Quarterly Report • Nov 21, 2024
Quarterly Report
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INTERIM FINANCIAL STATEMENTS AS OF SEPTEMBER 30, 2024
| Table of contents | Pages |
|---|---|
| Condensed statement of financial position ……………………………………………………………. | 1-2 |
| Condensed statement of profit or loss and other comprehensive income ………………………… | 3 |
| Condensed statement of changes in equity …………………………………………………………… | 4 |
| Condensed cash flow statement ……………………………………………………………………… | 5 |
| Explanatory notes to the condensed financial statements …………………………………………… | 6-47 |
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
| Current period Not |
Prior period | ||
|---|---|---|---|
| Notes | Reviewed September 30, 2024 |
Audited December 31, 2023 |
|
| ASSETS | |||
| CURRENT ASSETS | |||
| Cash and cash equivalents | 3 | 1.157.205 | 353.360 |
| Financial investments | 4 | 10.447.360 | 12.747.317 |
| Trade receivables - Due from third parties |
3.666 | 553 | |
| Other receivables | |||
| - Due from third parties | 21.646 | 208.201 | |
| Inventories | 5 | 1.864.227 | 1.844.581 |
| Prepaid expenses | 6 | 83.466 | 393.460 |
| Assets related to current period tax | 15 | 240.487 | - |
| Other current assets | 7 | 11.812 | 2.592 |
| TOTAL CURRENT ASSETS | 13.829.869 | 15.550.064 | |
| NON-CURRENT ASSETS | |||
| Financial investments | 4 | 2.665.956 | 3.206.172 |
| Other receivables | |||
| - Due from related parties | 17 | 1.104.885 | 1.044.923 |
| - Due from third parties Right-of-use assets |
3.424 10.645 |
4.254 29.081 |
|
| Property, plant and equipment | 8 | 8.958.985 | 6.591.381 |
| Intangible assets | - | - | |
| - Goodwill | 9 | 129.411 | 129.411 |
| - Other intangible assets | 9 | 50.543 | 16.573 |
| Prepaid expenses | 6 | 1.635.147 | 2.644.320 |
| Deferred tax assets | 15 | 1.418.302 | 1.377.623 |
| Other non-current assets | 7 | 665.574 | 774.444 |
| TOTAL NON-CURRENT ASSETS | 16.642.872 | 15.818.182 | |
| TOTAL ASSETS | 30.472.741 | 31.368.246 |
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
| Notes | Current period Not Reviewed September 30, 2024 |
Prior period Audited December 31, 2023 |
|
|---|---|---|---|
| LIABILITIES | |||
| CURRENT LIABILITIES | |||
| Short-term lease liabilities | |||
| - Bank credits | - | 520.801 | |
| - Lease liabilities | 5.022 | 10.996 | |
| Trade payables | |||
| - Due to third parties | 267.597 | 406.331 | |
| Payables related to employee benefits | 135.497 | 160.673 | |
| Other payables | |||
| - Due to related parties | 17 | 14.136 | 725 |
| - Due to third parties | 37.339 | 442 | |
| Deferred Revenues (Excluding liabilities arising | |||
| from customer agreements) | 798 | 283 | |
| Current income tax liabilities | - | 205.459 | |
| Short-term provisions | |||
| - Provisions for employee benefits | 10 | 44.164 | 35.773 |
| - Other short-term provisions | 10 | 1.041.392 | 1.127.770 |
| Other current liabilities | 22.991 | 23.176 | |
| TOTAL CURRENT LIABILITIES | 1.568.936 | 2.492.429 | |
| NON-CURRENT LIABILITIES | |||
| Long-term lease liabilities | |||
| - Lease liabilities | 2.808 | 8.513 | |
| Other payables | |||
| - Due to third parties | 187.196 | 219.620 | |
| Long-term provisions | |||
| - Provisions for employee benefits | 10 | 195.573 | 188.689 |
| - Other long-term provisions | 10 | 689.413 | 445.187 |
| TOTAL NON-CURRENT LIABILITIES | 1.074.990 | 862.009 | |
| EQUITY | 27.828.815 | 28.013.808 | |
| Paid-in share capital | 11 | 3.202.500 | 3.202.500 |
| Adjustment to share capital | 11 | 5.538.476 | 5.538.476 |
| Withdrawn shares (-) | 11 | (2.587.317) | (1.965.055) |
| Other comprehensive income / expense not to be reclassified to profit or loss |
|||
| - Actuarial gain / (loss) fund | |||
| for employee benefits | (245.316) | (165.773) | |
| Restricted reserves | 11 | 2.964.563 | 2.964.563 |
| Reserves for withdrawn shares | 11 | 2.587.317 | 1.965.055 |
| Retained earnings | 15.851.780 | 15.922.326 | |
| Net profit / loss for the period | 516.812 | 551.716 | |
| TOTAL LIABILITES AND EQUITY | 30.472.741 | 31.368.246 |
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
| Not Reviewed |
Not Reviewed |
Not reviewed |
Not reviewed |
||
|---|---|---|---|---|---|
| January 1- September 30, |
January 1- September 30, |
July 1- September 30, |
July 1- September 30, |
||
| Notes | 2024 | 2023 | 2024 | 2023 | |
| Revenue | 12 | 7.590.690 | 9.340.876 | 1.858.083 | 3.239.188 |
| Cost of sales (-) | 12 | (4.870.612) | (6.310.316) | (970.373) | (1.524.252) |
| GROSS PROFIT | 2.720.078 | 3.030.560 | 887.710 | 1.714.936 | |
| Research and development expenses (-) | (677.811) | (696.201) | (155.322) | (175.680) | |
| Marketing, sales and distribution expenses (-) | (133.769) | (152.952) | (42.202) | 15.859 | |
| General administrative expenses (-) | (803.361) | (921.305) | (272.768) | (330.783) | |
| Other operating income | 14 | 128.946 | 139.345 | 26.395 | 38.205 |
| Other operating expenses (-) | 14 | (517.587) | (1.309.000) | (59.100) | (53.833) |
| OPERATING PROFIT | 716.496 | 90.447 | 384.713 | 1.208.704 | |
| Income from investing activities | 13 | 4.018.394 | 7.434.040 | 1.712.440 | 1.262.997 |
| Expense from investing activities | - | - | - | - | |
| Impairment gains (losses) and reversals of impairment losses determined in accordance with |
|||||
| TFRS 9 | - | (183) | - | (299) | |
| OPERATING PROFIT BEFORE FINANCIAL | |||||
| INCOME | 4.734.890 | 7.524.304 | 2.097.153 | 2.471.402 | |
| Financial expenses (-) | (4.769) | (50.129) | 191 | (17.969) | |
| Monetary loss (-) | (4.227.473) | (7.666.402) | (1.021.624) | (3.987.386) | |
| PROFIT/LOSS BEFORE TAX FROM | |||||
| CONTINUED OPERATIONS | 502.648 | (192.227) | 1.075.720 | (1.533.953) | |
| - Current tax expense (-) | 15 | - | (899.743) | - | (150.074) |
| - Deferred tax income / (expense) (-) | 15 | 14.164 | (248.381) | (300.117) | (451.750) |
| NET PROFIT/LOSS FOR THE PERIOD | 516.812 | (1.340.351) | 775.603 | (2.135.777) | |
| Other comprehensive expense (-) | (79.543) | (55.291) | 7.095 | 15.516 | |
| Total other comprehensive income not to be | |||||
| classified to profit or loss in subsequent years | |||||
| Gains / (losses) on remeasurements of defined | |||||
| benefit plans | (106.058) | (73.721) | 9.460 | 14.788 | |
| Gains / (losses) on remeasurements of defined benefit plans, tax effect |
15 | 26.515 | 18.430 | (2.365) | 728 |
| TOTAL COMPREHENSIVE INCOME/ EXPENSE |
437.269 | (1.395.642) | 782.698 | (2.120.261) | |
| Earnings per 100 share | |||||
| - common stock (TL) | 0,016 | (0,042) | 0,024 | (0,067) | |
| Earnings per 100 shares from total | |||||
| comprehensive income | |||||
| - common stock (TL) | 0,014 | (0,044) | 0,024 | (0,066) |
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
| Other comprehensive income/expense not to be reclassified to profit or loss |
Retained earnings | |||||||
|---|---|---|---|---|---|---|---|---|
| Paid in capital | Adjustment to capital |
Treasury Shares |
Actuarial (loss) / gain fund for employment termination benefit |
Restricted reserve |
Retained earnings |
Net profit for the period |
Total equity | |
| Balances as of January 1, 2023 | 152.500 | 2.381.595 | - | (126.233) | 2.430.940 | 31.270.495 | (4.490.021) | 31.619.276 |
| Net loss for the period Other comprehensive income/ (loss) |
- - |
- - |
- - |
- (55.291) |
- - |
- - |
(1.340.351) - |
(1.340.351) (55.291) |
| Total comprehensive income/ (loss) | - | - | - | (55.291) | - | - | (1.340.351) | (1.395.642) |
| Capital increase (*) Increase (Decrease) through Treasury Share |
3.050.000 | 3.156.881 | - | - | - | (6.206.881) | - | - |
| Transactions Dividend Payment Transfers |
- - - |
- - - |
(1.965.055) - - |
- - - |
1.965.055 - 533.623 |
(1.965.055) (2.152.589) (5.023.644) |
- - 4.490.021 |
(1.965.055) (2.152.589) - |
| Balance as of September 30, 2023 | 3.202.500 | 5.538.476 | (1.965.055) | (181.524) | 4.929.618 | 15.922.326 | (1.340.351) | 26.105.990 |
| Balance as of January 1, 2024 | 3.202.500 | 5.538.476 | (1.965.055) | (165.773) | 4.929.618 | 15.922.326 | 551.716 | 28.013.808 |
| Net profit for the period Other comprehensive loss |
- - |
- - |
- - |
- (79.543) |
- - |
- - |
516.812 - |
516.812 (79.543) |
| Total comprehensive income/ (loss) | - | - | - | (79.543) | - | - | 516.812 | 437.269 |
| Increase (Decrease) through Treasury Share Transactions(**) Transfers |
- - |
- - |
(622.262) - |
- - |
622.262 - |
(622.262) 551.716 |
- (551.716) |
(622.262) - |
| Balance as of September 30, 2024 | 3.202.500 | 5.538.476 | (2.587.317) | (245.316) | 5.551.880 | 15.851.780 | 516.812 | 27.828.815 |
(*) In 2023, The Company's issued capital, which is 152,500 Thousand TL (One Hundred Fifty Two Million Five Hundred Thousand Turkish Liras) within the registered capital ceiling of 5,000,000 Thousand TL (Five Billion Turkish Lira), is fully covered by internal resources of 3,050,000 Thousand TL (Three Billion Fifty Million Turkish Liras) by 2000% and it was increased to 3,202,500 Thousand TL (Three Billion Two Hundred Two Million Five Hundred Thousand Turkish Liras).
(**) It is related to the repurchased shares of the Company within the scope of share purchase and sale transactions initiated by the decision of the Company's Board of Directors. During the period, total of 23.750.000 shares were bought for Thousand TL 622,262.
