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Page 1: Desa Faaliyet Raporu 2011 Eng
Page 2: Desa Faaliyet Raporu 2011 Eng

Message from The President

Company Profile

Company History

Board of Directors

Our Mission

Benefits of 2011

Showrooms and Offices

Boutiques

Financial Performance

Share Performance

Board of Directors Activity Report

Financial Statements and Independent

Audit Report

02

04

08

06

09

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contents

www.desa.uk.com

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Page 3: Desa Faaliyet Raporu 2011 Eng

0302

Chairman’s Message www.desa.uk.com

Melih CELETCeo

Dear Stakeholders,

Over the past year, 2011, the DESA family, including DESA and Samsonite brands, experienced 29% growth in retail based on turnover, and, with a 21% increase in the number of stores, our total retain area reached 15,694 square meters. During this period, we made no concessions in our goal to become a global brand, and the positive results of measures and investments undertaken in 2011 are reflected in our 2011 performance, which is sure to please all our stakeholders.

One key issue that is very important for DESA is the proportional growth of sales on our website www.desa.com.tr with sales in our stores. We are aware of the ever-increasing importance of digital media channels, and in 2011 we expanded and improved both sales and promotion accordingly.

According to the Leather and Leather Products Exporters’ Association, the body with experience championing the Turkish export industry for the past two years, going beyond traditional markets and entering new markets in the Far East is a new achievement to add to the long list of 2011’s achievements. This year, our tannery’s participation in international fairs drew intense interest, highlighting DESA’s forty years of success. Our objectives require qualified personnel, and in line with our goals our workforce is now over 2,000 people and increasing every day. Our investments in human resources and in other necessary areas are set to expand even more. The wholesale figures of our DESA-branded products in Russia increased exponentially, and it is clear that that the investments realized with the Turquality vision have begun to bring about the desired results.

In addition, our strategic investments in the retail sector allow all DESA family employees to interact with the products, thanks to our specially-designed office and showroom which carry our retail infrastructure to a whole new level. Our DESA stores are arranged as workshops, allowing each category of product increased dominance and offering better opportunities to apply new ideas and make necessary changes.

In 2011 we also expanded our design team and started to offer our collections with the seasons of the international fashion calendar. Now, we have achieved the necessary infrastructure to be able to attend and draw interest at international fashion weeks and market weeks. As a logical continuation of the pledge made at the establishment of our company to always apply the best measures for the best infrastructure, in 2011 we set out to implement SAP software in all units of the company. I strongly believe that as we complete the investment in our brand with SAP software, our operational efficiency and the value created for our investors will without a doubt be increased. As a publicly traded company, the acquisition of the ability to access information immediately is important for the transparent and accurate disclosure of our corporate management structure.

Our responsibility to strengthen human resources and invest in staff is particularly important for our design unit. DESA’s design director is Graeme Black, an important member of the DESA family, and a designer who has worked with such global giants as John Galliano, Giorgio Armani, and Salvatore Ferragamo. His design team have revealed the DESA difference and given the brand increased strength through design.

The year 2011 was witness to DESA’s many successful steps in entering the world of international fashion.In Los Angeles, in December 2011, internationally- renowned fashion photographer Koray Birand shot DESA’s Spring/Summer 2012 collection. For us, this photo shoot was an important event whose excellent results captured the concept of DESA quality visually. More success in international design was noted when our Covent Garden, London store was selected as one of the world’s best stores in the VMSD international store decor competition, a competition amongst brands from all around the world.

Our entering the competition book as one of the best Retail Spaces/Small Stores gave us great pride as a Turkish brand.To these positive developments of 2011 must be added the risks. Over 2011, the risks of geography became more sharply de-fined; this is a risk whose uncertainties must be managed to make 2012 the year of opportunities. We will continue to follow the social unrest in our important neighboring nation of Syria, and the potentially negative developments that are likely to occur in our regional neighbors such as Iran and Iraq. We must also always keep in mind the range of structural fragilities in the Turkish economy, and their possible effects on the year 2012. DESA exports 90% of its export products to Western Europe, a region now experiencing economically difficult times. Although this is one of the risks that must be properly managed in 2012, we believe that in the coming year we will see the positive reflections of turnover from our activities in domestic as well as Western markets.

