Audit Report / Information • Feb 28, 2025
Audit Report / Information
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(ORIGINALLY ISSUED IN TURKISH)
To the General Assembly of Doğuş Otomotiv Servis ve Ticaret A.Ş.
We have audited the accompanying consolidated financial statements of Doğuş Otomotiv Servis ve Ticaret A.Ş. (the "Company") and its subsidiaries (collectively referred to as the "Group") which comprise the consolidated statement of financial position as at 31 December 2024, the consolidated statement of profit or loss, the consolidated statement of other comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended and notes to the consolidated financial statements comprising a summary of significant accounting policies.
In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Group as at 31 December 2024, and its financial performance and its cash flows for the year then ended in accordance with Turkish Financial Reporting Standards ("TFRS").
Our audit was conducted in accordance with the Standards on Independent Auditing (the "SIA") that are part of Turkish Standards on Auditing adopted within the framework of the regulations of the Capital Markets Board and issued by the Public Oversight Accounting and Auditing Standards Authority (the "POA"). Our responsibilities under these standards are further described in the "Auditor's Responsibilities for the Audit of the Consolidated Financial Statements" section of our report. We hereby declare that we are independent of the Group in accordance with the Ethical Rules for Independent Auditors (including Independence Standards) (the "Ethical Rules") the ethical requirements regarding independent audit in regulations issued by the POA; the regulations of the Capital Markets Board; and other relevant legislation are relevant to our audit of the financial statements. We have also fulfilled our other ethical responsibilities in accordance with the Ethical Rules and regulations. We believe that the audit evidence we have obtained during the independent audit provides a sufficient and appropriate basis for our opinion.
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the current period. Key audit matters were addressed in the context of our independent audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
| Key Audit Matters | |
|---|---|
| Fair value of investment properties and land | |
| and buildings recognized using the | How the key audit matter was addressed in |
| revaluation method | the audit |
| As further explained in Notes 2.6, 12 and 14, the valuations completed by an independent real estate appraisal firm resulted in the total fair value of investment properties amounting to TL 15,442,480 thousand, and land and buildings amounting to TL 13,499,866 thousand as of 31 December 2024, a fair value increase of investment properties amounting to TL 530,236 thousand in 2024 recognized in consolidated statement of profit or loss and a fair value increase of land and buildings amounting to TL 1,168,542 thousand recognized in consolidated statement of other comprehensive income. |
We performed the following audit procedures in relation to accounting for investment properties, land and buildings using the revaluation method: • Assessing the capability, competency, and objectivity of the independent property valuation institution appointed by the Group in accordance with SIA 500, • Checking the completeness of the investment properties, land and buildings subject to revaluation by comparing accounting records to valuation reports, |
| The fair values of these assets are determined by an independent valuation institution accredited by the Capital Markets Board ("CMB") and are recognized in the consolidated financial statements following Group management's assessment. The fair value of land depends on the valuation methods used as well as the input and assumptions used in the valuation model. Fair values are directly affected by factors such as market conditions, the specifications of each piece of assets, its physical condition, and geographic location. |
• Testing the deeds and ownership ratios of land using the sampling method, • An independent property valuation institution accredited by the CMB and holding a license was appointed as an "auditor's expert" to support the audit process. The following audit procedures were performed using the sampling method with the support of the auditor's expert: o Comparing the location, tenant, and square meter information for the land included in reports with the land registers, o Evaluating the nature of the land, o Evaluating the appropriateness of the benchmarking analysis method used in revaluation of the relevant land, |
| How the key audit matter was addressed in | |
|---|---|
| Key audit matters | the audit |
| Since the value of investment properties and land and building is material to the consolidated financial statements, and in the determination of fair value of land the benchmarking analysis approach (market) |
o Determining whether the land that was the subject of calculations using the benchmark comparison method have features similar to the Group's land or not, |
| and discounted cash flow method are used, which include inputs and assumptions including discount and capitalization rate, rental growth rate, occupancy rate and estimated profitability that can lead to changes in the fair value of the land, the "fair value of investment properties and land and building recognized using the revaluation method" has been identified as a key audit matter. |
o Assessing reasonableness of key assumptions in discounted cash flow model including rental growth rate, occupancy rate and estimated profitability by comparing them against their historical financial performance, |
| o Assessing key assumptions in calculations including discount rates and capitalization rate and benchmarking these against rates used in the relevant industries, |
|
| o Testing management's sensitivity analysis for key assumptions considering market conditions, |
|
| o Checking whether the valuation reports were prepared in line with the main principles, |
|
| • Comparing the fair values in the valuation reports to the notes, to assess the consistency of the amounts disclosed in the notes and consolidated financial statements and evaluating whether the disclosures in the notes are adequate in accordance with TFRS. |
The Group management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with TFRS, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, management is responsible for assessing the Group's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.
Those charged with governance are responsible for overseeing the Group's financial reporting process.
Responsibilities of independent auditors in an independent audit are as follows:
Our aim is to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an independent auditor's report that includes our opinion. Reasonable assurance expressed as a result of an independent audit conducted in accordance with SIA is a high level of assurance but does not guarantee that a material misstatement will always be detected. Misstatements can arise from fraud or error. Misstatements are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.
As part of an independent audit conducted in accordance with SIA, we exercise professional judgment and maintain professional scepticism throughout the audit. We also:
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence. We also communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards actions taken to eliminate threats or safeguards applied.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
PwC Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş.
Cihan Harman, SMMM Independent Auditor
Istanbul, 28 February 2025
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
| INDEX | PAGE | |
|---|---|---|
| CONSOLIDATED STATEMENTS OF FINANCIAL POSITION | 1-2 | |
| CONSOLIDATED PROFIT OR LOSS STATEMENTS | 3 | |
| CONSOLIDATED STATEMENTS OF OTHER COMPREHENSIVE INCOME | 4 | |
| CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY | 5 | |
| CONSOLIDATED STATEMENTS OF CASH FLOWS | 6 | |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS | 7-88 | |
| NOTE 1 NOTE 2 |
ORGANISATION AND NATURE OF OPERATIONS BASIS OF PREPARATION OF CONSOLIDATED FINANCIAL STATEMENTS |
7-8 |
| AND APPLIED ACCOUNTING POLICIES | 8-33 | |
| NOTE 3 NOTE 4 |
JOINT VENTURES OPERATING SEGMENTS |
33 34-35 |
| NOTE 5 | CASH AND CASH EQUIVALENTS | 35 |
| NOTE 6 | FINANCIAL INVESTMENTS | 36 |
| NOTE 7 | BORROWINGS | 37-39 |
| NOTE 8 | TRADE RECEIVABLES AND PAYABLES | 39-41 |
| NOTE 9 | OTHER RECEIVABLES | 41 |
| NOTE 10 | INVENTORIES | 42 |
| NOTE 11 | INVESTMENTS ACCOUNTED FOR USING EQUITY METHOD | 42-45 |
| NOTE 12 | PROPERTY, PLANT AND EQUIPMENT | 46-47 |
| NOTE 13 | INTANGIBLE ASSETS | 48 |
| NOTE 14 | INVESTMENT PROPERTY | 49-50 |
| NOTE 15 | PROVISIONS, CONTINGENT ASSETS AND LIABILITIES | 50-52 |
| NOTE 16 | EMPLOYEE BENEFITS | 53 |
| NOTE 17 | PREPAYMENTS / DEFERRED INCOME | 54 |
| NOTE 18 | OTHER CURRENT LIABILITIES | 54 |
| NOTE 19 NOTE 20 |
EQUITY SALES AND COST OF SALES |
55-57 58 |
| NOTE 21 | MARKETING EXPENSES AND GENERAL ADMINISTRATIVE EXPENSES | 58-59 |
| NOTE 22 | EXPENSES BY NATURE | 60 |
| NOTE 23 | OTHER INCOME AND EXPENSES FROM OPERATING ACTIVITIES | 61 |
| NOTE 24 | INVESTMENT ACTIVITY INCOME AND EXPENSES | 62 |
| NOTE 25 | FINANCE INCOME AND EXPENSES | 62 |
| NOTE 26 | EXPLANATIONS ON NET MONETARY POSITION GAINS AND LOSSES | 63 |
| NOTE 27 | TAX ASSET AND LIABILITIES | 63-66 |
| NOTE 28 | EARNINGS PER SHARE | 67 |
| NOTE 29 | BALANCES AND TRANSACTIONS WITH RELATED PARTIES | 67-74 |
| NOTE 30 | FINANCIAL INSTRUMENTS | 74-87 |
| NOTE 31 | RIGHT OF USE ASSET | 88 |
| NOTE 32 | SUBSEQUENT EVENTS | 88 |
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
| Audited | Audited | ||
|---|---|---|---|
| Notes | 2024 | 2023 | |
| ASSETS | |||
| CURRENT ASSETS | |||
| Cash and cash equivalents | 5 | 9,413,570 | 11,035,747 |
| Financial investments | 6 | - | 1,816,432 |
| Trade receivables | 15,853,414 | 18,595,032 | |
| Trade receivables due from related parties | 29 | 10,372,372 | 12,505,597 |
| Trade receivables due from third parties | 8 | 5,481,042 | 6,089,435 |
| Other receivables | 1,493,694 | 737,492 | |
| Other receivables due from related parties | 29 | 66,290 | 41,572 |
| Other receivables due from third parties | 9 | 1,427,404 | 695,920 |
| Inventories | 10 | 15,410,234 | 15,375,759 |
| Prepayments | 17 | 263,574 | 294,466 |
| Assets related to current tax | 148,467 | 845 | |
| Other current assets | 20,039 | 98,855 | |
| Total current assets | 42,602,992 | 47,954,628 | |
| NON-CURRENT ASSETS | |||
| Financial investments | 3,311,213 | 4,866,997 | |
| Financial assets measured at fair value through other | |||
| comprehensive income | 6 | 3,311,213 | 4,866,997 |
| Other receivables | 156 | 34,721 | |
| Other receivables due from related parties | 29 | - | 34,143 |
| Other receivables due from third parties | 156 | 578 | |
| Investments accounted for using equity method | 11 | 9,407,791 | 12,292,688 |
| Investment property | 14 | 15,442,480 | 14,821,538 |
| Property, plant and equipment | 12 | 19,946,486 | 16,925,617 |
| Right of use assets | 31 | 179,046 | 91,434 |
| Intangible assets | 13 | 942,567 | 749,602 |
| Prepayments | 17 | 137,300 | 93,436 |
| Defferred tax asssets | 27 | 238,838 | 154,251 |
| Other non-current assets | 425 | 438 | |
| Total non-current assets | 49,606,302 | 50,030,722 | |
| TOTAL ASSETS | 92,209,294 | 97,985,350 |
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
| Audited | Audited | ||
|---|---|---|---|
| Notes | 2024 | 2023 | |
| LIABILITIES | |||
| CURRENT LIABILITIES | |||
| Current borrowings | 7 | 3,988,719 | 3,712,585 |
| Short-term portion of long-term borrowings | 7 | 2,211,219 | 2,921,028 |
| Trade payables | 14,334,639 | 12.302,388 | |
| Trade payables to related parties | 29 | 2,831,124 | 2,464,569 |
| Trade payables to third parties | 8 | 11,503,515 | 9,837,819 |
| Employee benefit obligations | 421,747 | 317,551 | |
| Other payables Other payables to related parties |
644 - |
709 - |
|
| Other payables to third parties | 644 | 709 | |
| Deferred income | 17 | 698,714 | 1,045,878 |
| Current tax liabilities | 27 | 38,798 | 272,889 |
| Current provisions | 3,212,414 | 4,076,289 | |
| Other current provisions | 15 | 3,212,414 | 4,076,289 |
| Other current liabilities | 18 | 2,068,446 | 1,986,021 |
| Total current liabilities | 26,975,340 | 26,635,338 | |
| NON-CURRENT LIABILITIES | |||
| Long-term borrowings | 7 | 5,904,446 | 8,931,072 |
| Other payables | 4,216 | 5,475 | |
| Deferred income | 17 | 797,348 | 598,344 |
| Non-current provisions | 676,738 | 587,565 | |
| Non-current provisions for employee benefits | 16 | 379,955 | 274,578 |
| Other long-term provisions | 296,783 | 312,987 | |
| Deferred tax liabilities | 27 | 2,112,690 | 811,403 |
| Total non-current liabilities | 9,495,438 | 10,933,859 | |
| TOTAL LIABILITIES | 36,470,778 | 37,569,197 | |
| EQUITY | |||
| Equity attributable to equity holders of the Company | 54,956,406 | 59,684,769 | |
| Issued capital | 19 | 220,000 | 220,000 |
| Inflation adjustment on capital | 19 | 4,564,522 | 4,564,522 |
| Treasury shares (-) | 19 | - | (592,938) |
| Share premium (discount) | 4,526,051 | 3,472,831 | |
| Business combination under common control | (9,348,203) | (9,348,203) | |
| Other accumulated comprehensive income (loss) that will not be reclassified in profit or | |||
| loss | 4,612,674 | 3,864,160 | |
| Gains (losses) on revaluation and remeasurement | 4,383,929 | 3,585,396 | |
| Property, plant and equipment revaluation increases(decreases) | 4,698,893 | 3,831,375 | |
| Gains (losses) on remeasurements of defined benefit plans | (314,964) | (245,979) | |
| Shares not classified as profit or loss from other comprehensive income of | |||
| investments accounted for by equity method | 228,745 | 278,764 | |
| Other accumulated comprehensive income (loss) that will be reclassified in profit or loss Exchange differences on translation |
297,420 - |
1,860,685 - |
|
| Gains (losses) on revaluation and reclassification | 341,113 | 1,707,675 | |
| Gain (loss) on revaluation and reclassification of financial assets held for sale | 19 | 341,113 | 1,707,675 |
| Shares not classified as profit or loss from other comprehensive income of | |||
| investments accounted for by equity method | (43,693) | 153,010 | |
| Restricted reserves appropriated from profits | 19 | 4,245,944 | 3,434,360 |
| Advance dividend payments (net) (-) | 19 | (2,200,000) | (4,157,426) |
| Prior years' profit or losses | 19 | 40,445,734 | 28,036,655 |
| Profit (loss) for the period | 7,592,264 | 28,330,123 | |
| Non-controlling interests | 782,110 | 731,384 | |
| TOTAL EQUITY | 19 | 55,738,516 | 60,416,153 |
| TOTAL EQUITY AND LIABILITIES | 92,209,294 | 97,985,350 |
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
| Audited | Audited | ||
|---|---|---|---|
| Notes | 2024 | 2023 | |
| Revenue | 20 | 188,374,522 | 215,477,926 |
| Cost of sales | 20 | (158,142,027) | (169,089,101) |
| GROSS PROFIT | 30,232,495 | 46,388,825 | |
| General administrative expenses | 21 | (9,872,598) | (7,053,869) |
| Marketing expenses | 21 | (5,823,752) | (5,462,699) |
| Other income from operating activities | 23 | 3,183,235 | 6,337,070 |
| Other expenses from operating activities | 23 | (1,475,719) | (1,759,954) |
| PROFIT FROM OPERATING ACTIVITIES | 16,243,661 | 38,449,373 | |
| Investment activity income | 24 | 699,150 | 956,189 |
| Investment activity expense | 24 | (114,157) | (44,161) |
| Share of profit (loss) from investments accounted for using equity method | 11 | (877,895) | 5,660,998 |
| PROFIT BEFORE FINANCING INCOME (EXPENSE) | 15,950,759 | 45,022,399 | |
| Financial income | 25 | 2,225,088 | 1,021,077 |
| Financial expense | 25 | (4,169,107) | (8,516,001) |
| Net monetary position gains (losses) | 26 | (1,308,345) | (161,909) |
| PROFIT FROM CONTINUING OPERATIONS, BEFORE TAX | 12,698,395 | 37,365,566 | |
| Tax (expense) income, continuing operations | (5,055,405) | (8,833,212) | |
| Current period tax (expense) income | 27 | (4,176,137) | (8,546,644) |
| Deferred tax (expense) income | 27 | (879,268) | (286,568) |
| PROFIT FROM CONTINUING OPERATIONS | 7,642,990 | 28,532,354 | |
| PROFIT FOR THE PERIOD | 7,642,990 | 28,532,354 | |
| Profit (loss), attributable to | |||
| Non-controlling interests | 50,726 | 202,231 | |
| Owners of parent | 7,592,264 | 28,330,123 | |
| Basic earnings per share | |||
| Basic earnings (loss) per share from continuing operations | 28 | 34,6975 | 141,6114 |
| Diluted earnings per share | |||
| Diluted earnings (loss) per share from continuing operations | 28 | 34,6975 | 141,6114 |
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
| Audited | Audited | ||
|---|---|---|---|
| Notes | 2024 | 2023 | |
| PROFIT (LOSS) | 7,642,990 | 28,532,354 | |
| Other comprehensive income | 7,642,990 | 28,532,354 | |
| Other comprehensive income that will not be reclassified to | |||
| profit or loss | 746,350 | 4,072,712 | |
| Gains (losses) on revaluation of property, plant and equipment | 1,168,542 | 5,164,638 | |
| Gains (losses) on remeasurements of defined benefit plans | 16 | (78,576) | (32,733) |
| Share of other comprehensive income of associates and joint ventures | |||
| accounted for using equity method that will not be reclassified to profit or loss | (60,041) | 266,222 | |
| Defined benefit plans re-measurement gains/(losses) of investments | |||
| valued by equity method | (10,022) | (12,542) | |
| Tangible asset revaluation gains/(losses) of investments | |||
| valued by equity method | (50,019) | 278,764 | |
| Taxes related to components of other compherensive income that will | |||
| not be reclassified to profit or loss | (283,575) | (1,325,415) | |
| Tax effect on revaluation of property, plant and equipment | (303,188) | (1,333,263) | |
| Tax effect on defined benefit plans re-measurement | 27 | 19,613 | 7,848 |
| Other comprehensive income that will be reclassified to profit or | |||
| loss | (1,563,265) | (671,664) | |
| Exchange differences on translation of foreign operations | - | (53,906) | |
| Other comprehensive income (loss) related with financial assets | |||
| measured at fair value through other comprehensive income | (1,561,785) | (713,898) | |
| - Gains (losses) on financial assets measured at fair value through | |||
| other comprehensive income | 6 | (1,561,785) | (713,898) |
| Share of other comprehensive income of associates and joint ventures | |||
| accounted for equity method that will be reclassified to profit or loss | (208,688) | 18,983 | |
| Share of other comprehensive income of associates and joint | |||
| venturesaccounted for equity method that will be not reclassified to profit or loss | (208,688) | 18,983 | |
| Taxes relating to components of other comprehensive income that | |||
| will be reclassified to profit or loss | 207,208 | 77,157 | |
| Taxes relating to financial assets measured at fair value through | |||
| other comprehensive income | 27 | 195,223 | 71,392 |
| Tax effect on share of other comprehensive income of associates and | |||
| joint ventures accounted for equity method that will be reclassified to profit or loss | 11,985 | 5,765 | |
| OTHER COMPREHENSIVE INCOME | (816,915) | 3,401,048 | |
| TOTAL COMPREHENSIVE INCOME | 6,826,075 | 31,933,402 | |
| Total comprehensive income attributable to | |||
| Non-controlling interests | 50,726 | 202,231 | |
| Owners of parent | 6,775,349 | 31,731,171 |
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
| Revaluation and remeasurement | Accumulated other comprehensive income and loss |
expense that will not be reclassified through profit or | Accumulated other comprehensive income and expense that will be reclassified through profit or loss |
|||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Issued capital (Note 19) |
Inflation adjustmen ts on capital (Note 19) |
Treasury shares (Note 19) |
Share premiums or discount (Note 19) |
Business combinations under common control (Note 19) |
Property, plant and equipment revaluation increases(decre ases) (Note 19) |
Gains / losses on remeasuremen ts of defined benefit plans |
Shares not classified as profit or loss from other comprehensive income of investments accounted for by equity method |
Foreign currency translation difference (Note 19) |
Gains (losses) on revaluation and reclassification (Note 19) |
Shares classified as profit or loss from other comprehensive income of investments accounted for by equity method (Note 19) |
Restricted reserve (Note 19) |
Advanceadivi dend payments (Net) |
Retained earnings/ (Accumulaed losses) |
Net profit/ loss for the period |
Total | Non-controlling interests (Note 19) |
Total equity | |
| Balance at 1 January 2023 | 220,000 | 4.564.522 | (2,069,194) | 113,984 | 1,593,243 | - | (208,552) | - | 53,906 | 2,350,181 | 128,262 | 4,834,805 | (2,166,396) | 13,168,601 | 22,541,534 | 45,124,896 | 529,153 | 45,654,049 |
| Transfers Total comprehensive income |
- | - | - | - | - | - | - | - | - | 797,105 | - | 21,744,429 | (22,541,534) | - | - | - | ||
| (loss) | - | - | - | - | - | 3,831,375 | (37,427) | 278,764 | (53,906) | (642,506) | 24,748 | - | - | - | 28,330,123 | 31,731,171 | 202,231 | 31,933,402 |
| Profit (loss) for the period | - | - | - | - | - | - | - | - | - | - | - | - | - | 28,330,123 | 28,330,123 | 202,231 | 28,532,354 | |
| Other comprehensive income | ||||||||||||||||||
| (loss) | - | - | - | - | - | 3,831,375 | (37,427) | 278,764 | (53,906) | (642,506) | 24,748 | - | - | - | - | 3,401,048 | - | 3,401,048 |
| Business combinations under common control |
- | - | - | - | (10,941,446) | - | - | - | - | - | - | - | - | - | - | (10,941,446) | - | (10,941,446) |
| Advance dividend payments | - | - | - | - | - | - | - | - | - | - | - | - | (4,157,426) | - | - | (4,157,426) | - | (4,157,426) |
| Profit shares | - | - | - | - | - | - | - | - | - | - | - | (721,445) | 2,166,396 | (7,530,984) | - | (6,086,033) | - | (6,086,033) |
| Increase (decrease) through | ||||||||||||||||||
| treasury shares transactions | - | - | 1,476,256 | 3,358,847 | - | - | - | - | - | - | - | (1,476,105) | - | 654,609 | - | 4,013,607 | - | 4,013,607 |
| Balances at 31 December 2023 | 220,000 | 4,564.522 | (592,938) | 3,472,831 | (9,348,203) | 3,831,375 | (245,979) | 278,764 | - | 1,707,675 | 153,010 | 3,434,360 | (4,157,426) | 28,036,655 | 28,330,123 | 59,684,769 | 731,384 | 60,416,153 |
| Balance at 1 January 2024 Transfers |
220,000 - |
4,564.522 - |
(592,938) - |
3,472,831 - |
(9,348,203) - |
3,831,375 2,164 |
(245,979) - |
278,764 - |
- - |
1,707,675 - |
153,010 - |
3,434,360 1,404,521 |
(4,157,426) | 28,036,655 26,923,438 |
28,330,123 (28,330,123) |
59,684,769 - |
731,384 - |
60,416,153 - |
| Total comprehensive income | ||||||||||||||||||
| (loss) | - | - | - | - | - | 865,354 | (68,985) | (50,019) | - | (1,366,562) | (196,703) | - | - | - | 7,592,264 | 6,775,349 | 50,726 | 6,826,075 |
| Profit (loss) for the period | - | - | - | - | - | - | - | - | - | - | - | - | - | 7,592,264 | 7,592,264 | 50,726 | 7,642,990 | |