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
| Notes | Current period Not Reviewed January 1 – September 30, 2024 |
Prior period Not Reviewed January 1 – September 30, 2023 |
|
|---|---|---|---|
| A. Cash flows from operating activities | 3.315.977 | (564.565) | |
| Profit for the period from the continuing operations | 516.812 | (1.340.351) | |
| Adjustments to reconcile profit for the period | |||
| Adjustments to depreciation and amortization Adjustments for Fair Value Loss (Gains) of Financial Assets Adjustments for provisions |
13 | 1.032.970 (3.210.240) |
625.675 (5.927.678) |
| - Adjustments for sectoral provisions - Adjustments for debt provisions |
10 | 1.219.129 (14.163) |
815.679 (148.877) |
| - Adjustments for lawsuits and/ or penalty provisions | 14 | 107.502 | 138.360 |
| - Adjustments for provisions for employee benefits | 10 | 37.961 | 27.714 |
| Adjustments for tax expense Adjustments for interest expenses |
15 | (14.164) 14.355 |
1.148.124 74.591 |
| Adjustments for interest income | 13 | (793.482) | (296.382) |
| Adjustments for loss / (gains) arising from disposal of tangible assets | 13 | (14.672) | (67.000) |
| Adjustments for losses (gains) on disposal of investment property | 13 | - | (1.140.506) |
| Monetary loss | 3.166.838 | 6.600.440 | |
| Total adjustments | 1.532.034 | 1.850.140 | |
| Decrease / (increase) in trade receivables | (3.113) | 53.114 | |
| Decrease / (increase) in other receivables | 187.385 | 73.863 | |
| Increase in other payables | 18.399 | (166.322) | |
| Increase in inventories Increase in prepaid expenses |
5 | (19.646) 2.634.858 |
422.803 (10.860) |
| Decrease in trade payables | (138.734) | 44.097 | |
| Increase in other receivables from related parties related to activites | (59.962) | (204.853) | |
| (Decrease) / increase in payables related to employee benefits (Increase) / decrease in other assets related to activities |
10 | (25.176) 99.650 |
17.659 171.684 |
| Increase in other liabilities related to activities | 10.941 | 32.830 | |
| Payments of employee retirement benefits | 10 | (97.042) | (53.180) |
| Payments related to other provisions | (888.160) | (801.125) | |
| Taxes paid | 15 | (452.269) | (654.064) |
| Net cash from operating activities | 1.267.131 | (1.074.354) | |
| B. Cash flows from investing activities | (1.106.214) | 4.177.302 | |
| Cash outflows from purchase of tangible assets | 8 | (3.290.428) | (1.010.176) |
| Cash outflows from purchase of intangible assets | 9 | (1.667) | (11.718) |
| Cash inflows from the sale of investment properties | - | 1.242.045 | |
| Cash advances and debts given (-) | 6 | (1.315.691) | (2.239.281) |
| Cash inflows related to sale of tangible assets Interest received |
8,13 | 37.907 777.908 |
163.985 297.415 |
| Cash inflows related to financial investments, net | 2.685.757 | 5.734.372 | |
| Cash outflows from the purchase of fixed assets classified for sale (-) | - | 660 | |
| C. Net cash from financing activities | (1.153.892) | (3.576.967) | |
| Dividend payment (-) | - | (2.152.589) | |
| Cash outflows related to withdrawn transactions (-) | (622.262) | (1.965.055) | |
| Cash outflows related to lease liabilities (-) | (10.829) | 19.089 | |
| Cash outflows due to borrowing | (520.801) | - | |
| Cash inflows due to borrowing | - | 521.588 | |
| D. Monetary loss on cash and cash equivalents | (267.599) | (96.639) | |
| Net increase in cash and cash equivalents (A+B+C+D) | 788.272 | (60.869) | |
| E. Cash and cash equivalents at the beginning of the year | 3 | 351.483 | 315.497 |
| F. Cash and cash equivalents at the end of the year (A+B+C+D+E) | 3 | 1.139.755 | 254.628 |
Notes to the condensed financial statements for the period ended September 30, 2024
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
Koza Altın İşletmeleri A.Ş. ("Koza Altın" or the "Company") was established on September 6, 1989 under the name of Eurogold Madencilik A.Ş. for the operation of the gold mine in Ovacık-Bergama, İzmir. Its name was changed to Normandy Madencilik A.Ş. ("Normandy Madencilik") with regard to the purchase of all shares of Eurogold Madencilik A.Ş. by Normandy Mining Ltd.
The name of the Company was registered as Koza Altın İşletmeleri A.Ş. on August 29, 2005 after ATP İnşaat ve Ticaret A.Ş. ("ATP"), a subsidiary of Koza İpek Holding A.Ş. ("Koza İpek Holding") acquired all shares of Normandy Madencilik from Autin Investment on March 3, 2005.
As of September 30, 2024, including the stocks traded in Borsa Istanbul ("BIST"), 45.01% of the Company's shares owned by ATP and 24.99% owned by Koza İpek Holding (December 31, 2023: 45.01% owned by ATP and 24.99% by Koza İpek Holding), as of September 30, 2024, shares corresponding to 30% of the Company's shares (December 31, 2023: 30%) are traded on BIST. The Company management was transferred to the Board of Trustees, pursuant to the decision of Ankara 5th Criminal Court of Peace, dated October 26, 2015, and subsequently transferred to the Savings Deposit Insurance Fund ("SDIF") on September 22, 2016.
As of this date, all the authories of the management have been transferred to the trustees appointed to the management of Koza Altın İşletmeleri A.Ş. and it has been decided to establish new management by these trustees.
With the Decree Law No. 674 on Making Some Regulations under the State of Emergency ("Decree") published on September 1, 2016, it was decided to transfer all the powers previously given to the trustees assigned to companies by the courts to the Savings Deposit Insurance Fund ("SDIF").
In accordance with the "reservation of the rights of bona fide shareholders and third parties" stipulated in the decision of the 3rd Criminal Chamber of the Supreme Court of Appeals dated April 14, 2023, numbered 2022/18087 Principles, Decision no. 2023/2215, the Company and other Koza İpek Group companies are In a way that protects the rights of bona fide shareholders and third parties, the parent company-subsidiary structure in group companies continues as it is, and the rights of investors in companies traded on BIST are protected, and the registration and announcement of the shares of real persons other than these on behalf of the Treasury are carried out by the Trade Registry Office. It was held in July 2023.
By preserving the parent partnership-subsidiary structures, the transfer of the company's shares belonging to the Treasury to the Türkiye Wealth Fund was published in the Official Gazette dated August 20, 2024 and numbered 32638, by Presidential decision numbered 8857. Taking into account the strategic importance of the sectors in which the Company and all group companies operate for the country's economy, the partnership structure and group company integrity will be ensured, without disrupting the parent company-subsidiary relations, and by protecting the rights of bona fide beneficiaries and stock market investors, it is decided to transfer of the company's shares belonging to the Treasury to the Türkiye Wealth Fund. With the decision of the Savings Deposit Insurance Fund (TMSF) Fund Board dated September 12, 2024 and numbered 2024/406 and the decision of the Board of Directors dated September 12, 2024, the transfer of the shares of the companies belonging to the Treasury to the Türkiye Wealth Fund was recorded in the share ledger. The transfer of the Company's shares belonging to the treasury to the Türkiye Wealth Fund was registered on October 18, 2024 and was published in the Trade Registry Gazette dated October 22, 2024 and numbered 11191.
The Company's financial statements for the years ended December 31, 2016, 2017, 2018, 2019, 2020, 2021, 2022 and 2023 have been approved by the Board of Directors with the board decisions dated April 24, 2018, April 30, 2018, February 28, 2019, February 27, 2020, March 1, 2021, March 1, 2022, March 1, 2023 and May 9, 2024 respectively and published by excluding the possible cumulative effects of the works and transactions belonging to the previous financial periods, whose judgment process continues, in accordance with the provisions of Article 401/4 of the Turkish Commercial Code No. 6102 ("TCC"). Audited financial statements for the year ended December 31, 2015 were not approved by the Board of Directors in accordance with the provisions of Article 401/4 of the TCC. Ordinary general assembly meetings of the Company for the years 2015, 2016, 2017, 2018, 2019, 2020, 2021, 2022 and 2023 as explained in detailed in Note 10, could not be carried out due to various examinations and works by the Prosecutor's Office, the Police Financial Crimes Branch and the CMB, and these financial statements of the Company could not be submitted to the approval of the General Assembly.
Notes to the condensed financial statements for the period ended September 30, 2024
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
The main activities of the Company are operating seven mines in five regions which are Ovacık-Bergama-İzmir, Çukuralan-İzmir, Kaymaz-Eskişehir, Mastra-Gümüşhane and Himmetdede-Kayseri, searching for gold mines generally in Turkey regions and improving the mine fileds of on going projects.
The Company sales consist gold dore bars with a right of first refusal to domestic banks on consignment to be sold to the Central Bank of the Republic of Turkey and silver to a domestic refinery on consignment. Due to the fact that the sales are made on demand and the customer is corporate, the Company effectively manages the receivable risk, taking into account the past experiences.
The Company has established UK based Koza Ltd., which owns 100%, in order to establsihabroad mining ventures on March 31, 2014. The control of Koza Ltd, which the Company was consolidated until September 11, 2015, was lost as a result of the General Assembly held on September 11, 2015. The legal process initiated by the CMB regarding loss of control pursuant to decision dated February 4, 2016 continues as of the date of this financial statements. Under condensed financial statements, the Company has presented Koza Ltd. under the "Financial Investments" account with a cost value amounting to 2,325,334 thousand TL (December 31, 2023: 2,325,334 thousand TL).
As of September 30, 2024, the number of employees is 2.115 people (December 31, 2023: 2.491).
The registered address of the Company is below:
Uğur Mumcu Mahallesi, Fatih Sultan Mehmet Bulvarı, İstanbul Yolu 10. Km, No: 310, 06370, Yenimahalle-Ankara, Türkiye.
The Company and its subsidiaries established in Turkey, prepare its financial statements in accordance with the Turkish Commercial Code (TCC) numbered 6102, tax legislation and the Uniform Chart of Accounts published by the Ministry of Finance.
The accompanying condensed financial statements are prepared in accordance with the requirements of Capital Markets Board ("CMB") Communiqué Serial II, No: 14.1 "Basis of Financial Reporting in Capital Markets", which were published in the Resmi Gazete No:28676 on June 13, 2013. The accompanying condensed financial statements are prepared based on the Turkish Financial Reporting Standards and Interpretations ("TAS/TFRS") that have been put into effect by the Public Oversight Accounting and Auditing Standards Authority ("POA").
The condensed financial statements and notes are presented in accordance with the "2024 TAS Taxonomy" announced by the POA with the principle decision dated July 3, 2024. The condensed financial statements are based on legal records and expressed in TL, and have been prepared by subjecting to some corrections and classification changes in order to present the Companys status according to TAS and TFRS.
Condensed Financial statements are presented in TL, which is the functional and presentation currency of the Company.
Foreign currency transactions have been converted over the exchange rates valid on the dates of the transaction. Monetary assets and liabilities based on foreign currency are converted using the exchange rates valid on the date of the statement of financial position. Exchange difference income or expense arising from foreign currency-based operational transactions (trade receivables and debts) is presented under the "other income / expenses from operating activities", while the exchange difference income or expense arising from the translation of other foreign currency based monetary assets and liabilities is presented under "finance income / expenses" in the statement of profit or loss.
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
Entities applying TFRSs have started to apply inflation accounting in accordance with TAS 29 Financial Reporting in Hyperinflation Economies as of financial statements for the annual reporting period ending on or after December 31, 2023 with the announcements made by the Public Oversight Accounting and Auditing Standards Authority (POA) on November 23, 2023. TAS 29 is applied to the financial statements, including the consolidated financial statements, of any entity whose functional currency is the currency of a hyperinflationary economy.
The accompanying condensed financial statements are prepared on a historical cost basis, except for financial investments measured at fair value measured at revalued amounts.
The re-arrangements made in accordance with TAS 29 were made using the correction coefficient obtained from the Consumer Price Index ("CPI") in Turkey published by the Turkish Statistical Institute ("TÜİK"). As of September 30, 2024, the indexes and correction coefficients for the current and comparative periods used in the correction of the financial statements are as follows:
| Period end | Index | Index, % | Three-year |
|---|---|---|---|
| cumulative inflation rates | |||
| September 30, 2024 | 2.526,16 | 1,00000 | %343 |
| December 31, 2023 | 1.859,38 | 1,35860 | %268 |
| September 30, 2023 | 1.691,04 | 1,49385 | %254 |
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
Assets and liabilities were separated into those that were monetary and non–monetary, with non–monetary items were further divided into those measured on either a current or historical basis to perform the required restatement of financial statements under TAS 29. Monetary items (other than index -linked monetary items) and non-monetary items carried at amounts current at the end of the reporting period were not restated because they are already expressed in terms of measuring unit as of September 30, 2024. Non-monetary items which are not expressed in terms of measuring unit as of September 30, 2024 were restated by applying the conversion factors. The restated amount of a non-monetary item was reduced, in accordance with appropriate TFRSs, in cases where it exceeds its recoverable amount or net realizable value. Components of shareholders' equity in the statement of financial position and all items in the statement of profit or loss and other comprehensive income have also been restated by applying the conversion factors.
Non-monetary items measured at historical cost that were acquired or assumed and components of shareholders' equity that were contributed or arose before the time when the Turkish lira previously ceased to be considered currency of hyperinflationary economy, i.e before January 1, 2005, were restated by applying the change in the CPI from January 1, 2005 to September 30, 2024.
The application of TAS 29 results in an adjustment for the loss of purchasing power of the Turkish lira presented in Net Monetary Position Gains (Losses) item in the profit or loss section of the statement of profit or loss and comprehensive income. In a period of inflation, an entity holding an excess of monetary assets over monetary liabilities loses purchasing power and an entity with an excess of monetary liabilities over monetary assets gains purchasing power to the extent the assets and liabilities are not linked to a price level. This gain or loss on the net monetary position is derived as the difference resulting from the restatement of non-monetary items, owners' equity and items in the statement of profit or loss and other comprehensive income and the adjustment of index linked assets and liabilities.
The Company has prepared its condensed financial statements according to the going concern principle.
The Company has prepared its condensed financial statements for the period ending on September 30, 2024, in accordance with the CMB's Communiqué Serial: II-14.1 and its announcements clarifying this communiqué. The condensed financial statements and notes are presented in accordance with the formats recommended by CMB and including the required information.