In 2011, the company took great steps towards ever more efficient management, made investments in production, retailing, and branding. These measures prepared the infrastructure to carry the momentum in turnover, and prepared the company to assess the best opportunities for 2012. The team’s spirits are high and we believe we can and will accomplish our goals. In the coming year, our main objective is to find the opportunities to place DESA brand products in the best international department stores. Additionally, we will continue our efforts to have the participation of an active international commercial director within our organization, and we will convert one floor of our London office into a showroom. We will have pop-up showrooms during Fashion Week in Paris and Milan, and increase the awareness of our brand in global markets by focusing on PR activities abroad. Within this scope, we are organizing press days in London as well as other activities that will create opportunities for DESA prod-ucts, and increase the prestige and value of our brand.

I would like to take this opportunity to thank our workers for their contributions to our success, our investors for believing in us, our suppliers for helping us to produce our products, and our customers for appreciating our products. And again, I express my faith in our continued success in 2012.

With my best regards, Melih Celet

Page 4: Desa Faaliyet Raporu 2011 Eng

Founded as a general partnership by brothers Mehmet, Melih and Semih Çelet in 1972, DESA holds an important position in the leather industry as a family company. DESA has become one of the most important players in the in-dustry, starting with the manufacture of simple leather bags, and now offering a full range of leather goods, in-cluding ready-made clothing, bags, luggage, accessories like belts and wallets as well as a wide variety of products including seats for airplanes. DESA has 68 stores in 19 dif-ferent cities in Turkey, as well as international boutiques in London’s Covent Garden and Hampstead, and the first DESA franchise store in Jeddah.

DESA LEATHER MANUFACTURE AND TRADE, INC. was founded 29 January, 1982 to be the manufacturer of DE-SA-brand ready-made garments, bags, wallets, belts, and accessories for home and office. Since 2003, DESA has been the Turkey distributor of Aerosols-brand shoes, and in 2007, after being the company’s distributor in Turkey in 28 years, it signed a partnership agreement with Samsonite.

In 1990, DESA inaugurated its 15,000 square meter facility in Sefaköy. Now, the company’s processing is housed in a fully-integrated, 35,000 square meter leather processing fa-cility in Çorlu. Opened in 2006, the factory in Düzce covers a 20,000 square meter area. Since 1991, leather production has been undertaken in Desna’s own tannery.

In 2011, the company sold 323,000 bags, 329,000 leather crafts, 63,000ready-made garments and 279 ,000 pairs of shoes. Adding to its 82 stores and 7 franchise stores in Tur-key, DESA took its first steps towards being a leading inter-national fashion retailer in foreign markets as well, opening two retail stores in England in 2010. The company contin-ues to see appropriate candidates for foreign franchises in the region.

DESA operates in accordance with ETI and GSP Social As-surance Standards and has ISO 9001 quality certification.

0504

Company shares were offered to the public the 29th and 30th of April, 2004 and 30% entered trade at the Is-tanbul Stock Exchange (ISE) from the sixth of May, 2004.

DESA makes a major contribution to the Turkey’s econ-omy by creating employment opportunities as well as by exporting its goods. DESA distinguishes itself by con-trolling all stages of services and processes offered to its customers, including production facilities, leather gar-ments and bag production capabilities, and retail sales points.

DESA, the production, export, and retail leader in its in-dustry, is always working to improve customer satisfac-tion with its trendy, high quality products and its perfectionist understand-ing of service by making significant investments in de-sign, R&D, human resources, and education.

Company Profile www.desa.uk.com

Page 5: Desa Faaliyet Raporu 2011 Eng

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DESA founded.

First DESA store opened on Istanbul’s Bağdat Caddesi.

DESA becomes an incorporated company.

DESA becomes distributor of the internationally-renown Samsonite-brand travel products in Turkey.

Leather processing facility was founded in Corlu.

15,000 m2 Sefaköy facility opened.

DESA takes 937th place in ISO 1000.

A new tannery opened in Corlu.

DESA U.K. office opened in London

DESA receives ISO 9001:2000 Quality Certificate.

DESA takes 250th place in ISO 500 and first place in its industry.

The first DESA Concept store was opened.

Became Turkey distributor of Aerosoles shoes.

Listed on Istanbul Stock Exchange in April.

First DESA franchise store is opened.

Received investment incentive certificate for investment project in Düzce Organized Industrial Zone.

The website of DESA ,desa.com.tr, was opened.

DESA accepted into Superbrands.

DESA shareholder Melih Celet transfers a portion of his shares to Çelet Holding, a newly-founded company

with the same capital.

3.2 million TL, 20,000 m2 investment in Düzce Factory completed, improving production capacity by 60%.

DESA joins Turquality Project.

DESA’s first overseas sales point launched inside Debenhams department store on Oxford Street.

DESA introduces Turkey’s first collection of waterproof leather garments.

nternational Limited Retailing Company DESA founded in England.