| Other comprehensive income (loss) |
- | - | - | - | - | 865,354 | (68,985) | (50,019) | - | (1,366,562) | (196,703) | - | - | - | - | (816,915) | - | (816,915) |
| Deferred tax effect of related prior | ||||||||||||||||||
| periods | - | - | - | - | - | - | - | - | - | - | - | - | - | (249,081) | - | (249,081) | - | (249,081) |
| Advance dividend payments | - | - | - | - | - | - | - | - | - | - | - | - | (2,200,000) | - | - | (2,200,000) | - | (2,200,000) |
| Profit shares | - | - | - | - | - | - | - | - | - | - | - | - | 4,157,426 | (15,102,364) | - | (10,944,938) | - | (10,944,938) |
| Increase (decrease) through treasury shares transactions |
- | - | 592,938 | 1,053,220 | - | - | - | - | - | - | - | (592,937) | - | 837,086 | - | 1,890,307 | - | 1,890,307 |
| Balance at 31 December 2024 | 220,000 | 4,564.522 | - | 4,526,051 | (9,348,203) | 4,698,893 | (314,964) | 228,745 | - | 341,113 | (43,693) | 4,245,944 | (2,200,000) | 40,445,734 | 7,592,264 | 54,956,406 | 782,110 | 55,738,516 |
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
| Audited | Audited | ||
|---|---|---|---|
| Notes | 2024 | 2023 | |
| A. CASH FLOWS FROM OPERATING ACTIVITIES: | 13,646,281 | 14,445,986 | |
| Profit (loss) for the period | 7,642,990 | 28,532,354 | |
| Adjustments to for profit (loss) for the period reconciliation: | 9,647,971 | 6,508,007 | |
| 12, 13, 14, 21, 22, | |||
| Adjustments for depreciation and amortization expense | 31 | 2,204,302 | 1,755,186 |
| Adjustments for impairment loss (reversal of impairment loss) | (99,505) | 87,517 | |
| - Adjustments for impairement loss (reversal of impairment loss) of receivables | 8 | (588) | 1,262 |
| - Adjustments for impairment loss (reversal of impairment loss) of inventories | 10 | ||
| (98,917) | 86,255 | ||
| Adjustments for provisions | 5,799,709 | 5,849,147 | |
| - Adjustments for (reversal of) provisions related with employee benefits | 16 | 186,422 | 211,353 |
| - Adjustments for (reversal of) lawsuit and/or penalty provision expenses | 15 | 73,547 | 61,614 |
| - Adjustments for (reversal of) warranty provisions | 15 | 823,138 | 877,657 |
| - Adjustments for (reversal of) other provisions | 4,716,602 | 4,698,523 | |
| Adjustments for interest (income) and expense | 256,016 | 1,272,457 | |
| - Adjustments for interest income | 25 | (2,225,088) | (1,021,077) |
| - Adjustments for interest expense | 25 | 2,481,104 | 2,293,534 |
| Adjustments for unrealized foreign exchange losses (gains) | 1,204,542 | 5,742,300 | |
| Adjustments for fair value losses (gains) | (781,993) | (3,274,203) | |
| - Adjustments for fair value losses (gains) of investment property | (530,236) | (2,318,014) | |
| - Adjustments for fair value losses (gains) of financial assets | (251,757) | (956,189) | |
| Adjustments for undistributed profits of investments accounted | 11 | ||
| for using equity method | 877,895 | (5,660,998) | |
| Adjustments for tax (income) expenses | 27 | 5,055,405 | 8,833,212 |
| Adjustments for losses (gains) on disposal of non-current assets | (333,236) | 44,161 | |
| - Adjustments for losses (gains) from sale of tangible assets | 24 | (333,236) | 44,161 |
| Adjustments related to gain and losses on net monetary position | (4,535,164) | (8,140,772) | |
| Changes in working capital | 6,418,300 | (7,392,151) | |
| Adjustments for decrease (increase) in trade receivables | 2,742,196 | (10,601,007) | |
| - Decrease (increase) in due from related parties | 2,133,225 | (6,403,981) | |
| - Decrease (increase) in due from third parties | 608,971 | (4,197,026) | |
| Adjustments for decrease (increase) in inventories | 64,442 | ||
| (5,155,373) | |||
| Adjustments for increase (decrease) in trade payables | 2,032,251 | 3,527,260 | |
| - Increase (decrease) in due to related parties | 366,555 | 1,734,011 | |
| - Increase (decrease) in due to third parties | 1,665,696 | 1,793,249 | |
| Adjustment for decrease (increase) in other payables | (1,325) | (54,044) | |
| - Increase (decrease) in due to related parties | (1,260) | (53,527) | |
| - Increase (decrease) in due to third parties | (65) | (517) | |
| Increase (decrease) in deferred income | (148,160) | 658,806 | |
| Adjustments for other increase (decrease) in working capital | 1,728,896 | 4,232,207 | |
| Cash flows from operations | 23,709,261 | 27,648,210 | |
| Payments related with provisions for employee benefits | 16 | (47,191) | (256,607) |
| Payments related with other provisions | 15 | (5,457,949) | (2,296,744) |
| Income taxes refund (paid) | (4,557,850) | (10,650,673) | |
| Other cash inflows (outflows) | 8 | 10 | 1,800 |
| B. CASH FLOWS FROM INVESTING ACTIVITIES | (2,103,192) | (7,450,728) | |
| Cash outflows arising from purchase of shares or capital increase of associates and/or joint | |||
| ventures | 11 | - | (618,921) |
| Cash outflows for the acquisition of shares of | |||
| other enterprises or funds or borrowing instruments | - | (7,506,707) | |
| Proceeds from sales of property, plant, equipment and intangible assets | 686,638 | 1,616,091 | |
| - Proceeds from sales of property, plant and equipment | 686,638 | 1,616,091 | |
| Purchase of property, plant, equipment and intangible assets | (4,449,382) | (2,726,850) | |
| - Purchase of property, plant and equipment | 12 | (3,797,066) | (2,191,947) |
| - Purchase of intangible assets | 13 | (652,316) | (534,903) |
| Cash outflows from the purchase of investment properties | (90,706) | - | |
| Dividends received | 1,750,258 | 1,785,659 | |
| C. CASH FLOWS FROM FINANCING ACTIVITIES | (11,504,384) | (378,340) | |
| Regarding the entity's acquisition of its own shares and other equity instruments cash outflows | 1,890,307 | 5,836,512 | |
| Proceeds from borrowings | 7 | 4,704,108 | 7,975,203 |
| Repayments of borrowings | 7 | (4,777,384) | (3,538,340) |
| Cash outflows on debt payments from leasing agreements | 7 | (261,756) | (171,778) |
| Dividends paid | 19 | (13,144,938) | (9,588,850) |
| Interest paid | (2,139,809) | (1,912,164) | |
| Interest received | 2,225,088 | 1,021,077 | |
| NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS BEFORE | |||
| EFFECT OF EXCHANGE RATE CHANGES (A+B+C) | 38,705 | 6,616,918 | |
| D. EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH | |||
| EQUIVALENTS | - | (53,905) | |
| NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENT (A+B+C+D) | 38,705 | 6,563,013 | |
| E. CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE PERIOD | 11,035,747 | 8,048,464 | |
| MONETARY (LOSS) / GAIN EFFECT ON CASH AND CASH EQUIVALENTS | (1,660,882) | (3,575,730) | |
| CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD (A+B+C+D+E) | 5 | 9,413,570 | 11,035,747 |
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
The parent company, Doğuş Otomotiv Servis ve Ticaret A.Ş. ("Doğuş Otomotiv" or the "Company"), was established on November 24, 1999, as a distributor of Volkswagen AG and operates within the Volkswagen Group, importing, marketing, and selling vehicles and spare parts of VW, Audi, Seat, Cupra, Porsche, Bentley, Lamborghini, Meiller, Scania, Scania Power Solutions, Thermoking cooling systems, and Wielton semi-trailers. Additionally, through its Doğuş Marine Services division, it operates primarily in the field of After-Sales Services and Spare Parts for the Maritime Sector. The Company also operates in the used vehicle sector across Turkey under the DOD brand through authorized dealers. Furthermore, it provides sales and service for Novamarine brand boats, speedboats and Aerofoil brand e-foil products and Mate brand electric-assisted bicycles in Turkey. Additionally, through Doğuş Gayrimenkul Yatırım Ortaklığı A.Ş. ("Doğuş GYO"), it operates in the field of managing a portfolio consisting of real estate and real estate-based assets and rights.
The company's shares have been listed at Borsa İstanbul A.Ş. since 17 June 2004. Starting on 31 December 2024, Doğuş Holding held 60.50% of company shares and the remaining 39.50% are publicly traded.
The Company's subsidiaries as at 31 December 2024 are as follows:
The Company and its subsidiaries (together referred to as the "Group") operate in a automotive and real estate business segment.
The Company, Doğuş Oto Pazarlama and D-Charge are registered and operate in Turkey at the following address:
Maslak Mah. Ahi Evran Cad. No. 4 İç Kapı No. 3 Sarıyer, İstanbul, Türkiye.
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
Doğuş GYO is registered and operates in Turkey at the following address:
Maslak Mah. Ahi Evran Cad. No. 4 İç Kapı No. 7 Sarıyer, İstanbul, Türkiye.
The average number of blue-collar employees of the Group for the period ended 31 December 2024 is 658 (31 December 2023: 672) whereas the average number of white-collar employees of the Group for the period ended 31 December 2024 is 1,420 (31 December 2023: 1,402).
The accompanying consolidated financial statements are based in accordance with Turkish Accounting Standards ("TAS") issued by Public Oversight Accounting and Auditing Standards Authority of Turkey ("POA") as set out in the Communiqué serial II, No: 14.1 announcement of Capital Markets Board ("CMB") dated 13 June 2013 related to "Capital Market Communiqué on Principles Regarding Financial Reporting" ("Communiqué") which is published in official gazette, no 28676. TAS is composed of Turkish Accounting Standards, Turkish Financial Reporting Standards ("TFRS"), appendixes and interpretations. The consolidated financial statements are presented in accordance with the formats specified in the "Announcement on TAS Taxonomy" published by POA on 3 July 2024 and the Financial Table Examples and User Guide published by the CMB.
The consolidated financial statements of the Group as at 31 December 2024 have been approved by the Board of Directors on 28 February 2025. The legal authorities of the General Assembly of the Company have the right to modify the issued financial statements.
Group has prepared its consolidated financial statements for the year dated 31 December 2024 and ending on the same date, by applying TAS 29 "Financial Reporting in Hyperinflationary Economies" standard, based on the announcement made by POA on 23 November 2023 and the "Implementation Guide on Financial Reporting in High Inflation Economies" published. In accordance with the said standard, financial statements prepared based on the currency of a hyperinflationary economy are prepared in the purchasing power of this currency at the balance sheet date and comparative information is expressed in terms of the current measurement unit at the end of the reporting period for the purpose of comparison in the financial statements of the previous period. Therefore, Group has presented its consolidated financial statements as of 31 December 2023, in terms of purchasing power of TL at 31 December 2024.
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
In accordance with CMB's decision dated 28 December 2023 and numbered 81/1820, issuers and capital market institutions subject to financial reporting regulations applying Turkish Accounting/Financial Reporting Standards, starting from their annual financial reports for the accounting periods ending as of 31 December 2023 shall comply with the provisions of TAS 29 was decided to apply inflation accounting.
Restatements made in accordance with TAS 29 were made using the correction coefficient obtained from the Consumer Price Index in Turkey ("CPI") published by the Turkish Statistical Institute ("TURKSTAT"). As of 31 December 2024, the indices and correction coefficients used in the correction of consolidated financial statements are as follows:
| Correction | Three year compound | ||
|---|---|---|---|
| Date | Index | Coefficient | inflation rate |
| 31 December 2024 | 2,684.55 | 1.00000 | 291% |
| 31 December 2023 | 1,859.38 | 1.44379 | 268% |
| 31 December 2022 | 1,128.45 | 2.37897 | 156% |
The main elements of the Group's adjustment for financial reporting purposes in high-inflation economies are as follows:
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
The consolidated financial statements have been prepared based on the historical cost, except for the financial assets measured at fair value through other comprehensive income that measured at fair value.
Items included in the financial statements of subsidiaries, joint ventures and associates presented in the functional currencies in their primary economic environments in which they maintain their operations. The consolidated financial statements are presented in TL, which is Doğuş Otomotiv's functional and presentation currency.
The Company and its affiliates registered in Turkey maintain their books of account and prepare their statutory financial statements in Turkish Lira ("TL") in accordance with the Turkish Commercial Code, tax legislation, the Uniform Chart of Accounts issued by the Ministry of Finance. The affiliate in Iraq maintains its books of account and prepares its statutory financial statements in Iraqi Dinar ("IQD") in accordance with the laws and regulations in force in Iraq.
As of 31 December 2024, presented information in the additional note "Control of Compliance with the Portfolio Limitations", in accordance with CMB's Communique Serial: II, No: 14.1 "Financial Reporting in Capital Markets" Amendment No: 16 comprised condensed information and prepared in accordance with CMB's Communique Serial: III, No: 48.1 "Real Estate Investment Company" published in the Official Gazette dated 28 May 2013 numbered 28660 and CMB's Communique Serial: III, No: 48.1a "Amendment on Real Estate Investment Company" published in the Official Gazette dated 23 January 2014 numbered 28891.
The additional note for "Control of Compliance with Portolio Limitations" is prepared in accordance with the accompanying consolidated financial statements.
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
The accounting policies adopted in preparation of the consolidated financial statements as at 31 December 2024 are consistent with those of the previous financial year, except for the adoption of new and amended Turkish Accounting Standards ("TAS")/TFRS and IFRIC interpretations effective as of 1 January 2024. The effects of these standards and interpretations on the Group's financial position and performance have been disclosed in the related paragraphs.
Amendment to TAS 1 – Non-current liabilities with covenants; effective from annual periods beginning on or after 1 January 2024. These amendments clarify how conditions with which an entity must comply within twelve months after the reporting period affect the classification of a liability. The amendments also aim to improve information an entity provides related to liabilities subject to these conditions.
Amendment to TFRS 16 – Leases on sale and leaseback; effective from annual periods beginning on or after 1 January 2024. These amendments include requirements for sale and leaseback transactions in TFRS 16 to explain how an entity accounts for a sale and leaseback after the date of the transaction. Sale and leaseback transactions where some or all the lease payments are variable lease payments that do not depend on an index or rate are most likely to be impacted.
Amendments to TAS 7 and TFRS 7 on Supplier finance arrangements; effective from annual periods beginning on or after 1 January 2024. These amendments require disclosures to enhance the transparency of supplier finance arrangements and their effects on a company's liabilities, cash flows and exposure to liquidity risk. The disclosure requirements are the TASB's response to investors' concerns that some companies' supplier finance arrangements are not sufficiently visible, hindering investors' analysis.
TSRS 1, 'General requirements for disclosure of sustainability-related financial information; effective from annual periods beginning on or after 1 January 2024. This standard includes the core framework for the disclosure of material information about sustainability-related risks and opportunities across an entity's value chain.
TSRS 2, 'Climate-related disclosures'; effective from annual periods beginning on or after 1 January 2024. This is the first thematic standard issued that sets out requirements for entities to disclose information about climate-related risks and opportunities.
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
The new standards, amendments and interpretations which are issued as of the approval date of the consolidated financial statements but which have not yet entered into force for the current reporting period neither early adopted are as follows. Unless otherwise is stated, the Group will make the necessary adjustments to its consolidated financial statements and notes after the new standards and interpretations become in effect.
Amendments to TAS 21 - Lack of Exchangeability; effective from annual periods beginning on or after 1 January 2025. An entity is impacted by the amendments when it has a transaction or an operation in a foreign currency that is not exchangeable into another currency at a measurement date for a specified purpose. A currency is exchangeable when there is an ability to obtain the other currency (with a normal administrative delay), and the transaction would take place through a market or exchange mechanism that creates enforceable rights and obligations.
Amendment to TFRS 9 and TFRS 7 - Classification and Measurement of Financial Instruments; effective from annual reporting periods beginning on or after 1 January 2026 (early adoption is available). These amendments
Annual improvements to TFRS – Volume 11; Annual improvements are limited to changes that either clarify the wording in an Accounting Standard or correct relatively minor unintended consequences, oversights or conflicts between the requirements in the Accounting Standards. The 2024 amendments are to the following standards:
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
TFRS 18 Presentation and Disclosure in Financial Statements; effective from annual periods beginning on or after 1 January 2027. This is the new standard on presentation and disclosure in financial statements, with a focus on updates to the statement of profit or loss. The key new concepts introduced in TFRS 18 relate to:
TFRS 19 Subsidiaries without Public Accountability: Disclosures; effective from annual periods beginning on or after 1 January 2027. Earlier application is permitted. This new standard works alongside other TFRS Accounting Standards. An eligible subsidiary applies the requirements in other TFRS Accounting Standards except for the disclosure requirements and instead applies the reduced disclosure requirements in TFRS 19. TFRS 19's reduced disclosure requirements balance the information needs of the users of eligible subsidiaries' financial statements with cost savings for preparers. TFRS 19 is a voluntary standard for eligible subsidiaries. A subsidiary is eligible if:
Effects of these amendmends on the consolidated financial statements of the group is being assessed.
Business combinations are accounted for using the acquisition method as at the acquisition date, which is the date on which control is transferred to the Group. Control is the power to govern the financial and operating policies of an entity as to obtain benefits from its activities. In assessing control, the Group takes into consideration potential voting rights that currently are exercisable.
The Group measures goodwill at the acquisition date as:
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
When the excess is negative, a bargain purchase gain is recognized immediately in profit or loss. The consideration transferred does not include amounts related to the settlement of pre-existing relationships. Such amounts generally are recognized in profit or loss.
Transactions costs, other than those associated with the issue of debt or equity securities, that the Group incurs in connection with a business combination are expensed as incurred.
Legal mergers between entities controlled by the Group are not considered within the scope of TFRS 3 "Business Combinations". Therefore, goodwill is not calculated in such mergers.
In the accounting of share transfers under common control, assets and liabilities subject to business combination are included in the consolidated financial statements with their carrying values. Mergers between entities under common control are recognized by "Pooling of Interests" method. In applying the "Pooling of Interests" method, the consolidated financial statements are adjusted as if the acquisition was performed as of the beginning at the relevantreporting period in which the common control is carried out and they are presented comparatively as of the beginning of the relevant reporting period. As a result of these transactions, no goodwill or negotiable purchase effect is calculated (Note 3). Business combinations subject under common control are not within the scope of TFRS 3 "Business Combinations" and the Group does not recognize any goodwill with respect to such transactions. If the carrying amount of the acquired net assets on the date of the merger exceeds the transferred value, the difference is considered as the additional capital contributions of the shareholders and reflected to the Share Premiums. On the contrary, namely as a difference that occurs when the net value of the transferred assets exceeds the carrying amount of the net assets of the Company, on the date of the merger, the difference is reflected in the section "Effects of Mergers of Entities Under Common Control".
Subsidiaries are entities controlled by the Group. The Group controls an entity when it is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases. If necessary, adjustments regarding accounting policies are made on subsidiaries financial statements in order to equalize accounting policies applied by the Group.
For each business combination, the Group elects to measure any non-controlling interests in the acquire either:
Changes in the Group's interest in a subsidiary that do not result in a loss of control are accounted for as transactions with owners in their capacity as owners.
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
Adjustments to non-controlling interests are based on a proportionate amount of the net assets of the subsidiary. No adjustments are made to goodwill and no gain or loss is recognized in profit or loss.
Losses of subsidiaries belongs to non-controlling interest shall be attribute to the non-controlling interests even if this results in the non-controlling interests having a deficit balance.
Upon the loss of control, the Group derecognizes the assets and liabilities of the subsidiary, any noncontrolling interests and the other components of equity related to the subsidiary. Any surplus or deficit arising on the loss of control is recognized in profit or loss. If the Group retains any interest in the previous subsidiary, then such interest is measured at fair value at the date that control is lost. Subsequently it is accounted for as an equity accounted investee or as a financial assets measured at fair value through other comprehensive income depending on the level of influence retained.