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
Accounting policy changes arising from the implementation of a new TAS / TFRS for the first time are applied retrospectively or prospectively in accordance with the transition provisions of the TAS / TFRS, if any. If there is no transition requirement, significant optional changes in accounting policies or detected accounting errors are applied retrospectively and the financial statements of the previous period are restated. Changes in accounting estimates are applied in the current period when the change is made if they are related to only one period, and if they are related to future periods, they are applied both in the period of change and prospectively.
The accounting policies adopted in preparation of the condensed financial statements as of September 30, 2024 are consistent with those of the previous financial year, except for the adoption of new and amended TFRS and TFRS interpretations effective as of January 1, 2024 and thereafter. The effects of these standards and interpretations on the Company's financial position and performance have been disclosed in the related paragraphs.
The amendments did not have a significant impact on the financial position or performance of the Company.
Standards, interpretations and amendments to existing standards that are issued but not yet effective up to the date of issuance of the financial statements are as follows. The Company will make the necessary changes if not indicated otherwise, which will be affecting the financial statements and disclosures, when the new standards and interpretations become effective.
Overall, the Company expects no significant impact on its balance sheet and equity.
The amendments did not have a significant impact on the financial position or performance of the Company.
The following amendments to IAS 21 and IFRS 18 are issued by IASB but not yet adapted/issued by POA. Therefore, they do not constitute part of TFRS. The Company will make the necessary changes to its financial statements after the amendments and new Standard are issued and become effective under TFRS.
IFRS 19 is not valid for the Company and the effects of other Standards and amendments on the Company's financial position and performance are being evaluated.
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
Interim financial statements for the period ending on September 30, 2024 have been prepared in accordance with the TAS 34 standard for the preparation of interim summary condensed financial statements of TAS / TFRS.
The condensed interim financial statements for the period ending on September 30, 2024 have been prepared by applying accounting policies consistent with the accounting policies applied during the preparation of the financial statements for the year ending on December 31, 2023. Therefore, these financial statements should be evaluated together with the financial statements for the year ended December 31, 2023.
In the preparation of condensed financial statements, the Company management requires the use of estimates and assumptions that may affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities, and the amounts of income and expenses reported during the accounting period. Accounting judgments, estimates and assumptions are continuously evaluated by considering past experience, other factors and reasonable expectations about future events under current conditions. Necessary corrections are made and presented in the profit or loss statement in the period when it realized. Although these estimates and assumptions are based on management's best knowledge of current events and transactions, actual results may differ from their assumptions.
a) Mining assets consists of mine site development costs, mining rights, mining lands, deferred stripping costs and discounted costs associated with the improvement, rehabilitation and closure of mine sites. Mining assets are accounted in the consolidated financial statements with their net book value after deducting the accumulated depreciation and permanent impairment, if any, from their acquisition costs. Mining assets start to be amortized on a production basis according to producible ore reserve with the commencement of production. The depreciation expenses of the mining assets are associated with the production costs on the basis of the relevant mining sites.
Within the scope of long-term plan studies, which are regularly updated, the Company conducts studies to determine the remaining reserves of mining assets, production-based depreciation calculations, and rehabilitation provisions within this scope.
The Company management reviews the estimates made in relation to the visible and probable mineral reserves in each balance sheet period. In certain periods, the Company management has independent professional valuation companies make valuation studies in accordance with the Australian Exploration Results, Mineral Resources and Gold Reserves 2012 Standards ("JORC") to determine the amount of visible, possible and probable mineral reserves and It is updated by or under the supervision of persons who have the competencies specified in. The reserves and resource amounts in question have been audited and approved by the independent professional valuation company "SRK Consulting" in line with the "JORC" standards as of December 31, 2023. Inspection of reserves and resources according to UMREK standards has been completed and approved.
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
Within the scope of these studies, the assumptions and methods used in determining the mineral reserves contain some uncertainties (such as gold prices, exchange rates, geographic and statistical variables), and the assumptions and methods developed in relation to the mineral reserve may change significantly depending on the availability of new information. The cost and depreciation of mining assets are adjusted prospectively based on these updates.
The impairment tests performed by the Company management depend on the management's estimates about the future gold prices, current market conditions, exchange rates and pre-tax discount rate together with the relevant project risk. The recoverable value of the cash-generating units is determined as the higher one from the use value of the relevant cash-generating unit or its fair value after deducting sales costs. These calculations require the use of some assumptions and estimates. Changes in assumptions and estimates based on gold prices may affect the useful life of mines, and conditions may arise that may require adjustment on the carrying values of both goodwill and related assets.
Assets are grouped as independent and smallest cash generating units. If an impairment indicator is determined, estimates and assumptions are established for the cash flows to be obtained from each cashgenerating unit determined. Impairment tests of both tangible assets and goodwill contain a certain amount of uncertainty due to the estimates and assumptions used. This uncertainty arises from the amount of visible and possible workable gold reserves used, current and future predicted gold prices, discount rates, exchange rates and estimated production costs.
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
c) Amount of provisions reflected in consolidated financial statements regarding environmental rehabilitation, improvement of mine sites and closure of mine sites is based on the plans of the Company management and the requirements of the relevant legal regulations. Changes in the aforementioned plans and legal regulations, up-to-date market data and prices, discount rates used, changes in estimates based on mineral resources and reserves may affect provisions.
As of September 30, 2024, the Company reassessed the provision amounts due to changes in discount rates, costs, production areas subject to rehabilitation and reserve lifetimes. The Company evaluates the mine rehabilitation provision annually. Significant estimates and assumptions are made in determining the provision for mine rehabilitation due to the large number of factors that may affect the final liability to be paid. These factors include estimates of the scope and cost of rehabilitation activities, technological changes, changes in regulations, cost increases proportional to inflation rates and changes in net discount rates (September 30, 2024: 4,85%, December 31, 2023: 4.07%). These uncertainties may cause future expenditures to differ from the amounts estimated today.
The provision amount at the reporting date represents the best estimate of the present value of future rehabilitation costs. Changes in estimated future costs are accounted in the balance sheet by increasing or decreasing the rehabilitation obligation or asset if the initial estimate was initially recognized as part of an asset measured in accordance with TAS 16 Property, plant and equipment. Any reduction in the rehabilitation obligation and hence any reduction in the rehabilitation asset cannot exceed the carried value of that asset. In case of excess, the amount exceeding the carried value is immediately taken to profit or loss.
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
| September 30, 2024 | December 31, 2023 | |
|---|---|---|
| Cash | 108 | 206 |
| Banks | ||
| - Demand deposits | 11.241 | 344.401 |
| - Time deposits | 1.145.856 | 8.753 |
| Total | 1.157.205 | 353.360 |
| Less: Interest accruals | (17.450) | (1.877) |
| Cash and cash equivalents presented in the cash flow statement | 1.139.755 | 351.483 |
The details of the Company's time deposits as of September 30, 2024 are as follows;
| Currency | Interest rate | Maturity | Currency amount | TL Equivalent |
|---|---|---|---|---|
| TL | %47,50 - %50,00 | 1-30 Days | 1.145.856 | 1.145.856 |
| Total | 1.145.856 |
The details of the Company's time deposits as of December 31, 2023 are as follows;
| Currency | Interest rate | Maturity | Currency amount | TL Equivalent |
|---|---|---|---|---|
| TL | %35,00 - %45,00 | 1-30 Days | 8.753 | 8.753 |
| Total | 8.753 |
The Company's blocked deposits of 81,548 Thousands TL have been presented under financial investments account (December 31, 2023: 102,910 Thousands TL).
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
The short term financial investments of the Company as of September 30, 2024 and December 31, 2023 are as follows;
| September 30, 2024 |
December 31, 2023 |
|
|---|---|---|
| Currency protected time deposits () Financial assets accounted at fair value under profit or loss (*) |
2.577.326 7.870.034 |
1.915.445 10.831.872 |
| Total | 10.447.360 | 12.747.317 |
The long term financial investments of the Company as of September 30, 2024 and December 31, 2023 are as follows;
| September 30, 2024 |
December 31, 2023 |
|
|---|---|---|
| Shares in subsidiaries (*) Blocked deposits |
2.330.003 335.953 |
2.330.003 876.169 |
| Total | 2.665.956 | 3.206.172 |
(*) With the decisions taken at the General Assembly meeting held on September 11, 2015 and the amendment of the articles of association on the same date of Koza Ltd. which is the subsidiary of the Company with 100% share, two A Group shares each worth 1 GBP ("GBP") and the control has transferred to A Group shareholders. Pursuant to the amendment to the articles of association made as of September 11, 2015, savings regarding all operational and managerial activities of Koza Ltd., decision and approval of the articles of association, approval of liquidation transactions and share transfer transactions, etc. rights are given to directors. As a result of the mentioned changes, the Company has lost the control over Koza Ltd. and Koza Ltd. was excluded from the scope of consolidation. It has been accounted in the financial statements at cost since the date the control has ended. As of the report date, fair value measurement could not be calculated due to uncertainties arising from the ongoing legal processes about Koza Ltd.
A legal process has been initiated by the CMB with the decision dated February 4, 2016 regarding the General Assembly and the resolutions taken, in cases where the final judicial decisions regarding this decision differ from the initially recorded amounts, these differences will be accounted in the period determined.
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
The inventories of the Company as of September 30, 2024 and December 31, 2023 are as follows;
| September 30, | December 31, | |
|---|---|---|
| 2024 | 2023 | |
| Ready to be processed and mined ore clusters | 941.233 | 506.052 |
| Gold and silver in the production process and gold and silver bars | 611.013 | 1.081.338 |
| Chemicals and operating materials | 311.981 | 257.191 |
| Total | 1.864.227 | 1.844.581 |
The prepaid expenses of the Company as of September 30, 2024 and December 31, 2023 are as follows;
| September 30, 2024 |
December 31, 2023 |
|
|---|---|---|
| Advances given | 65.267 | 313.933 |
| Prepaid expenses (*) | 18.199 | 79.527 |
| Total | 83.466 | 393.460 |
| September 30, 2024 |
December 31, 2023 |
|
|---|---|---|
| Advances given (*) Other () |
1.605.083 30.065 |
2.643.204 1.116 |
| Total | 1.635.147 | 2.644.320 |
(*) The company's expenses consist of rental fees and insurance costs for the coming years.
(**) Under the Mollakara Gold Mine Project in Diyadin district of Ağrı Province, the company has made an investment decision for the production of gold and silver. In this context, Fernas Construction Inc. has been determined as the contractor company to establish the facility through a tender, and an advance payment of 1,315,691 TL has been made to them.
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
The other current assets of the Company as of September 30, 2024 and December 31, 2023 are as follows;
| September 30, 2024 |
December 31, 2023 |
|
|---|---|---|
| Job advances given Advances given to personnel |
10.520 1.292 |
1.189 1.403 |
| Total | 11.812 | 2.592 |
| September 30, 2024 |
December 31, 2023 |
|
|---|---|---|
| Other tangible assets (*) | 665.574 | 774.444 |
| Total | 665.574 | 774.444 |
(*) It consists of spare parts, materials and operating materials that are generally consumed over a period of more than one year.
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
The property, plant and equipment of the Company as of September 30, 2024 and December 31, 2023 are as follows:
| September 30, 2024 |
December 31, 2023 |
|
|---|---|---|
| Mining assets Other tangible assets |
2.099.982 6.859.003 |
2.114.129 4.477.252 |
| Total | 8.958.985 | 6.591.381 |
As of September 30, 2024 and December 31, 2023, mining assets consists of mining rights, mine site development costs, deferred stripping costs, mining sites, and closing and rehabilitation of mines, and the net book values of these mining assets are as follows.
| September 30, | December 31, | ||
|---|---|---|---|
| 2024 | 2023 | ||
| Mining sites | 180.578 | 134.827 | |
| Mine site development cost | 1.456.498 | 1.370.548 | |
| Deferred stripping costs | - | 134.540 | |
| Rehabilitation of mining facility | - | 102.046 | |
| Mining rights | 462.906 | 372.168 | |
| Total | 2.099.982 | 2.114.129 |
The movements of mining assets are as follows;
| January 1, 2024 |
Addition | Disposals | Inflation effect (*) |
September 30, 2024 |
|
|---|---|---|---|---|---|
| Cost | |||||
| Mining sites | 692.552 | 62.636 | (1.707) | - | 753.481 |
| Mine site development costs | 6.546.757 | 177.796 | - | - | 6.724.553 |
| Deferred stripping costs | 2.416.979 | - | - | - | 2.416.979 |
| Rehabilitation of mining facility | 596.196 | 185.307 | - | (157.366) | 624.137 |
| Mining rights | 560.045 | 91.001 | - | - | 651.046 |
| Total | 10.812.529 | 516.740 | (1.707) | (157.366) | 11.170.196 |
| Accumulated depreciation | |||||
| Mining sites | 557.725 | 15.178 | - | - | 572.903 |
| Mine site development costs | 5.176.209 | 91.846 | - | - | 5.268.055 |
| Deferred stripping costs | 2.282.439 | 134.540 | - | - | 2.416.979 |
| Rehabilitation of mining facility | 494.150 | 260.418 | - | (130.431) | 624.137 |
| Mining rights | 187.877 | 263 | - | - | 188.140 |
| Total | 8.698.400 | 502.245 | - | (130.431) | 9.070.214 |
| Net book value | 2.114.129 | 2.099.982 |
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
| January 1, | Inflation | September 30, | |||
|---|---|---|---|---|---|
| 2023 | Addition | Disposals | effect (*) | 2023 | |
| Cost | |||||
| Mining sites | 692.352 | 201 | - | - | 692.553 |
| Mine site development costs | 6.422.761 | 103.615 | - | - | 6.526.376 |
| Deferred stripping costs | 2.311.812 | 49.007 | - | - | 2.360.819 |
| Rehabilitation of mining facility | 842.087 | 145.919 | - | (280.153) | 707.853 |
| Mining rights | 603.091 | 39.397 | (83.685) | - | 558.803 |
| Total | 10.872.103 | 338.139 | (83.685) | (280.153) | 10.846.404 |
| Accumulated depreciation | |||||
| Mining sites | 527.161 | 5.269 | - | - | 532.430 |
| Mine site development costs | 5.057.019 | 89.168 | - | - | 5.146.187 |
| Deferred stripping costs | 2.218.417 | 24.322 | - | - | 2.242.739 |
| Rehabilitation of mining facility | 734.573 | 50.316 | - | (244.384) | 540.505 |
| Mining rights | 271.348 | 190 | (83.685) | - | 187.853 |
| Total | 8.808.518 | 169.265 | (83.685) | (244.384) | 8.649.714 |
| Net book value | 2.063.585 | 2.196.690 |
(*) The reclamation, rehabilitation and closure costs of the mine sites resulting from open pit mining site development activities and open pit production, according to their current conditions, are not indexed and are evaluated in US Dollar values.