DESA’s 60% share of United Travel Products Inc. sold to Samsonite Europe. Seven DESA stores transferred to

Samsonite.

The first Aerosoles store in Turkey opens in Ankara’s Cepa Shopping Center.

DESA works with British consulting firm Genex to improve its branding.

DESA men’s apparel products offered for sale in ten Debenhams stores across England.

Total of 14 new DESA stores were opened.

Significant changes were made regarding to logo, corporate identity and store concepts in accordance with

being a global brand.

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DESA store was opened in the second biggest shopping center of Europe in the central London.

Corlu Factory Building was purchased with its all land and fixed assets.

DESA, 449 in the Fortune 500 list took place.

The first Samsonite franchise store within the scope of DESA was opened in Ankara Ankamall SC.

5 new stores were opened and the number of stores reached 68.

The first overseas franchise store was opened in Jeddah.

Our magazine DESAMAG was put into practice.

1 new Samsonite store was opened.

DESA climbed to 471st place in Fortune 500 list.

5 new DESA stores were opened.

DESA took 355th place in the second 500 biggest industrial company list of Istanbul Chamber of

Industry in 2009.

9 new DESA stores were opened.

DESA, climbed to 499th place in Fortune 500 list.

3 new Samsonite stores were opened.

2 more DESA stores were opened in London.

DESA UK online sales store came into service.

In order to give better service to our customers, the infrastructure of our online DESA sales store was

developed by renewing.

DESA Leather and Leather Products has become Export Champion in Turkey by far according to figures of

Exporters Union (42.9 million TL)

DESA took 210th place in the second 500 biggest industrial companies list of Istanbul Chamber of

Commerce in 210.

9 new stores were added to DESA stores.

6 new Samsonite stores were opened.

The new office and showroom of DESA were completed and put into service.

DESA design team ,as an extension of the importance given to design by DESA, was extended.

DESA carried its first place in the export sector in 2010 to 2011 as well.

DESA’s fashion news and design oriented blog, blog.desa.com.tr, was opened.

DESA store in Covent Garden, London was selected one of the world’s top 60 stores in International Store

Design Contest in which brands around the world compete. At the end of the contest, DESA also took

place in the book “Retail Spaces/ Small Stores”.

0706

Company History www.desa.uk.com

Page 6: Desa Faaliyet Raporu 2011 Eng

Burak CELETGeneral Engineer

1999 Bosphorus University, BA, Mechanical Engineering2001 Wisconsin University Madison, MBA, Finance and Investment2002 Northampton College, M.Sc., Leather TechnologyVice President of the Board of Directors, United Brands AssociationBoard Member, Istanbul Leather and Leather Products Exporters’ AssociationMember, Turquality Workgroup, Istanbul Textile and Apparel Exporters’ AssociationProficient in English and German.

Nihal CELETVice Chairman, Board of Directors Assistant General Manager, Exports

1974 Istanbul University, Faculty of Pharmacy1972 founded DESAProficient in English.

Geza Umit ERVIN DOLOGHBoard Member

1967 Ataturk University, Zootechnics DepartmentAdvisor to the Chairman, Board of Directors, Arkas HoldingDirector, Board of Directors, Deniz Board of Trade Izmir Branch Board Member, Turkey Volleyball Association Board Member, Izmir Development Agency, Board of DevelopmentLeading Board Member, Expo 2015 Proficient in English, German and French.

Burcak CELETBoard Member

1999 Yıldız TeknikUniversity, BA, Industrial Engineering1999 - 2001 Planning Manager, Toys”R”Us2002 University of Surrey, M.Sc., Retail Management2003 - 2004 Joker - Maxitoys – Category ManagerProficient in English, French, and Italian.

Our Goals Profitability is the main resource that DESA uses to lev-erage financing for new investments and research and development activities. Therefore, the most important criterion in evaluating the company’s performance is long-term profitability. Our goal is not just growing, but growing with profit in the long term and becoming the leader in all areas of our operation.

Customer SatisfactionDESA is not only part of the manufacturing industry but also part of the service industry. DESA aims to provide un-conditional customer satisfaction, both pre and post sale, offering high quality products and a service ethic based on a principle of perfectionism.

QualityDESA’s most important assets are the sense of quality that we offer to our consumers, our tradition of handicraft, our modern and functional designs and our brand. We are not only offering our customers clothing products and leather accessories but also a distinct style, an understanding and a way of life.

Our Ethical Values

DESA’s ethical values are our most important principles, giving us strength to achieve success and reach our ob-jectives.

