holding A fi.and Bridgestone Corporation should make their offers first toeach other. They cannot transfer their shares to the thirdparties who are deemed to be, or will be, or expected to bethe competitors of either Sabanc› or Bridgestone, or of theiraffiliates or subsidiaries, by meaning having the same as orsimilar to the subjects of Sabanc› or Bridgestone. The Articlesof Association does not include any restrictions for othershareholders in transferring their shares.
8. Public Disclosure Policy of the CompanyThe Company does not have a specific disclosure policy.Company's financial statements as of third, sixth, ninth andtwelfth months are publicly disclosed.
9. Disclosure of Special EventsIn accordance with CMB regulations, 16 special eventannouncements were made in 2006. No additional informationwas requested for the special event announcements. Specialevent announcements were done on time, not leading toimplementation of any measures by CMB on this ground. Theshares of the Company are not quoted in foreign capitalmarkets.
10. Company Website and its ContentThe Company's website is accessible at www.brisa.com.tr. In“Investors Relations” section of the Company's website, theCompany's commercial registration details, current shareholderand management structure, special event disclosures, annualreports, periodical financial tables and statements, records ofthe General Assembly and the list of participants are disclosed.
11. Disclosure of Ultimate Controlling IndividualShareholder(s)The Company does not have any ultimate controlling individualShareholder. Shareholder structure is disclosed at AnnualReports and the website of the Company.
12. Disclosure of Persons who Can PotentiallyPossess Price Sensitive InformationInformation is given at the Company's Annual Report about
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BR‹SA BRIDGESTONE SABANCI LAST‹K SANAY‹ VE T‹CARET A.fi.
the Board of Directors and about the top management whocan potentially possess price sensitive information.
13. Information to StakeholdersInformation is disclosed to the Company's employees throughannouncements, meetings and internet. The internet based"Dealer Information System" provides all essential informationfor Company's dealers, our most important links to end-users.Besides this channel for all types of information exchange,the Company also operates supportive and supplementarysystems such as “Dealer Automation System” to assist dealersin business management, an effective warranty system forthe end-users (e-warranty) and customer complaints system.Meetings with dealers at regional and national levels are alsoheld to share information in person and to enhance mutualcommunication. Company's suppliers are informed throughannouncements and meetings.
14. Stakeholders' Participation in CompanyManagementThe Company implements a management model, which isbased on employees' contribution for the development ofthe main policies of the Company, for extending these policiesthroughout its structure and turning them into targets, forthe realization of planned implementations and for reviewingthe results to ensure further improvement in the processes.Suggestions stated in the meetings by stakeholders otherthan employees (such as customers, suppliers) are alsoconsidered in development of Company policies.
15. Human Resources PolicyFundamentals of the Human Resources Policy of the Companycan be summarized under four headings as follows:
a) In parallel with Brisa's long term plans, human resourcesplans and practices aim at meeting the future needs of theCompany,b) Emphasizing the human aspect, workplace safety and“business excellence” policy, employees' dedication to theCompany through their productivity, motivation and welfareis keenly sought,c) The Company's human resource needs, and qualificationsand expectations of individual employees are balanced throughright positioning at right time,d) Employees' performance and potentials are objectivelyevaluated, their skills are developed to meet the Company'schanging needs, and they are prepared for furtherresponsibilities through training and gaining of experience.No complaints of discrimination in any form were receivedfrom employees in 2006 and before.
16. Information about Customer and SupplierRelationsThe Company serves the end-users through a countrywidedealer network in the domestic replacement market wherenearly half of the Company sales are realized. Technicalassistance to improve service quality is provided for the dealers,and orientation programs are held for the new dealers.Researches are conducted regularly to observe and improvedealers' attitudes towards end-users. The Company's warrantysystem completely fulfils legal obligations, while new projectsand practices for faster and more efficient connection withcustomers are realized. All complaints and suggestions areprocessed thoroughly by the Customer Relations and SalesDepartments. For passenger vehicle group, after-sales "RoadAssistance" service is provided free of charge and itseffectiveness is closely monitored.