The table below sets out all the subsidiaries included in the scope of consolidation and shows the Group's share of control as at 31 December:
| 2024 | 2023 | |
|---|---|---|
| Doğuş Oto Pazarlama | 96.20% | 96.20% |
| Doğuş GYO (*) | 94.44% | 94.44% |
| D-Charge | 100.00% | 100.00% |
Joint arrangements are arrangements of which the Group has joint control, established by contracts requiring unanimous consent for decisions about the activities that significantly affect the arrangements' returns. They are classified and accounted for as follows:
The accompanying consolidated financial statements include the Group's share of the profit or loss and other comprehensive income of equity accounted investees, after adjustments to align the accounting policies with those of the Group.
When the Group's share of losses exceeds its interest in an equity-accounted investee, the carrying amount of the investment, including any long-term interests that form part thereof, is reduced to zero, and the recognition of further losses is discontinued except to the extent that the Group has an obligation or has made payments on behalf of the investee.
Joint ventures are recognized as investments measured through equity method. The table below sets out all joint ventures and the Group's share of control as at 31 December:
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
| 2024 | 2023 | |
|---|---|---|
| TÜVTURK Kuzey Taşıt Muayene İstasyonları | ||
| Yapım ve İşletim A.Ş. ("TÜVTURK Kuzey") | 33.33% | 33.33% |
| TÜVTURK Güney Taşıt Muayene İstasyonları | ||
| Yapım ve İşletim A.Ş. ("TÜVTURK Güney") | 33.33% | 33.33% |
Associates are those enterprises in which the Group has significant influence, but does not have control, over the financial and operating policies. The consolidated financial statements include the Group's share of the total recognized gains and losses of associates on an equity accounting basis, from the date that significant influence commences until the date that significant influence ceases. When the Group's share of losses exceeds the carrying amount of the associate, the carrying amount is reduced to zero and recognition of further losses is discontinued except to the extent that the Group has incurred obligations in respect of the associate.
The table below sets out all the associates included in the scope of consolidation and shows the Group's share of control as at 31 December:
| 2024 | 2023 | |
|---|---|---|
| Yüce Auto Motorlu Araçlar Ticaret A.Ş. ("Yüce Auto") (*) | 50.00% | 50.00% |
| Doğuş Sigorta Aracılık Hizmetleri A.Ş. ("Doğuş Sigorta") | 42.00% | 42.00% |
| VDF Servis ve Ticaret A.Ş. ("VDF Servis") | 48.79% | 48.79% |
| Doğuş Bilgi İşlem ve Teknoloji Hizmetleri A.Ş. ("Doğuş Teknoloji") | 21.76% | 21.76% |
(*) Even though the Group has 50% interest in Yüce Auto (Distributor of Skoda), the Group only exercises a significant influence rather than control on the operations of Yüce Auto.
Intragroup balances and transactions, and any unrealized income and expenses arising from intragroup transactions are eliminated in preparation of the consolidated financial statements. Unrealized gains arising from transactions with equity accounted investees are eliminated against the investment to the extent of the Group's interest in the investee. Unrealized losses are eliminated in the same way as unrealized gains, but only to the extent that there is no evidence of impairment. The carrying amount of Doğuş Otomotiv's investment in each subsidiary and dividend income from these subsidiaries are eliminated from the related equity and profit or loss statement accounts.
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
Financial assets and financial liabilities should be offset and are reported net only when the entity has a legally enforceable right to offset, and it intends to settle the asset and the liability either simultaneously or on a net basis.
The Group has prepared the consolidated statement of financial position as at 31 December 2024 comparatively with the consolidated statement of financial position as at 31 December 2023, and the consolidated profit or loss statement, the consolidated statement of other comprehensive income, the consolidated statements of cash flows and changes in equity for the year ended 31 December 2024 comparative to for the year ended 31 December 2023.
At inception of a contract, the Group assesses whether a contract is, or contains a lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. To assess whether a contract conveys the right to control the use of an identified asset, The Group assess whether:
At inception or on reassessment of a contract that contains a lease component, the Group allocates the consideration in the contract to each lease component on the basis of their relative stand-alone prices.
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
The right of use asset is initially recognized at cost comprising of:
The Group re-measure the right of use asset:
The Group applies TAS16 "Property, Plant and Equipment" to amortize the right of use asset and to asses for any impairment. If the lease transfers ownership of the underlying asset to the lessee by the end of the lease term or if the cost of the right-of-use asset reflects that the lessee will exercise a purchase option, the Group depreciate the right-of-use asset from the commencement date to the end of the useful life of the underlying asset.
Otherwise, The Group depreciate the right-of-use asset from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term.
The Group apply TAS 36 Impairment of Assets to determine whether the right-of-use asset is impaired and to account for any impairment loss identified.
The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date. Lease liabilities are discounted to present value by using the interest rate implicit in the lease if readily determined or with the Group's incremental borrowing rate.
Lease payments included in the measurement of the lease liability comprise the following:
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
After initial recognition, the lease liability is measured:
Interest on the lease liability in each period during the lease term is the amount that produces a constant periodic rate of interest on the remaining balance of the lease liability. The Group determine the revised discount rate as the interest rate implicit in the lease for the remainder of the lease term, if that rate can be readily determined, or the lessee's incremental borrowing rate at the date of reassessment, if the interest rate implicit in the lease cannot be readily determined. After the commencement date, The Group remeasure the lease liability to reflect changes to the lease payments. The Group recognise the amount of the remeasurement of the lease liability as an adjustment to the right-of-use asset.
The Group shall remeasure the lease liability by discounting the revised lease payments using a revised discount rate, if either:
The Group determine the revised discount rate as the interest rate implicit in the lease for the remainder of the lease term, if that rate can be readily determined, or the lessee's incremental borrowing rate at the date of reassessment, if the interest rate implicit in the lease cannot be readily determined.
The Group remeasure the lease liability by discounting the revised lease payments, if either:
The Group determines its revised lease payments related to the remaining leasing period considering its payments related to the revised agreement. Under these circumstances, the Group uses an unadjusted interest rate.
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
The Group recognises the restructuring of the lease as a separate leasing if both of the following are met:
Leases with a lease term of 12 months or less and leases of low-value assets determined by the Group are evaluated in scope of the exemption of TFRS 16 and payments associated with those leases are recognised on a straight-line basis as an expense in profit or loss.
In determining the lease liability, the Group considers the extension and termination options. The majority of extension and termination options held are exercisable both by the group and by the respective lessor. Extension options are included in the lease term if the lease is a reasonably certain to be extended. The group remeasures the lease term, if a significant event or a significant change in circumstances occurs which affects the initial assessment.
Revenues are recognized in the consolidated financial statements when the performance obligation is satisfied by delivering the committed product or service to the customer and transferring the risks and rewards of ownership of the goods.
The Company recognizes revenue by the five step model framework mentioned below:
The Group recognizes revenue from its customers only when all of the following criteria are met:
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
In the event that the group is entitled to collect a consideration directly corresponding to the value of its completed operation from the customer (in the delivery of products/services), the group takes the amount of revenue in the financial statements as much as it has the right to bill. The group determines and does not make any adjustments as no significant financing component will have an effect on the promised price, as it foresees that the period between the transfer date of the goods or services it has committed to the customer and the date the customer has paid the price of that goods or services will be one year or less at the contract inception.
Inventories are valued at the lower of cost or net realizable value. Cost elements included in inventories comprise all costs of purchase and the other costs incurred in bringing the inventories to their present location and condition. The cost of inventories is determined on actual costing basis for trade goods, moving weighted average basis for spare parts and other inventories. Net realizable value is the estimated selling price in the ordinary course of business, less selling expenses.
Property, plant and equipment are carried at indexed cost less indexed accumulated depreciation. Historical costs include the costs directly related to the acquisition of Property, plant and equipment. As of the date of revaluation, the accumulated depreciation of the relevant tangible asset subject to appraisal is netted with the cost of the asset and followed up over the revalued net book value in subsequent periods. Cost incurred after the acquisition can be added to the net book value of assets or can be booked as another asset if and only if it is probable that the future economic benefits will flow to the Group and cost of the asset can be measured realiably. All other repair and maintenance costs are expensed in consolidated statement of compherensive income for the period. Depreciation is provided using straight line method base on the estimated useful lives of gross book value of assets.
Land is not depreciated as it is deemed to have indefinite useful life. Where the carrying amount of an asset is greater than its estimated recoverable amount, it is written down immediately to its recoverable amount. Recoverable mount is higher of asset net selling price or value in use. Net selling price is calculated by deducting the selling costs from the fair value of asset. Value in use calculated as the discounted value of the estimated future cash flow the entity expects to derive from the asset. An impairment loss is recognized for the amount by which the carrying amount of the asset exceeds it recoverable amount. Gains or losses on disposal pf property, plant and equipment determined by comparing proceeds with their relevant revaluation fund and are included in the retained earnings, appropriate. cost approach has been used in determining the fair value of lands owned by the Group. The fair value increases from revaluation of tangible assets are recognized in gain on revaluation of properties account which is under equity, after the netting of the deferred tax effect.
Gains and losses on disposal of an item of property and equipment are determined by comparing the proceeds from disposal with the carrying amount of property and equipment, and are recognized within "Investment activity income" or "Investment activity expense" in profit or loss.
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
The estimated useful lifes of property and equipment for the current and comparative years are as follows:
| Buildings | 25-50 years |
|---|---|
| Land improvements | 4-50 years |
| Machinery and equipment | 5-15 years |
| Furniture and fixtures | 3-15 years |
| Motor vehicles | 4-5 years |
Property and equipment are depreciated over the estimated useful lifes of the related assets from the date of purchase or the date of setup on a straight-line basis. Useful lives of property and equipment are reviewed at each reporting date and necessary adjustments are applied if necessary.
Intangible assets are consisted of rights and software programs. Intangible assets are measured at cost less accumulated amortization and impairment losses. Cost includes expenditure that is directly attributable to the acquisition of the asset.
Subsequent expenditure is capitalized only when it increases the future economic benefits embodied in the specific asset to which it relates. All other expenditure is recognized in profit or loss incurred.
The estimated useful lifes of intangible assets for the current and comparative years are as follows:
| Rights | 15 years |
|---|---|
| Software programs | 3-5 years |
Amortization is recognized in profit or loss on a straight-line basis over the estimated useful lives of intangible assets from the date that they are available for use. The useful lifes are reviewed at each reporting date and necessary adjustments are applied if necessary.
Investment properties are properties held to earn rentals and/or for capital appreciation. Investment properties are measured initially at cost, including transaction costs. As of the date of the report, the properties held for a currently undetermined future use by the Group management, have been classified as investment properties.
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
Subsequent to initial recognition, at the end of each year when there is an indication of impairment, in accordance with the appraisal reports obtained from licensed real estate appraisal organizations under the Capital Market Legislation, investment properties are stated at fair value which reflects the market conditions as of the statement of financial position date. Gains or losses arising from changes in the fair values of investment properties are included in the consolidated profit or loss in the period in which they arise. Deferred tax (liability)/asset has been calculated from all the temporary differences from investment properties.
An investment property is derecognized upon disposal or when the investment property is permanently withdrawn from use and no future economic benefits are expected from disposal. Any gain or loss arising on derecognition of the property is included in consolidated profit or loss in the period in which the property is derecognized.
Transfers are made to or from investment property only when there is a change in use. For a transfer from investment property to owner occupied property, the deemed cost for subsequent accounting is the fair value at the date of change in use. If owner occupied property becomes an investment property, the Group accounts for such property in accordance with the policy stated under property, plant and equipment up to the date of change in use. The difference between cost value and fair value at the date of the change is recognized as revaluation fund in consolidated statement of other comprehensive income (Note 14).
Significant evaluations, estimates, and assumptions used when determining the fair value of immovables classified as investment property in the financial statements are explained below.
| Annual Price |
Precedet | ||||||
|---|---|---|---|---|---|---|---|
| Real estate name | Valuation Report Date |
Valuation Report method |
Discou nt Rate |
Increase Rate |
Capitalisation Rate |
m2 value TL |
Occupan y rate |
| Gebze Center AVM | 26 December 2024 | Discounted cash flow | 35% | 30% | 7% | - | 97% |
| Gebze Center Otel | 26 December 2024 | Discounted cash flow | 35% | 30% | 7% | - | 69.40% |
| Gebze Center | |||||||
| Showroom ve Servis | |||||||
| Alanı | 26 December 2024 | Discounted cash flow | 35% | 30% | 7% | - | 100% |
| Gebze Arsa | 26 December 2024 | Market approach | - | - | - | 16,867 | - |
| D-Ofis Maslak | 26 December 2024 | Discounted cash flow | 35% | 30% | 7% | - | 100% |
| Doğuş Center Maslak | 26 December 2024 | Discounted cash flow | 28% | 39% | 7% | - | 96.64% |
| Doğuş Center Etiler | 26 December 2024 | Discounted cash flow | - | - | 5% | - | 100% |
| Kartal Kule | 13 December 2024 | Cost approach | - | - | - | - | - |
| Ankara Etimesgut | 13. December 2024 | Cost approach | - | - | - | - | - |
| Kayseri Sağıroğlu | 13. December 2024 | Cost approach | - | - | - | - | - |
Significant estimates and assumptions in the financial statements dated 31 December 2024 are as follows.
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
Significant estimates and assumptions in the financial statements dated 31 December 2023 are as follows.
| Annual | |||||||
|---|---|---|---|---|---|---|---|
| Valuation | Price | Precedet | |||||
| Valuation | Report | Discount | Increase | Capitalisation | m2 value | Occupany | |
| Real estate name | Report Date | method | Rate | Rate | Rate | TL | rate |
| Gebze Center | Discounted | ||||||
| AVM | 27 December 2023 | cash flow | 25% – 30% | 30% | 7% | - | 96% |
| Discounted | |||||||
| Gebze Center Otel | 27 December 2023 | cash flow | 25% - 30% | 30% | 8% | - | 73% |
| Gebze Center | |||||||
| Showroom ve | Discounted | ||||||
| Servis Alanı | 27 December 2023 | cash flow | 25% - 30% | 30% | 6% | - | 100% |
| Market | |||||||
| Gebze Arsa | 27 December 2023 | approach | - | - | - | 14,107 | - |
| Discounted | 10% - | ||||||
| D-Ofis Maslak | 27 December 2023 | cash flow | 25% - 30% | 35% | 6% | - | 100% |
| Doğuş Center | Discounted | 15% - | |||||
| Maslak | 27 December 2023 | cash flow | 28% | 39% | 7% | - | 96.64% |
| Doğuş Center | Discounted | ||||||
| Etiler | 27 December 2023 | cash flow | - | - | 5% | - | 100% |
| Kartal Kule | 20 December 2023 | Cost approach | - | - | - | - | - |
| Ankara Etimesgut | 27. December 2023 | Cost approach | - | - | - | - | - |
| Kayseri Sağıroğlu | 26. December 2023 | Cost approach | - | - | - | - | - |
In compliance with TAS 31 "Shares in Joint Ventures" and TFRS 5 "Assets Classified as Held For Sale and Discontinuing Operations", the interests in equity accounted investee which are classified as assets held for sale are accounted for in accordance with TFRS 5. Assets classified as held for sale is accounted for at the lower of its carrying amount (being the net amount of the assets or liabilities directly associated with them) or fair value less costs to sell.
A leasing transaction in which a significant portion of the risks and gains of ownership belongs to the lessee is classified as financial leasing. All other leases are classified as operating leases.
Operating lease income is recorded in the profit or loss statement on a straight-line basis throughout the lease period..
Operating lease expenses are recorded in the profit or loss statement on a straight-line basis throughout the lease period. Direct initial costs incurred in realizing and negotiating the lease are also included in the cost of the leased asset and are amortized on a straight-line basis over the lease term.
Tangible assets acquired through financial leasing are recorded as assets in the Company's assets and as financial liabilities in its liabilities. In determining the amounts included as assets and liabilities in the statement of financial position, the lower of the fair values of the assets and the present values of the lease payments is taken as basis. Financing costs arising from leasing are spread over periods to form a fixed interest rate throughout the leasing period.
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
Sale and leaseback transactions
Due to the Sale and Leaseback transaction; Within the scope of the "Communique on Common Principles and Separation Right for Significant Transactions (II-23.1)" published by the Capital Market Board in the Official Gazette dated 24.12.2013 and numbered 28861; As stated in Article 12/f titled Situations That Do Not Give rise to the right of withdrawal, "the asset transfer transactions carried out for the purpose of immediate retrieval of the asset subject to the transaction through Financial Lease", the right of separation does not arise.
As explained below in taxation, the company is exempt from corporate tax since it has real estate investment trust status.
As per Article 5/1(d) (4) of Corporate Income Tax Law No. 5520, earnings obtained from real estate investment trusts are exempt from corporate income tax. With Law No. 7524, as of 01 January 2025 certain requirements were introduced in order for corporate income tax exemption to apply to earnings of real estate investment trusts. Accordingly, the tax rate applied to corporate income shall be 10% only if at least 50% of income from immovables is distributed as dividends. So, the 30% tax rate effective for undistributed profits is used for the deferred tax assets and liabilities account and current period taxes.
As per tax legislation, taxable or deductible temporary differences in the financial statements as of 31 December 2024 were multiplied by the 30% tax rate in effect for undistributed profits for the period following 01 January 2025 to calculate deferred tax liabilities or assets. As per the letter dated 12 February 2025 from the Public Oversight Accounting and Auditing Standards Authority (the "KGK") to Real Estate Investment Trusts regarding "Reporting Taxes in Real Estate Investment Funds and Trusts", the impact in 2023 and previously of the deferred tax liability in the financial statements dated 31 December 2024 arising out of the change in legislation was recognised in the previous years' profit or loss under equity, and its impact for 2024 was recognised under the profit/loss statement.
In accordance with TAS 23 "Borrowing Costs (Revised)", the borrowing costs that are directly attributable to the acquisition, construction or production of a qualifying asset are capitalized by the Group as part of the cost of that asset, until the activities to prepare the qualifying asset for its intended use or sale are complete. Other borrowing costs are recognized in profit or loss within related period by using effective interest rate method expressed in TAS 39 "Financial Instruments: Recognition and Measurement".
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
The Group classifies the financial assets as three groups such as subsequently measured at amortised cost and fair value through other comprehensive income the classification is made on the basis of the entity's business model for managing the financial assets and the contractual cash flow characteristics of the financial asset. The Group makes the classification of its financial assets on the date of purchase. Financial assets are not reclassified subsequent to their initial recognition unless the Group changes its business model for managing financial assets, in which case all affected financial assets are reclassified on the first day of the first reporting period following the change in the business model.
"Financial assets measured at amortised cost", are the financial assets held within a business model whose objective is to hold financial assets in order to collect contractual cash flows and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding, not have an active market and non-derivative financial assets. "Cash and cash equivalents", "trade receivables" are classified as financial assets measured at amortised cost. They are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method. Gains and losses recognised as a result of the fair value adjustments of financial assets amortised at cost and non-derivative financial assets are included in the income statement.
"Financial assets measured at fair value through other comprehensive income", are non-derivative assets that are held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding. The Company make a choice for the equity instruments during the initial recognition and elect profit or loss or other comprehensive income for the presentation of fair value gain and loss. The Company carried these assets at their fair values. The fair value gains and losses are recognized in other comprehensive income after the deduction of impairment losses and foreign exchange income and expenses. When the financial assets carried at fair value through other comprehensive income are sold, fair value gain or loss classified in other comprehensive income is classified to retained earnings.
"Gains or losses on a financial asset measured at fair value through other comprehensive income" is recognized in other comprehensive income, except for impairment gains or losses and foreign exchange gains and losses until the financial asset is derecognized or reclassified. When the financial asset is derecognized the cumulative gain or loss previously recognized in other comprehensive income is reclassified to retained earnings.
A financial asset is derecognized from the consolidated financial statements where the Group has transferred its rights to receive cash flows from the asset and either has transferred substantially all the risks and rewards of the asset through a sales transaction, any rights created or held by the financial asset transferred by the Group are recognized as a separate asset or liability.
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
The Group accounts for the impairment of trade receivables by using "Expected Credit Loss" (ECL) model. Impairment model is applied for financial assets measured at amortized costs and contractual assets.
Loss provisions are measured according to the following principles;
ECL' s of the lifetime is applied at reporting date when the credit risk related to a financial asset increases significantly after initial recognition date. In all other cases where the relevant increase did not occur, 12 month ECL calculation is applied. The Group can determine if the credit risk of the financial asset has a low credit risk at the reporting date, that the credit risk of the financial asset does not increase significantly. However ECL's of the lifetime (practical expedient) is always valid and applied for the trade receivables and contractual assets that do not contain a significant financing component.
Transactions in foreign currencies are translated to TL at exchange rates at the dates of the transactions. Monetary assets and liabilities denominated in foreign currencies at the reporting date are retranslated to TL at the exchange rate at that date. Foreign currency differences arising on retranslation are recognized in profit or loss.
Assets and liabilities of those Group entities with a different functional currency than the reporting currency of the Group are translated into the reporting currency of the Group at the rate of exchange ruling at the reporting date. The income and expenses of the Group entities are translated into the reporting currency at the average exchange rates for the period. These foreign currency differences are recognized in other comprehensive income, and presented in translation reserve in equity.
Earnings per share disclosed in the consolidated income statement are determined by dividing net income by the weighted average number of shares outstanding during the period concerned. Parent company shares owned by the Group are not taken into consideration in the calculation of earnings per share.
In Turkey, companies can increase their share capital through a pro-rata distribution of shares ("bonus shares") to existing shareholders from retained earnings and inflation adjustment. For the purpose of earnings per share computations, the weighted average number of shares in existence during the period has been adjusted in respect of bonus share issues without a corresponding change in resources, by giving them retroactive effect for the period.
Provisions are recognized when the Group has a present legal or constructive obligation because of past events, it is probable that an outflow of resources will be required to settle the obligation and a reliable estimate of the amount can be made. Unless related criteria occur, the Group discloses the related issue in disclosures. Contingent assets are not recognized and solely disclosed until they are realized.
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
Material changes in accounting policies or material errors are corrected; retrospectively by restating the prior period consolidated financial statements. The effect of changes in accounting estimates affecting the current period is recognized in the current period; the effect of changes in accounting estimates affecting current and future periods is recognized in the current and future periods.