We believe:

Family unity is the source of community unity. With this awareness, we consider our employees, customers, sup-pliers, shareholders and our community members of our family.

For us, unconditionally fair and honest behavior with eve-ryone we come into contact with and a work ethic based on respect are very important values.

Our customers reflect our business. Our greatest goals are to always be “the best” and to create “happy customers.”

Our employees’ social security is of utmost importance to us. We provide all our employees protection under the um-brella of social security.

We are a part of the society we live in. We take from society and we give back to society. Always with this awareness in mind, with our work, we aim to contribute meaningfully to society.

Our Business DESA’s aim is to deliver Turkey’s best leathers enhanced by the brand’s design elegance and dedication to tradi-tional hand-working techniques at affordable prices to its customers around the world primarily through its own sales points. DESA distinguishes itself by controlling all stages of services and processes offered to its customers, including production facilities, leather garments and bag production capabilities, and retail sales points.

Melih CELETCEO

1968 Ankara College1974 Istanbul University, Faculty of Pharmacy1972 founded DESAProficient in English.

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Board of Directors Our Mission www.desa.uk.com

Page 7: Desa Faaliyet Raporu 2011 Eng

Where Leather Meets Design

DESA produces its own leathers in its own tannery facility, processing the raw materials in accordance with tra-ditional handcraftsmanship techniques. DESA products reflect the contemporary design, combining the best of traditional techniques with modern style. DESA is often cited in the retail industry for its innovative nature, and the company continues to rejuvenate itself. Since 2008, its position as a world brand adding value to in-ternational design has only strengthened. The London design office, under the leadership of Italian Fred Tutino and his creative team, was established in that year, the same year that the brand’s logo and store concept were refreshed. It was also the landmark year of the rejuvenated 2008 Spring/Summer collection. DESA is more that just a leather brand; DESA offers a coherent and fashionable style from head to toe, and has taken its rightful place as a go-to brand for the fashion conscious. In 2009, a new textile collection featuring designs combining stunning fabrics and leather was added to DESA’s design roster. The next year, in 2010, DESA took its designs a step further with a partnership with Italian designer Davide Gatto, putting the company’s signature on a collection that strengthened the brand’s fashion image.The timeless style of the minimalist bags and shoes, with luxury in all the details, in the 2010 collection attracted great attention.In 2011, DESA began working on plans to feature the tradition of craftsmanship - which distinguishes the brand from others in the industry - by combining the styles and design languages of several different designers within its expanded design team, bringing together a wide range of products representing many different styles and the various tastes of DESA’s consumers.

Developments in 2011

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Page 8: Desa Faaliyet Raporu 2011 Eng

Technology & Traditional Leather Processing

In 2006, DESA launched a new approach to leather garments with its waterproofing technology, and the company is continuing to invest in this technological advance in traditional leather processing. DESA’s products let consumers feel the elegance and the comforting feeling of leather. The company continues to invest in R & D in all the leather making processes, from tanning to design, while at the same time lending to each of its products the unique craftsmanship that is the signature of DESA. DESA takes advan-tage of its total control over each stage of production, always differentiating the brand from its competitors. DESA transforms all its leathers in its own tannery, creating unique waterproof products perfect for use in summer and winter alike.

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Developments in 2011 www.desa.uk.com

Page 9: Desa Faaliyet Raporu 2011 Eng

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DESA Showrooms & Offices www.desa.uk.com

Page 10: Desa Faaliyet Raporu 2011 Eng

New DESA Stores in 2011DESA opened nine new DESA stores and six new Samsonite stores in Turkey in 2011. The year saw new DESA stores in Istanbul at Marmara Forum, Istanbul Arenapark and Istanbul Akbatı, and elsewhere in Turkey at Kayseri Forum, Bolu Highway Outlet Center, Bursa Anatolium, Bilecik Bozuyuk Sarar Shopping Center, and An-kara’s Kızılay Shopping Center. Samsonite stores opened in Istan-bul’s Palladium, in Göztepe, Akbatı, City’s, and elsewhere in Turkey in Gaziantep’s Sankopark, Ankara’s Kızılay Shopping Center.As a mark of its continued responsibility to its investors, DESA decided to close its store in Kuşadası, Aydın, due to economical performance that was not up to the desired level.At the end of 2011, the total area of all DESA stores measured 15,671.54 m2.

