We're Taking Petkim to the Summit
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WE’RE TAKING PETKİM TO THE SUMMIT 2015 ANNUAL REPORT M NY CONTENTS PRESENTATION 2 PETKİM IN BRIEF 6 SOCAR TURKEY 8 “VALUE-SITE” 2023 VISION 12 KEY PARAMETERS AND FINANCIAL HIGHLIGHTS 14 PETKİM PLANTS 16 A SOLID TRACK RECORD OF 50 YEARS 20 CAPACITIES OF PETKİM’S PLANTS 24 MESSAGE FROM THE CHAIRMAN OF THE BOARD OF DIRECTORS 26 BOARD OF DIRECTORS 30 MESSAGE FROM THE GENERAL MANAGER 32 EXECUTIVE MANAGEMENT IN 2015 36 PRODUCTION 38 INVESTMENTS 40 LOGISTICS 42 SALES AND MARKETING 44 R&D and TECHNOLOGY 48 SUSTAINABILITY CORPORATE GOVERNANCE 54 INVESTOR RELATIONS 56 AGENDA 57 DECLARATION OF INDEPENDENCE 60 CORPORATE GOVERNANCE PRINCIPLES COMPLIANCE REPORT 77 PROFIT DISTRIBUTION POLICY 78 STATEMENT OF RESPONSIBILITY 80 AUDIT COMMITTEE REPORTS 82 INDEPENDENT AUDITOR’S REPORT ON THE ANNUAL REPORT OFTHE BOARD OF DIRECTORS FINANCIAL INFORMATION 84 CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD BETWEEN JANUARY 1 - DECEMBER 31, 2015 TOGETHER WITH REPORT OF INDEPENDENT AUDITORS 86 INDEPENDENT AUDITORS’ REPORT ON THE CONSOLIDATED FINANCIALS STATEMENTS A PETROCHEMICAL GIANT TURKEY’S SOLE INTEGRATED PETROCHEMICAL PLANT, Presentation PETKİM, REPRESENTS A GIANT PRODUCTION POWER WITH STRATEGIC IMPORTANCE FOR OUR COUNTRY’S INDUSTRY. WITH AROUND 60 PETROCHEMICAL PRODUCTS IN ITS PRODUCT RANGE, PETKİM IS THE INDISPENSABLE RAW- MATERIAL SUPPLIER OF THE PETROCHEMICAL INDUSTRY, PROVIDING RAW AND INTERMEDIATE MATERIALS TO In 2015 VARIOUS INDUSTRIES INCLUDING PLASTICS, CHEMISTRY, PACKAGING, PIPE, PAINT, CONSTRUCTION, AGRICULTURE, AUTOMOTIVE, ELECTRICITY, ELECTRONICS, TEXTILES, AS WELL AS PHARMACEUTICALS, DETERGENTS AND COSMETICS SECTORS THROUGH THE HIGH VALUE ADDED PRODUCTS SUCH AS THERMOPLASTICS, FIBERS AND RAW MATERIALS Corporate Governance FOR PAINTS. PETKİM LEAVES BEHIND 50 SUCCESSFUL YEARS, WHERE IT HAS UNWAVERINGLY CONTRIBUTED TO THE ECONOMY. LOCATED IN THE PETKİM PENINSULA, IN IZMIR-ALIAĞA, THE COMPANY HAS 21 PRODUCTION FACILITIES, INCLUDING 14 Financial Information PRODUCTION PLANTS AND 7 AUXILIARY PROCESSING UNITS. PETKİM 2015 ANNUAL REPORT 1 PETKİM IN BRIEF Petkim: Turkey’s sole integrated petrochemical plant A giant production power The indispensable raw-material with strategic importance for supplier of the petrochemical our country’s industry industry with around 60 petrochemical products Presentation Petkim has continuously invested in the Aliağa Complex since its inception, raising capacity, In 2015 renovating, modernizing and improving energy efficiency, while also maintaining its international competitive edge by efficiently meeting the needs and expectations of its broad customer base. In a privatization tender using the block sale method, 51% of Petkim’s publicly held shares were sold to SOCAR & Turcas Petrokimya A.Ş. for USD 2,040 million on 30 May 2008. th From 1965 to the present… In 2011, Turcas Petrol A.Ş. sold all of its shares to the 50 year State Oil Company of Azerbaijan Republic (SOCAR). The idea of establishing a petrochemical industry in Following this sale, the title of SOCAR & Turcas Corporate Governance Petrokimya Enerji A.Ş. was registered as SOCAR Turkey For 50 years, Petkim has Turkey were put on the agenda during the First Five- Petrokimya A.Ş. In 2012, 10.32% of shares in the unwaveringly increased its Year Development Plan period. Following research capital of Petkim Petrochemical Holding which had strength and contribution to and evaluation conducted under the leadership of the been held by the Privatization Administration were sold the economy. TPAO, Petkim Petrokimya Holding A.Ş. was established on 3 April 1965. to SOCAR İzmir Petrokimya A.Ş. and the shares were transferred. Currently, 43.68% of Petkim’s shares are Petkim undertook its initial infrastructure investment traded on the BIST (Borsa Istanbul). with five plants constructed at the Yarımca Complex in 1970. Following investments in the Yarımca Complex, work began to establish Petkim’s second complex in the Aliağa region within the framework of the Third Five-Year Plan. The Aliağa Complex, operating at optimum capacity and boasting state-of-the-art technology of its time, entered operation in 1985. Financial Information 2 PETKİM 2015 ANNUAL REPORT Petkim Peninsula is undergoing “Value-Site 2023” a drastic growth process that investment projection includes raw material integration ‘Value-Site 2023’ is focused on ensuring the Refinery-Petrochemical-Energy-Logistics- towards becoming one of Europe’s Distribution-Transmission Integration. largest production bases. Presentation 3.6 million tons Petkim’s annual average gross production capacity is 3.6 million tons. In 2015 Corporate Governance Petkim is progressing rapidly in line with its objective With the infrastructure appropriate for its production of increasing its capacity by producing value added growth plans, set out in line with long-term strategic products. Petkim presses ahead in its investments objectives, Petkim is undergoing a drastic growth with great determination in line with its vision being process that includes raw material integration towards ‘Value-Site 2023’, which is focused on ensuring the becoming Europe’s largest petrochemical complex Refinery-Petrochemical-Energy-Logistics-Distribution- and production base. With an annual average gross Transmission Integration which was set by the SOCAR production of 3.6 million tons, Petkim is committed Group. to adding value to Turkey’s national economy and being a source of pride by respecting people and using environmentally friendly production technology, contributing to Turkey’s cultural, social and economic Financial Information life. PETKİM 2015 ANNUAL REPORT 3 Petkim has continuously invested in the Aliağa Complex since its inception, raising capacity, renovating, modernizing and improving energy efficiency. 