The Company's products are fitted as original equipment byautomotive manufacturers, producing a wide range of vehicles
of different types and qualifications, majority of which areexported. To serve this end, the Company establishes closecontacts with automotive manufacturers starting from thedevelopment stage of the vehicle and focuses on researchand development activities to supply the most suitable productsfor the vehicles. In order to achieve consistency in productquality to ensure maximum levels of customer satisfaction,the Company's relations with the suppliers of raw material,equipment and services are established on the principles ofmutual trust, sound communications, continuous support fortheir improvement as well as mutual respect for communityand environment. The suppliers of raw material are qualifiedaccording to pre-set Company standards. The Companyestablishes long-term relations with those suppliers whoprioritize customer satisfaction. The performances of suppliersare regularly followed and problems, if any, are carefullyconsidered. Through systematic assessments by the Company,necessary assistance is provided for suppliers to review theirown systems and make necessary improvements.
17. Social ResponsibilityWithin the framework of Company's Social ResponsibilityPolicy;
• Create a safe and secure work environment and to shareour experience with society,• Respect our employees, customers, shareholders andsuppliers and create value,• Become a preferred work place,• Provide necessary information about our products andservices to our customers and society,• Protect our products and services within their life-cycle,• Act accordingly with ''sustainable development“ approach,defining the utilization of resources most efficiently, andenvironmental ''sustainable living“ approach to protect natureand resources worldwide,• Emphasize working according to laws and regulations atall times,• Support ''equal opportunity“ principle at business life andall relevant issues,• Contribute to development of our stakeholders and familiesas individuals or in groups through various training activitiesand programs,• To support development of sports, establishment of socialcenters, awareness building for traffic,• Continue pioneering in excellence and sharing ourexperience constitute fundamentals of our way of working,corporate culture and management appoach.
Samples of such activities are;
Social CampaignsThrough its “Road Assistance” programs and now wellknown“Daytime running lights” campaign, Brisa continues to reinforcepublic awareness against traffic accidents in Turkey.
BrisasporFounded in 1982 under the name of Lassaspor, Brisasporaims to provide opportunities for children and youth of Kocaeliarea for cycling sport. Brisaspor continues to represent ourcountry at national and international cycling events and tosupport understanding for sports and sportsmanship.
Contribution to Hac› Ömer Sabanc› FoundationIn accordance with the Company's Articles of Association,Brisa contributes to the foundation through profit distribution.The primary goal of the Foundation is to provide a broadrange of services to the public, contributing to social andcultural development of Turkey, thereby relieving the stateof some of its fiscal burdens. _41
Brisa Employees Association to Support EducationThrough the participation of the Company's employees andbased on a set of objective criteria, the Association providesscholarships for 180 students as a social contribution.
18. Structure and Formation of the Board ofDirectors and Independent Members
Non-Executive Board Members:
Chairperson : Güler SABANCIVice Chairman : Takashi URANOMember : Faruk B‹LENMember : Turgut UZERMember : Yujiro KANAHARAMember : Mustafa BAYRAKTAR
Executive Board Members
Member : Bülent SAVAfi, General ManagerMember : Kunitoshi TAKEDA, Executive CoordinatorMember : Junichi OTSUKA, Chief Technical Officer
Brisa is a joint venture established by Sabanc› Holding andBridgestone Corporation. Due to joint management structure,there are no independent members on the Board.
Members of the Board of Directors have been permitted bythe Company's General Assembly to conduct all actions setout by the Turkish Commercial Code items 334 and 335.
19. Eligibility for Board MembershipThe qualifications of the members of the Company's Boardof Directors are in conformity with the qualifications mentionedat Section IV items 3.1.1, 3.1.2 and 3.1.5 of CorporateGovernance Principles of Turkey issued by CMB. The Company'sArticles of Association does not specify minimum standardsof qualification for the Board Members.
20. Company Mission, Vision and StrategiesCompany mission, vision, values and strategies are annuallyreviewed by the Company's top management and the strategictargets formed through these reviews are shared withemployees at annual meetings and through the Company'swebsite.
Strategic targets are defined by the Executive Committeeunder the light of Brisa mission and vision, and they aresubject to approval of the Board of Directors after discussion.The members of the Executive Committee are the GeneralManager; Executive Coordinator; Chief Technical Officer;Assistant General Manager for Finance, Planning and Control;Assistant General Manager for Marketing and Sales; and theFinancial Assistant.
The Board of Directors reviews, at least four times a year, theextent to which the set targets are achieved, the ongoingactivities and the performance of the Company in the pastperiod.
21. Risk Management and Internal ControlMechanismThe Executive Committee, established according to theCompany's Articles of Association whose members are theGeneral Manager; Executive Coordinator; Chief TechnicalOfficer; Assistant General Manager for Finance, Planning andControl; Assistant General Manager for Marketing and Sales;and the Financial Assistant, controls actively all risks relevantto the Company. Therefore, a separate risk management and
internal control mechanism was not established by the Boardof Directors.
