2019 Annual Report
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2019 ANNUAL REPORT “A VEHICLE SUITS EVERYONE IS AVAILABLE AT GARANTI BBVA FLEET.” ABOUT GARANTI BBVA FLEET CONTENTS 4 Independent Auditor Report on 48 RISKS AND ASSESSMENTS OF THE BOARD OF DIRECTORS Annual Activity Report by Board of Directors 50 Sectoral Risks 50 Risks from Products and Services 6 ABOUT GARANTI BBVA FLEET 51 Risks Related to the Determination of Used Car Price (RV) 8 Our Vision - Our Mission - Our Strategy 51 Risks Related to the Second Hand Vehicle Sales 9 Our Values 52 Risks Arising from External Factors 10 Corporate Profile 52 Financial Risks 11 Accounting Period 54 Committees 11 Approval of Annual Report 56 Meetings of the Board of Directors 11 Statement of Responsibility 56 Administrative Sanctions and Penalties 11 Shareholder Structure 56 Assessment of Financial Situation, Profitability and Solvency of Indemnity 12 Organizational Structure 56 Grants and Donations 14 Board of Directors 56 The Suits Filed Against the Company and Their Possible Results 18 Senior Management 56 Remarks on the Private Auditing and Public Auditing 20 Message from the Chairman 57 Amendments on Articles of Association 22 Message from the General Manager 57 Significant Events Occurring Up to the Date of the General Assembly Meeting, in which the Relevant Financial Statements Shall Be Discussed, from the Closure of the 24 HUMAN RESOURCES AND TRAINING Accounting Period 26 Human Resources 57 General Assemblies held yearly 3 27 Training Types Training Made During the Year 57 Significant Purchase/Sales of Assets 27 Training Made During the Year 57 The Situation of Benefiting from Incentives in Investments 57 Prevention of Conflict of Interest with the Institutions Received Services 30 RESEARCH AND DEVELOPMENT STUDIES 32 Garanti BBVA Fleet Mobile Application 58 CONTACT 32 Direct Collection System 33 Second Hand Online Sales Platform 34 COMPANY ACTIVITIES AND HIGHLIGHTS RELATED TO OPERATIONS 36 Commitment Information 37 Information Related to the Direct and Indirect Subsidiaries of Entity and Their Share Rates 37 Information on Shares Acquired by the Company by Itself 37 Risk Management, Internal Control and Internal Audit Structure 38 Prominent Issues in the World Economy 39 Prominent Issues in Turkey’s Economy 40 Credit Rating 41 Automotive Sector in Turkey 42 Fleet Leasing Sector in Turkey 42 Garanti BBVA Fleet Sales Number and Customer Number Development 44 Assessment of Financial Condition GARANTI BBVA FLEET 2019 ANNUAL REPORT RISKS AND REVIEWS OF RISKS AND REVIEWS OF THE BOARD OF DIRECTORS THE BOARD OF DIRECTORS KPMG Bağımsız Denetim ve II – 14.1 (the “Communiqué”), the Group’s management is responsible for the following regarding Serbest Muhasebeci Mali Müşavirlik A.Ş. the annual report: İş Kuleleri Kule 3 Kat:2-9 Levent 34330 İstanbul a) The Group’s management prepares its annual report within the first three months following Tel +90 212 316 6000 the date of statement of financial position and submits it to the general assembly. Fax +90 212 316 6060 b) The Group’s management prepares its annual report in such a way that it reflects the operations www.kpmg.com.tr of the year and the consolidated financial position of the Group accurately, completely, directly, true and fairly in all respects. In this report, the financial position is assessed in accordance with CONVENIENCE TRANSLATION INTO ENGLISH OF INDEPENDENT the Group’s consolidated financial statements. The annual report shall also clearly indicates the AUDITOR’S REPORT ON THE BOARD OF DIRECTORS’ ANNUAL REPORT details about the Group’s development and risks that might be encountered. The assessment of ORIGINALLY ISSUED IN TURKISH the Board of Directors on these matters is included in the report. c) The annual report also includes the matters below: To the Shareholders of Garanti Filo Yönetim Hizmetleri Anonim Şirketi - Significant events occurred in the Group after the reporting period, - The Group’s research and development activities. Opinion - Financial benefits such as wages, premiums and bonuses paid to board members and key We have audited the annual report of Garanti Filo Yönetim Hizmetleri Anonim Şirketi (the management personnel, appropriations, travel, accommodation and representation expenses, “Company”) and its subsidiaries (together will be referred as “the Group”) for the period between benefits in cash and kind, insurance and similar guarantees. 