4 PETKİM 2015 ANNUAL REPORT PETKİM 2015 ANNUAL REPORT 5 SOCAR TURKEY The most important indicator of the progressively consolidated economic alliance between Turkey and Azerbaijan 19 km Passage through Çanakkale Strait Presentation “Chemical Park” With the integration of the Refinery, Petrochemical, Energy, Logistics and Distribution operations the Petkim Peninsula will be transformed into Europe’s largest production In 2015 centre by implementing an added value chain starting with crude oil and finishing off with the end products. SOCAR Turkey – A clear indicator of the economic to 3% of the total issued share capital of STEAŞ, for extent of the cooperation between Turkey and USD 300 million, in addition to an amount in USD Azerbaijan equal to any shortfall resulting if the purchase price USD 20 billion of the shares under the STEAŞ put option is less than SOCAR Turkey is planning to SOCAR Turkey Enerji A.Ş. (STEAŞ) is the most USD 1 billion. Prior to the exercising of the option, SIL invest USD 20 billion in Turkey important indicator of the progressively consolidated will pay a running minimum return amount. SIL will by 2018. economic alliance between Turkey and Azerbaijan. also guarantee the obligations of STEAŞ under the Corporate Governance The State Oil Company of Azerbaijan – SOCAR, one STEAŞ put option. To ensure SIL honours its obligations of the world’s oldest oil companies, which started a under the SIL put option and its guarantee of the strong strategic partnership with the acquisition of STEAŞ put option, SOCAR has undertaken to contribute Petkim in 2008, has been operating in Turkey since capital to SIL up to a maximum amount of USD 1.3 30 December 2011, under the name of SOCAR Turkey billion. GS will therefore eliminate the risk of its credit Enerji A.Ş. Goldman Sachs acquired a 13% stake in exposure to STEAŞ and SIL under the put options, and SOCAR Turkey for USD 1.3 billion on 14 August 2015. to SOCAR in respect of its undertaking. In connection Goldman Sachs and JP Morgan jointly structured a with that elimination of risk, GS and JPM have arranged transaction in which Goldman Sachs International a credit-linked loan through which GS will secure its subscribed, purchasing 890.6 million newly issued rights in respect of the shares, the put options and the ordinary shares corresponding to 13% of the total SOCAR undertaking in favour of end investors in that issued share capital (post-money) of SOCAR Turkey loan. GS and JPM will initially hold part of the loan and Enerji A.Ş., for a total consideration of USD 1.3 billion may, over the course of the transaction, increase or while simultaneously entering into six-year put decrease that holding. The upside proceeds from any Financial Information option transactions with each of STEAŞ and Sermaye sales of the shares will be shared pro rata between SIL Investments Limited (“SIL”), a subsidiary of SOCAR, to and the holders of the loan. protect GS against a decline in the value of the shares below USD 1.3 billion. When the put option with Aiming to be one of Turkey’s biggest production STEAŞ is exercised, STEAŞ will purchase approximately powers 685.1 million shares, corresponding to 10% of the total issued share capital of STEAŞ, at an independently SOCAR Turkey, which is planning to invest USD 20 determined fair value at the time of purchase. When billion in Turkey by 2018, is aiming to become one of the put option with SIL is exercised, SIL will purchase the three biggest industrial companies in the country, approximately 205.5 million shares, corresponding with a consolidated turnover of USD 15 billion by 6 PETKİM 2015 ANNUAL REPORT Edirne İpsala Ardahan Posof TAP’s start point TANAP’s start point in Turkey TANAP’s end point Tanap: Europe’s New Energy Corridor South Caucasus Pipeline TANAP will turn both Turkey and Azerbaijan Pipeline passing through into the most important players in the sector. Georgia The 1,850 km pipeline will place Turkey and Azerbaijan as Europe’s principal alternative natural gas suppliers. Shah Deniz-2 Natural gas production field Presentation A Fiber-Optic Network Covering 20 Provinces Sangaçal Terminal The SOCAR Fiber-Optic Network will be a Initial distribution point communications infrastructure project that will be rolled out in parallel with the TANAP Natural Gas In 2015 Pipeline. Encompassing regions between the border with Georgia and the border with Greece, the fiber-optic network will cover over 20 provinces.