Leases of property and equipment where the Group substantially assumes all the risks and rewards of ownership are classified as finance leases. Financial leases are included in the property and equipment at the inception of the lease at the lower of the fair value of the leased property or the present value of the minimum lease payments are charged by deducting accumulated depreciation and permanent impairment. Payables arising from financial leases are decreased when the principals are paid as well as the interest payments are recognized in profit or loss statement.
Leases where a significant portion of the risks and rewards of ownership are retained by the leaser are classified as operating leases. Payments made under operating leases (net off any incentives received from the leaser) are charged to the consolidated profit or loss statement on a straight-line basis over the period of the lease.
At inception of an arrangement, the Group determines whether the arrangement is or contains a lease. The following two criteria must be met for a "lease":
At inception or on reassessment of an arrangement that contains a lease, the Group separates payments and other considerations required by the arrangement into those for the lease and those for other elements based on their relative fair values. If the Group concludes for a finance lease that is impracticable to separate the payments reliably, then an asset and a liability are recognized at an amount equal to the fair value of the underlying asset; subsequently, the liability is reduced as payments are made and an imputed finance cost on the liability is recognized using the Group's incremental borrowing rate.
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
Parties are considered related to the Group if;
A related party transaction is a transfer of resources, services or obligations between related parties, regardless of whether a price is charged.
A number of transactions are entered into with related parties in the normal course of business.
Operating segments are reported in a manner consistent with the reporting provided to the chief operating decision maker. The chief operating decision maker is responsible for allocating resources and assessing performance of the operating segments. Board of Directors is determined as the chief operating decision maker of the Group.
Taxes include current period income tax liabilities and deferred tax liabilities. Current tax and deferred tax is recognized in profit or loss except to the extent that it relates to a business combination, or items recognized directly in other comprehensive income.
Current tax is the expected tax payable or receivable on the taxable income or loss for the year, using tax rates enacted or substantively enacted at the reporting date, and any adjustment to tax payable in respect of previous years.
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
Deferred tax is recognized in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. Effective tax rates are used for deferred tax calculation.
Most of temporary differences are derived from the timing differences in recognition of income and expenses between the consolidated financial statements that are prepared in accordance with the principals mentioned in Note 2 and statutory records.
Deferred tax liabilities are recognized for all taxable temporary differences, where deferred tax assets resulting from deductible temporary differences are recognized to the extent that it is probable that future taxable profit will be available against which the deductible temporary difference can be utilized.
When the deferred tax assets and deferred tax liabilities levied by the same taxation authority and there is a legally enforceable right to set off current tax assets against current tax liabilities, deferred tax assets and deferred tax liabilities are offset accordingly.
Transfer pricing is disclosed in the 13th clause of the Corporate Tax Law under the heading "veiled shifting of profit" via transfer pricing. The application details are stated in the "general communiqué regarding veiled shifting of profits via transfer pricing" published on 18 November 2007. Veiled shifting of profits via transfer pricing will not be deducted from tax assessment for the purposes of corporate tax.
In determining the amount of current and deferred tax, the Company takes into account the impact of uncertain tax positions and whether additional taxes and interest may be due. This assessment relies on estimates and assumptions and may involve a series of judgements about future events. New information may become available that causes the Company to change its judgement regarding the adequacy of existing tax liabilities; such changes to tax liabilities will affect tax expense in the period that such a determination is made.
The provisions concerning to the "thin capitalization" are stated in the Article 12 of new corporate tax law. According to the Article 12, if the borrowings obtained directly or indirectly from the shareholders of the companies or persons related to shareholders exceeds three times of the shareholders' equity of the company at any time during the related year, the exceeding portion of the borrowing will be treated as thin capital.
The financial borrowings were regarded as thin capitalization provided with;
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
In accordance with existing labor law in Turkey, the Group is required to make lump-sum payments to employees who have completed one year of service and whose employment is terminated without cause or who retire. Employee benefits are the estimation of the present value of future probable obligation of the Group arising from the retirement of the employees. It is computed and recognized in the financial statements considering the retirement pay cap and actuarial information.
Cash flows during the period are classified and reported by operating, investing and financing activities in the cash flow statements.
Cash flows from operating activities represent the cash flows generated from the Group's activities.
Cash flows related to investing activities represent the cash flows that are used in or provided from the investing activities of the Group (capital expenditures and financial investments).
Cash flows arising from financial activities represent the cash proceeds from the financing activities of the Group and the repayments of these funds.
Securities purchased under agreements to resell ("reverse repurchase agreements") are classified under cash and cash equivalents in the consolidated financial statements. The difference between the purchase and resale price of these repurchase agreements is treated as interest income and accrued over the life of the reverse repurchase agreement.
Treasury shares is recognized under the equity in accordance with the Communique on Buy Backed Shares (II-22.1) announced by CMB and accounted as "Treasury shares" under the equity. Additionally, the Group classifies "Treasury share reserve" in the amount of the value of the reacquired shares under "Restricted reserves appropriated from profits" in accordance with the relevant communique.
Dividend income is recognized by the Group at the date right to collect the dividend is realized. Dividend payables are recognized after the profit distribution approval in the General Assembly.
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
Subsequent events comprised of events that occur between the reporting date and authorization for publication date both in favor of and against the Company. Subsequent events are divided in two:
As at reporting date, there is new evidence that related events exist or related events occurred subsequently and these events requires correction on consolidated financial statements, the Group corrects its consolidated financial statements in accordance with the new situation. If these subsequent events do not require consolidated financial statements to be corrected, the Group disclosures that issues in the footnotes.
The preparation of the consolidated financial statements requires making judgments estimates and assumptions that affects the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. The actual results may differ the estimations.
Preparation of financial statements in accordance with CMB's Communique Serial: II No: 14.1 requires management to make decisions, estimates and assumptions that affect the implementation of policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are reviewed and in any future periods affected.
Information about critical judgments in applying accounting policies that have the most significant effect on the amounts recognized in the consolidated financial statements is stated in the following:
The Group accounts for its investment properties at fair value, and the revalued amounts of these assets are determined by independent valuation institutions authorized by the Capital Markets Board and are taken as basis as the carrying value in the statement of financial position. The critical assessments, estimates and assumptions used in determining the fair value of immovable properties classified as investment properties in the consolidated financial statements are explained below.
The Group accounts for its land and buildings at fair value, and the revalued amounts of these assets are determined by independent valuation institutions authorized by the Capital Markets Board and are taken as basis as the carrying value in the statement of financial position. Important assumptions such as the valuation method used in determining fair values, market conditions, the unique characteristics of each plot and land, its physical condition, geographical location and comparable value are used (Note 12 and 13).
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
The fair value of the financial assets measured at fair value through other comprehensive income that are not traded in an active market have been calculated by using other valuation methods such as nominal values, net carrying amount, acquisition price and discounted cash flows for non-public companies (Note 6).
The Group assesses whether there is any impairment indicator in investment properties and compares carrying values of the investment property with the fair value determined in the valuation report obtained by a property appraiser company licensed by CMB (Note 14).
The data in the discounted price list are used to calculate inventory impairment. If expected net realizable value is less than cost, the Group allocates provisions for inventory impairment (Note 10).
To calculate the provisions for legal claims, the probability of losing the case and the liabilities that would arise if the case is lost, is evaluated by the Group's Legal Counselor and by the Group management team taking into account the expert opinions. The management determines the amount of the provisions based on the best estimates (Note 15.1).
The warranties on vehicles sold by the Group are issued by the original equipment manufacturers ("OEM"). The Group acts as an intermediary between the customers and the OEM. The claims of customers from the Group are recognized as warranty expense. The Group recognizes the amount claimed from the OEM's as warranty income and offset against warranty expense. The Group incurs the cost that is not paid by the manufactures. Accordingly, the Group recognizes the estimated liability for the difference between possible warranty claims of customers and possible warranty claims from the manufacturers based on historical service statistics (Note 15.1).
Deferred tax asset is recognized to the extent that taxable profit will be available, against which the deductible temporary differences can be utilized. When taxable profit is probable, deferred tax assets is recognized for all temporary differences.
To calculate the employee benefit provision, actuarial assumptions relating to turnover ratio, discount rate and salary increase are used. Calculation details are given in Employee Benefits (Note 16).
The Group accounts for its interests in joint ventures indicated in Note 2.3 through equity method. Therefore, financial information regarding to aforementioned joint ventures are presented in Note 11 "Investments in Equity Accounted Investees".
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
Operating segments have been determined based on the reports reviewed by the steering committee that make strategic decisions.
Group management, considering that the risks and rewards are influenced by developments in the automotive and real estate sectors, has determined the operating segments as automotive and real estate. The Group's activities under the automotive segment include importing, marketing, and selling vehicles, spare parts, and marine engines of Volkswagen Group brands VW, Audi, Seat, Cupra, Porsche, Bentley, Lamborghini, Meiller, Scania, Wielton semi-trailers, and Thermoking vehicle cooling systems; purchasing and selling used vehicles across Turkey through authorized dealers under the DOD brand; and with the Doğuş Marine Services business unit, it operates in the sales and service of Novamarine brand boats and speedboats in Turkey, as well as in the maritime sector after-sales services and spare parts field. The Group's automotive segment activities also include the sales and service operations of Aerofoil brand e-foil products and Mate brand electric-assisted bicycles in Turkey. The field of activity under the real estate segment is to operate a portfolio consisting of real estate-based assets and rights.
Segment assets and liabilities are not reported since the management reports do not include such information.
Accounting policies for certain types of transactions differ for management reporting from those used in preparation of the consolidated financial statements:
Warranty expenses and provision for legal matters have been included in the operating results when they are realized. Provisions for employee termination benefits expenses represent the undiscounted estimated future obligation of the Group arising from the retirement of the employees. Inventories are carried at cost. Depreciation and amortization which are not computed on a pro-rata basis are recognized in profit or loss on a straight-line method over the estimated useful lives of tangible and intangible assets and leases are considered straight-line rent expense under the related financial statement line items.
Segment information presented to the Group management for the years ended 31 December is as follows:
| 2024 | Passenger segment |
Real estate segment |
Elimination between segments |
Total |
|---|---|---|---|---|
| Revenue from external customers Cost of sales |
187,683,257 (158,000,959) |
801,571 (141,068) |
(110,306) - |
188,374,522 (158,142,027) |
| Gross profit | 29,682,298 | 660,503 | (110,306) | 30,232,495 |
| General administration expenses | (7,709,569) | (69,034) | 110,306 | (7,668,297) |
| Marketing expenses | (5,823,752) | - | - | (5,823,752) |
| Depreciation expenses Other income from operating activities, net |
(2,199,041) 1,338,075 |
(5,261) 422,704 |
- (53,262) |
(2,204,302) 1,707,517 |
| Operating income | 15,288,011 | 1,008,912 | (53,262) | 16,243,661 |
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
| 2023 | Passenger segment |
Real estate segment |
Elimination between segments |
Total |
|---|---|---|---|---|
| Revenue from external customers | 214,805,564 | 791,932 | (119,570) | 215,477,926 |
| Cost of sales | (168,966,162) | (122,939) | - | (169,089,101) |
| Gross profit | 45,839,402 | 668,993 | (119,570) | 46,388,825 |
| General administration expenses | (5,342,200) | (76,053) | 119,570 | (5,298,683) |
| Marketing expenses | (5,462,699) | - | - | (5,462,699) |
| Depreciation expenses | (1,749,906) | (5,280) | - | (1,755,186) |
| Other income from operating activities, net | 2,507,656 | 2.213,095 | (143,635) | 4,577,116 |
| Operating income | 35,792,253 | 2,800,755 | (143,635) | 38,449,373 |
The Group management assesses the performance of the operating segments based on the measure of operating income. The measurement basis excludes the effects of non-recurring expenses (i.e. restructuring expenses and one-offs) from the operating income. The measurement basis also excludes the share of profit of equity accounted investees. Finance income and costs are not allocated to segments, as this type of activity is driven by the central finance function of the Group.
As at 31 December, cash and cash equivalents comprise the following:
| 2024 | 2023 | |
|---|---|---|
| Cash on hand | 106 | 79 |
| Cash at banks | 9,413,464 | 11,035,668 |
| - Demand deposits |
6,849,042 | 7,857,859 |
| - Time deposits |
2,553,967 | 3,163,206 |
| - Other cash and cash equivalents |
10,455 | 14,603 |
| Total | 9,413,570 | 11,035,747 |
As of 31 December 2024, average effective interest rate on TL and EUR denominated time deposits are 43.06% and 0.30% respectively (31 December 2023: TL 39.30% and EUR 0.01% - 0.45%), As at 31 December 2024, the maturity range valid for TL and EUR time deposits are 1 - 2 days and 2 - 88 days (31 December 2023: TL 3-4 days and EUR 3 - 87 days) respectively.
There is no blocked deposit as at 31 December 2024 and 2023
Foreign currency risk exposure of cash and cash equivalents are presented under Note 30.
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
As at 31 December, short-term financial investments at fair value through income statement are as follows:
| 2024 | 2023 | |
|---|---|---|
| FX protected time deposit | - | 1,816,432 |
| Total | - | 1,816,432 |
As at 31 December, long-term financial investments classified as available-for-sale financial assets at fair value through other comprehensive income are as follows:
| 2024 | 2023 | |||
|---|---|---|---|---|
| Ownership interest (%) |
Carrying amount |
Ownership interest (%) |
Carrying amount |
|
| Doğuş Holding A.Ş. | ||||
| ("Doğuş Holding") | 3.69 | 3,305,213 | 3.69 | 4,866,997 |
| Venture capital investment fund | 6,000 | - | ||
| Total | 3,311,213 | 4,866,997 |
As of 31 December 2024, since Doğuş Holding is not publicly traded, fair value of Doğuş Holding is determined by using current market information's for publicly traded companies under Doğuş Holding governance. Fair value of Doğuş Holding is also determined by using other valuation methods such as nominal values, net carrying amount, acquisition price and discounted cash flows for non-public companies under Doğuş Holding governance. Discounts were applied on the net asset value of Doğuş Holding.
The movements in financial assets measured at fair value through other comprehensive income within the period are as follows:
| 2024 | 2023 | |
|---|---|---|
| Balance at 1 January | 4,866,997 | 5,580,895 |
| Change in fair value of financial assets measured at fair value through other comprehensive income |
(1,561,784) | (713,898) |
| Addition, Venture capital investment fund | 6,000 | - |
| Balance at 31 December | 3,311,213 | 4,866,997 |
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
As at 31 December, financial liabilities with the effective intrest rates, comprise the following:
| 2024 | 2023 | |||
|---|---|---|---|---|
| Interest | Interest | |||
| rate (%) | Amount | rate (%) | Amount | |
| Short-term bank borrowings: | ||||
| TL denominated interest | ||||
| borrowings | 56.33 | 3,988,719 | 46.01 | 3,712,585 |
| Total | 3,988,719 | 3,712,585 | ||
| 2024 | 2023 | |||
| Interest | Interest | |||
| rate (%) | Amount | rate (%) | Amount | |
| Short term portion of long term | ||||
| borrowings: | ||||
| TL denominated interest borrowings | 56.47 | 127,613 | 35.70 | 130,765 |
| EUR denominated interest borrowings | ||||
| (*) | 9.66 | 1,829,822 | 9.81 | 2,486,003 |
| Total | 1,957,435 | 2,616,768 | ||
| 2024 Interest |
2023 Interest |
|||
| rate (%) | Amount | rate (%) | Amount | |
| Long-term bank borrowings: | ||||
| TL denominated interest borrowings | 56.47 | - | 35.70 | 58,589 |
| EUR denominated interest borrowings | ||||
| (*) | 9.66 | 5,023,257 | 8.74 | 7,746,015 |
| Total | 5,023,257 | 7,804,604 | ||
(*) As of 31 December 2024, the green loan obtained from HSBC Bank for the importation of electric charging stations and electric vehicles amounts to full EUR 8,750,000.
Doğuş Holding is the guarantor of Doğuş GYO company's foreign currency loan transactions.
The repayment schedule of long-term bank borrowings including their short-term portions as at 31 December 2024 is as follows:
| Payment period | 31.12.2024 | 31.12.2023 |
|---|---|---|
| 2024 | - | 2,674,654 |
| 2025 | 1.677.415 | 2,010,064 |
| 2026 | 1.701.674 | 3,920,401 |
| 2027 | 3.125.800 | 1,266,603 |
| 2028 | 475.803 | 549,650 |
| Total | 6,980,692 | 10,421,372 |
Foreign currency, interest and liquidity risk exposure of financial liabilities are presented under Note 30.
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
Lease transactions including effective interest rate information as 31 December are summarized below:
| Present value of minimum lease payments | ||||
|---|---|---|---|---|
| 31 December | 31 December | 31 December | 31 December | |
| Lease Borrowings | 2024 | 2023 | 2024 | 2023 |
| In a year | 197,295 | 252,576 | 191,730 | 245,412 |
| Between two and five years | 789,176 | 1,326,026 | 681,760 | 1,066,304 |
| More than five years | - | - | - | - |
| Minus: Future financial | ||||
| expenses | (112,981) | (266,886) | ||
| Present value of the lease | ||||
| obligation | 873,490 | 1,311,716 | 873,490 | 1,311,716 |
| Minus: Payable within | ||||
| 12 months | ||||
| Debts (shown in the short-term | ||||
| debts section) | (191,730) | (245,412) | ||
| Debts to be paid after | ||||
| 12 months | 681,760 | 1,066,304 |
D-Ofis Maslak real estate was sold to Kuvey Türk Katılım Bankası A.Ş. on 23 January 2020 for 40,000,000 full Euros with the sale and leaseback method, to be taken back at the end of the contract maturity, in order to partially pay off the existing loan debts of Doğuş GYO company and reduce financial expenses. In this regard, Doğuş GYO and Kuveyt Türk Katılım Bankası A.Ş. a financial leasing agreement was signed between. The monthly dividend rate is 0.39% (annual interest rate is 4.77%) and the maturity date of the last payment is 23 January 2030.
As of the balance sheet date, the fair value of the asset subject to financial leasing is 4,110,819 TL. (31 December 2023: 4,006,511 TL)
Movements of financial borrowings as 31 December 2024 and 2023 are summarized below:
| Bank Borrowings | 2024 | 2023 |
|---|---|---|
| Balance at 1 January | 15,445,673 | 10,240,255 |
| Additions during the period | 4,704,108 | 7,975,203 |
| Payments during the period | (4,777,384) | (3,538,340) |
| Foreign exchange (gains) / losses | 1,204,798 | 5,736,698 |
| Changes in interest accrual | 262,947 | 333,708 |
| Monetary (loss) / gain |
(4,997,241) | (5,301,851) |
| Balance at 31 December | 11,842,901 | 15,445,673 |
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
As of 31 December 2024 and 2023, the details of the financial lease liabilities are as follows:
| 2024 | 2023 | |||
|---|---|---|---|---|
| Interest | Interest | |||
| rate (%) | Amount | rate (%) | Amount | |
| Short term portion of long | ||||
| term leases: | ||||
| TL leases | 44.28 | 51,985 | 23.89 | 54,841 |
| EUR leases | 9.64 | 10,069 | 6.82 | 4,007 |
| Total | 62,054 | 58,848 | ||
| 2024 | 2023 | |||
| Interest | Interest | |||
| rate (%) | Amount | rate (%) | Amount | |
| Long term leases: | ||||
| TL leases | 44.28 | 153,739 | 23.89 | 58,943 |
| EUR leases | 9.64 | 45,690 | 6.82 | 1,221 |
| Total | 199,429 | 60,164 |
Movements of financial lease liabilities for the year ended 31 December are summarized below:
| Lease Liabilities | 2024 | 2023 |
|---|---|---|
| Balance at 1 January | 119,012 | 122,853 |
| Additions | 407,031 | 188,329 |
| Payments | (260,697) | (171,778) |
| Disposals | (18,407) | (2,124) |
| Interest expenses | 78,348 | 47,661 |
| Prepaid expenses | (1,059) | - |
| Foreign exchange gain / loss | (256) | 5,602 |
| Monetary (loss) / gain | (62,489) | (71,531) |
| Balance at 31 December | 261,483 | 119,012 |
As at 31 December, trade receivables due from third parties are consisted of the following:
| 2024 | 2023 | |
|---|---|---|
| Trade receivables | 5,502,218 | 6,119,350 |
| Allowance for doubtful receivables (-) | (21,176) | (29,915) |
| Total | 5,481,042 | 6,089,435 |
As at 31 December 2024, the Group charges 4% monthly interest to the dealers regarding overdue receivables (31 December 2023: 4%).
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
The movement of individually impaired receivables is as follows:
| 2024 | 2023 | |
|---|---|---|
| Balance as at 1 January | 29,915 | 49,661 |
| Additions | 5 | 2,626 |
| Provisions released (-) | (593) | (1,364) |
| Recoveries during the year (-) | (10) | (1,800) |
| Monetary (loss) / gain | (8,141) | (19,208) |
| Balance at 31 December | 21,176 | 29,915 |
Significant portion of the other trade receivables due from third parties is comprised of receivables from the dealers and fleet customers, The Group's management established an effective control system over the dealers and monitors the credit risk of the dealers arising from the transactions, The Group requests letters of guarantee for vehicle and spare parts sales from customers.
As at 31 December 2024, TL 1,232,809 of trade receivables due from third parties are covered via letters of guarantee (31 December 2023: TL 1,416,378)
As at 31 December 2024, overdue trade receivables due from non-related parties that are not impaired amount to TL 1,156,794 (31 December 2023: TL 126,877), TL 804,958 of such overdue receivables are covered via guarantee letters (31 December 2023: TL 11) .
As at 31 December 2024, the Group's average maturity of trade receivables due from third parties is 31 days (31 December 2023: 31 days).
Credit and foreign currency exposure of trade receivables are presented under Note 30.