All depreciation expenses are included in the cost of goods produced.
There isn't any mortgage on mining assets as of September 30, 2024 (December 31, 2023: None).
The costs of the mine sites, mining rights and mine site development costs of the Company, which have been fully depreciated as of September 30, 2024, but are in use, are amounting to thousand TL 3,902,966. (December 31, 2023: TL 3,264,679).
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
Movements of other tangible assets during the period as of September 30, 2024 and 2023 are as follows;
| January 1, 2024 |
Addition | Disposals | Transfers (*) | September 30, 2024 |
|
|---|---|---|---|---|---|
| Cost | |||||
| Land, buildings and land | |||||
| improvements | 3.661.005 | 73.500 | (2.760) | 55.446 | 3.787.191 |
| Machinery and equipment | 9.056.908 | 281.575 | (47.818) | 4.945 | 9.295.610 |
| Motor vehicles | 1.706.449 | 152.997 | (4.331) | (164.976) | 1.690.139 |
| Furnitures and fixtures | 680.467 | 9.901 | (310) | 4.096 | 694.154 |
| Construction in progress(**) | 573.283 | 2.441.022 | (3.895) | (132.243) | 2.878.167 |
| Total | 15.678.112 | 2.958.995 | (59.114) | (232.732) | 18.345.261 |
| Accumulated depreciation | |||||
| Buildings and land improvements | 2.199.216 | 107.605 | - | - | 2.306.821 |
| Machinery and equipment | 7.460.370 | 131.876 | (33.864) | - | 7.558.382 |
| Motor vehicles | 1.008.056 | 212.194 | (3.412) | (164.976) | 1.051.862 |
| Furnitures and fixtures | 533.218 | 36.285 | (310) | - | 569.193 |
| Total | 11.200.860 | 487.960 | (37.586) | (164.976) | 11.486.258 |
| Net book value | 4.477.252 | 6.859.003 |
There isn't any mortgage on other tangible assets as of September 30, 2024 (December 31, 2023: None).
There are annotations on the Gümüşhane dormitory building (net value of 109,579 Thousand TL as of September 30, 2024) by the General Directorate of National Real Estate. As of September 30, 2024, the insurance paid on the tangible assets of the Company is thousand TL 16,373 (December 31, 2023: thousand TL 3,221).
The cost of other tangible assets of the Company, which have been fully depreciated as of September 30, 2024, but are in use, is amounting to thousand TL 8,827,402 (December 31, 2023: TL 5,603,393).
Except for the ongoing fixed expenses related to the Mastra field, the operations of which have been discontinued, all depreciation expenses are included in the cost of goods produced. There is no capitalized financing expense in tangible fixed assets.
(*) As of September 30, 2024, the capitalized license software expenses (67,756 thousand TL) have been transferred to other intangible assets, and the vehicles (cost of 164,976 thousand TL) od which net book value of zero have been transferred to assets held for sale.
(**) The company has made an investment decision for Mollakara Project for gold and silver production within the scope of Mollakara Gold Mine Project in Diyadin District of Ağrı Province. The investments made during the year are mostly related to the project in question.
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
| January 1, 2023 |
Addition | Disposals | Transfers (*) | September 30, 2023 |
|
|---|---|---|---|---|---|
| Cost | |||||
| Land, buildings and land | |||||
| improvements | 3.599.946 | 39.244 | (183.429) | 1.468 | 3.457.229 |
| Machinery and equipment | 9.469.420 | 188.685 | (714.212) | 19.240 | 8.963.133 |
| Motor vehicles | 1.256.846 | 216.769 | (32.954) | - | 1.440.661 |
| Furnitures and fixtures | 792.185 | 22.996 | (153.946) | 1.591 | 662.826 |
| Construction in progress | 161.024 | 350.262 | - | (22.299) | 488.987 |
| Total | 15.279.421 | 817.956 | (1.084.541) | - | 15.012.836 |
| Accumulated depreciation | |||||
| Buildings and land improvements | 2.262.081 | 64.033 | (117.053) | - | 2.209.061 |
| Machinery and equipment | 7.863.324 | 201.818 | (689.630) | - | 7.375.512 |
| Motor vehicles | 841.247 | 119.933 | (31.508) | - | 929.672 |
| Furnitures and fixtures | 623.465 | 43.059 | (149.365) | - | 517.159 |
| Total | 11.590.117 | 428.843 | (987.556) | - | 11.031.404 |
| Net book value | 3.689.304 | 3.981.432 |
As of September 30, 2024 and December 31, 2023 the details of the Company's intangible assets are as follows:
| September 30, 2024 |
December 31, 2023 |
|
|---|---|---|
| Goodwill related to Newmont Altın purchase | 129.411 | 129.411 |
| Total | 129.411 | 129.411 |
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
The Company purchased 99.84% of Newmont Altın's shares in order to gain competitive advantage and create synergy by benefiting from the mining fields owned by Newmont Altın on June 28, 2010, in accordance with the "Share Purchase Agreement" with Newmont Overseas and Canmont. As of the same date, control of Newmont Altın was transferred to Koza Altın. Koza Altın has paid 538 thousand USD and 2,462 thousand USD, which constitute part of the total purchase price of 8,500 thousand US dollars, for 99.84% Newmont Altın shares, on June 28, 2010 and July 2, 2010, respectively. The remaining 5,500 thousand USD of the purchase price, 3,000 thousand USD will be paid after the start of the Diyadin project, which is planned for at least one year after the balance sheet date, and the remaining 2,500 thousand USD will be paid one year after the second payment.
As of September 30, 2024, it is highly probable that a sufficient amount of visible and probable reserves will be found in the mentioned mine sites in the coming years according to the estimates of the gold price made by the management, geological and geochemical studies and expert reports. As a result of these evaluations, no impairment is expected in the goodwill arising from the acquisition of Newmont Altın as of September 30, 2024.
The details of the Company's other intangible assets as of September 30, 2024 and 2023 are as follows:
| January 1, 2024 |
Additions | Disposals | Transfers | September 30, 2024 |
|
|---|---|---|---|---|---|
| Costs | |||||
| Rights | 140.767 | 1.667 | (88) | 67.756 | 210.102 |
| Total | 140.767 | 1.667 | (88) | 67.756 | 210.102 |
| Accumulated depreciation | |||||
| Rights | 124.194 | 35.453 | (88) | - | 159.559 |
| Total | 124.194 | 35.453 | (88) | - | 159.559 |
| Net book value | 16.573 | 50.543 | |||
| January 1, 2023 |
Additions | Disposals | Transfers | September 30, 2023 |
|
| Costs | |||||
| Rights | 156.881 | 11.718 | (41.174) | - | 127.425 |
| Total | 156.881 | 11.718 | (41.174) | - | 127.425 |
| Accumulated depreciation | |||||
| Rights | 146.651 | 10.411 | (41.174) | - | 115.888 |
| Total | 146.651 | 10.411 | (41.174) | - | 115.888 |
| Net book value | 10.230 | 11.537 |
All depreciation expenses are included in the cost of goods produced.
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
As of September 30, 2024 and December 31, 2023, the details of the Company's provisions, contingent assets and liabilities are as follows:
| September 30, 2024 |
December 31, 2023 |
|
|---|---|---|
| State right expense provision | 679.980 | 745.832 |
| Provisions for lawsuit | 247.001 | 189.524 |
| Environmental rehabilitation, rehabilitation of mining sites and mine closure provision |
106.525 | 170.365 |
| Other provisions (*) | 7.886 | 22.049 |
| Total | 1.041.392 | 1.127.770 |
| September 30, 2024 |
December 31, 2023 |
|
|---|---|---|
| Environmental rehabilitation, rehabilitation of mining sites and mine closure provision |
689.413 | 445.187 |
| Total | 689.413 | 445.187 |
The movement table for environmental rehabilitation, rehabilitation of mining sites and provision for mine closure is as follows;
| 2024 | 2023 | |
|---|---|---|
| January 1 | 615.552 | 820.253 |
| Paid during the period | (308.054) | (56.227) |
| Discount effect | 34.123 | 9.678 |
| Effect of changes in estimates and assumptions | 659.196 | 203.500 |
| Monetary gain | (204.879) | (261.009) |
| September 30 (*) | 795.938 | 716.195 |
(*) The amount of provisions reflected to the financial statements for environmental rehabilitation, reclamation and closure of mine sites is based on the plans of the Company management and the requirements of the relevant legal regulations, changes in the plan and legal regulations, current market data and prices, discount rates used, mineral resources and regulations. Changes in estimates based on reserves may affect provisions. As with reserve and resource amounts, rehabilitation provision amounts are evaluated by SRK Consulting and provision figures are determined in US Dollars.
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
| September 30, 2024 |
December 31, 2023 |
|
|---|---|---|
| Provision for unused vacation | 44.164 | 35.773 |
| Total | 44.164 | 35.773 |
| The movement of provision for unused vacation is as follows; | ||
| 2024 | 2023 | |
| January 1 | 35.773 | 71.009 |
| Additions / (cancellations), net Monetary gain |
17.834 (9.443) |
42.055 (23.624) |
| September 30 | 44.164 | 89.440 |
| September 30, 2024 |
December 31, 2023 |
|
|---|---|---|
| Provision for employee termination benefits | 195.573 | 188.689 |
| Total | 195.573 | 188.689 |
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
Under the Turkish Labour Law, the Company is required to pay employment termination benefits to each employee who has qualified for such benefits as the employment ended. Also, employees who are entitled to a retirement are required to be paid retirement pay in accordance with Law No: 2422 dated March 6, 1981 and No: 4447 dated August 25, 1999 and the amended Article 60 of the existing Social Insurance Code No: 506. Some transition provisions related to the pre-retirement service term were excluded from the law since the related law was changed as of May 23, 2002.
The principal assumption is that the maximum liability for each year of service will increase in line with inflation. Thus, the discount rate applied represents the real rate net of expected effects of inflation. The severance pay ceiling is revised in every six months, and the ceiling amount of TL 41,828.42 (2023: TL 23,489.83) was taken into consideration in the calculation of the provision for severance pay. TFRS requires actuarial valuation methods to be developed to estimate the provision for severance pay. Accordingly, the following actuarial assumptions were used in the calculation of the total liability:
| September 30, | December 31, | |
|---|---|---|
| 2024 | 2023 | |
| Net discount rate | %3,00 | %2,00 |
| Probability of qualifying for seniority | %95,35 | %94,41 |
The movements of the provision for severance pay within the accounting periods of September 30, 2024 and 2023 are as follows:
| 2024 | 2023 | |
|---|---|---|
| January 1 | 188.689 | 238.674 |
| Interest cost | 10.057 | 31.718 |
| Service cost | 20.127 | 30.078 |
| Severance paid | (97.042) | (53.180) |
| Actuarial loss / (gain) | 106.058 | 73.721 |
| Monetary gain | (32.316) | (80.667) |
| September 30 | 195.573 | 240.344 |
Severance pay liability is not legally subject to any funding. Provision for severance pay is calculated by estimating the present value of the future probable obligation of the Group arising from the retirement of the employees. TAS 19 ("Employee Benefits") stipulates the development of Group's liabilities within the scope of defined benefit plans by using actuarial valuation methods.