m212.724 13.538

13.95812.657

11.727

6.3784.7723.5242.726

20012002

20032004

20052006

20072008

20092010

8.282

1716

Desa Stores www.desa.uk.com

Page 11: Desa Faaliyet Raporu 2011 Eng

2004

2005

2006

2007

2008

2009

2010

2011

75.652.568

86.512.984

93.482.459

93.497.492

104.529.813

109.819.977

114.587.450

129.651.827

42.354.028

54.368.742

66.572.720

78.408.817

66.916.888

63.536.099

67.268.941

81.119.974

26.536.573

21.515.341

32.406.838

17.269.584

31.322.556

31.014.146

38.190.550

69.636.367

831

843

1.246

1.507

1.694

 1.659

1893

2020

57.463.790

63.207.242

59.662.177

65.752.117

62.214.816

56.206.978

56.754.260

58.018.748

32

41

51

57

62

63

68

83

81.553.206

74.522.153

82.927.902

103.742.532

102.505.025

95.911.950

127.417.987

175.258.719

44.181.946

25.443.285

22.861.807

31.468.020

40.762.593

37.616.800

64.785.082

94.139.145

TOTAL ASSETS SHAREHOLDERS’ EQUITY

EXPORTNET SALES NUMBER OF STORES

DOMESTIC SALES GROSS SALES PROFIT

NUMBER OF STAFF

1-Total assets at end of 2011 was129,651,827 TL. Shareholders’ Equity 58,018,748 TL; Net Sales 175,258,719 TL; Domestic Sales 81,119,974

TL; Gross Profit 69,636,367 TL .

2-By the end of 2012, the number of stores had increased from 68 to 83. In response to increasing sales, the number of employees

increased by 127 persons, reaching 2,020 by the end of 2010. At the end of 2012, number of employees is estimated to be 2200- 2250.

4-Annual sales increased 37.55%. First quarter increase 50%; second quarter increase 60.34%; third quarter increase 37.03%; fourth

quarter increase 17.58%.

5- The company’s domestic/foreign sales were recorded at a ratio of 53.71% / 46.28 %. Sales are expected to be at a similar ratio in 2012.

6-Gross Profit reached 69,636,367 TL by the end of 2011. Gross Profit was 38,190,550 TL in 2010. Gross profit in 2011 showed a increase

of 31,445,817 TL, or 82.33%, over the previous year.

Financial Performance

1918

3- Total assets at end of 2011 was 129.651.827TL. Total assets at end of 2010 was 114,587,450 TL.

Between the end of 2010 and the end of 2011, total assets increased 13.14%.

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Page 12: Desa Faaliyet Raporu 2011 Eng

Share Performance

2120

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Page 13: Desa Faaliyet Raporu 2011 Eng

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BOARD OF DIRECTOR’S REPORT

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Page 14: Desa Faaliyet Raporu 2011 Eng

AuditorsHasan Kalyoncu and Ferhan İhsan Bozdoğan, chosen as auditors for FY 2010, performed their duties until the General Assembly Meeting of 31.03.2011. In said General Assembly Meeting, Fevzi Sen and Ferhan İhsan Bozdoğan were chosen to perform duties as auditors for the period of one (1) year.

Board of Auditors

Non-executive Members of the Board of Directors of the Company Geza Ümit Erwin Dologh and Burçak Çelet will perform duties as Members of the Audit Committee from 31.03.2011 and for the duration of FY 2011, until the next General Assembly Meeting.

4. Amendments in Core Contract within the TermBetween the dates 01.01.2011 – 31.12.2011 no amendment was made in the core contract of the company.

5. Changes in the Capital of Firm Within the TermThere was no change of capital in the Company between the dates 01.01.2011 – 31.12.2011.

6. Distribution of Profit MarginNo distribution was made within the term.

7. Shareholders of the Company and Share Rates

I – INTRODUCTION

1. Term of ReportThis report covers the period 01.01.2011 – 31.12.2011 of Desa Leather Industry and Trade Inc.

2. Titleof PartnershipDesa Leather Industry and Trade Inc.

3. Board in Charge During Report Period

31 December 2011 31 December 2010

Melih CELET

Celet Holding A.S

Public Shares

Other

Total % 100 % 10049.221.970 49.221.970

% 0,80 % 0,80393.779 393.779

% 30,00 % 30,00 14.766.591 14.766.591

% 54,28 % 54,2826.717.682 26.717.682

% 14,92 7.343.918 % 14,92 7.343.918

Share Rate Share Amount Share Rate Share Amount

Board of DirectorsIn accordance with the General Assembly Meeting held on 31.03.2011, the following were elected to perform duties as the Board of Directors for a period of two (2) years: CEO Mr. Melih Çelet, Vice Chairman of the Executive Board Mr. Burak Çelet, and Board Members Ms. Nihal Çelet, Ms. Burçak Çelet and Mr. Geza Ümit Erwin Dologh.