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
As at 31 December, trade payables to third parties consist of the following:
| 2024 | 2023 | |
|---|---|---|
| Payables to OEM companies | 7,647,959 | 5,911,316 |
| Payables to dealers (*) | 2,231,832 | 2,272,060 |
| Other trade payables (**) | 1,599,755 | 1,618,707 |
| Other expense accruals | 23,969 | 35,736 |
| Total | 11,503,515 | 9,837,819 |
OEM's provide a credit option to the Group up to 1 year, which is free from interest for 10 days. The OEM's charge the Group an interest of 4.65% per annum for trade payables not settled within 10 days (31 December 2023: 4.75% per annum).
(*) Group's payables to dealers consisted of bonus payables paid on periodical basis.
(**) Other trade payables include Group's payables to service and material suppliers.
Foreign currency and liquidity risk exposure of trade payables are presented under Note 30.
As at 31 December, other receivables due from third parties comprise of the following:
| 2024 | 2023 | |
|---|---|---|
| Warranty claims and price difference receivables (*) | 1,252,052 | 577,541 |
| Receivables due to insurance claims | 91,588 | 87,758 |
| Other | 83,764 | 30,621 |
| Total | 1,427,404 | 695.920 |
(*) Warranty receivables represent the receivable of the warranty expenses related to the vehicles imported by the Group. As at 31 December 2024, the other receivables that has not been billed are TL 951,371 (31 December 2023: TL 394,942)
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
As at 31 December, inventories comprise of the following:
| 2024 | 2023 | |
|---|---|---|
| Goods in transit (*) | 8.643,876 | 7,096,038 |
| Merchandise stocks - vehicles |
5,170,663 | 7,021,364 |
| Merchandise stocks - spare parts |
1,606,483 | 1,368,062 |
| 15,421,022 | 15,485,464 | |
| Provision for diminution in the value of inventories (-) | (10,788) | (109,705) |
| Total | 15,410,234 | 15,375,759 |
(*) Goods in transit comprise of vehicles and spare parts, custom transactions of which have not been completed yet, but risks and rewards of which have been transferred to the Group.
The cost of inventories recognized as expense and included in cost of sales amounted to TL 156,668,772 for the year ended 31 December 2024 (31 December 2023: TL 167,681,944)
The Group has provided provision for damaged and slow-moving items in inventories. The current year stock provision is included in "cost of sales". The movement of provision for diminution in the carrying value of inventories is provided below:
| 2024 | 2023 | |
|---|---|---|
| Balance at 1 January | 109,705 | 23,450 |
| Additions in the current period | (98,917) | 86,255 |
| Balance at 31 December | 10,788 | 109,705 |
As at 31 December, investment in associates, joint ventures and the Group's share of control are as follows:
| 2024 | 2023 | |||
|---|---|---|---|---|
| Ownership | Carrying | Ownership | Carrying | |
| Associates | (%) | amount | (%) | amount |
| VDF Servis | 48.79 | 5,729,488 | 48.79 | 8,046,282 |
| Yüce Auto | 50 | 1,370,554 | 50 | 2,153,165 |
| Doğuş Sigorta | 42 | 260,008 | 42 | 325,067 |
| Doğuş Teknoloji | 21.76 | 366,142 | 21.76 | 254,529 |
| Total | 7,726,192 | 10,779,043 | ||
| Joint ventures | ||||
| TÜVTURK Kuzey - Güney | 33.33 | 1,681,599 | 33.33 | 1,513,645 |
| Total | 1,681,599 | 1,513,645 | ||
| Grand total | 9,407,791 | 12,292,688 |
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL in terms of purchasing power of TL at 31 December 2024 unless otherwise indicated.)
The movements in investments in associates and joint ventures during the periods are as follows:
| 2024 | 2023 | |
|---|---|---|
| Balance at 1 January | 12,292,688 | 7,507,458 |
| Shares in profits of associates, net | (1,707,969) | 4,719,286 |
| Shares in profits of joint ventures, net | 830,074 | 941,712 |
| Dividend income from associates | (1,144,744) | (1,248,888) |
| Dividend income from joint ventures | (605,514) | (536,771) |
| Participation in capital increases of associates | - | 618,921 |
| Share of other comprehensive income of associates | (200,136) | 16,435 |
| Share of other comprehensive income of joint ventures | (56,608) | 274,535 |
| Balance at 31 December | 9,407,791 | 12,292,688 |
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
As at 31 December, total assets, liabilities and results of the periods of the Group's associates and joint ventures are presented below:
| 2024 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Current | Non-current | Total | Current | Non-current | Total | Net | |||
| assets | assets | assets | liabilities | liabilities | liabilities | Income | Expenses (-) | profit/(loss) | |
| Investment in associates | 42,284,009 | 24,525,034 | 66,809,043 | 38,040,153 | 4,061,848 | 42,102,001 | 74,159,343 | (77,378,060) | (3,218,717) |
| Joint ventures | 2,790,761 | 8,184,139 | 10,974,900 | 4,075,612 | 1,854,499 | 5,930,111 | 24,140,702 | (21,650,231) | 2,490,471 |
| 2023 | |||||||||
| Current | Non-current | Total | Current | Non-current | Total | Net | |||
| assets | assets | assets | liabilities | liabilities | liabilities | Income | Expenses (-) | profit/(loss) | |
| Investment in associates | 35,992,344 | 25,766,029 | 61,758,373 | 38,958,129 | 474,482 | 39,432,611 | 65,896,552 | (56,454,426) | 9,442,126 |
| Joint ventures | 2,742,013 | 8,609,088 | 11,351,101 | 3,471,968 | 3,338,193 | 6,810,161 | 23,483,272 | (20,657,853) | 2,825,419 |
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
As at 31 December, cash and cash equivalents, current and non-current liabilities, amortization and depreciation expenses, interest income and expenses are presented below:
| 2024 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Cash and cash equivalents |
Short-term financial liabilities |
Long-term financial liabilities |
Revenues | Amortization and depreciation expenses |
Interest income |
Interest expense |
Tax expense |
|
| Investment in | ||||||||
| associates | 4,868,156 | 30,359,284 | 2,689,200 | 68,242,873 | (625,448) | 1,717,762 | (3,471,940) | (2,145,113) |
| Joint ventures | 1,684,311 | 70,986 | 203,553 | 23,351,681 | (654,956) | 705,264 | (71,465) | (469,519) |
| 2023 | ||||||||
| Cash and cash | Short-term financial |
Long-term financial |
Amortization and depreciation |
Interest | Interest | Tax | ||
| equivalents | liabilities | liabilities | Revenues | expenses | income | expense | expense | |
| Investment in | ||||||||
| associates | 7,240,300 | 29,240,845 | 195,153 | 59,411,230 | (584,311) | 1,450,670 | (1,576,937) | 639,016,046 |
| Joint ventures | 1,356,162 | 31,925 | 119,178 | 23,014,248 | (606,700) | 394,337 | (98,066) | (142,782) |
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
The movements in property, plant and equipment and related accumulated depreciation for the year ended 31 December 2024 are as follows:
| Fair value | ||||||
|---|---|---|---|---|---|---|
| 1 January 2024 | Additions | Disposals | Transfers | adjustment | 31 December 2024 | |
| Cost: | ||||||
| Land | 5,941,043 | 183,871 | - | - | 713,561 | 6,838,475 |
| Land improvements | 125,125 | 13,737 | (15,138) | 8,783 | 63,019 | 195,526 |
| Buildings | 6,242,986 | 115,299 | (100,899) | 38,369 | 170,110 | 6,465,865 |
| Machinery and equipments | 713,284 | 70,097 | (681) | 319 | - | 783,019 |
| Motor vehicles | 5,008,634 | 1,960,668 | (811,292) | - | - | 6,158,010 |
| Furniture and fixtures | 1,027,312 | 202,468 | (25,746) | 37,610 | - | 1,241,644 |
| Leasehold improvements | 750,639 | 2,282 | (949) | 125,781 | - | 877,753 |
| Constructions in progress | 72,768 | 1,248,644 | (4,705) | (250,366) | - | 1,066,341 |
| 19,881,791 | 3,797,066 | (959,410) | (39,504) | 946,690 | 23,626,633 | |
| Accumulated depreciation: | ||||||
| Land improvements | - | (73,820) | - | - | 73,820 | - |
| Buildings | - | (136,625) | - | - | 136,625 | - |
| Machinery and equipments | (343,118) | (74,927) | 223 | - | - | (417,822) |
| Motor vehicles | (1,981,636) | (1,011,471) | 586,463 | - | - | (2,406,644) |
| Furniture and fixtures | (412,159) | (167,201) | 19,033 | - | - | (560,327) |
| Leasehold improvements | (219,261) | (76,921) | 828 | - | - | (295,354) |
| (2,956,174) | (1,540,965) | 606,547 | - | 210,445 | (3,680,147) | |
| Carrying amount | 16,925,617 | 19,946,486 |
Total depreciation expense amounting to TL 1,540,965 has been allocated to general administrative expenses in the consolidated profit or loss statement for the year ended 31 December 2024 (31 December 2023: TL 1,189,174).
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
The movements in property, plant and equipment and related accumulated depreciation for the year ended 31 December 2023 are as follows:
| Transfer to | |||||||
|---|---|---|---|---|---|---|---|
| 1 January 2023 | Additions | Disposal | Transfers | investment properties |
Fair value adjusment |
31 December 2023 | |
| Cost: | |||||||
| Land | 3,102,734 | - | (700,346) | - | - | 3,538,655 | 5,941,043 |
| Land improvements | 118,375 | 4,757 | (121) | 2,114 | - | - | 125,125 |
| Buildings | 6,923,870 | - | (749,712) | 41,909 | (388,653) | 415,572 | 6,242,986 |
| Machinery and equipments | 709,720 | 120,831 | (127,213) | 9,946 | - | - | 713,284 |
| Motor vehicles | 3,852,111 | 1,390,553 | (234,560) | 530 | - | - | 5,008,634 |
| Furniture and fixtures | 843,075 | 192,248 | (132,392) | 124,381 | - | - | 1,027,312 |
| Leasehold improvements | 679,370 | 2,122 | (251,786) | 320,933 | - | - | 750,639 |
| Constructions in progress | 162,084 | 481,436 | (1,274) | (569,478) | - | - | 72,768 |
| 16,391,339 | 2,191,947 | (2,197,404) | (69,665) | (388,653) | 3,954,227 | 19,881,791 | |
| Accumulated depreciation: | |||||||
| Land improvements | (78,756) | (5,400) | 83 | - | - | 84,073 | - |
| Buildings | (1,147,085) | (132,126) | 152,872 | - | - | 1,126,339 | - |
| Machinery and equipments | (338,381) | (65,140) | 60,403 | - | - | - | (343,118) |
| Motor vehicles | (1,313,941) | (800,122) | 132,427 | - | - | - | (1,981,636) |
| Furniture and fixtures | (369,933) | (124,693) | 82,467 | - | - | - | (412,159) |
| Leasehold improvements | (266,722) | (61,693) | 109,154 | - | - | - | (219,261) |
| (3,514,818) | (1,189,174) | 537,406 | - | - | 1,210,412 | (2,956,174) | |
| Carrying amount | 12,876,521 | 16,925,617 |
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
The movements in intangible assets and related accumulated amortization during the year ended 31 December 2024 are as follows:
| 1 January 2024 | Additions | Disposals | Transfers | 31 December 2024 | |
|---|---|---|---|---|---|
| Cost: | |||||
| Rights and software | 1,941,919 | 652,316 | (588) | 39,504 | 2,633,151 |
| 1,941,919 | 652,316 | (588) | 39,504 | 2,633,151 | |
| Accumulated amortization: |
|||||
| Rights and software | (1,192,317) | (498,316) | 49 | - | (1,690,584) |
| (1,192,317) | (498,316) | 49 | - | (1,690,584) | |
| Carrying amount | 749,602 | 942,567 |
Total amortization expense amounting to TL 498,316 for the year ended 31 December 2024 has been allocated to general administrative expenses in consolidated profit or loss statement (31 December 2023: TL 391,601).
The movements in intangible assets and related accumulated amortization during the year ended 31 December 2023 are as follows:
| 1 January 2023 | Additions | Disposals | Transfers | 31 December 2023 | |
|---|---|---|---|---|---|
| Cost: | |||||
| Rights and software | 1,337,888 | 534,903 | (537) | 69,665 | 1,941,919 |
| 1,337,888 | 534,903 | (537) | 69,665 | 1,941,919 | |
| Accumulated amortization: |
|||||
| Rights and software | (800,999) | (391,601) | 283 | - | (1,192,317) |
| (800,999) | (391,601) | 283 | - | (1,192,317) | |
| Carrying amount | 536,889 | 749,602 |
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
Fair values of investment properties as of 31 December 2024 are as follows:
| Valuation | |||
|---|---|---|---|
| Real estate name | Valuation method | report date | Expert value |
| Gebze Center AVM | Discounted cash flow | 26.12.2024 | 6,307,360 |
| Gebze Center Otel | Discounted cash flow | 26.12.2024 | 800,390 |
| Gebze Center Showroom ve | |||
| Servis alanı | Discounted cash flow | 26.12.2024 | 379,870 |
| Gebze Arsa | Market approach | 26.12.2024 | 30,129 |
| D-Ofis Maslak | Discounted cash flow | 26.12.2024 | 4,110,819 |
| Doğuş Center Maslak | Discounted cash flow | 26.12.2024 | 1,149,777 |
| Doğuş Center Etiler | Discounted cash flow | 26.12.2024 | 414,480 |
| Kartal Kule | Cost approach | 13.12.2024 | 1,545,680 |
| Ankara Etimesgut | Cost approach | 13.12.2024 | 693,755 |
| Kayseri Sağıroğlu | Cost approach | 13.12.2024 | 10,220 |
| Total | 15,442,480 |
Fair values of investment properties as of 31 December 2023 are as follows:
| Valuation | |||
|---|---|---|---|
| Real estate name | Valuation method | report date | Expert value |
| Gebze Center AVM | Discounted cash flow | 27.12.2023 | 5,808,300 |
| Gebze Center Otel | Discounted cash flow | 27.12.2023 | 963,223 |
| Gebze Center Showroom ve | |||
| Servis alanı | Discounted cash flow | 27.12.2023 | 391,483 |
| Gebze Arsa | Market approach | 27.12.2023 | 30,320 |
| D-Ofis Maslak | Discounted cash flow | 27.12.2023 | 4,006,511 |
| Doğuş Center Maslak | Discounted cash flow | 27.12.2023 | 1,111,406 |
| Doğuş Center Etiler | Discounted cash flow | 27.12.2023 | 404.723 |
| Kartal Kule | Cost approach | 20.12.2023 | 1,426,953 |
| Ankara Etimesgut | Cost approach | 27.12.2023 | 668,574 |
| Kayseri Sağıroğlu | Cost approach | 26.12.2023 | 10,045 |
Total 14,821,538
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
The fair value movement table of active investment properties as of December 2024 and 2023 is as follows:
| 2024 | 2023 | |
|---|---|---|
| 1 January | 14,821,538 | 12,109,156 |
| Additions | 90,706 | 5,715 |
| Disposals | - | 388,653 |
| Income from increase of investment properties (Note 23) |
530,236 | 2,318,014 |
| 31 January | 15,442,480 | 14,821,538 |
The rental income of TL 706,468 obtained by the company from its investment properties in the current period is shown in the revenue income in consolidated statement profit or loss (31 December 2023: TL 712,896)
Investment property owned by Doğuş Gayrimenkul 100.000.000 on immovable properties There is a mortgage amounting to EUR 100.000.000 (31 December 2023: EUR 100.000.000).
The breakdown of short-term provisions as at 31 December is presented below:
| 2024 | 2023 | |
|---|---|---|
| Legal provisions | 143,743 | 127,199 |
| Warranty provisions | 33,525 | 36,339 |
| Sociocultural contributions in the form of donations to the Hatay region | 202,600 | - |
| Other provisions | 2,832,546 | 3,912,751 |
| Total | 3,212,414 | 4,076,289 |
The breakdown of long-term provisions as at 31 December is presented below:
| 2024 | 2023 | |
|---|---|---|
| Warranty provisions | 296,783 | 312,987 |
| Total | 296,783 | 312,987 |
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
| Balance at 1 January 2024 |
Provision set during the year |
Provisions no longer required |
Paid during the year |
Monetary gain/loss |
Balance at 31 December 2024 |
|
|---|---|---|---|---|---|---|
| Legal provisions | 127,199 | 50,161 | 23,386 | (9,678) | (47,325) | 143,743 |
| Other provisions (*) Warranty provisions |
3,912,751 | 5,257,736 | (541,134) | (4,604,873) | (989,334) | 3,035,146 |
| (**) | 349,326 | 823,138 | - | (843,398) | 1,242 | 330,308 |
| Total | 4,389,276 | 6,131,035 | (517,748) | (5,457,949) | (1,035,417) | 3,509,197 |
| Balance at 1 January |
Provision set during |
Provisions no longer |
Paid during | Monetary | Balance at 31 | |
| Legal provisions | 2023 150,499 |
the year 62,099 |
required (605) |
the year (15,669) |
gain/loss (69,125) |
December 2023 127,199 |
| Other provisions (*) | 2,502,675 | 5,002,665 | (304,141) | (1,637,736) | (1,650,712) | 3,912,751 |
| Warranty provisions (**) |
273,625 | 877,657 | - | (643,339) | (158,617) | 349,326 |
The movements of provisions during the year are as follows:
(*) Consists of sociocultural contributions in the form of donations to the Hatay region and other provisions
(**) Warranty expenses which paid during the year regarding with the warranty provisions, also include revenues from spare parts sales to dealers and the movement comparise of both long term and short term warranty provisions.
As at 31 December 2024, the Group's position related to letters of collaterals / pledges / mortgages / bill of guarantees guarantee given, pledges and mortgages ("CPMB") are as follows:
| 2024 | ||||||
|---|---|---|---|---|---|---|
| Original balances | ||||||
| Total TL equivalent |
Full TL | Full USD | Full Euro | Full CHF | ||
| A. Total amount of CPMB given on behalf of | ||||||
| own legal personality | 18,356,479 | 5,213,034,031 | - | 357,779,112 | - | |
| B. Total amount of CPMB given in favor of | ||||||
| partnerships which is consolidated | 3,727,465 | 53,845,326 | - | 100,000,000 | - | |
| C. Total amount of CPMB given for | ||||||
| assurance of third parties debts in order to | ||||||
| conduct of usual business activities | 275,522 | - | - | 7,500,000 | - | |
| D. Total amount of other CPMB | - | - | - | - | - | |
| i. Total amount of CPMB given in favor of | ||||||
| parent company | - | - | - | - | - | |
| ii. The amount of CPMB given in favor of | ||||||
| other group companies which B and C | ||||||
| don't comprise | - | - | - | - | - | |
| iii. The amount of CPMB given in favor of | ||||||
| rd parties which C doesn't comprise 3 |
- | - | - | - | - | |
| Total CPMB | 22,359,466 | 5,266,879,357 | - | 465,279,112 | - |
(*) The original balance amounts are in nominal values.
Other CPMBs given by the Group as at 31 December 2024 are equivalent to 0% of the Company's equity (31 December 2023: 0%).
"As at December 31, 2023, there are no guarantees related to the general loan agreements provided by the Company for the subsidiaries included in the consolidation scope (37,539 TL).
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
In return for the loan amounting to full EUR 100,000,000 from Credit Europe Bank (CEB) in 2018, there is a first degree mortgage in favor of CEB on the Gebze Center Shopping Mall, Hotel and Showroom real estate (31 December 2023: full EUR 100,000,000)
| 2023 | |||||
|---|---|---|---|---|---|
| Original balances | |||||
| Total equivalent (*) |
Full TL | Full USD | Full Euro | Full CHF | |
| A. Total amount of CPMB given on behalf of own legal personality |
25,178,381 | 7,486,997,208 | - | 376,173,962 | - |
| B. Total amount of CPMB given in favor of partnerships which is consolidated C. Total amount of CPMB given for |
68,851 | 68,851,631 | - | - | - |
| assurance of third parties debts in order to conduct of usual business activities |
352,723 | - | - | 7,500,000 | - |
| D. Total amount of other CPMB i. Total amount of CPMB given in favor of parent company |
- - |
- - |
- - |
- - |
- - |
| ii. The amount of CPMB given in favor of other group companies which B and C don't comprise |
- | - | - | - | - |
| iii. The amount of CPMB given in favor of rd parties which C doesn't comprise 3 |
- | - | - | - | - |
| Total CPMB | 25,599,955 | 7,555,848,839 | - | 383,673,962 | - |
(*) The original balance amounts are in nominal values.