The sensitivity analysis of the important assumptions used in the calculation of the provision for employee termination benefits as of September 30, 2024 and 2023 is as follows:
| Discount rate | Rate of retirement | ||||
|---|---|---|---|---|---|
| 0,50% increase | 0,50% decrease | 0,50% increase | 0,50% decrease | ||
| September 30, 2024 | (27.800) | 34.423 | 8.249 | (7.557) | |
| Discount rate | Rate of retirement | ||||
| 0,50% increase | 0,50% decrease | 0,50% increase | 0,50% decrease | ||
| September 30, 2023 | (25.914) | 31.863 | 7.512 | (6.842) |
Notes to the condensed financial statements for the period ended September 30, 2024
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
About the Kaymaz Gold and Silver Mine Third Capacity Increase and Additional Mine Waste Storage Facility (Art.-3) project planned to be built by Koza Altın İşletmeleri A.Ş. within the boundaries of the field with operating license numbers S: 82567 and S: 43539, located in Eskişehir province, Sivrihisar district, Kaymaz District. requesting the cancellation of the "Environmental Impact Assessment Positive" decision made by the Ministry of Environment, Urbanization and Climate Change, Eskişehir Metropolitan Municipality; A lawsuit was filed against the Ministry of Environment, Urbanization and Climate Change with file number 2023/858 E. of the Eskişehir 1st Administrative Court, and the relevant case was also notified to Koza Altın İşletmeleri A.Ş. requested intervention in the case and it was decided to accept the request to intervene in the case alongside the defendant. An expert report dated February 15, 2024 was submitted to the file. The company objected to the relevant expert report and requested an additional report. A number of documents have been requested from the Ministry of Environment, Urbanization and Climate Change. The court stated that the request for stay of execution will be evaluated after the documents are sent. The court ruled to stay the execution with its decision dated April 30, 2024. A petition for declaration dated May 17, 2024 was submitted to the file with the request to waive the stay of execution decision ex-officio and to dismiss the case.
In the relevant petition; attention was drawn to the fact that the client company made the EIA application on April 11, 2022, the EIA Regulation, which was used as a basis in the decision to stay the execution, entered into force on July 29, 2022, and it was stated that the EIA Regulation dated July 29, 2022 should not be implemented. A hearing was held in the file on June 12, 2024, and all our statements and objections, including our declaration petition, were expressed once again at the hearing. At the final stage; It was evaluated that the "Environmental Impact Assessment Positive" decision given by the Eskişehir 1st Administrative Court dated June 13, 2024, numbered 2023/858 E., 2024/651 K. was not in compliance with the law, and it was ruled that the transaction in question be annulled, with the right to appeal to the Council of State. The relevant decision was appealed by the Ministry of Environment, Urbanization and Climate Change and the company for a stay of execution. The file is seen in the file number 2024/2766 E. of the Council of State 4th Chamber. The trial of the file continues in the appeal phase and a final decision has not yet been made by the Council of State 4th Chamber.
These lawsuits are related to the expansion of the activities in some licensed fields and / or the permits and licenses of the new areas to be operated.
A lawsuit numbered 2017/1656 E. was filed against the Ministry of Environment and Urbanization at the İzmir 6th Administrative Court for the cancellation of the positive EIA report given for the Çukuralan Operation 3rd Capacity Increase Project, and the Company intervened in the lawsuit. The court decided to cancel the transaction in question, and as a result of the appeal review, the Council of State found the decision of the local court to be incorrect and overturned the decision in favor of the Company. While the trial is continuing at the İzmir 6th Administrative Court on the basis of case number 2019/574, the court decided to cancel the said transaction with its decision dated February 23, 2021. The decision has been appealed. A lawsuit numbered 2019/1120 E. was filed at the İzmir 6th Administrative Court for the stay of execution and cancellation of the positive Environmental Impact Assessment (EIA) Decision given by the Ministry of Environment and Urbanization regarding the Çukuralan Gold Mine Operation 3rd capacity increase 2009/7 project. The company has intervened in the relevant case alongside the defendant Ministry. The previous main file number and court of the relevant case is İzmir 3rd Administrative Court 2019/171 E. and due to the connection with the relevant case Çukuralan 3rd Capacity Increase file, the main file record was closed by the decision of İzmir Regional Administrative Court 4th Administrative Litigation Department and due to the connection, İzmir 3rd Administrative Court decided to send it to İzmir 6th Administrative Court. While the relevant case continues with İzmir 6th Administrative Court number 2019/1120 E., according to the decision given by the court, the positive EIA decision in question was annulled and an appeal was filed.
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
At this point, according to the Council of State decision, for the file 2019/574 E., it was concluded that due to the fact that a second positive EIA decision was given regarding the project in question, it was not possible to apply two different positive EIA decisions regarding the same project together, that the defendant Ministry should accept that the EIA positive decision in question was implicitly withdrawn, and that the subject of the ongoing case was no longer a subject, therefore, it was definitely decided that the decision numbered 2019/574 E. of the İzmir 6th Administrative Court should be overturned and that there was no need to give a decision; and for the file 2019/1120 E., it was definitely decided that there was no legal error in the part of the decision of the İzmir 6th Administrative Court regarding the cancellation of the transaction in question, and that the appeal requests of the defendant Ministry and the intervening company as well as the defendant Ministry should be rejected.
In addition, the company intervened in the lawsuit filed by some plaintiffs against the Governorship of Izmir for the annulment of the Environmental Impact Assessment Not Required decision given for the Çukuralan Gold Mine Crushing and Screening Facility Project planned to be built by the company in the Izmir 6th Administrative Court file numbered 2020/1479 E., and it was decided to partially accept and partially reject the appeal requests of the intervening company.
The company intervened in the relevant case alongside the defendant ministry in both files, and in both files, the court ruled to reject the case on the grounds that the EIA positive decision was in accordance with the law. The decision given in the file numbered 2021/1407 E. of the Izmir 4th Administrative Court and the file numbered 2021/1013 E. of the Izmir 4th Administrative Court was appealed by the plaintiffs, and as a result of the appeal trial, the plaintiffs' appeal request was accepted, and since a more detailed examination was required procedurally, the first instance court decision was overturned by a majority vote against the company, and the file was sent to the first instance court for a more detailed examination. The file numbered 2021/1407 E. of the Izmir 4th Administrative Court has received the number 2023/1278 E. of the Izmir 4th Administrative Court, and the file numbered 2021/1013 E. of the Izmir 4th Administrative Court has received the number 2023/1294 E. of the Izmir 4th Administrative Court.
In both files, the court decided to cancel the transaction in question. The defendant administration and the company appealed the decision given in file numbered 2023/1294 E. of the İzmir 4th Administrative Court. The file is being viewed through the Council of State 4th Chamber Presidency file numbered 2024/1085 E. The defendant administration and the company requested a stay of execution during the appeal period, and the request for a stay of execution was rejected by the Council of State 4th Chamber Presidency with its decision dated March 28, 2024. The appeal hearing is ongoing. The decision given in file numbered 2023/1278 E. of the İzmir 4th Administrative Court was notified to the parties and the company applied for an appeal. The file is being viewed through the Council of State 4th Chamber Presidency file numbered 2024/1769 E. The defendant administration and the company requested a stay of execution during the appeal period, and the request for a stay of execution was rejected by the 4th Chamber of the Council of State with its decision dated May 16, 2024. The company objected to the decision in question, and our request for a stay of execution was definitely rejected on July 4, 2024. The trial continues at the appeal stage.
In the lawsuit filed for the annulment and suspension of the EIA positive decision regarding the S: 201001197 Gold and Silver Mine Project, which is planned to be made in the vicinity of Serçiler and Terziler villages in the central district of Çanakkale, the company intervenes with the Ministry of Environment and Urbanization within the case number 2020/763 E. At the current stage, Çanakkale 1st Administrative Court decided to cancel the act subject to the lawsuit, an appeal was filed against the decision. It has been decided to definitely reject the appeal requests of the intervening company.
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
Legal proceedings have been initiated against the amendment of the articles of association, establishment of privileged shares and change of board of directors of Koza Ltd., headquartered in London, in which the Company has 100% shares, and the legal proceedings are ongoing in the London courts. In the decision taken on January 23, 2019 in the file numbered 2017/349 E. of the Ankara 10th Commercial Court of First Instance, it was decided that 60,000,000 British Pounds Sterling be collected from the defendants and paid to Koza Altın İşletmeleri A.Ş. together with the interest accrued as of September 1, 2015 in accordance with Article 4/a of Law No. 3095, with the right to appeal within two weeks from the notification of the decision. Against this decision, the defendants appealed, and the Ankara Regional Court of Justice 21st Civil Chamber ruled with its decision numbered 2019/699 E. and 2019/1189 K. that the defendants' appeal application should be deemed not to have been made due to procedural reasons. The defendants appealed against this decision. The Supreme Court of Appeals ruled to quash the file due to procedural reasons. The Ankara 10th Commercial Court of First Instance ruled with its additional decision that the defendants' appeal application should be deemed not to have been made. The defendants appealed the decision. The Ankara Regional Court of Justice 21st Civil Chamber ruled to reject the appeal application made by the defendants in the file numbered 2022/727 E. on the merits. The defendants appealed against the relevant decision. Koza Altın İşletmeleri A.Ş. submitted a response petition to the appeal petition submitted by the defendants. The appeal process is ongoing.
As a result of the evaluations made by the CMB after the decision to appoint a trustee, the Company was instructed to file a liability lawsuit against previous board members for various reasons, and various liability lawsuits were filed against former managers on behalf of Ankara Commercial Courts, and the lawsuits are still pending. Lawsuits that may affect the activities of the Company are announced on the public disclosure platform in legal periods.
Based on the decision of the Ankara 5th Criminal Court of Peace dated October 26, 2015, the management of the Company was transferred to the Board of Trustees, and subsequently to the Savings Deposit Insurance Fund ("SDIF") on September 22, 2016. The indictment prepared by the Ankara Chief Public Prosecutor's Office regarding the events that led to the appointment of a trustee was accepted by the Ankara 24th High Criminal Court and their trial began with the file numbered 2017/44 E. and the case was concluded by the first instance court. In the decision of the first instance court; it was decided to confiscate the company shares belonging to the previous board members who were on trial. It was decided that the above-mentioned measure of appointing a trustee would continue until the decision was finalized. The appeal review of the Ankara 24th High Criminal Court regarding the file numbered 2017/44 E. has been completed and the decision of the appeal court has been announced on the Public Disclosure Platform. Following the decision of the Court of Cassation, the transfer and registration procedures of all Koza Group companies to the Ministry of Treasury and Finance have been carried out. Upon the objection made in the file in question, the Office of the Chief Public Prosecutor of the Court of Cassation has conducted an examination and as a result of the examination, no objection was filed as there was no material or legal reason requiring an objection.
With the Presidential Decree No. 8857 published in the Official Gazette dated August 20, 2024 and numbered 32638, it was decided that all of the shares belonging to the Treasury in the capitals of the Koza Group companies mentioned in the confiscation decision would be transferred to the Türkiye Wealth Fund as a whole, while preserving the parent company-subsidiary relations.
In the Ankara 24th High Criminal Court case numbered 2017/44 E., it was also decided that the files of the previous board members, whose trials could not be held because they did not come to court, be separated and recorded on a new basis, the trials continue on this file, and the measure of appointing a trustee, as explained above, be continued until the end of the trial. The separated file received the Ankara 24th High Criminal Court number 2020/20 E. and the trial continues on the relevant file.
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
In the case where the defendants Cafer Tekin İpek and Özlem Özdemir are tried, which is a case file numbered 2021/157 E. of the Ankara 24th High Criminal Court, it was decided that the defendants would be punished with the appeal being open, and as a result of the appeal trial, the file was partially returned (overturned) by the appeal and it was decided that the file be sent to the first instance court, where the verdict was overturned, to be reexamined and ruled on behalf of the defendant Cafer Tekin İpek.
The trial process continued with the defendant Cafer Tekin İpek with the file number 2022/193 E. of the Ankara 24th High Criminal Court. The relevant file was decided on January 10, 2024, and the case was rejected based on the prosecutor's opinion; because the same defendant was sentenced for the same crimes in the file number 2022/133 E. of the Ankara 24th High Criminal Court. The company and the Revenue Administration Presidency appealed against this decision. With the decision numbered 2024/464 E., 2024/464 K. of the Ankara Regional Court of Justice, 4th Criminal Chamber, dated May 28, 2024, it was decided to reject our appeal on the merits. An objection was filed against this decision on June 14, 2024, and the Ankara Regional Court of Justice 4th Criminal Chamber decided that there was no need to correct the decision and that the file be sent to the Ankara Regional Court of Justice 5th Criminal Chamber for evaluation. The Ankara Regional Court of Justice 5th Criminal Chamber's decision dated July 3, 2024 definitively ruled to reject the objection.