Melih CELET 31.03.2013 39

Nihal CELET 31.03.2013 31

Burak CELET 31.03.2013 19

Geza Umit ErwinDologh 31.03.2013 27

BurçakCELET 31.03.2013 12

Name End of Term Experience (years)

Fevzi Sen 31.03.2012

Ferhan İhsan Bozdogan 31.03.2012

Name End of Term

8. Personal Assets Issued Within PeriodNo capital market instruments were tendered.

9. Sector of Activity and Place Within the Sector Leather was one of the first materials used by mankind to meet their basic needs. In the most primitive ages, leather was primar-ily used as a covering, but in later ages it was used in times of war as stirrups and quivers, and thus was the material of strategic equipment. According to some sources, the Turks started working with leather some 600 years ago, while other sources place the Turkic people beginning leather making some 2,000 years ago. Despite a difference of opinion about the early history of Turks and leather, it is clear that after Fatih Sultan Mehmet conquered Constantinople, the Ottoman Turks began working in the leather trade in Istanbul. Thus, the leather trade has been an important sector of the Turkish economy since the 15th century, a legacy that continues today. The leather sector provides net foreign currency income because of its significant operation in the export and tourist markets. As leather is a handcrafted product, it has potential to create employment opportunities on a large scale.

Between January and December, 2011, Turkey’s total exports amounted to $134,6 billion , representing an 18.2% increase. In the same period, exports of leather and leather products amounted to $1,440 billion, an increase of 8.5%. Leather is the 10th largest sector in the industrial sectors, with 1.52 % share of the total industrial sectors employment . The Turkish leather sector has a leather production capacity of 400,000 tons of leather, and represents 1,200 companies in the sector. During the period between January and December, 2011, leather and leather products exports amounted to $1,440,411, representing 1.07% of Turkey’s total exports.

DESA’s January -December export rates represent an increase of 57% over the previous year’s calendar year. Export rates of DESA leather goods are as follows:

The Turkish leather industry enjoys 22% of the worldwide leather production capacity, second only to Italy. In Turkey, many of the firms in the sector are Sibs. In terms of recorded exports, Turkey exports 6.02% of the worldwide total of exported agricultural-based processed products, which is the second highest foreign exchange-earning sector after textiles. In exports, it is the second best foreign exchange earning sector after textile. According to official figures, the nations that export the most leather and leather products are Russia, Germany and Italy. Following these countries are France, Iraq, England, Kazakhstan, Ukraine, Hong Kong and China. DESA exports most of its foreign-bound goods to Italy, England, Spain, Russia, China and Saudi Arabia. In Turkey, the import of leather is mostly to meet the raw leather needs of the ready-to-wear garments sector. The Company was built as a limited-liability company in 1972 and became a corporation in 1982. The Company is at a notable position within the Turkish leather trade with revenues in 2011 of 175,258,719 TL and an expert staff of 2020. DESA is in a prominent position both in Turkey and in export countries, playing a lead role with its unique concepts of design, production and DESA store.

According to 2010 data, DESA is amongst Turkey’s Fortune500 companies. In addition, DESA places at 210 in the Second Biggest 500 Companies listing of the Istanbul Chamber of Industry.

II Business Performance

1. Main factors affecting business performance and financial activities: Company’s value chain, and the resulting effects on its performance, beginning with the processing of raw leather, and ranging from domestic to international wholesale and retail sales points, are as follows:• Competing international manufacturers and associated pricing strategies• Cost of capital in Turkey, and staying above international standards• Global economic crisis and the exchange rate policy, combined with the decrease in demand overseas for wholesale exports and political support for increased exports • Increases in energy prices and volatility, disallowing the creation of a consistent cost strategy • Obligation to reformulate prices for raw material prices, and the resulting currency exchange rate effects of the new price ac-cording to price levels • National production and industrial policies, lack of character of support for domestic manufacturers with high tax rates• In the national market, the reduction of wallet shares of our target customer mass due tothe attractive conditions of purchases in other sectors• Becoming widespread in the shopping centers across Turkey that are crucial in retail investment, and the effect of the cost structure of these sales channels on the competitive market• The increased interest and investment of international ready-made clothing brands in Turkey and the finding place of these low-cost, low-quality products in the market

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EXPORT FIGURES USD 2009 2010 2011

DESA LEATHER IND AND TRADE INC 24.583.658,35 42.921.159,22 56.209.293,75

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Page 15: Desa Faaliyet Raporu 2011 Eng