As at 31 December, the Group's position related to letter of guarantees received are as follows:
| 2024 | 2023 | |
|---|---|---|
| Letters of guarantees received from | ||
| fixed asset and service suppliers | 609,256 | 325,392 |
| Letters of guarantees received from dealers | 374,529 | 472,471 |
| Letter of guarantees received from fleet customers | 1,139,000 | 1,294,355 |
| Letter of guarantees received from lessees | 112,054 | 70,250 |
| Total | 2,234,839 | 2,162,468 |
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
The breakdown of short-term provisions related to employee benefits as at 31 December is presented below:
| 2024 | 2023 | |
|---|---|---|
| Provision for unused vacation | 179,906 | 126,610 |
| Provision for employee termination benefits | 200,049 | 147,968 |
| Total | 379,955 | 274,578 |
The movements of provision for unused vacation for the year ended 2024 and 2023 are as follows:
| Balance at 1 January 2024 |
Provision set during the year |
Provisions no longer required |
Paid during the year |
Monetary gain/loss |
Balance at 31 December 2024 |
|
|---|---|---|---|---|---|---|
| Unused vacation liability provision |
126,610 | 110,399 | - | (4,576) | (52,527) | 179,906 |
| Total | 126,610 | 110,399 | - | (4,576) | (52,527) | 179,906 |
| Balance at 1 | Provision set during the |
Provisions no longer |
Paid during | Monetary | Balance at 31 December |
|
| Unused vacation liability provision |
January 2023 111,221 |
year 100,942 |
required - |
the year (25,362) |
gain/loss (60,191) |
2023 126,610 |
The provision has been calculated by estimating the present value of the future probable obligation of the Group arising from the retirement of the employees. TFRS require actuarial valuation methods to be developed to estimate enterprises' obligation under defined benefit plans. Accordingly, the following actuarial assumptions were used in the calculation of the total liability:
| 2024 | 2023 | |
|---|---|---|
| Discount rate | 2.94% | 2.94% |
| Turnover rate to estimate the probability of retirement | 91.74% | 91.45% |
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 expected real rate after adjusting for the anticipated effects of future inflation. The liability cap amounting to TL 41,828,42 full has been taken into consideration in calculating the provision (31 December 2023: TL 23,489,83 full). The movements in the provision for employee termination benefits for the years ended 31 December are as follows:
| 2024 | 2023 | |
|---|---|---|
| Balance at 1 January | 147,968 | 357,431 |
| Interest cost | 36,821 | 85,835 |
| Current service cost | 39,202 | 24,576 |
| Actuarial gains / losses, net | 78,576 | 31,398 |
| Paid during the year (-) | (42,615) | (231,244) |
| Monetary (loss) / gain | (59,903) | (120,028) |
| Balance at 31 December | 200,049 | 147,968 |
The movements in employee termination benefits are recognized under personnel expenses in consolidated profit or loss statement and actuarial losses are recognized under other comprehensive income.
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
As at 31 December, short-term prepayments comprise of the following:
| 2024 | 2023 | |
|---|---|---|
| Prepaid expenses | 196,971 | 216,343 |
| Advances given | 66,603 | 78,123 |
| Total | 263,574 | 294,466 |
As at 31 December, long-term prepayments comprise of the following:
| 2024 | 2023 | |
|---|---|---|
| Prepaid expenses | 123,625 | 70,060 |
| Advances given | 13,675 | 23,376 |
| Total | 137,300 | 93,436 |
As at 31 December 2024 deferred income comprise of the advances received from customers amounting to TL 89,524 (31 December 2023: TL 120,203), repair and maintenance packages amounting to TL 578,266 (31 December 2023: TL 487,504), and other deferred income amounting to TL 30,924 (31 December 2023: TL 438,171). As of 31 December 2024, long term deferred income amounting to TL 797,348 (31 December 2023: TL 598,344) consists of repair and maintenance packages, contribution income and other income.
As at 31 December, other current liabilities comprise of the following:
| 2024 | 2023 | |
|---|---|---|
| VAT payable | 2,060,977 | 1,970,356 |
| Other current liabilities | 7,469 | 15,665 |
| Total | 2,068,446 | 1,986,021 |
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
As at 31 December 2024, the registered capital of the Company is TL 220,000 (31 December 2023: TL 220,000). The paid-in share capital of the Company comprises of 220,000,000 units of registered shares with a nominal value of TL 1 each. There is no different type of share and no privilege given to specific shareholders. The Company's registered authorized capital ceiling is TL 1,000,000.
As at 31 December, the composition of the Company's shareholding structure is as follows:
| 2024 | 2023 | |||
|---|---|---|---|---|
| Shareholders | TL | Shareholding | TL | Shareholding |
| (%) | (%) | |||
| Doğuş Holding A.Ş. | 133,100 | 60.50 | 144,100 | 65.50 |
| Doğuş Otomotiv Servis ve Ticaret A.Ş. (*) | - | - | 6,085 | 2.77 |
| Publicly traded | 86,900 | 39.50 | 69,815 | 31.73 |
| Paid-in capital | 220,000 | 100.00 | 220,000 | 100.00 |
| Inflation adjustment difference | 4,564,522 | 4,564,522 | ||
| Total | 4,784,522 | 4,784,522 |
(*) In accordance with communique of CMB, the group reclaimed 22,000,000 shares corresponding to 10% of its capital in 2016. Of the reclaimed shares, it sold 514,993 shares corresponding to 0.23% of its capital in 2022 and 15,400,000 shares corresponding to 7% of its capital in 2023 and 6,085,007 shares corresponding to 2.77% capital in 2024 on the Borsa İstanbul using the special order method.
The details of the Company's restricted reserves allocated from profit as of 31 December are as follows:
| PPI indexed legal records |
CPI indexed amounts |
Differences followed in previous years' profit and loss |
|
|---|---|---|---|
| Capital adjustment differences | 8,608,308 | 4,564,522 | (4,043,786) |
| Premium / discount on shares | 4,877,627 | 4,526,051 | (351,576) |
| Restricted reserves allocated from profit | 3,155,863 | 4,245,944 | 1,090,080 |
| Total | 16,641,798 | 13,336,517 | (3,305,281) |
Under the Turkish Commercial Code, Turkish companies are required to set aside first and second level legal reserves out of their profits. First level legal reserves are set aside as up to 5% of the distributable income per the statutory accounts each year. The ceiling of the first level reserves is 20% of the paid-in share capital. In case of a profit distribution in accordance with CMB regulations, second level legal reserves are set aside by rate of 1/10 for all cash distribution exceeding 5% of the share capital. In case of a profit distribution in accordance with statutory records, second level legal reserves are set aside by rate of 1/11 for all cash distribution exceeding 5% of the share capital.
Under the Turkish Commercial Code, first and second level legal reserves cannot be distributed until they exceed 50% of the capital, but the reserves can solely be used for offsetting the losses in case of running out of arbitrary reserves. In accordance with CMB Regulations, legal reserves shall presented under "restricted reserves appropriated from profits''. As at 31 December 2024, the legal reserves of the Group amounted to TL 4,245,944 (31 December 2023: TL 3,434,360).
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
The Group reacquired its own shares that are traded on Borsa Istanbul A.Ş in accordance with the Communique on Buy Backed Shares (II-22.1) announced by CMB. In this context, as of 31 December 2016, the Group reacquired its own 22,000,000 units of registered shares that are equivalent to 10% portion of its issued capital at an amount of TL 220,274 and accounted as "Treasury shares" under the equity. Additionally, the Group classified "Treasury share reserve" in the amount of the value of the reacquired shares under "Restricted reserves appropriated from profits" in accordance with the relevant communique. The group sold 514,993 of its shares, corresponding to 0.23% of its capital, for 140 full TL/per share in 2022, and 15,400,000 of its shares, corresponding to 7% of the company capital, for 262.50 full TL/per share in 2023 was through special order on the Borsa İstanbul. 6,085,007 shares corresponding to 2.77% capital in 2024 on the Borsa İstanbul using the special order method The group recognized the profit generated from this sale in the share premiums/(discounts) account after offsetting all sales expenses.
In accordance with CMB legislation, the Group bought back 22,000,000 shares in exchange for 10% of its capital in 2016. In 2022, it sold 514,993 shares in exchange for 0.23% of its capital on the stock exchange through a special order method. In 2023, 15,400,000 shares representing 7% of the company's capital were sold on Borsa Istanbul through a special order method. In 2024, all of its 6,085,007 shares representing 2.77% of the company's capital were sold on Borsa Istanbul through a special order method.
According to the transition rules of TAS 19, accumulated actuarial losses on employee benefits are started to be recognized within these accounts by the beginning of 1 January 2012 in accordance with the announcement made by CMB regarding financial statements and disclosure templates stated at "Principles of Financial Reporting in Capital Market'' which is dated 13 June 2013 and published in the Official Gazette numbered 28676 Series: II, No.14.1.
Accumulated profits other than net current year profit and extraordinary reserves are classified under retained earnings. As at 31 December 2024, retained earnings are TL 40,445,734 (31 December 2023: TL 28,036,655).
| 2024 | 2023 | |
|---|---|---|
| Balance at 1 January | 28,036,655 | 13,168,601 |
| Transfer of 2023 profit | 28,330,123 | 21,744,429 |
| Dividend payment | (15,102,364) | (7,530,984) |
| Transfer to reserves | (1,404,521) | - |
| Deferred tax effect of related prior periods | (249,081) | - |
| Transfer from the revaluation reserve of property, plant, and equipment Increase (decrease) through |
(2,164) | - |
| treasury shares transactions | 837,086 | 654,609 |
| Balance at 31 December | 40,445,734 | 28,036,655 |
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
Available-for-sale financial assets at fair value through other comprehensive income are recognised at fair value in the consolidated financial statements. Valuation differences arising at the reporting date in the carrying amount of financial assets are recognised in the consolidated financial statements under equity in the 'Gains (losses) on revaluation and/or reclassification of financial assets at fair value through other comprehensive income' account. As at 31 December 2024, the Group's gain (loss) on revaluation and/or reclassification of financial assets at fair value through other comprehensive income amounts to TL 341.113 (31 December 2023: TL 1.707.675).
Foreign currency translation differences comprise the foreign currency exchange rate differences arising from the translation of the financial statements on foreign currencies from functional currency to the presentation currency of the Group. As at 31 December 2024, the Group has no foreign currency translation differences. (31 December 2023: has no foreign currency translation differences).
Publicly traded companies shall perform dividend distribution in accordance with the Communique on Dividends II-19.1 of the Capital Market Board effective as of 1 February 2014.
Companies shall distribute their profits within the framework of the profit distribution policies to be determined by their general assemblies and in accordance with the provisions of the related regulation. Within the scope of this Communique, no minimum distribution rate has been determined. Companies shall pay dividends as set out in their profit distribution policies or their articles of association.
As at the end of 2023, the Group has determined a total cash dividend distribution of 11,500,000,000 nominal Turkish Lira from the profit generated during the year. After offsetting the interim dividend payment of 2,500,000,000 nominal Turkish Lira made during 2023, the remaining 9,000,000,000 nominal Turkish Lira has been distributed in cash
In the General Assembly held on April 16, 2024, within the framework of the authority granted to the Board of Directors, it was decided to distribute an interim dividend of 2,200,000,000 nominal Turkish Lira, after deducting the legal reserves that must be allocated in accordance with the relevant laws, from the interim net profit for the period between January 1, 2024, and June 30, 2024. The payment has been completed."
Equity in a subsidiary that is not attributable, directly or indirectly, to a parent is classified under the "non-controlling interests" in the consolidated financial statements. As at 31 December 2024 and 2023, the related amounts in the "non-controlling interests" account in the consolidated financial statements are TL 782,110 and TL 731,384 respectively. In addition, net profit or loss in a subsidiary that is not attributable, directly or indirectly, to a parent is also classified under the "non-controlling interests" in the consolidated profit or loss statement.
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
For the years ended 31 December, gross profit comprise of the following:
| 2024 | 2023 | |
|---|---|---|
| Vehicle sales | 177,617,583 | 202,613,107 |
| Spare part sales | 19,802,398 | 20,266,112 |
| Service sales | 1,386,605 | 1,215,996 |
| Other | 706,468 | 712,896 |
| Sales return (-) | (326,812) | (136,279) |
| Sales discounts (-) | (10,811,720) | (9,193,906) |
| Net sales | 188,374,522 | 215,477,926 |
| Cost of sales | (158,142,027) | (169,089,101) |
| Gross profit | 30,232,495 | 46,388,825 |
The breakdown of operating expenses for the years ended 31 December is presented below:
| 2024 | 2023 | |
|---|---|---|
| General administration expenses | 9,872,598 | 7,053,869 |
| Marketing expenses | 5,823,752 | 5,462,699 |
| Total | 15,696,350 | 12,516,568 |
The breakdown of marketing expenses for the years ended 31 December is presented below:
| 2024 | 2023 | |
|---|---|---|
| Personnel expenses | 1,676,265 | 1,963,793 |
| Distribution expenses | 1,778,701 | 1,556,228 |
| Advertising expenses | 1,288,006 | 908,906 |
| Warrant expenses, net | 823,138 | 864,026 |
| Customer service expenses | 96,173 | 88,170 |
| Support expenses | 161,469 | 81,576 |
| Total | 5,823,752 | 5,462,699 |
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
The breakdown of general administration expenses for the years ended 31 December is presented below:
| 2024 | 2023 | |
|---|---|---|
| Personnel expenses | 3,593,092 | 3,735,681 |
| Donation expenses | 2,459,383 | 156,915 |
| Depreciation and amortization expenses | 2,204,302 | 1,755,186 |
| Maintenance expenses | 408,498 | 346,488 |
| Building expenses | 317,722 | 332,051 |
| Insurance expenses | 137,971 | 96,924 |
| Consultancy expenses | 108,466 | 87,576 |
| Litigation and compensation expenses | 71,656 | 55,854 |
| Travelling expenses | 67,713 | 63,822 |
| Vehicle expenses | 52,865 | 52,575 |
| Communication expenses | 6,001 | 12,341 |
| Other | 444,929 | 358,456 |
| Total | 9,872,598 | 7,053,869 |
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
The breakdown of the expenses by nature for the years ended 31 December is presented below:
| 2024 | 2023 | |
|---|---|---|
| Cost of trade goods | 156,668,772 | 167,681,944 |
| Personnel expenses | 5,269,357 | 5,699,474 |
| Donations | 2,459,383 | 156,915 |
| Depreciation and amortization expenses | 2,204,302 | 1,755,186 |
| Distribution expenses | 1,778,701 | 1,556,228 |
| Service costs | 1,473,255 | 1,407,157 |
| Advertisement and promotion expenses | 1,288,006 | 908,906 |
| Warranty expenses, net | 823,138 | 864,026 |
| Maintenance expenses | 408,498 | 346,488 |
| Building expenses | 317,722 | 332,051 |
| Support expenses | 161,469 | 81,576 |
| Insurance expenses | 137,971 | 96,924 |
| Consultancy expenses | 108,466 | 87,576 |
| Customer service expenses | 96,173 | 88,170 |
| Litigation expenses | 71,656 | 55,854 |
| Travelling expenses | 67,713 | 63,822 |
| Vehicle expenses | 52,865 | 52,575 |
| Communication expenses | 6,001 | 12,341 |
| Other | 444,929 | 358,456 |
| Total | 173,838,377 | 181,605,669 |
The Group's disclosure regarding the fees for the services received from the independent audit firms, which is based on the letter of POA dated 19 August 2021, the preparation principles of which are based on the Board Decision published in the Official Gazette on 30 March 2021, are as follows:
| 2024 | 2023 | |
|---|---|---|
| Audit and assurance fee | 10,789 | 7,731 |
| Other assurance services fee | 1,232 | 1,181 |
| Other service fee apart from audit | 206 | 82 |
| Total | 12,227 | 8,994 |
The fees above have been determined through including the legal audit and other related service fees of all subsidiaries and joint ventures.
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
The breakdown of other income from operating activities for the years ended 31 December is presented below:
| 2024 | 2023 | |
|---|---|---|
| Foreign exchange gains operating activities | 903,318 | 1,884,865 |
| Service income | 822,600 | 663,257 |
| Income from increase of investment properties | 530,236 | 2,318,014 |
| Commission income | 297,561 | 331,474 |
| Insurance damage income | 86,093 | 59,505 |
| Other | 543,427 | 1,079,955 |
| Total | 3,183,235 | 6,337,070 |
The breakdown of other expense from operating activities for the years ended 31 December is presented below:
| 2024 | 2023 | |
|---|---|---|
| Commission expenses | 640,867 | 629,029 |
| Service expenses | 385,098 | 319,875 |
| Interest expense, net | 231,577 | 177,239 |
| Insurance damage expenses | 58,334 | 45,209 |
| Destruction expenses | 7,956 | 2,141 |
| Foreign exchange losses operating activities | ||
| activities, net | 3,505 | 3,172 |
| Other | 148,382 | 583,289 |
| Total | 1,475,719 | 1,759,954 |
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
The breakdown of income from investment activities for the years ended 31 December is presented below:
| 2024 | 2023 | |
|---|---|---|
| Gain on sale of property and equipment | 447,393 | - |
| Gain on interest and foreign exchange | 251,757 | 956,189 |
| Total | 699,150 | 956,189 |
The breakdown of expense from investment activities for the years ended 31 December is presented below:
| 2024 | 2023 | |
|---|---|---|
| Loss on sale of property and equipment | 114,157 | 44,161 |
| Total | 114,157 | 44,161 |
The breakdown of finance expenses for the years ended 31 December is presented below:
| 2024 | 2023 | |
|---|---|---|
| Interest expense on borrowings | 2,402,756 | 2,245,873 |
| Foreign exchange losses on borrowings, net | 1,204,798 | 5,736,698 |
| Commission expenses on letters of guarantee | 277,718 | 317,212 |
| Interest expense on lease liabilities (Note 7) | 78,348 | 47,661 |
| Other | 205,487 | 168,557 |
| Total | 4,169,107 | 8,516,001 |
The breakdown of finance income for the years ended 31 December is presented below:
| 2024 | 2023 | |
|---|---|---|
| Financial income | 2,225,088 | 1,021,077 |
| Total | 2,225,088 | 1,021,077 |
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
| Non-Monetary Items | 2024 |
|---|---|
| Financial Position Statement Items | (1,796,293) |
| Inventories | (117,186) |
| Prepaid expenses | 108,497 |
| Investments accounted for using the equity method, financial investments, subsidiaries Property, plant and equipment, intangible assets, investment property, and right |
3,591,890 |
| of-use assets | 7,308,804 |
| Advances received | 197,671 |
| Deferred revenues | (312,379) |
| Deferred tax assets and liabilities | 496,746 |
| Equity | (131,006) |
| Share premiums or discount | (1,878,800) |
| Restricted reserves appropriated from profits | (170,645) |
| Prior years' profit or losses | (10,889,885) |
| Income Statement Items | 487,948 |
| Revenue | (26,117,704) |
| Cost of sales | 24,483,008 |
| Marketing expenses | 418,911 |
| Warranty expense | 94,240 |
| General and administrative expenses | 1,023,399 |
| Finance income | (292,290) |
| Other income from operating activities | (350,028) |
| Other expenses from operating activities | 170,921 |
| Income and expenses from investment activities | (40,889) |
| Finance expenses | 560,552 |
| Tax expense for the period | 537,828 |
| Toplam | (1,308,345) |
Turkish tax legislation does not allow for the submission of tax returns over consolidated financial statements prepared by the parent company, which include its subsidiaries and associates. Accordingly tax considerations reflected in these consolidated financial statements have been calculated separately for each of the companies in the scope of the consolidation.
The Corporate Tax Law was amended by Law No.5520 dated 13 September 2006. Most of the articles of the new Corporate Tax Law in question, No.5520, have come into force effective from 1 January 2006. Corporation tax is payable at a rate of 25% for 31 December 2023 on the total income of the Company and its subsidiaries registered in Turkey after adjusting for certain disallowable expenses, exempt income and investment and other allowances (e.g. research and development allowance). No further tax is payable unless the profit is distributed (except for withholding tax at the rate of 19.8%, calculated on an exemption amount if an investment allowance is granted in the scope of Income Tax Law temporary article 61).
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
Dividends paid to non-resident corporations, which have a place of business in Turkey, or resident corporations are not subject to withholding tax. Otherwise, dividends paid are subject to withholding tax at the rate of 15%. An increase in capital via issuing bonus shares is do not considered as a profit distribution.
Corporations are required to pay advance corporation tax quarterly at the valid rate on their corporate income. Advance tax is declared by the 14th and paid by the 17th of the second month following each calendar quarter end. Advance tax paid during the year is offset against the annual corporation tax payable, which is calculated over the corporate tax return declared in the following year. If, despite offsetting, there remains an amount for advance tax amount paid, it may be refunded or offset against other liabilities to the government. Dividend income of a resident arising from the investments in another resident is not subject to corporate tax (Except mutual funds participation certificate and dividend income from mutual fund).
Accordingly, income items complying with the abovementioned rules and included in accounting profit or loss are taken into account in corporate tax computation.
In determining the tax base, in addition to abovementioned exceptions, exceptions indicated in article 8 of Corporate Tax Law and article 40 of Income Tax Law are also taken into account.
There is no such application for the reconciliation of payable taxes with the tax authority. Corporate tax returns are submitted to the related tax office by the 25th day of the 4th month following the month when the accounting period ends.
Tax returns are open for five years from the beginning of the year that follows the date of filing during which time the tax authorities have the right to audit tax returns, and the related accounting records on which they are based, and may issue reassessments based on their findings.
Losses can be carried forward for offsetting against future taxable income for up to 5 years.
50% of the gains derived from the sale of preferential rights, usufruct shares and founding shares from investment equity and real property, which has remained in assets for more than two full years, are exempt from corporate tax. To be entitled to the exemption, the relevant gain is required to held in a fund account and it must not be withdrawn from the entity for a period of 5 years. The cost of the sale has to be collected up until the end of the second calendar year following the year the sale was realized.
In line with the decision promulgated in official gazette No. 32676 dated 28 September 2024 and in the official gazette dated 2 August 2024 regarding the application of corporate income tax exemptions to the earnings of real estate investment trusts and real estate investment funds, it was decided 50% of the earnings obtained from immovables will be distributed as dividends and the minimum corporate income tax of 10% will be applied to the earnings real estate investment trusts and real estate investment funds obtain from immovables.
As detailed in Footnote 2, the tax exemption for the real estate investment trusts introduced with paragraph d-4 of article 5 of the Corporate Income Tax Law has been made conditional on at least 50% of their earnings from immovables being distributed as dividends as of 01 January 2025 with Law No. 7524 dated 02 August 2024.
As the decision to distribute dividends at Doğuş GYO is made by the general assembly, the tax rate used to calculate deferred tax assets and liabilities for 2024 was 30%.