1 January 2019 and 31 December 2019, since we have audited the complete set consolidated financial statements for this period. When preparing the annual report, the Board of Directors also considers the secondary legislation arrangements issued by the Ministry of Trade and related institutions. In our opinion, the consolidated financial information included in the annual report and the analysis of the Board of Directors by using the information included in the audited financial Auditor’s Responsibility for the Audit of the Annual Report 4 statements regarding the position of the Group are consistent, in all material respects, with the Our objective is to express an opinion on whether the consolidated financial information included 5 audited complete set of consolidated financial statements and information obtained during the in the annual report in accordance with the TCC and the Communiqué and analysis of the Board audit and provides a fair presentation. of Directors by using the information included in the audited financial statements regarding the position of the Group are consistent with the audited consolidated financial statements of the Basis for Opinion Group and the information obtained during the audit and give a true and fair view and form a We conducted our audit in accordance with the standards on auditing issued by the Capital report that includes this opinion . Markets Board of Turkey and Standards on Auditing which is a component of the Turkish Auditing Standards issued by the Public Oversight, Accounting and Auditing Standards Authority (“POA”) We conducted our audit in accordance with the standards on auditing issued by the Capital (“Standards on Auditing issued by POA”). Our responsibilities under those standards are further Markets Board of Turkey and Standards on Auditing issued by POA. These standards require described in the Auditor’s Responsibilities for the Annual Report section of our report. We declare compliance with ethical requirements and planning of audit to obtain reasonable assurance that we are independent of the Group in accordance with the Code of Ethics for Auditors issued on whether the consolidated financial information included in the annual report and analysis by POA (POA’s Code of Ethics) and the ethical requirements in the regulations issued by POA that of the Board of Directors by using the information included in the audited financial statements are relevant to audit of financial statements, and we have fulfilled our other ethical responsibilities regarding the position of the Group are consistent with the consolidated financial statements in accordance with the POA’s Code of Ethics and regulations. We believe that the audit evidence and the information obtained during the audit and provides a fair presentation. we have obtained is sufficient and appropriate to provide a basis for our opinion. KPMG Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik Anonim Şirketi Auditor’s Opinion on Complete Set of consolidated Financial Statements A member firm of KPMG International Cooperative We have expressed an unqualified opinion on the complete set of consolidated financial statements of the Group for the period between 1 January 2019 and 31 December 2019 on 29 January 2020. Orhan Akova, SMMM Board of Directors’ Responsibility for the Annual Report Sorumlu Denetçi In accordance with the Articles 514 and 516 of the Turkish Commercial Code numbered 6102 14 February 2020 (“TCC”) and Communiqué on the Principles of Financial Reporting In Capital Markets numbered İstanbul, Türkiye GARANTI BBVA FLEET 2019 ANNUAL REPORT GARANTI BBVA FLEET 2019 ANNUAL REPORT ABOUT GARANTI BBVA FLEET ABOUT GARANTI BBVA FLEET As of the end of 2019, Garanti BBVA Fleet is in the position of one of the most reliable companies in the sector that has the most powerful financing potential of the sector with a total active vehicle 6 park of 16,617 and an 7 asset size of 1.6 billion TL. ABOUT GARANTI BBVA FLEET GARANTI BBVA FLEET 2019 ANNUAL REPORT GARANTI BBVA FLEET 2019 ANNUAL REPORT ABOUT GARANTI BBVA FLEET ABOUT GARANTI BBVA FLEET Our vision is Our values to become Turkey’s most admired fleet company. Garanti BBVA Fleet prepares its strategies, which have been determined to realize its vision and mission, in line with the corporate values to be complied by all of its employees. These values are also an assimilated and indispensable rule in their business and lives of Garanti BBVA Fleet employees at all levels. Customer We take responsibility to ensure the satisfaction and loyalty of our Our mission is customers, and aim at adding value and happiness to our customers and our environment with our high energy, agility and sincerity. to enrich its customers, employees, society and the environment constantly with its strong financial Quality structure and the service concept diversifying from its We always aim at offering the highest quality in our services. 8 rivals. 9 Gentlemanship The respect, trust and honesty are essential in our relationships with our customers and our environment. Innovation We determine the needs of our customers well and develop new Our strategy is products and services that will add value. We become a pioneer in the industry. to be a pioneer in the fleet sector with its expert staff, the quality of service provided to customers over the Accessibility expectations. Garanti BBVA Fleet configures Garanti We make sure that our products and services are easily accessible. BBVA strategy over the principles of improving the customer experience progressively by offering services Environmental Awareness suitable to the requirements of its customers with We avoid from damaging the environment. We follow and support a ‘transparent’, ‘understandable’ and ‘responsible’ environmentally sensitive projects and technological developments.