22. Duties and Responsibilities of the Board ofDirectors and ExecutivesManagement rights and representative authority of the Boardof Directors are defined on the Company's Articles ofAssociation. Additional definitions for duties and responsibilitiesof the Executives are not given in the Company's Articles ofAssociation.
23. Principles of Activity of the Board of DirectorsThe Board of Directors realized a total of 14 meetings in 2006,holding 5 of the meetings in person and 9 of them throughwritten consent in line with the Turkish Commercial Codeand the Company's Articles of Association. The agenda of theBoard meeting is disclosed to each Board member at least10 days before the meeting date. The members of the Boardof Directors do not have weighted voting right and/or theveto right. As stated by the Company's Articles of Association,all resolutions accepted by six or more members of the nine-person Board of Directors become effective.
During 2006, there have been no different views stated ondecisions taken by the Board. In case of agenda items asdescribed in Section IV item 2.17.4 of Corporate GovernancePrinciples of Turkey issued by CMB, attendance to the Boardmeetings of all Members without a valid excuse was ensured.Board Members did not raise questions to be recorded.
24. Prohibition of Transaction and Competitionwith the CompanyThe members of the Board of Directors have been permittedby the Company's General Assembly to practice the actionsset out by the Turkish Commercial Code items 334 and 335.No conflict of interest was staged because of that.
25. Ethical RulesA series of approaches grouped under the title of “Brisa Values”define the ethical rules that Brisa employees are to respect.Brisa Values are disclosed to Company employees andexplained to public through Brisa website.
A company norm, defining ethical rules to be complied bythe employees, is established and disclosed.
26. Number, Structure and Independence of theCommittees Established by the Board of DirectorsAudit Committee established by the Board of Directors hasthree members, two of them being non-executive membersof the Board.
Audit Committee met 4 times in 2006.
Members of the Audit Committee:Takashi Urano, Vice ChairmanTurgut Uzer, Board MemberKunitoshi Takeda, Board Member
As the Board of Directors is directly following corporategovernance principles and ensuring compliance with them,no separate committee was established for this purpose.
27. Remuneration of the Board of DirectorsThe Board of Directors is entitled for profit distribution throughthe decision of the General Assembly as stated on theCompany's Articles of Association (Article 28). Board membersare not paid any wages and cannot receive any loans.
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BR‹SA BRIDGESTONE SABANCI LAST‹K SANAY‹ VE T‹CARET A.fi.
BR‹SA BRIDGESTONE SABANCI LAST‹K SANAY‹ VE T‹CARET A.fi.
The Board of Directors hereby submits and kindly requests resolution for distribution of 01.01.2006 - 31.12.2006 period
gross profit worth YTL 50,926,303.03 calculated in accordance with generally accepted accounting standards issued
by the Capital Markets Board of Turkey and according to Article 28 of Company's Articles of Association, as given below:
BR‹SA BR‹DGESTONE SABANCI LAST‹K SANAY‹ VE T‹CARET A.fiSTATEMENT OF PROFIT DISTRIBUTION FOR THE YEAR ENDED 31 DECEMBER 2006
31.12.2006 31.12.2005YTL YTL
A - DISTRIBUTION OF PROFIT1- PROFIT BEFORE TAX 50,926,303.03 59,453,488.74
2- TAXES PAYABLE (-) (9,051,544.45) (5,918,310.00)
- Corporate Tax (9,051,544.45) (4,422,549.00)
- Income Tax - (1,495,761.00)
3- FIRST LEGAL RESERVES (-) - -
4- NET DISTRIBUTABLE PROFIT 41,874,758.58 53,535,178.74
5- FIRST DIVIDEND TO SHAREHOLDERS (-) (10,921,266.87) (19,033,228.05)
- To Common Shareholders (8,374,951.72) (16,060,553.62)
- To Privileged Shareholders (2,546,315.15) (2,972,674.43)
6- DIVIDENDS TO THE
BOARD OF DIRECTORS (-) (135,000.00) (270,000.00)
7- SECOND DIVIDEND TO
SHAREHOLDERS (-) (26,973,954.53) (29,334,883.88)
- To Common Shareholders (26,973,954.53) (29,334,883.88)
- To Privileged Shareholders - -
8- SECOND LEGAL RESERVES (-) (3,765,812.77) (4,826,601.82)
9- EXTRAORDINARY RESERVES (-) (78,724.41) (70,464.99)
B- EARNINGS PER SHARE1- To Common Shareholders (YTL / %) 5.28 / %528 6.79 / %679
2- To Privileged Shareholders (YTL) 25,463.15 29,726,74
C- DIVIDENDS PER SHARE(*)1- To Common Shareholders (YTL / %) 4.75 / %475 6.10 / %610
2- To Privileged Shareholders (YTL) 25,463.15 29,726.74
so that the gross amount of YTL 35,348,906.25 shall be paid shareholders representing YTL 7,441,875 capital, in aproportion of 475 % as cash dividend. Gross amount of YTL 2,546,315.15 shall be paid to the privileged shareholdersas usufruct, and gross amount of YTL 135,000 shall be paid to Board of Directors. As a result, YTL 4.75 gross=net cashdividend shall be paid to full taxpayers and YTL 4.75 gross, YTL 4.0375 net cash dividend shall be paid to othershareholders, who are subject to % 15 income tax withholding.