For the years ended 31 December, taxation charge comprise of the following:
| 2024 | 2023 | |
|---|---|---|
| Current tax income / (expense) | (4,176,137) | (8,546,644) |
| Deferred tax income / (expense) | (879,268) | (286,568) |
| Total tax expense | (5,055,405) | (8,833,212) |
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
For the years ended 31 December, the tax on the Group's profit before tax differs from the theoretical amount that would arise using the weighted average tax rate applicable to profits of the Group as follows:
| 2024 | 2023 | |
|---|---|---|
| Profit before tax | 12,698,395 | 37,365,566 |
| Income tax using the Company's domestic tax rate | (3,174,599) | (9,341,392) |
| Disallowable expenses | (102,689) | (28,544) |
| Corporate income exemption from real estate investment trusts | 406,098 | 666,325 |
| Share of profit in equity accounted investees | ||
| exempt from deferred tax calculation | (219,474) | 1,415,249 |
| Deferred tax effect arising from gains on real estate of real | ||
| estate investment trusts | (646,215) | - |
| Inflation accounting adjustment exempt from deferred tax calculation |
(765,795) | (2,411,901) |
| Deferred tax recognized in the income statement on properties | ||
| valued using the revaluation model | (342,717) | 836,363 |
| Other | (210,014) | 30,688 |
| Total tax expense | (5,055,405) | (8,833,212) |
The Group recognizes deferred tax assets and liabilities based upon temporary differences arising between their financial statements prepared in accordance with Turkish Financial Reporting Standards and their statutory financial statements. These temporary differences usually result in the recognition of revenue and expenses in different reporting periods for TFRS and tax purposes.
As at 31 December, deferred tax assets and liabilities are attributable to the items detailed in the table below:
| Deferred tax asset |
Deferred tax liability |
Net deferred tax assets/(liabilities) |
||||
|---|---|---|---|---|---|---|
| 31 December 2024 |
31 December 2023 |
31 December 2024 |
31 December 2023 |
31 December 2024 |
31 December 2023 |
|
| Fair value through other comprehensive income increase in value of financial |
||||||
| assets Investment properties carried at fair |
- | - | (3,005) | (198,228) | (3,005) | (198,228) |
| value Other tangible and |
- | - | (3,357,628) | (496,898) | (3,357,628) | (496,898) |
| intangible assets | 1,075,960 | - | - | (113,724) | 1,075,960 | (113,724) |
| Warranty provision, net | 82,577 | 87,331 | - | - | 82,577 | 87,331 |
| Legal provision | 22,323 | 21,381 | - | - | 22,323 | 21,381 |
| Provision for diminution | ||||||
| in value of inventories | - | - | (35,852) | (70,935) | (35,852) | (70,935) |
| Employee termination benefit | 93,366 | 67,227 | - | - | 93,366 | 67,227 |
| Unused vacation liability | 8,485 | 1,372 | - | - | 8,485 | 1,372 |
| Other provision | 181,210 | - | - | - | 181,210 | - |
| Other | 58,712 | 45,322 | - | - | 58,712 | 45,322 |
| Total deferred tax | ||||||
| asset/(liabilities) | 1,522,633 | 222,633 | (3,396,485) | (879,785) | (1,873,852) | (657,152) |
| Net off tax | (1,283,795) | (68,382) | 1,283,795 | 68,382 | - | - |
| Total deferred | ||||||
| tax assets/(liabilities) - |
238,838 | 154,251 | (2,112,690) | (811,403) | (1,873,852) | (657,152) |
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
The movements in temporary differences as at 31 December 2024 are as follows:
| 1 January 2024 |
Recognized in the profit or loss |
Recognized in other comprehensi income |
Recognized in prior year profits/losses |
31 December 2024 |
|
|---|---|---|---|---|---|
| Fair value through other | |||||
| comprehensive income increase in value of financial assets |
(198,228) | - | 195,223 | - | (3,005) |
| Investment properties carried at fair | |||||
| value | (496,898) | (2,119,537) | (303,188) | (3,990,518) | (5,482,461) |
| Other tangible and intangible assets | (113,724) | 1,108,644 | - | 3,633,554 | 3,200,793 |
| Warranty provision, net | 87,331 | (4,754) | - | - | 82,577 |
| Legal provision | 21,381 | 942 | - | - | 22,323 |
| Provision for diminution in value of | |||||
| inventories | (70,935) | 35,083 | - | - | (35,852) |
| Employee termination benefit | 67,227 | 6,372 | 19,613 | 154 | 93,366 |
| Unused vacation liability | 1,372 | 6,310 | - | 803 | 8,485 |
| Other provision | - | 181,210 | - | - | 181,210 |
| Other | 45,322 | (93,538) | - | 106,927 | 58,712 |
| (657,152) | (879,268) | (88,352) | (249,080) | (1,873,852) |
| 1 January 2023 |
Recognized in the profit or loss |
Recognized in other comprehensi income |
Recognized in prior year profits/losses |
31 December 2023 |
|
|---|---|---|---|---|---|
| Fair value through other comprehensive income increase in value of financial assets Investment properties carried at fair |
(275,384) | - | 77,156 | - | (198,228) |
| value | - | 836,364 | (1,333,262) | - | (496,898) |
| Other tangible and intangible assets | 996,800 | (1,110,524) | - | - | (113,724) |
| Warranty provision, net | 54,725 | 32,606 | - | - | 87,331 |
| Legal provision Provision for diminution in value of |
22,670 | (1,289) | - | - | 21,381 |
| inventories | (30,369) | (40,566) | - | - | (70,935) |
| Employee termination benefit | 70,606 | (11,227) | 7,848 | - | 67,227 |
| Unused vacation liability | 21,165 | (19,793) | - | - | 1,372 |
| Other | 17,461 | 27,861 | - | - | 45,322 |
| 877,674 | (286,568) | (1,248,258) | - | (657,152) |
As at 31 December 2024, current income tax liabilities amounting to TL 38,798 (31 December 2023: TL 272,889)
As at 31 December 2024, the Group has TL 148,467 period tax assets. (31 December 2023: TL 845).
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
Earnings per share is calculated by dividing net income attributable to equity holders of the Company for the period by the weighted average number of shares of the Company available during the period. For the years ended 31 December, earnings per share are calculated as follows:
| 2024 | 2023 | |
|---|---|---|
| Net profit attributable to the equity holders of the Company | 7,592,264 | 28,330,123 |
| Weighted average number of basic shares | 218,813,146 | 200,055,442 |
| Basic / diluted earnings per share (in full TL) | 34,6975 | 141,6114 |
| 2024 | 2023 | |
|---|---|---|
| Yüce Auto | 122,172 | 74,395 |
| VDF Servis | 15 | 146 |
| Total | 122,187 | 74,541 |
| 29.1.2 Due from joint ventures |
||
| 2024 | 2023 | |
| TÜVTURK | 98 | 87 |
| Total | 98 | 87 |
| 29.1.3 Due from other related parties | ||
| 2024 | 2023 | |
| VDF Faktoring Hizmetleri A.Ş. | ||
| ("VDF Faktoring") | 10,201,687 | 11,794,628 |
| VDF Sigorta Aracılık Hizmetleri A.Ş. | 12,414 | 15,934 |
| VDF Filo Kiralama A.Ş. | 4,969 | 514,046 |
| VDF | 2,351 | 7,987 |
| Other | 27,741 | 27,433 |
| Total | 10,249,162 | 12,360,028 |
| 29.1.4 Due from shareholders | ||
| 2024 | 2023 | |
| Doğuş Holding | 925 | 70,941 |
| Total | 925 | 70,941 |
| Grand total | 10,372,372 | 12,505,597 |
As at 31 December 2024, the Group imposes 4.28% interest charge on the receivables from related parties (31 December 2023: 2.37% per month)
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
| 2024 | 2023 | |
|---|---|---|
| Doğuş Teknoloji | 6,667 | 5,409 |
| Total | 6,667 | 5,409 |
| 2024 | 2023 | |
|---|---|---|
| VDF Filo Kiralama A.Ş. (sublease receivables) | 59,623 | 36,163 |
| Total | 59,623 | 36,163 |
| 2024 | 2023 | |
|---|---|---|
| VDF Filo Kiralama A.Ş. (sublease receivables) | - | 34,143 |
| Total | - | 34,143 |
| Grand total | 66,290 | 75,715 |
| 2024 | 2023 | |
|---|---|---|
| Doğuş Teknoloji | 24,761 | 16,436 |
| Total | 24,761 | 16,436 |
| 2024 | 2023 | |
|---|---|---|
| Pozitif Arena Salon İşletmeleri A.Ş. | 47,992 | 38,056 |
| Antur Turizm A.Ş. | 2,172 | 4,881 |
| Pozitif Müzik A.Ş. | 183 | 296 |
| Diğer | 12 | 792 |
| Total | 50,359 | 44,025 |
| 2024 | 2023 | |
|---|---|---|
| Doğuş Holding | 2,792 | 2,080 |
| Total | 2,792 | 2,080 |
| Grand total | 77,912 | 62,541 |
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
| 2024 | 2023 | |
|---|---|---|
| Antur Turizm | - | 1 |
| Pozitif Arena Salon İşletmeleri A.Ş. | 107,543 | - |
| Total | 107,543 | 1 |
| 2024 | 2023 | |
|---|---|---|
| Doğuş Teknoloji. | 3,915 | 5,438 |
| Total | 3,915 | 5,438 |
| Grand total | 111,458 | 5,439 |
| 2024 | 2023 | |
|---|---|---|
| Yüce Auto | 2,164,243 | 1,587,427 |
| Doğuş Teknoloji | 152,390 | 200,412 |
| Total | 2,316,633 | 1,787,839 |
| 2024 | 2023 | |
|---|---|---|
| TÜVTURK | 2 | - |
| Total | 2 | - |
| 2024 | 2023 | |
|---|---|---|
| VDF | 214,051 | 275,203 |
| Antur Turizm A.Ş. | 154,238 | 142,759 |
| Doğuş Verimlilik ve Merk. Satın Alm. Hizm. Tic. A.Ş. | 6,294 | 21,365 |
| Doğuş İnşaat ve Ticaret A.Ş. | 8,894 | 10,942 |
| VDF Filo Kiralama A.Ş. | 8,721 | 7,779 |
| Nahita Restaurant İşletmeciliği ve Yatırım A.Ş. | 8,380 | 5,886 |
| VDF Faktoring | 4,889 | 3,887 |
| Galataport İstanbul Liman | 22,089 | - |
| Doğuş Center Maslak Yöneticiliği | 4,063 | 121 |
| Diğer | 7,826 | 4,480 |
| Total | 439,445 | 472,422 |
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
| 2024 | 2023 | |
|---|---|---|
| Doğuş Holding | 75,044 | 204,308 |
| Total | 75,044 | 204,308 |
| Grand total | 2,831,124 | 2,464,569 |
| 2024 | 2023 | |
|---|---|---|
| Günaydın Üretım Lojıstık A,Ş, | 255 | - |
| Pozitif Arena Konser Salon İşletmeleri A,Ş, | 29,157 | - |
| Total | 29,412 | - |
| 2024 | 2023 | |
|---|---|---|
| Doğuş Holding | 1,530 | |
| Total | 1,530 |
| 2024 | 2023 | |
|---|---|---|
| Günaydın Üretım Lojıstık A,Ş, | 703 | - |
| Pozitif Arena Konser Salon İşletmeleri A,Ş, | 15,310 | - |
| Total | 16,013 | - |
The amounts of transactions made with related parties as of December 31 are as follows:
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
| Sales and other income generating transactions: | 2024 | 2023 |
|---|---|---|
| Other income | 841,798 | 638,133 |
| Sale of products and returns, net | 381,700 | 289,250 |
| Sale of services, net | 5,460 | 4,809 |
| Financial income | 2,793 | 1,612 |
| Total | 1,231,751 | 933,804 |
| Purchases and expenses incurring transactions: | 2024 | 2023 |
| Inventory purchase | 9,758,862 | 10,494,495 |
| Other purchases | 653,499 | 661,962 |
| Fixed asset purchases | 731,820 | 644,639 |
| Services rendered | 276,012 | 209,601 |
| Other expenses | 30,553 | 23,823 |
| Total | 11,450,746 | 12,034,520 |
| 29.6.2 Joint ventures |
||
| Sales and other income generating transactions: | 2024 | 2023 |
| Sale of products and returns, net | 16,474 | 10,314 |
| Sale of service, net | 465 | 558 |
| Other income | 40 | 12 |
| Total | 16,979 | 10,884 |
| Purchases and expense creating transactions: | 2024 | 2023 |
| Inventory purchases | 9,616 | 15,998 |
| Services purchases | 627 | 546 |
| Other purchases | - | 4 |
| Total | 10,243 | 16,548 |
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
| 2024 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Sale of products |
Sale of services |
Sale of fixed assets |
Other income from operating activities |
Financial income |
Total | ||||
| VDF Filo | 1,696,552 | 46,343 | - | 8,818 | - | 1,751,713 | |||
| VDF Sigorta | 1 | 2 | - | 72,780 | - | 72,783 | |||
| VDF | 94 | 3 | - | 6,931 | - | 7,028 | |||
| VDF Faktoring | - | - | - | - | - | - | |||
| Other | 160,791 | 1,593 | - | 17,660 | - | 180,044 | |||
| 1,857,438 | 47,941 | - | 106,189 | - | 2,011,568 |
| 2023 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Sale of products |
Sale of services |
Sale of fixed assets |
Other income from operating activities |
Financial income |
Total | ||||
| VDF Filo | 4,216,711 | 38,752 | - | 20,592 | - | 4,276,055 | |||
| VDF Sigorta | 8 | 4 | - | 91,687 | - | 91,699 | |||
| VDF | - | - | - | 9,905 | - | 9,905 | |||
| VDF Faktoring | - | - | - | - | - | - | |||
| Other | 160,555 | 1,234 | 15 | 11,054 | - | 172,858 | |||
| 4,377,274 | 39,990 | 15 | 133,238 | - | 4,550,517 |
| 2024 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Services rendered |
Purchase of fixed assets |
Purchase of inventory |
Finance expenses |
Other purchases |
Other expenses from operating activities |
Consumer loan incentive expenses |
Total | |
| Antur | ||||||||
| Turizm | 552,295 | - | 3,091 | - | 171 | 105,159 | - | 660,716 |
| VDF | ||||||||
| Faktoring | - | - | - | 79,722 | - | - | - | 79,722 |
| VDF | ||||||||
| Sigorta | 21 | - | - | - | 12 | 256 | - | 289 |
| VDF Filo | 67,367 | - | 91,898 | - | 4 | - | - | 159,269 |
| VDF | - | - | 2,017 | - | - | 1 | 1,535,304 | 1,537,322 |
| Other | 96,085 | 18,781 | 5,581 | - | 1,225,446 | 83,532 | - | 1,429,425 |
| 715,768 | 18,781 | 102,587 | 79,722 | 1,225,633 | 188,948 | 1,535,304 | 3,866,743 |
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
| 2023 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Services rendered |
Purchase of fixed assets |
Purchase of inventory |
Finance expenses |
Other purchases |
Other expenses from operating activities |
Consumer loan incentive expenses |
Total | |||
| Antur Turizm | 428,952 | - | 8,356 | - | 11 | 89,349 | - | 526,668 | ||
| VDF Faktoring | - | - | - | 45,402 | - | - | - | 45,402 | ||
| VDF Sigorta | 936 | - | - | - | 1 | 16 | - | 953 | ||
| VDF Filo | 69,356 | - | 194,987 | - | 15 | - | - | 264,358 | ||
| VDF | - | - | - | - | - | - | 352,416 | 352,416 | ||
| Other | 76,023 | 22,950 | 10,225 | - | 10,737 | 68,548 | - | 188,483 | ||
| 575,267 | 22,950 | 213,568 | 45,402 | 10,764 | 157,913 | 352,416 | 1,378,280 |
| 2024 | |||||
|---|---|---|---|---|---|
| Sale of products |
Sale of services |
Sale of fixed assets |
Financial income |
Total | |
| Doğuş Holding | 251,943 | 7,148 | - | 979,358 | 1,238,449 |
| 251,943 | 7,148 | - | 979,358 | 1,238,449 | |
| 2023 | |||||
| Sale of products |
Sale of services |
Sale of fixed assets |
Financial income |
Total | |
| Doğuş Holding | 207,797 | 8,682 | 2 | 76,927 | 293,408 |
| 2024 | ||||||
|---|---|---|---|---|---|---|
| Services rendered |
Purchase of fixed assets |
Financial expense |
Purchase of inventory |
Other expense |
Total | |
| Doğuş Holding | 48,515 | 321,391 | 106,874 | - | 2,731 | 479,511 |
| 48,515 | 321,391 | 106,874 | - | 2,731 | 479,511 | |
| 2023 | ||||||
| Services rendered |
Purchase of fixed assets |
Financial expense |
Purchase of inventory |
Other expense |
Total | |
| Doğuş Holding | 82,899 | - | 35,676 | 2,624 | 5,261 | 126,460 |
| 82,899 | - | 35,676 | 2,624 | 5,261 | 126,460 |
207,797 8,682 2 76,927 293,408
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
| 2024 | 2023 | |
|---|---|---|
| Salaries and other short-term employee benefits | 1,649,306 | 1,075,298 |
| Total | 1,649,306 | 1,075,298 |
The Group classifies members of the Board of Directors and senior executives who have administrative responsibilities as key management personnel, since they are responsible for the planning, management and control of the Group's operations.
Remuneration of Board of Directors and senior executive who have administrative responsibilities, for the period ended 31 December 2024 and 2023 includes salaries, health insurance and employer shares of Social Security Institution.
The Group's objectives are to safeguard the Group's ability to continue as a going concern in order to provide returns for shareholders and benefits for other shareholders and to maintain an optimal capital structure to reduce the cost of capital. The Group's capital structure includes payables including loans and respectively cash and cash equivalents, paid-in capital, reserves and retained earnings.
The board of directors monitors the return on capital and the level of dividends to ordinary shareholders.
The Group monitors its share capital by using financial liability to equity ratio. The ratio is calculated by dividing financial liabilities deducting to cash and cash equivalents to equity. Total of financial liabilities comprises entire current and non-current financial liabilities whereas total equity comprises each equity item on the statement of financial position.
The following table sets out the Group's financial liability to equity ratio as at 31 December:
| 2024 | 2023 | |
|---|---|---|
| Total financial liabilities | 12,104,384 | 15,564,685 |
| Cash and cash equivalents | (9,413,570) | (11,035,747) |
| Total financial liabilities, net | 2,690,814 | 4,528,938 |
| Total equity | 55,738,516 | 60,416,153 |
| Financial liabilities / equity ratio | 0.05 | 0.07 |
The Group's activities expose it to a variety of financial risks, including the effects of changes in debt and equity market prices, foreign currency exchange rates and interest rates. The Group's overall risk management program focuses on the unpredictability of financial markets and seeks to minimize potential adverse effects on the financial performance of the Group.
The risk management program is applied by the Company and its subsidiaries, joint ventures and associates in line with the policies set by the Board of Directors.
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
The Group's significant portions of receivables from dealers are collected through VDF Faktoring. The receivables from dealers through VDF Faktoring are collected when they are due and these are irrevocable transactions.Our assumption is that the values of trade receivables measured at their amortised costs approximate the fair values of the relevant trade receivables.
The credit risk arising from dealers' and other customers' transactions are followed by the management and these risks are limited for each debtor. These risks arising from relevant receivables are guaranteed with proper instruments (Note 8).
| Receivables | |||||||
|---|---|---|---|---|---|---|---|
| Trade receivables | Other receivables | Bank | Derivative | ||||
| 31 December 2024 | Related parties | Other parties | Related parties | Other parties | deposits | instruments | Other |
| Exposure to | |||||||
| maximum credit risk | |||||||
| as at reporting date | |||||||
| (A+B+C+D) (*) | 10,372,372 | 5,481,042 | 66,290 | 1,427,560 | 9,413,464 | - | - |
| - Guaranteed portion | |||||||
| of the maximum | |||||||
| exposure | - | 1,232,809 | - | - | - | - | - |
| A. Net carrying amount | |||||||
| of financial assets | |||||||
| which are neither | |||||||
| impaired nor overdue | |||||||
| (**) | 10,371,581 | 4,324,248 | 66,290 | 1,427,560 | 9,413,464 | - | - |
| B. Net carrying amount | |||||||
| of financial assets | |||||||
| which are overdue but | |||||||
| not impaired (***) | 791 | 1,156,794 | - | - | - | - | - |
| C. Net carrying amount | |||||||
| of impaired assets | - | - | - | - | - | - | - |
| - Past due (gross book | |||||||
| value) | - | 21,176 | - | - | - | - | - |
| - Impairment (-) | - | (21,176) | - | - | - | - | - |
| - Guaranteed | |||||||
| portion of net values (*) | - | - | - | - | - | - | - |
| - Not past due (gross | |||||||
| book value) | - | - | - | - | - | - | - |
| - Impairment (-) | - | - | - | - | - | - | - |
| - Guaranteed | |||||||
| portion of net values (*) | - | 1,232,809 | - | - | - | - | - |
| D. Off financial | |||||||
| statement items with | |||||||
| credit risks (****) | - | - | - | - | - | - | - |
(****) As at 31 December 2024 and 31 December 2023, maximum level of credit risk born in relation to letter of guarantees given in favor of related parties are indicated.