The file numbered 2022/133 E. heard at the Ankara 24th High Criminal Court is the file that was separated from the main file numbered 2017/44 E. heard at the Ankara 24th High Criminal Court in terms of the crime of contravention of the Tax Procedure Law against the defendants Ali Serdar Hasırcıoğlu, Orhan Selçuk Hasırcıoğlu, Şaban Aksöyek and Cafer Tekin İpek.
In the relevant file, a decision was made regarding the punishment of all defendants, including the defendant Cafer Tekin İpek, and the relevant decision was annulled by the decision numbered 2024/26 D.İş of the Ankara 25th High Criminal Court dated February 5, 2024, as a result of the objections made by the defendants and the participating Revenue Administration Presidency. Following the aforementioned annulment decision, the file was sent back to the Ankara 24th High Criminal Court and received the number 2024/115 E. and the trial continues on the relevant file. In the relevant file, a reversal in the interest of law was sought regarding the decision numbered 2024/26 D.İş of the Ankara 25th High Criminal Court dated February 5, 2024, and at the hearing dated May 14, 2024, it was decided to await the result of the relevant reversal in the interest of law and to postpone the next hearing to September 10, 2024. The trial continues.
As of September 30, 2024, the provision amount accounted for ongoing employee and other lawsuits against the Company is amounting to TL 247,001 Thousand (December 31, 2023: TL 189,524 Thousand)
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
The details of the letter of guarantees given by the Company as of September 30, 2024 and December 31, 2023 are as follows:
| September 30, | December 31, | |
|---|---|---|
| 2024 | 2023 | |
| A. CPM's given on behalf of own legal entity | 203.568 | 243.990 |
| - Guarantee | 203.568 | 243.990 |
| - Mortgage | - | - |
| B. CPM's given in favor of partnerships which are fully consolidated | - | - |
| C. CPM's given for assurance of third parties debts in order to conduct | ||
| usual business activities | - | - |
| D. Total amount of other CPM's given | - | - |
| i. Total amount of CPM's given in favor of the parent company | - | - |
| ii. Total amount of CPM's given in favor of other group companies | ||
| which are not in scope of B and C | - | - |
| iii. Total amount of CPM's given on behalf of | ||
| third parties which are not in scope of C | - | - |
| Total | 203.568 | 243.990 |
The details of the Company's letter of guarantees received as of September 30, 2024 and December 31, 2023 are as follows:
| September 30, 2024 |
December 31, 2023 |
||
|---|---|---|---|
| Guarantee letters | 2.453.349 | 3.444.313 | |
| Guarantee cheques | 2.292.166 | 2.686.893 | |
| Security bonds | 127 | 173 | |
| Total | 4.745.642 | 6.131.379 |
Notes to the condensed financial statements for the period ended September 30, 2024
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
6% of the income tax calculated on the Employer's Insurance Premium Share for the employees of the Company's mining processing facility in Mastra-Gümüşhane is covered by the Treasury within the scope of the "Regional Insurance Premium Incentive" numbered 56486. The company also benefits from the 5% employer's insurance premium incentive within the scope of the "Social Insurance and General Health Insurance Law" No. 5510 in all workplaces.
The company benefits from investment incentives in İzmir Çukuralan, Kayseri-Himmetdede, Eskişehir-Kaymaz, Ağrı-Mollakara enterprises and Ankara Central Solar Power Plant (Electricity Generation, Transmission and Distribution). Within the scope of the investment incentive certificates in question, the Company's contribution to investment rate is 40% in İzmir Çukuralan, Kayseri-Himmetdede, Eskişehir-Kaymaz enterprises and 80% as corporate tax reduction rate, 50% as contribution to investment rate in Ağrı-Mollakara and 50% as corporate tax reduction rate. 90%, Ankara Central Solar Power Plant (Electricity Generation, Transmission and Distribution investment incentive Contribution to Investment rate is 30% and corporate tax reduction rate is 70%. Within the scope of the incentive used in the İzmir Çukuralan region, on March 27, 2018, within the scope of the incentive used for the Himmetdede region, on December 21, 2017, within the scope of the incentive used in the Ağrı-Mollakara region, on October 06, 2022, within the scope of the incentive used in the Kaymaz region, on May 08, 2023, within the scope of the incentive used in the Ankara Central Solar Power Plant. Within the scope of the incentive, investment started on March 17, 2023.
As of September 30, 2024, the Company's paid-in capital is amounting to TL 3,202,500 Thousand (December 31, 2023: TL 3,202,500 Thousand) and consists of 320,250,000,000 shares with a nominal share value of 1 Kuruş (December 31, 2023: 320,250,000,000 units).
It has been decided to increase the Company's issued capital, which is TL 152,500,000 (One Hundred Fifty Two Million Five Hundred Thousand Turkish Liras), within the registered capital ceiling of TL 5,000,000,000 (Five Billion Turkish Lira), to TL 3,202,500,000 (Three Billion Two Hundred Two Million Five Hundred Thousand Turkish Liras), by an increase of TL 3,050,000,000 (Three Billion Fifty Million Turkish Liras) and 2000%, by being covered by internal resources. The permission and approval for the amendment of Article 6, titled "Type of Capital and Shares", was given by the Capital Markets Board on February 02, 2023, registered on February 15, 2023 and announced in the Trade Registry Gazette dated February 15, 2023 and numbered 10770.
The transfer of the company's shares belonging to the treasury to the Turkey Wealth Fund was registered on 18 October 18, 2024 and was published in the Trade Registry Gazette dated October 22, 2024 number 11191.
| September 30, 2024 | December 31, 2023 | ||||
|---|---|---|---|---|---|
| Share | Share | Share | Share | Share | |
| Equity | Group | Rate | Amount | Rate | Amount |
| ATP İnşaat ve Ticaret A.Ş. | A, B | 45,01 | 1.441.343 | 45,01 | 1.441.343 |
| Koza İpek Holding A.Ş. | A, B | 24,99 | 800.407 | 24,99 | 800.407 |
| Other | B | 30,00 | 960.750 | 30,00 | 960.750 |
| Paid-in capital | 100 | 3.202.500 | 100 | 3.202.500 | |
| Capital adjustment differences | 5.538.476 | 5.538.476 | |||
| Total | 8.740.976 | 8.740.976 |
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
The company's board of directors consists of six people, and four of these six members are elected by the general assembly among the candidates nominated by the (A) group registered shareholders, and two independent members are among the candidates nominated at the general assembly. The Board of Directors elects the chairman and vice chairman among the members representing the (A) group registered shareholders at each ordinary general assembly meeting or after each general assembly where the members are elected. Apart from this, Group (A) shares do not have any other privileges. A trustee has been appointed to the Company pursuant to the decision of Ankara 5th Criminal Court of Peace dated October 26, 2015, and with the Decree Law No. 674 on President decision published in the Official Gazette dated August 15, 2016, the powers of trustees working in companies that have been decided to appoint trustees have been determined. A regulation has been introduced regarding the transfer of funds to the SDIF by a judge or court. Ankara 4th Criminal Judgeship dated September 6, 2016 and 2016/4628 D. Job. With the Decision No., it has been decided that the duties of trustees will end on the day when the procedures of trusteeship powers are completed. With the SDIF Board's decision dated September 22, 2016 and numbered 2016/206, a board of directors was established by the SDIF. For this reason, the privileges of (A) share groups cannot be used.
Capital adjustment differences amounting to TL 5,538,476 Thousand (December 31, 2023: TL 5,538,476 Thousand), the remaining amount after the deduction of accumulated losses realized in 2006 from the difference between the inflation-adjusted total amount of the Company's capital and the capital amount before the inflation adjustment and the transfer to the paid-in capital means. Publicly traded companies make their dividend distributions in accordance with the CMB's "Dividend Communiqué No. II19.1", which came into effect as of February 1, 2014.
Unless the reserves that should be set aside according to the TCC and the dividend determined for the shareholders in the articles of association or in the profit distribution policy are reserved; it cannot be decided to allocate other reserves, to transfer profits to the next year, and to distribute dividends to dividend owners, members of the board of directors, company employees and persons other than shareholders, and no dividends can be distributed to these persons unless the dividend determined for shareholders is paid in cash.
Within the scope of the share buyback transactions initiated with the decision of the Company's Board of Directors, 73,750,000 shares were repurchased for TL 2,587,317 thousand.
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
The Company's restricted reserves as of September 30, 2024 and December 31, 2023 are as follows:
| September 30, 2024 |
December 31, 2023 |
|
|---|---|---|
| Restricted reserves | 2.964.563 | 2.964.563 |
| Reserves for withdrawn shares | 2.587.317 | 1.965.055 |
| Total | 5.551.880 | 4.929.618 |
According to the Turkish Commercial Code, legal reserves consist of first and second legal reserves. The TCC stipulates that the first legal reserve is appropriated out of statutory profits at the rate of 5% per annum, until the total reserve reaches 20% of the Company's paid-in share capital. The second legal reserve is 10% of the distributed profit in excess of 5% of the paid-in share capital. According to the Turkish Commercial Code, as long as the legal reserves do not exceed 50% of the paid-in capital, they can only be used to offset the losses, it is not possible to use them in any other way.
According to the Turkish Commercial Code, the Company allocates reserves for its own shares acquired in an amount that meets the acquisition value. These reserves can be dissolved in an amount that meets their acquisition value if the aforementioned shares are transferred or destroyed. In accordance with the legislation related to the revaluation fund, other funds in the liabilities can be dissolved if they are converted into capital and the reassessed assets are amortized or transferred.
It was published in the Official Gazette dated December 30, 2023 and numbered 32415 (Second Extraordinary) pursuant to the Tax Procedure Law. According to the relevant Communiqué, the balance sheet dated December 31, 2023, prepared in accordance with the Tax Procedure Law, has been corrected by using the Producer Prices General Indices (PPI) published by the Turkish Statistical Institute within the scope of inflation accounting application. The attached financial statements have been subjected to inflation adjustment using the Consumer Price Indices (CPI) published by the Turkish Statistical Institute in accordance with TAS 29, and ultimately the amounts for the current and previous reporting period are expressed in terms of purchasing power as of September 30, 2024. Due to the use of distinct indices in the Tax Procedural Law and TAS 29 inflation accounting differences have emerged between The amounts included in the balance sheet prepared in accordance with the Tax Procedure Law regarding the items "Inflation Adjustment on Capital" and " Restricted reserves appropriated from profits" the amounts included in the financial statements prepared in accordance with TAS / TFRS.
These differences are accounted in the "Retained Earnings or Losses" item in the TAS/TFRS financial statements, and these differences are given in detail below:
| September 30, 2024 | ||
|---|---|---|
| Adjustment to | Restricted | |
| capital | reserve | |
| To TAS/TFRS Financial Reports | 5.538.476 | 5.551.880 |
| To Tax Procedure Law | 5.646.886 | 3.437.688 |
| Differences | (108.410) | 2.114.192 |
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
The details of the Company's revenue and cost of sales as of January 1 – September 30, 2024 and 2023 are as follows:
| January 1 – September 30, 2024 |
January 1 – September 30, 2023 |
July 1 – September 30, 2024 |
July 1 – September 30, 2023 |
|
|---|---|---|---|---|
| Domestic sales | 7.590.690 | 9.340.876 | 1.858.083 | 3.239.188 |
| Total sales | 7.590.690 | 9.340.876 | 1.858.083 | 3.239.188 |
| Cost of sales | (4.870.612) | (6.310.316) | (970.373) | (1.524.252) |
| Gross profit | 2.720.078 | 3.030.560 | 887.710 | 1.714.936 |
The distribution of the Company's revenues by product type as of January 1 – September 30, 2024 and 2023 are as follows:
| January 1 – | January 1 – | July 1 – | July 1 – | |
|---|---|---|---|---|
| September 30, | September 30, | September 30, | September 30, | |
| 2024 | 2023 | 2024 | 2023 | |
| Sales of gold bars | 7.560.837 | 9.276.876 | 1.845.631 | 3.210.081 |
| Sales of silver bars | 29.853 | 64.000 | 12.452 | 29.107 |
| Total | 7.590.690 | 9.340.876 | 1.858.083 | 3.239.188 |
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
The details of the Company's income from investing activities as of January 1 – September 30, 2024 and 2023 are as follows:
| January 1 - | January 1 – | July 1 – | July 1 – | |
|---|---|---|---|---|
| September 30, | September 30, | September 30, | September 30, | |
| 2024 | 2023 | 2024 | 2023 | |
| Investment fund and stock fair value increases | 2.348.102 | 5.419.855 | 1.070.470 | 1.304.085 |
| Currency-protected deposit fair value increases | 862.138 | 507.823 | 365.741 | 122.189 |
| Interest income | 793.482 | 296.382 | 261.563 | 130.839 |
| Income from fixed asset sales | 14.672 | 67.000 | 14.666 | (7.969) |
| Income from investment property sales | - | 1.140.506 | - | (286.436) |
| Other | - | 2.474 | - | 289 |
| Total | 4.018.394 | 7.434.040 | 1.712.440 | 1.262.997 |
The details of the Company's other operating incomes as of January 1 – September 30, 2024 and 2023 are as follows:
| January 1 – | January 1 – | July 1 – | July 1 – | |
|---|---|---|---|---|
| September 30, | September 30, | September 30, | September 30, | |
| 2024 | 2023 | 2024 | 2023 | |
| Scrap sales income | 14.222 | 17.057 | 3.794 | 4.497 |
| Other | 114.724 | 122.288 | 22.601 | 33.708 |
| Total | 128.946 | 139.345 | 26.395 | 38.205 |
The details of the Company's other operating expenses as of January 1 – September 30, 2024 and 2023 are as follows:
| January 1 – | January 1 – | July 1 – | July 1 – | |
|---|---|---|---|---|
| September 30, | September 30, | September 30, | September 30, | |
| 2024 | 2023 | 2024 | 2023 | |
| Lawsuit provision | 107.502 | 138.360 | (9.589) | - |
| Foreign exchange expense related to trading activities | 24.281 | 128.045 | 10.746 | (9.663) |
| Rent expense | 4.298 | 6.511 | 1.893 | 1.457 |
| Other (*) | 381.506 | 1.036.084 | 56.050 | 62.039 |
| Toplam | 517.587 | 1.309.000 | 59.100 | 53.833 |
(*) As of September 30, 2024 TL 75,568 thousand of the balance consists of VAT receivables that are expensed, TL 130,758 thousand of the balance consists of ongoing fixed expenses of the Mastra facility that have been discontinued, and TL 50,304 thousand of the balance consists of donations and aid.