2. Management, Investment and Dividend Policies:

• Investment Policy: Facing these developments, in order for investments in domestic retail investments to yield the best results, our management continues to implement the following policies:a. Education for Employees: High quality educational programs are applied.b. Retail Investments: The development of new concept stores is ongoing. All DESA stores, including Istanbul Galleria, Nişantaşı Abdi İpekçi, Kadıköy Nautilus, İzmir Agora, Mersin Forum and Ankara Cepa, have been refurnished to include the sale of DESA brand textiles, which have brought in high sales figures over the past twelve month period.Dividend policy: Beginning in 2008, continuing through 2009 and 2010, and ever supported by the Company’s comprehensive pro-gram and Turquality, in 2011, and the ongoing growth and expansion of the target field of retail investments, the DESA brand showed growth, development, in line with the Company’s goal to be a strong, worldwide brand with a powerful financial structure, always taking into consideration the interests of partners and of the Company itself. The Company acts with balanced and sober judgment in accordance with the General Assembly to monitor the dividend distribution policy, and the Company will continue to assess the value added productive investment. 3. Financial Resources and Risk Management Policies

Our business activities provide its finances in two different channels for the twelve month period of FY 2011 :

• Internal Resources: Financial Activities • External Resources: Financial SectorAccording to our financial resources, our Risk Management Policies are as follows:

• Internal Resources: Economical Activities

a. Retail Sales:The majority of our sales pass over retail banking system. Therefore, at the risk of actualization of the sale, the finance sector passes. Our business with appropriate discount rates, removes this risk is by the fees charged the next day.

b. Wholesales:We have risk a control model with letter of guarantee in our domestic wholesales. In addition our wholesale prices connected over with promissory notes such as checks and valuable documents.

c. Procurement PoliciesAs a result of purchasing, the payment term policy is applied to minimize the duration of the difference between the sales delays. In this way, working capital requirements are minimized

d. Foreign currency liabilities:AIn order for domestic and sales goods and services not to bear the currency risk of foreign exchange liabilities, trying to keep export alive and providing the removal of the risk in this way.Additionally, the risk is eliminated by forward transactions during the terms in which the coverage ratio is low.

• Outside Resources:

e. Long-term investments have been established for the long-term resources. Appropriately for investment loans received a total of 2 years of grace period is taken under the condition of being amortized over 7 years 6 months maturity. 3 payment of aforesaid investment credit was paid and it continues like this regularly.

f. In the use of short term resources, they are directed in a way to cover export registered credits and the cost of export at the due date.

4. Other Considerations That Are not Shown in Financial Tables but will be Beneficial To Users:

• Desa brand owned by our business, was determined as to be supported brand under the Treasury and the under secretariat of Foreign Trade Turquality Program

a. 50% of investments in store decoration,b. 50% of Shop rentsc. 50% of total expenditures on design and model,

d. %50 of expenses of brand consultancy ,e. 50% of expenses of advertising- publicity and catalog,f. 50% of expenses of law, consulting etc,g. 50% of expenses of quality certificates total expenditures on quality certificates

Prorate, supports without upper monetary limit. In this respect, brand design consultancy contracts and expenses undertaken in Britain, the amounts of periodic expenses to prepare catalog is funded %50 by Turquality Program.Düzce plant provides operating subsidies, is located in the region, numbered 5084 on the promotion of investment and employ-ment is covered by the law. In our relevant factory;

h. Energy Price Discount Support,ı. Personnel Income Tax and Social Security Employer’s contribution support is taken.

5. Predictions on the Development of the Business

DESA’s main objective is to distance itself from its producer identity and to become a multinational retailer known for its unique brand identity. DESA will implement the following strategies to achieve this goal:

• Growth Strategy:In five years, and starting with the opening of stores in England, the vision is to open flagship DESA stores in major fashion cent-ers, and after widening the geography of the brand and positioning it worldwide, the goal is to expand to corners and select retail outlets. In line with this target, two flagship stores have already been opened in England. DESA has two central London branches, in Hamp-stead and Covent Branches.

• Growth Strategy:In five years, and starting with the opening of stores in England, the vision is to open flagship DESA stores in major fashion cent-ers, and after widening the geography of the brand and positioning it worldwide, the goal is to expand to corners and select retail outlets. In line with this target, two flagship stores have already been opened in England. DESA has two central London branches, in Hamp-stead and Covent Branches.