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
| Receivables | |||||||
|---|---|---|---|---|---|---|---|
| Trade receivables | Other receivables | Bank | Derivative | ||||
| 31 December 2023 | Related parties | Other parties | Related parties | Other parties | deposits | instruments | Other |
| Exposure to | |||||||
| maximum credit risk | |||||||
| as at reporting date | |||||||
| (A+B+C+D) (*) | 12,505,597 | 6,089,435 | 75,715 | 696,498 | 11,035,668 | - | - |
| - Guaranteed portion | |||||||
| of the maximum | |||||||
| exposure | - | 1,416,378 | - | - | - | - | - |
| A. Net carrying | |||||||
| amount of financial | |||||||
| assets which are | |||||||
| neither impaired nor | |||||||
| overdue (**) | 12,504,437 | 5,962,558 | 75,715 | 696,498 | 11,035,668 | - | - |
| B. Net carrying | |||||||
| amount of financial | |||||||
| assets which are overdue but not |
|||||||
| impaired (***) | 1,160 | 126,877 | - | - | - | - | - |
| C. Net carrying | |||||||
| amount of impaired | |||||||
| assets | - | - | - | - | - | - | - |
| - Past due (gross | |||||||
| book value) | - | 29,915 | - | - | - | - | - |
| - Impairment (-) | - | (29,915) | - | - | - | - | - |
| - Guaranteed | |||||||
| portion of net values | |||||||
| (*) | - | - | - | - | - | - | - |
| - Not past due (gross | |||||||
| book value) | - | - | - | - | - | - | - |
| - Impairment (-) | - | - | - | - | - | - | - |
| - Guaranteed | |||||||
| portion of net values | |||||||
| (*) | - | 1,416,378 | - | - | - | - | - |
| D. Off financial | |||||||
| statement items with | |||||||
| credit risks (****) | - | - | - | - | - | - | - |
(*) This area indicates the total of the figures placed in A, B, C and D lines. In determination of aforementioned figures, items increasing credit reliability such as guarantees received are not considered.
(**) As at 31 December 2024 and 31 December 2023, information regarding to credit quality of trade receivables which are not past due or not impaired and restructured are indicated in Note 8.
(***) As at 31 December 2024 and 31 December 2023, information regarding to aging of receivables which are past due but not impaired are indicated in the table of aging analysis of receivables which are past due but not impaired.
(****) As at 31 December 2024 and 31 December 2023, maximum level of credit risk born in relation to letter of guarantees given in favor of related parties are indicated.
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
As at 31 December, the aging of past due receivables that are not impaired are as follows:
| Deposits | Derivative | ||||
|---|---|---|---|---|---|
| Receivables | on banks | instruments | Other | ||
| 31 December 2024 | Trade receivables | Other receivables | |||
| Past due 1-30 days | 1,157,585 | - | - | - | - |
| Past due 1-3 months | - | - | - | - | - |
| Past due 3-12 months | - | - | - | - | - |
| Past due 1-5 years | - | - | - | - | - |
| More than 5 years | - | - | - | - | - |
| Portion of assets overdue secured by guarantee etc, | 804,958 | - | - | - | - |
| Deposits | Derivative | ||||
|---|---|---|---|---|---|
| 31 December 2023 | Receivables Trade receivables |
Other receivables | on banks | instruments | Other |
| Past due 1-30 days | 128,037 | - | - | - | - |
| Past due 1-3 months | - | - | - | - | - |
| Past due 3-12 months | - | - | - | - | - |
| Past due 1-5 years | - | - | - | - | - |
| More than 5 years | - | - | - | - | - |
| Portion of assets overdue secured by guarantee etc, | 11 | - | - | - | - |
Liquidity risk management refers to capacity of holding adequate amount of cash and marketable securities, adequate credit lines and ability to close out market position.
Risk of funding current and potential requirements is mitigated by ensuring the availability of adequate number of creditworthy lending parties. The Group, in order to minimize liquidity risk, holds adequate cash and available line of credit (including factoring capacity). In this regard, as at 31 December 2024, the Group have lines of credit amounting to EUR 1,161,706 USD 489,000, CHF 5,000 and TL 7,427,500 (31 December 2023: lines of credit amounting to EUR 1,275,686, USD 317,000, CHF 5,000 and TL 5,822,074). The utilized portions of the aforementioned total credit lines are disclosed in Note 7.
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
In addition, the Group has a non-cash credit line obtained from underwriting banks amounting to EUR 357,600 equivalent to TL 13,136,865 (31 December 2023: EUR 276,100 equivalent to TL 12,984,927) that enables the Group to perform credit purchases from original equipment manufacturers with an option to pay in 12 months. The Group's credit card purchase limit amounting to EUR 207,907, amounting to TL 7,637,716 are utilized (31 December 2023: EUR 123,025, amounting to TL 5,785,825).
The below tables show the financial liabilities of the Group according to their remaining maturities as at 31 December:
| 2024 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Total contractual |
||||||||||
| Contractual | Carrying | cash | Less than 3 | More than | ||||||
| maturities | amount | outflows | months | 3-12 months | 1-5 years | 5 years | ||||
| Non-derivative financial liabilities |
||||||||||
| Loans and | ||||||||||
| borrowings | 10,969,411 | 13,056,447 | 2,128,256 | 4,981,120 | 5,947,071 | - | ||||
| Trade payables to | ||||||||||
| related parties | 2,831,124 | 2,831,124 | 2,831,124 | - | - | - | ||||
| Other payables to | ||||||||||
| third parties | 4,859 | 4,859 | 638 | - | 4,221 | - | ||||
| Other payables to | ||||||||||
| related parties | - | - | - | - | - | - | ||||
| Trade payables to | ||||||||||
| third parties | 11,503,515 | 11,503,515 | 3,991,453 | 7,512,062 | - | - | ||||
| Employee benefit | ||||||||||
| obligations | 421,747 | 421,747 | 421,747 | - | - | - | ||||
| Lease liabilities Other current |
1,134,973 | 2,522,161 | 135,364 | 394,608 | 1,866,719 | 125,470 | ||||
| liabilities (*) | 4,762 | 4,762 | 4,762 | - | - | - | ||||
| Total non | ||||||||||
| derivative | ||||||||||
| financial | ||||||||||
| liabilities | 26,870,391 | 30,344,615 | 9,513,344 | 12,887,790 | 7,818,011 | 125,470 |
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
| 2023 | ||||||
|---|---|---|---|---|---|---|
| Contractual maturities |
Carrying amount |
Total contractual cash outflows |
Less than 3 months |
3-12 months | 1-5 years | More than 5 years |
| Non-derivative financial liabilities |
||||||
| Loans and | ||||||
| borrowings | 14,133,957 | 16,936,082 | 2,523,547 | 4,743,190 | 9,669,345 | - |
| Trade payables to | ||||||
| related parties | 2,464,569 | 2,464,569 | 2,464,569 | - | - | - |
| Other payables to | ||||||
| third parties | 6,184 | 6,184 | 710 | - | 5,474 | - |
| Other payables to | ||||||
| related parties | - | - | - | - | - | - |
| Trade payables to | ||||||
| third parties | 9,837,819 | 9,837,819 | 4,171,709 | 5,666,110 | - | - |
| Employee benefit | ||||||
| obligations | 317,551 | 317,551 | 317,551 | - | - | - |
| Lease liabilities | 1,430,728 | 1,738,603 | 84,782 | 245,760 | 1,390,923 | 17,138 |
| Other current | ||||||
| liabilities (*) | 15,667 | 15,667 | 15,667 | - | - | - |
| Total non derivative financial |
||||||
| liabilities | 28,206,475 | 31,316,475 | 9,578,535 | 10,655,060 | 11,065,742 | 17,138 |
(*) VAT payable is excluded from other current liabilities.
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
The Group is exposed to foreign exchange risk through the impact of rate changes on the translation of foreign currency denominated payables to original equipment manufacturers and borrowings from financial institutions. This risk is monitored by the Board of Directors through periodic meetings. The Group's foreign currency position is managed through taking limited positions within limits recommended by executive board and approved by board of directors as well using derivative instruments where necessary.
To minimize the risk arising from foreign currency denominated balance sheet items, the Group utilizes derivative instruments as well as keeping part of its idle cash in foreign currencies. In addition, translation of cost of goods-in-transit until completion of the customs transactions, in accordance with the customs law provides a natural hedge.
| Currency sensitivity analysis | ||
|---|---|---|
| 31 December 2024 | ||
| Profit/loss | ||
| Appreciation of foreign currency | Depreciation of foreign currency | |
| Assumption of devaluation/appreciation by 10% of USD against TL | ||
| 1- Net USD asset/liability | (10,764) | 10,764 |
| 2- USD risk averse portion (-) | - | - |
| 3- Net USD effect (1+2) | (10,764) | 10,764 |
| Assumption of devaluation/appreciation by 10% of EUR against TL | ||
| 4- Net Euro asset/liability | 4,761 | (4,761) |
| 5- Euro risk averse portion (-) | - | - |
| 6- Net Euro effect (4+5) | 4,761 | (4,761) |
| TOTAL (3+6) | (6,003) | 6,003 |
| Currency sensitivity analysis | ||
|---|---|---|
| 31 December 2023 | ||
| Profit/loss | ||
| Appreciation of foreign currency | Depreciation of foreign currency | |
| Assumption of devaluation/appreciation by 10% of USD against TL | ||
| 1- Net USD asset/liability | (14,324) | 14,324 |
| 2- USD risk averse portion (-) | - | - |
| 3- Net USD effect (1+2) | (14,324) | 14,324 |
| Assumption of devaluation/appreciation by 10% of EUR against TL | ||
| 4- Net Euro asset/liability | 575,895 | (575,895) |
| 5- Euro risk averse portion (-) | - | - |
| 6- Net Euro effect (4+5) | 575,895 | (575,895) |
| TOTAL (3+6) | 561,571 | (561,571) |
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
Foreign exchange rates for USD, EUR and CHF as at 31 December are as follows:
| 31 December 2023 | |
|---|---|
| 29.4382 | |
| 32.5739 | |
| 38.9446 | 34.9666 |
| 31 December 2024 35.2803 36.7362 |
As at 31 December 2023, net position of the Group is resulted from foreign currency assets and liabilities as shown below:
| 2024 | |||||
|---|---|---|---|---|---|
| Original balances | |||||
| Total TL | |||||
| equivalent | USD | EUR | CHF | Other | |
| Assets: | |||||
| Trade receivables | - | - | - | - | - |
| Monetary financial assets | 5,705,904 | 6 | 155,304 | 9 | 7 |
| Other monetary assets | 9,953,967 | - | 270,958 | - | - |
| Total assets | 15,659,871 | 6 | 426,262 | 9 | 7 |
| Trade payables | 7,934,066 | 3,057 | 213,037 | - | 1 |
| Financial liabilities | 2,031,622 | - | 55,303 | - | - |
| Other monetary liabilities | 3,123 | - | 85 | - | - |
| Current liabilities | 9,968,811 | 3,057 | 268,425 | - | 1 |
| Financial liabilities | 5,750,721 | - | 156,541 | - | - |
| Non-current liabilities | 5,750,721 | 3,057 | 156,541 | - | - |
| Total liabilities | 15,719,532 | 3,057 | 424,966 | - | 1 |
| Net foreign currency liability position of derivative financial liabilities off statement of financial position |
|||||
| Net foreign currency (liability)/asset position |
(59,661) | (3,051) | 1,296 | 9 | 6 |
| Monetary items net foreign (liability)/asset position |
|||||
| Sureties and letters of guarantee taken | 100,672 | 116 | 2,629 | - | - |
| Sureties and letters of guarantee given | 17,092,582 | - | 465,279 | - | - |
| Import | 128,530,743 | - | 3,498,749 | - | - |
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
As at 31 December 2023, net position of the Group is resulted from foreign currency assets and liabilities as shown below:
| 2023 | |||||
|---|---|---|---|---|---|
| Original balances | |||||
| Total TL equivalent |
USD | EUR | CHF | Other | |
| Assets: | |||||
| Trade receivables | - | - | - | - | - |
| Monetary financial assets | 6,785,008 | 16 | 144,252 | 3 | 8 |
| Other monetary assets | 7,774,421 | 582 | 164,782 | - | 5 |
| Total assets | 14,559,429 | 598 | 309,034 | 3 | 13 |
| Trade payables | 6,201,247 | 3,968 | 128,220 | - | 46 |
| Financial liabilities | 2,735,441 | - | 58,164 | - | - |
| Other monetary liabilities | 9,265 | - | 197 | - | - |
| Current liabilities | 8,945,953 | 3,968 | 186,581 | - | 46 |
| Financial liabilities | 8,945,953 | - | 187,403 | - | - |
| Non-current liabilities | 8,813,525 | - | 187,403 | - | - |
| Total liabilities | 17,759,478 | 3,968 | 373,984 | - | 46 |
| Net foreign currency liability position of derivative financial liabilities off |
|||||
| statement of financial position | 1,816,432 | - | 38,623 | - | - |
| Net foreign currency (liability)/asset position |
(1,383,617) | (3,370) | (26,327) | 3 | (33) |
| Monetary items net foreign | |||||
| (liability)/asset position | |||||
| Sureties and letters of guarantee taken | 210,381 | 495 | 4,026 | - | - |
| Sureties and letters of guarantee given | 13,341,131 | - | 283,674 | - | - |
| Import | 155,617,552 | - | 3,308,914 | - | - |
As at 31 December 2024, goods-in-transit of the Group amount to EUR 235,296 equivalent to TL 8,643,876 (31 December 2023: EUR 217,844 equivalent to TL 7,096,038)
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
The Group is exposed to market risk through holding shares of Doğuş Holding.
Even though the shares of Doğuş Holding are not quoted in the capital market, fair value of the Doğuş Holding's shares is determined by using market information of publicly held Doğuş Holding group companies and other valuation methodologies are used for remaining Doğuş Holding group companies. Therefore, value of Doğuş Holding recognized in the financial statements is affected by price fluctuations in the shares of publicly held Doğuş Holding group companies.
Under the assumption of 10% increase/decrease in share prices as at 31 December 2024, all other variables held constant, the Group's equity would have been increased/decreased by TL 76,148 (31 December 2023: TL 157,844).
| 31 Aralık 2024 | Sensitivity Analysis | Fair value on the value profit/(loss) effect |
|---|---|---|
| Discount Rate | 1% increases 1% decreases |
780,744 2,933,267 |
| Rent Increase Rate | 1% increases 1% decreases |
6,769,965 (3,957,373) |
| Capitalisation Rate | 1% increases 1% decreases |
(1,140,393) 1,532,061 |
| Occupancy Rate | 1% increases 1% decreases |
(37,604) (102,528) |
| Fair value | ||
| on the value | ||
| 31 Aralık 2023 İskonto Oranı |
Duyarlılık analizi 1% increases 1% decreases |
profit/(loss) effect (843,150) 913,829 |
| Rent Increase Rate | 1% increases 1% decreases |
927,832 (840,089) |
| Capitalisation Rate | 1% increases 1% decreases |
(1,084,361) 1,474,067) |
If the interest rates of floating interest-bearing TL and EUR denominated borrowings were 100 basis points higher/lower with all other variables held constant, profit before tax for the year would have been lower/higher by TL 53,857 at 31 December 2024 due to higher/lower interest expense (31 December 2023: TL 224,199).
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date except involuntary liquidation or distress sale. When available, the quoted price in an active market provide the best estimate of its fair value.
If a quoted market price is not available, the Group using available market information and appropriate valuation methodologies estimates the fair value of the instrument. However, judgment is necessarily required to interpret market data to develop the estimated fair value. Accordingly, the estimates made are not necessarily indicative of the amounts that could be realized in current market exchange.
The principles used in determining the fair values of financial assets and liabilities are as follows:
Cash and cash equivalents are presented on cost basis and are assumed to reflect their fair values as they are liquid and classified as current assets.
Trade receivables are presented netted off related doubtful portion of the receivable and are assumed to reflect their fair value.
Since Doğuş Holding is not a publicly traded, fair value of Doğuş Holding is determined by using current market information's for publicly traded companies under Doğuş Holding governance. Fair value of Doğuş Holding is also determined by using other valuation methods for non-public companies under Doğuş Holding governance. Therefore Doğuş Holding presented under financial assets is assumed to reflect its fair value.
Short-term TL denominated bank borrowings are assumed to converge to its fair value. Some of longterm borrowings, denominated in foreign currency and TL are assumed to reflect their fair value due to their floating rates. Long-term and fixed rate borrowings are considered to converge to its fair value, when it is valued with fixed interest rate valid as of the balance sheet date.
Since trade payables are short-term and foreign currency denominated, they are assumed to reflect their fair values. Estimated fair value of financial instruments is determined by the Group whom using the existing market information or appropriate valuation methods, if possible.
However, market value may not reflect the fair value as contentment is used in finding out the expected fair value. Therefore, except for mentioned assumptions, inputs for the financial asset or liabilities that are not based on observable market data (unobservable inputs) and the Group utilize for their contentment regarding fair value analysis, are considered as level 3 in relation to valuation method for comparable fair value analysis of long-term financial liabilities under the classifications defined.
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
As of 31 December, net carrying amounts and fair values of assets and liabilities as shown below:
| Financial assets | |||||
|---|---|---|---|---|---|
| Financial assets at |
measured at fair value through other comprehensive |
Financial liabilities at |
Net carrying |
||
| 31 December 2024 | amortised cost | income | amortised cost | amount | Note |
| Financial assets | |||||
| Cash and cash equivalents | 9,413,570 | - | - | 9,413,570 | 5 |
| Financial investments | - | 3,311,213 | - | 3,311,213 | 6 |
| Trade receivables from third parties | 5,481,042 | - | - | 5,481,042 | 8 |
| Other receivables from third parties | 1,427,560 | - | - | 1,427,560 | 9 |
| Trade receivables from related parties | 10,372,372 | - | - | 10,372,372 | 29 |
| Other receivables from related parties | 66,290 | - | - | 66,290 | 29 |
| Financial liabilities | - | - | |||
| Trade payables to third parties | - | - | 11,503,515 | 11,503,515 | 8 |
| Other payables to third parties | - | - | 4,859 | 4,859 | - |
| Trade payables to related parties | - | - | 2,831,124 | 2,831,124 | 29 |
| Other payables to related parties | - | - | - | - | 29 |
| Borrowings | - | - | 10,969,411 | 10,969,411 | 7 |
| Lease liabilities | - | - | 1,134,972 | 1,134,972 | 7 |
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
Financial instruments and capital risk management (Continued)
| Financial assets measured at fair |
|||||
|---|---|---|---|---|---|
| Financial assets at |
value through other comprehensive |
Financial liabilities at |
Net carrying |
||
| 31 December 2023 | amortised cost | income | amortised cost | amount | Note |
| Financial assets | |||||
| Cash and cash equivalents | 11,035,747 | - | - | 11,035,747 | 5 |
| Financial investments | 6,683,429 | - | 9,837,819 | 6 | |
| Trade receivables from third parties | 6,089,435 | - | - | 6,089,435 | 8 |
| Other receivables from third parties | 696,498 | - | - | 696,498 | 9 |
| Trade receivables from related parties | 12,505,597 | - | - | 12,505,597 | 29 |
| Other receivables from related parties | 75,715 | - | - | 75,715 | 29 |
| Financial liabilities | |||||
| Trade payables to third parties | - | - | 9,837,819 | 9,837,819 | 8 |
| Other payables to third parties | - | - | 6,184 | 6,184 | - |
| Trade payables to related parties | - | - | 2,464,569 | 2,464,569 | 29 |
| Other payables to related parties | - | - | - | - | 29 |
| Borrowings | - | - | 14,133,957 | 14,133,957 | 7 |
| Lease liabilities | - | - | 1,430,728 | 1,430,728 | 7 |
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
The fair values of financial assets and financial liabilities are determined as follows:
Classification requires use observable market inputs where available. In this respect, fair value classifications of financial assets which are valued with their fair values are as follows:
| 2024 | ||||
|---|---|---|---|---|
| Level 1 | Level 2 | Level 3 | Total | |
| Financial assets: | ||||
| Venture capital investment fund | - | - | 6,000 | 6,000 |
| Financial assets measured at fair | ||||
| value through other | ||||
| comprehensive income (Note 6) | - | 3,305,213 | - | 3,305,213 |
| Fair value adjustments recognized in other comprehensive income for properties (Note 12) | - | 13,499,866 | - | 13,499,866 |
| Total financial assets | - | 16,805,079 | 6,000 | 16,811,079 |
| 2023 | ||||
| Level 1 | Level 2 | Level 3 | Total | |
| Financial assets: | ||||
| FX protected time deposit Financial assets measured at fair |
1,816,432 | - | - | 1,816,432 |
| value through other | ||||
| comprehensive income (Note 6) | - | 4,866,997 | - | 4,866,997 |
| Fair value adjustments recognized in other comprehensive income for properties (Note 12) | - | 12,309,154 | - | 12,309,154 |
(Convenience translation of consolidated financial statements originally issued in Turkish and amounts expressed in thousands of TL unless otherwise indicated.)
As of 31 December 2024, the net book value of the right of use assets is TL 179,046 (31 December 2023: TL 91,434). As of 31 December 2024 and 2023, the balances of the right to use assets and the depreciation and amortization expenses during the period are as follows:
| Showroom and | Motor | ||
|---|---|---|---|
| 2024 | area leases | vehicles | Total |
| Right of use asset - 1 January |
44,668 | 46,766 | 91,434 |
| Additions | 235,333 | 17,562 | 252,895 |
| Disposals | - | (262) | (262) |
| Depreciation expenses | (109,174) | (55,847) | (165,021) |
| Right of use asset - 31 December |
170,827 | 8,219 | 179,046 |
| 2023 | Showroom and area leases |
Motor vehicles |
Total |
| Right of use asset - 1 January |
43,711 | 104,290 | 148,001 |
| Additions Disposals |
101,890 - |
18,771 (2,817) |
120,661 (2,817) |
| Depreciation expenses | (100,933) | (73,478) | (174,411) |
As of 31 December 2024, TL 165,021 depreciation expense arising from the usage rights is accounted under general administrative expenses (31 December 2023: TL 174,411).
The 241,881,000 TL paid-in capital of Doğuş Bilgi İşlem ve Teknoloji Hizmetleri A.Ş. was raised to 272,523,192 TL by adding 30,642,192 TL and preserving the Group's ownership ratio.
The domestic minimum corporate income tax went into effect after being promulgated in the Official Gazette dated 02 August 2024. The regulation applies to corporate earnings in the 2025 taxation period. As the new regulation is effective as of 01 January 2025, it will not have any impact on current tax expense in financials dated 31 December 2024.
Providing vehicle inspection services since 2007, TÜVTÜRK will continue its operations until August 2027, following the tender held on 24 February 2025, at which point its operating license will expire.
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