As of September 30, 2023, TL 688,942 thousand of the balance consists of earthquake donations, and TL 230,048 thousand of the balance consists of the cost incurred for school donations.
Notes to the condensed financial statements for the period ended September 30, 2024
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
Corporate tax is applied on taxable corporate income, which is calculated from the statutory accounting profit by adding back non-deductible expenses, dividend income from domestic companies, other exempt income and investment incentives utilized.
As of September 30, 2024, the effective tax rate applied is 25% (December 31, 2023: 25%).
In Türkiye, tax returns are filed on a quarterly basis. Losses can be carried forward for offset against future taxable income for up to 5 years. However, losses cannot be carried back for offset against profits from previous periods.
In addition to corporate tax, income tax withholding must be calculated separately on dividends, excluding those distributed to full-fledged corporations and foreign companies' branches in Turkey, which receive dividends in case of distribution and declare these dividends by including them in corporate income. Income tax withholding was applied as 10% in all companies between April 24, 2003 and July 22, 2006. As of December 22, 2021, this rate is applied as 10% with the President's decision numbered 4936. Dividends that are not distributed and added to the capital are not subject to income tax withholding.
Corporate tax liabilities / (assets) recognized in the balance sheet as of September 30, 2024 and December 31, 2023 are as follows:
| September 30, 2024 |
December 31, 2023 |
||
|---|---|---|---|
| Current tax expense Prepaid taxes (-) |
- (240.487) |
935.566 (730.107) |
|
| Current income tax liability | (240.487) | 205.459 |
Tax expense details recognized in the income statement as of September 30, 2024 and 2023 are as follows:
| September 30, 2024 |
September 30, 2023 |
|
|---|---|---|
| Current tax expense Deferred tax expense / (income) |
- 14.164 |
(899.743) (248.381) |
| Total tax expense | 14.164 | (1.148.124) |
The Company recognizes deferred tax assets and liabilities for temporary differences arising from differences between its tax base legal financial statements and its condensed financial statements prepared in accordance with TMS / TFRS. The aforementioned differences are generally due to the fact that some income and expense items are included in different periods in the financial statements subject to tax and the condensed financial statements prepared in accordance with TMS / TFRS, and these differences are stated below. In the calculation of deferred tax assets and liabilities, the tax rates expected to be applied in the periods when assets are converted into income or debts are paid are taken into account.
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
| September 30, 2024 | December 31, 2023 | ||||
|---|---|---|---|---|---|
| Cumulative | Cumulative | ||||
| temporary | Deferred | temporary | Deferred | ||
| differences | tax | differences | tax | ||
| Mining assets | 3.464.571 | 866.143 | 1.775.124 | 443.781 | |
| State right provision | 679.980 | 169.995 | 745.832 | 186.458 | |
| Financial investments | 679.814 | 169.953 | 607.328 | 151.832 | |
| Tangible and intangible assets | 288.756 | 72.189 | 1.959.008 | 489.753 | |
| Lawsuit provision | 241.550 | 60.388 | 182.119 | 45.530 | |
| Employee termination benefit | 195.573 | 48.893 | 188.689 | 47.172 | |
| Inventories | 59.995 | 14.999 | 17.987 | 4.497 | |
| Provision for unused vacation | 44.164 | 11.041 | 35.773 | 8.943 | |
| Provisions for doubtful receivables | 5.218 | 1.305 | 8.841 | 2.210 | |
| IFRS 9 provision | 59 | 15 | 81 | 20 | |
| Leasing transactions | (2.814) | (704) | (9.571) | (2.393) | |
| Bank loans | - | - | (714) | (180) | |
| Other | 16.344 | 4.085 | - | - | |
| Total deferred tax assets | 1.418.302 | 1.377.623 | |||
| Deferred tax assets, net | 1.418.302 | 1.377.623 |
Movement of deferred tax is as follows:
| 2024 | 2023 | |
|---|---|---|
| January 1 | 1.377.623 | (281.360) |
| Deferred tax recognized in profit or loss | 14.164 | (248.381) |
| Deferred tax recognized in equity | 26.515 | 18.430 |
| September 30 | 1.418.302 | (511.311) |
Notes to the condensed financial statements for the period ended September 30, 2024
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
Earnings per share is calculated by dividing the current year net profit of the parent company by the weighted average number of shares traded throughout the year.
Companies in Turkey have right to increase its capital through the distribution of bonus shares to be met from the re-valuation fund or accumulated profits. During the calculation of earnings per share, these increases are accepted as shares distributed as dividends. Dividend distributions added to the capital are also evaluated in the same way. Therefore, while calculating the average number of shares, it is assumed that such shares are in circulation throughout the year. For this reason, the weighted average of the number of shares used in calculating the earnings per share is determined by considering the retroactive effects.
The earnings per share of the Company as of September 30, 2024 and 2023 are as follows:
| January 1 - September 30, 2024 |
January 1 – September 30, 2023 |
July 1 – September 30, 2024 |
July 1 – September 30, 2023 |
|
|---|---|---|---|---|
| Net profit / loss attributable to the owners of the Company |
516.812 | (1.340.351) | 775.603 | (2.135.777) |
| Weighted average number of share certificates (*) |
320.200.930.291 | 320.217.489.451 | 320.177.817.629 | 320.200.000.000 |
| Earnings per 100 share | 0,016 | (0,042) | 0,024 | (0,067) |
| Total comprehensive income attributable to the owners of the Company |
437.269 | (1.395.642) | 782.698 | (2.120.261) |
| Earnings per 100 shares from total comprehensive |
||||
| income | 0,014 | (0,044) | 0,024 | (0,066) |
The Company's issued capital, which is 152,500,000 TL (One Hundred Fifty Two Million Five Hundred Turkish Liras) within the registered capital ceiling of 5,000,000,000 TL (Five Billion Turkish Liras), is fully covered by internal resources of 3,050,000,000 TL (Three Billion Fifty Million Turkish Liras) by 2000% and it was increased to 3,202,500,000 TL (Three Billion Two Hundred Two Million Five Hundred Thousand Turkish Liras).
(*) If the number of ordinary or potential ordinary shares outstanding increases as a result of capitalization, bonus issue or share split, or decreases as a result of a share merger, the calculation of basic and diluted earnings per share for all periods presented is adjusted retrospectively. If these changes occur after the reporting period but before the financial statements are approved for issue, the calculations per share in the financial statements of the current period and prior periods presented are based on the number of new shares outstanding. It is disclosed to the public that the calculations per share reflect the changes in the number of shares. In addition, for all periods presented, basic and diluted earnings per share figures are adjusted for the effects of retrospectively corrected errors and changes in accounting policies.
The average number of shares in the current period was determined by calculating on a daily basis according to the repurchased shares.
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
The other trade payables and other receivables of the Group consist of the payables and receivables given and received in order to meet the financing needs of the Group and its related parties during the year. Other payables and other receivables do not have a certain maturity, and the Group accrues interest on the related payables and receivables at the end of the period, using the current interest rate determined monthly, taking into account the evaluations made by the Group management and the developments in the markets. In this context, the current interest for September 2024 was applied as %56,44 per year (December 31, 2023: 52,07%).
Transactions with related parties are classified according to the following groups and include all related party disclosures in this note:
The details of the transactions between the Company and other related parties are explained as below.
Other receivables of the Company from related parties as of September 30, 2024 and December 31, 2023 are as follows:
| September 30, | December 31, | |
|---|---|---|
| 2024 | 2023 | |
| Koza İpek Holding A.Ş. (1) (*) | 1.063.316 | 1.003.254 |
| Konaklı Metal Madencilik San. Tic. A.Ş. (2) (**) | 21.454 | 28.626 |
| ATP Koza Gıda Tarım Hay. A.Ş. (2) | 2.385 | 2.643 |
| ATP İnşaat ve Ticaret A.Ş. (1) | 180 | 56 |
| ATP Havacılık ve Ticaret A.Ş. (2) | 50 | 69 |
| Other (3) | 17.500 | 10.275 |
| Total | 1.104.885 | 1.044.923 |
(*) The majority of the related amount is related to the sale of investment properties to Koza-İpek Holding A.Ş. For the sales price, a maturity difference invoice will be issued with the CBRT monthly average commercial loan interest rate for 18 months.
(**) A large part of the related amount consists of personnel and consultancy services given to the company.
Other payables of the Company to related parties as of September 30, 2024 and December 31, 2023 are as follows:
| September 30, 2024 |
December 31, 2023 |
|
|---|---|---|
| Koza İpek Sigorta Koza İpek Holding A.Ş. (1) |
14.136 - |
525 200 |
| Total | 14.136 | 725 |
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
The purchases of the Company from related parties between January 1 – September 30, 2024 and 2023 are as follows;
| January 1 - September 30, 2024 | January 1 - September 30, 2023 | |||||
|---|---|---|---|---|---|---|
| Rent | Service | Other | Rent | Service | Other | |
| İpek Doğal Enerji Kaynakları Araştırma | ||||||
| ve Üretim A.Ş. (2) | 12.891 | - | - | 17.539 | - | - |
| Koza İpek Holding A.Ş. (1) | - | - | 12.552 | - | - | - |
| ATP Koza Gıda Tarım Hay. A.Ş. (2) | - | - | - | - | - | 8.629 |
| Other (3) | - | - | 3.697 | - | - | 2.482 |
| Total | 12.891 | 16.249 | 17.539 | 11.111 |
Sales of the Company to related parties between January 1 – September 30, 2024 and 2023 are as follows;
| January 1 - September 30, 2024 | January 1 - September 30, 2023 | |||||
|---|---|---|---|---|---|---|
| Interest | Service | Other | Interest | Service | Other | |
| Koza İpek Holding A.Ş. (1) | 413.285 | - | 3.053 | 102.110 | - | 1.616.464 |
| Özdemir Antimuan Madenleri A.Ş. | - | - | 13.791 | - | - | 3.428 |
| ATP Koza Gıda Tarım Hay. A.Ş. (2) | - | - | 2.362 | - | - | 1.686 |
| ATP Koza Turizm Seyahat Ticaret A.Ş. | - | - | 1.007 | - | - | 851 |
| Koza Anadolu Metal Maden İşletmeleri A.Ş. | - | - | 1.401 | - | - | 1.751 |
| Other (3) | 141 | - | 3.459 | - | - | 3.245 |
| Total | 413.426 | 25.073 | 102.110 | 1.627.425 |
c) Compensations provided to key management; The Company's key management consist of the general manager and assistant general managers. Compensations provided to senior management include benefits such as wages and bonuses. Total amount of wages and similar benefits paid to key management between January 1 – September 30, 2024 is amounting to TL 43,896 thousand. The entire amount consists of the wages. (January 1 – September 30, 2023: TL 31,411 thousand)
Notes to the condensed financial statements for the period ended September 30, 2024
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
The Company's main financial instruments consist of cash, short-term deposits, currency protected deposits and funds. The main purpose of financial instruments is to finance the activities of the Company. Apart from these, the Company has financial instruments such as trade receivables and payables that arise as a result of its activities.
The Company is exposed to market risk, which consists of currency, cash flow and interest rate risks, capital risk, credit risk and liquidity risk, due to operations. Risk management policy is to focus on unexpected changes in the financial markets.