(*) Calculations above are based on YTL 1 = 1 Share = 1 Lot equation
PROPOSAL FOR PROFIT DISTRIBUTION
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Accounts and procedures of Brisa Bridgestone Sabanc› Lastik Sanayi ve Ticaret A.fi. for the period of 01.01.2006 -
31.12.2006 were audited as required by the Turkish Commercial Code, the Articles of Association of the Company, other
regulations and generally accepted accounting principals and standards.
In our opinion, the Balance Sheet prepared as of 31.12.2006 reflects the true financial status of the company at the date,
the Income Statement for the period of 01.01.2006 - 31.12.2006 reflects the actual and accurate results of the Company's
activities. Profit distribution proposal is in line with the Company's Articles of Association and legislation.
We hereby submit the Balance Sheet and Income Statement for your approval and release of the Board of Directors.
BOARD OF AUDITORS
Fuat ÖKSÜZ Hirofumi NAKAMURA Mehmet B‹NGÖL
AUDIT REPORTTo the General Assembly of
Brisa Bridgestone Sabanc› Lastik Sanayi ve Ticaret A.fi.
Trade Name :Brisa Bridgestone Sabanc› Lastik Sanayi ve Ticaret A.fi.
Head Office :‹stanbul
Issued Capital :YTL 7,441,875
Field of Activity :Production and sales of vehicle tires
Name and duty period of auditors and relation with :Fuat Öksüz - Hirofumi Nakamura - Mehmet Bingöl. Ourcompany; as shareholder or employee duty period is one year. We are not shareholders and
employees of the Company.
Number of Board Meetings participated and Auditors' :The number of Board meetings participated was 4. TheCommittee Meetings held number of Auditors' Committee Meetings held was 6.
Scope of audits performed on the Company's accounts, :The Company's accounts, books and documents werebooks and documents; dates on which examinations audited in the first week of the 3rd, 6th, 9th and 12thwere made, conclusions reached. months in compliance with the tax regulations and the
Turkish Commercial Code. The results of the audits weresatisfactory.
Number and conclusion of cash counts made according :Cash counts were made 4 times and were found into subparagraph 3 of paragraph 1 of article 353 of the accordance with the existing records.Turkish Commercial Code
Dates and conclusion of audits made according to :In the audits made on the first working day of each month,subparagraph 4 of paragraph 1 of article 353 of the it was determined that existing securities were inTurkish Commercial Code accordance with records.
Complaints and irregularities received and actions taken :There were no complaints received.
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BR‹SA BRIDGESTONE SABANCI LAST‹K SANAY‹ VE T‹CARET A.fi.
‹stanbul Office:Sabanc› Center Tower 2, Floor 3
4. Levent, 34330 ‹stanbul, TurkeyPhone: Int +90 (212) 385 84 50
Fax: Int +90 (212) 385 84 55
Head Office:Alikahya, 41220 ‹zmit, Turkey
Phone: Int +90 (262) 316 40 00Fax: Int +90 (262) 316 40 40
Marketing and Sales Office:K›s›kl› Caddesi, fiehit Te¤men ‹smail Moray Sokak No: 2/1
Altunizade, 34662 ‹stanbul, TurkeyPhone: Int +90 (216) 544 35 00
Fax: Int +90 (216) 544 35 35