The management policy of financial risks should be made by the Company's senior management and commercial and financial affairs department in line with the policies and strategies approved by the Board of Directors. The Board of Directors should prepare general principles and policies for the management of currency, interest and capital risks, and closely monitor financial and operational risks (especially arising from fluctuations in gold prices). The Company does not have an Early Risk Detection Committee.
The purpose that the Company should set to manage financial risks can be summarized as follows:
The main risks arising from the financial instruments of the Company are interest rate risk, foreign currency risk, credit risk and liquidity risk. The policies of the management regarding to manage these risks are summarized below.
The risk of financial loss of the Company due to the failure of one of the parties to the financial instrument to fulfill its contractual obligation is defined as credit risk. Financial instruments of the Company that may cause a significant concentration of credit risk mainly consist of cash and cash equivalents and trade receivables. The maximum credit risk that the Company may be exposed to is up to the amounts reflected in the financial statements.
The Company has cash and cash equivalents in various financial institutions.
The Company sales consist gold dore bars with a right of first refusal to domestic banks on consignment to be sold to the Central Bank of the Republic of Turkey and silver to a domestic refinery on consignment. Due to the fact that the sales are made on demand and the customer is corporate, the Company considers that there is no significant risk of receivables.
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
The analysis of the Company's credit risk as of September 30, 2024 and December 31, 2023 are as follows:
| Cash and cash | ||||||
|---|---|---|---|---|---|---|
| Trade receivables | Other receivables | equivalents | ||||
| September 30, 2024 | Related party | Third party Related party | Third party | Deposits in banks |
||
| Maximum credit risk exposure as of the | ||||||
| reporting date | ||||||
| (A+B+C+D+E) * | - | 3.666 | 1.104.885 | 25.070 | 1.157.097 | |
| Portion of the maximum risk that is guaranteed | ||||||
| with a collateral, etc | ||||||
| A. Net book value of financial assets that are | ||||||
| not overdue or not impaired | - | 3.666 | 1.104.885 | 25.070 | 1.157.097 | |
| B. The book value of financial assets whose | ||||||
| conditions have been renegotiated or that | ||||||
| would be deemed overdue or impaired | - | - | - | - | - | |
| C. Net book value of assets that are overdue | ||||||
| but not impaired | - | - | - | - | - | |
| D. Net book values of impaired assets | - | - | - | - | - | |
| Overdue (gross book value) | - | 60.283 | - | - | - | |
| Impairment (-) | - | (60.283) | - | - | - | |
| The part of net value under | ||||||
| guarantee with collateral, etc | - | - | - | - | - | |
| Not due (gross book value) | - | - | - | - | - | |
| Impairment (-) | - | - | - | - | - | |
| The part of net value under | ||||||
| guarantee with collateral, etc | - | - | - | - | - | |
| E. Off-balance sheet items with credit risk | - | - | - | - | - |
| Cash and cash | |||||
|---|---|---|---|---|---|
| Trade receivables | Other receivables | equivalents | |||
| December 31, 2023 | Related party | Third party | Related party | Other party | Related party |
| Maximum credit risk exposure as of the reporting date (A+B+C+D+E) * Portion of the maximum risk that is guaranteed with a collateral, etc |
- - |
553 - |
1.044.923 - |
212.455 - |
353.154 - |
| A. Net book value of financial assets that are not overdue or not impaired |
- | 553 | 1.044.923 | 212.455 | 353.154 |
| B. The book value of financial assets whose conditions have been renegotiated or that would be deemed overdue or impaired C. Net book value of assets that are overdue but not impaired |
- - |
- - |
- - |
- - |
- - |
| D. Net book values of impaired assets | - | - | - | - | - |
| Overdue (gross book value) | - | 84.695 | - | - | - |
| Impairment (-) | - | (84.695) | - | - | - |
| The part of net value under | |||||
| guarantee with collateral, etc | - | - | - | - | - |
| Not due (gross book value) | - | - | - | - | - |
| Impairment (-) | - | - | - | - | - |
| The part of net value under | |||||
| guarantee with collateral, etc | - | - | - | - | - |
| E. Off-balance sheet items with credit risk | - | - | - | - | - |
(*) In determining the amount, factors that increase credit reliability, such as guarantees received, have not been taken into account.
Notes to the condensed financial statements for the period ended September 30, 2024
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
Due to operations, the Company is exposed to financial risks related to changes in exchange rates and interest rates. Market risks encountered by the Company are measured on the basis of sensitivity analysis. In the current year, there isn't any change in the market risk that the Company is exposed to, or the method of handling the encountered risks or the method used to measure these risks, compared to the previous year.
Transactions in foreign currency cause exchange risk. The Company controls this risk through a natural precaution that occurs by netting foreign currency assets and liabilities.
The distribution of the monetary and non-monetary assets and monetary and non-monetary liabilities of the Company in foreign currency as of the date of financial position is as follows:
| Foreign exchange position table TL equivalent (functional |
||||
|---|---|---|---|---|
| September 30, 2024 | currency) | Usd | Euro | Gbp |
| Cash and cash equivalents | 9.569 | 278 | 1 | 1 |
| Other receivables | 3.333 | 23 | 1 | 55 |
| Current assets | 12.902 | 301 | 2 | 56 |
| Total assets | 12.902 | 301 | 2 | 56 |
| Trade payables | 90.761 | 981 | 1.392 | 91 |
| Other payables | 187.358 | 5.491 | - | - |
| Current liabilities | 278.119 | 6.472 | 1.392 | 91 |
| Total liabilities | 278.119 | 6.472 | 1.392 | 91 |
| Net foreign currency position | (265.217) | (6.171) | (1.390) | (35) |
As of September 30, 2024, the Company has foreign currency protected deposits amounting to thousand TL 2,577,326.
| Foreign exchange | |||||
|---|---|---|---|---|---|
| Foreign exchange | position table | ||||
| position table | TL equivalent | ||||
| TL equivalent | (functional currency) | ||||
| December 31, 2023 | (Functional currency) | (Historical values) | Usd | Euro | Gbp |
| Cash and cash equivalents | 5.078 | 3.734 | 159 | 3 | 8 |
| Other receivables | 4.002 | 2.967 | 42 | 1 | 73 |
| Current assets | 9.080 | 6.701 | 201 | 4 | 81 |
| Total assets | 9.080 | 6.701 | 201 | 4 | 81 |
| Trade payables | 317.255 | 233.523 | 2.710 | 4.395 | 2.519 |
| Other payables | 219.609 | 161.645 | 7.460 | - | - |
| Current liabilities | 536.864 | 395.168 | 10.170 | 4.395 | 2.519 |
| Total liabilities | 536.864 | 395.168 | 10.170 | 4.395 | 2.519 |
| Net foreign currency position | (527.784) | (388.467) | (9.969) | (4.391) | (2.438) |
Notes to the condensed financial statements for the period ended September 30, 2024
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
The Company is exposed to currency risk mainly in US Dollars and Euro.
The table below shows the sensitivity of the Company to 10% increase and decrease in US Dollar and Euro exchange rates. The sensitivity analysis includes only open monetary items in foreign currency at the end of the period and shows the effects of the 10% exchange rate change at the end of the year. Positive value indicates an increase in profit / loss and other equity items.
| September 30, 2024 | Profit / Loss | Equity | |||
|---|---|---|---|---|---|
| Appreciation of | Depreciation of | Appreciation of | |||
| foreign | foreign | foreign | Depreciation of | ||
| currency | currency | currency | foreign currency | ||
| In case of 10% appreciation / depreciation of USD against TL | |||||
| 1- USD net asset/liability 2- Portion protected from USD risk (-) |
(21.056) - |
21.056 - |
(21.056) - |
21.056 - |
|
| 3- USD net effect (1+2) | (21.056) | 21.056 | (21.056) | 21.056 | |
| In case of 10% appreciation / depreciation of EUR against TL | |||||
| 4- EUR net asset/liability 5- Portion protected from EUR risk (-) |
(5.306) - |
5.306 - |
(5.306) - |
5.306 - |
|
| 6-EUR net effect (4+5) | (5.306) | 5.306 | (5.306) | 5.306 | |
| In case of 10% appreciation / depreciation of GBP against TL | |||||
| 7-GBP net asset/liability | (160) | 160 | (160) | 160 | |
| 8- Portion protected from GBP risk (-) | - | - | - | - | |
| 9-GBP Net effect (7+8) | (160) | 160 | (160) | 160 | |
| Total (3+6+9) | (26.522) | 26.522 | (26.522) | 26.522 |
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
| December 31, 2023 | Profit / Loss | Equity | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Appreciation of foreign currency |
Depreciation of foreign currency |
Appreciation of foreign currency |
Depreciation of foreign currency |
|||||||
| In case of 10% appreciation / depreciation of USD against TL | ||||||||||
| 1- USD net asset/liability 2- Portion protected from USD risk (-) |
(29.348) - |
29.348 - |
(29.348) - |
29.348 - |
||||||
| 3- USD net effect (1+2) | (29.348) | 29.348 | (29.348) | 29.348 | ||||||
| In case of 10% appreciation / depreciation of EUR against TL | ||||||||||
| 4- EUR net asset/liability 5- Portion protected from EUR risk (-) |
(14.303) - |
14.303 - |
(14.303) - |
14.303 - |
||||||
| 6-EUR net effect (4+5) | (14.303) | 14.303 | (14.303) | 14.303 | ||||||
| In case of 10% appreciation / depreciation of GBP against TL | ||||||||||
| 7-GBP net asset/liability 8- Portion protected from GBP risk (-) |
(9.126) - |
9.126 - |
(9.126) - |
9.126 - |
||||||
| 9-GBP Net effect (7+8) | (9.126) | 9.126 | (9.126) | 9.126 | ||||||
| Total (3+6+9) | (52.777) | 52.777 | (52.777) | 52.777 |
The most important operational risk of the Company is the gold price risk.
The operational profitability of the Company and the cash flows it provides from its operations are affected by the changes in gold and silver prices in the markets. If the gold prices decrease comparing under the cash-based operational production costs of the Company and continue in this way for a certain period, the operational profitability of the Company may decrease.
The Company does not expect any change in gold prices to drop significantly in the near future. Accordingly, the Company has not used any derivative instruments to hedge the risk of falling gold prices and has not made a similar agreement.
While managing the capital, the Company's objectives are to maintain the most appropriate capital structure in order to benefit its shareholders and reduce the cost of capital and to ensure the continuity of the Company's activities.
In order to return capital to shareholders, the Company could maintain or reorganize its capital structure, issue new shares, and sell assets to reduce borrowing.
The Company uses the net financial debt / equity ratio to monitor the capital structure. Net debt is calculated by deducting cash and cash equivalents from the total debt amount (including loans and other payables to related parties as shown in the balance sheet).
Company management should follow the net debt / equity ratio regularly and update it when necessary. The Company does not have an Early Detection of Risk Committee.
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
Fair value of the financial instruments
The Company classifies the fair value measurements of the financial instruments measured at their fair values in the financial statements according to the source of the inputs of each financial instrument class, using a three-level hierarchy as follows.
| September 30, 2024 | Level 1 | Level 2 | Level 3 | Total |
|---|---|---|---|---|
| Assets: | 7.870.034 | 2.577.326 | - | 10.447.360 |
| Measured at fair value through profit or loss | 7.870.034 | 2.577.326 | - | 10.447.360 |
| December 31, 2023 | Level 1 | Level 2 | Level 3 | Total |
| Assets: | 10.831.872 | 1.915.445 | - | 12.747.317 |
| Measured at fair value through profit or loss | 10.831.872 | 1.915.445 | - | 12.747.317 |
In this transaction, cash and securities exchange will be made outside the Equity Market clearing process.
After the transactions, the share of Koza-İpek Holding A.Ş. in our company's partnership structure will be 21.99% and the share of Atp İnşaat ve Ticaret A.Ş. will be 48.01%.
(Amounts are expressed in thousands of TL, based on the purchasing power of Turkish Lira ("TL") as of September 30, 2024, unless otherwise stated.)
The Company's financial statements for the years ended December 31, 2016, 2017, 2018, 2019, 2020, 2021, 2022 and 2023 have been approved by the Board of Directors with the board decisions dated April 24, 2018, April 30, 2018, February 28, 2019, February 27, 2020, March 1, 2021, March 1, 2022, March 1, 2023 and May 9, 2024 respectively and published by excluding the possible cumulative effects of the works and transactions belonging to the previous financial periods, whose judgment process continues, in accordance with the provisions of Article 401/4 of the Turkish Commercial Code No. 6102 ("TCC"). Audited financial statements for the year ended December 31, 2015 were not approved by the Board of Directors in accordance with the provisions of Article 401/4 of the TCC. Ordinary general assembly meetings of the Company for the years 2015, 2016, 2017, 2018, 2019, 2020, 2021, 2022 and 2023 as explained in detailed in Note 9, could not be carried out due to various examinations and works by the Prosecutor's Office, the Police Financial Crimes Branch and the CMB, and these financial statements of the Company could not be submitted to the approval of the General Assembly.
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