• Brand Strategy:DESA aims to capture foreign markets by realizing a strengthen brand position:

a. Brand definition and creation of brand identityb. Identification of brand strategies and expansion of the brandc. Development of in-store customer experience and branded communications

• Strategy for Efficiency/FlexibilityIn order to create a cost advantage in the upcoming period, DESA will emphasize vertical integration to increase manufacturing efficiency and flexibility.

6. Investments and Incentives:

Developments in investments:In the field of retailing, new store openings in 2011 were evaluated in beginning of the year. In the first quarter of 2011, Palladium Samsonite and Marmara Forum DESA Stores were opened. In the second quarter, four new stores were opened: Anatolium Bursa, Eskişehir Armada, Malatya Park Mall Outlet and Bilecik Bozuyuk Sarar. In the third quarter, five more stores were put into operation: Göztepe Samsonite, Bolu Highway Shopping Center, Akbatı Arenapark Shopping Center DESA, and Samsonite Akbatı DESA. In the 4th quarter, stores opened were: City’s Nişantaşı Samsonite, Sankopark Gaziantep, Kayseri Forum, Kızılay Ankara DESA, Ankara Kızılay Samsonite. By the end of 2011, DESA had 83 stores in operation.

Incentives and Usage:• Encouraging Investments and Employment Law number 5084 / Düzce• 2006/4 dated branding of Turkish Products Abroad, Turquality Image of Turkish Products Placement and Support

Pertaining to:• Trade Fairs ITO• Export subsidies

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Page 16: Desa Faaliyet Raporu 2011 Eng

PERIOD 31.12.2011 31.12.2010

INCENTIVE TYPE TL TL

EMPLOYMENT INCENTIVE 2.346.223 1.950,507

TURQUALİTY 1.394.290 633.048

İTKİB FAIR INCENTIVE -- -

USD USD

INCENTIVE-BASED IMPORT 33.141.500 23.544.661

7. Developments Regarding to Good and Service ProductionQualifications of Production Units:• Corlu Factory:The Corlu Factory is referred to as the leather tannery in Company literature.This facility processes rawhide and produces leather, and also has machine and equipment capabilities. • Istanbul Halkali Factory:This facility has machinery and equipment with the capacity to produce ready-made clothing and crafted goods from pro-cessed leather.• Duzce Organized Industry Region Factory:The facility has machinery and equipment with the capacity to produce ready-made clothing and crafted goods from pro-cessed leather.Developments in Production:

Capacity Usage Rates:

Year / Category

2011 4.Quater

2010 4.Quater

Year / Category

ProductName

% K.K.O (C.U.R.)

Product Name (Unit of

% K.K.O (C.U.R.)

Product Name(Unit of Measure)

Product Name

% K.K.O (C.U.R.)

% K.K.O (C.U.R.)

Bag (Number)

291.847

252.683

2.780,189

1.998.024

207.154

0

1.243.567

201.207

%18

%13,37

20

0

%35

%5,65

% K.K.O.

%38

%32,52

Leathcraft (Number)

238.837

219.938

% K.K.0.

%74

%78,31

Ready made (Number)

41.811

10.522

Textile (Number)

2.047

0

% K.K.O.

%14.7

%3,69

% K.K.O.

%32

%0

SheepLeather(Feet)

% K.K.O. Sheep FurLeather (Feet)

% K.K.O. % K.K.O. Cow Leather (Feet)

2011 4.Quater

2010 4.Quater

8. Financial Structure Informationa. Financial Table Summaries and Basic Rates Financial statements audited independently and basic ratios with regard to financial status, profitability and sol-vency calculated on the basis of information are as follows:

Financial Table Summary Rates

TL 2010-4. Term 2011-4. Term

Total Assets 114.587.450 129.651.827

Shareholders’ equity 56.754.260 58.018.748

Net Sales 127.417.987 175.258.719

Domestic Sales 63.015.730 81.119.974

Export 64.402.257 94.139.145

Net Term Profit 547.753 1.264.488

The number of stores 68 83

The number of staff 1.893 2.020

Financial Rates

Rates 2010-4. Term 2011-4. Term

Current Rate 1,74 1,53

Active Collection Rate of Total Liabilities 50% 55%

Active Collection Rate of Shareholders’ Equity 50% 45%

Main Operating Profits 31% 33%

2928

Sales Amounts:

Sheep NappaLeather(Feet)

Sheep Fur Leather (Feet)

Cow VidalaSuede (Feet)

Wool (Kg)

Year / Category

2011 4.Quarter

2010 4.Quarter

Year / Category

2011 4.Quarter

2010 4.Quarter

Product Name(Unit of Measure)

Product Name(Unit of Measure)

Product Name(Unit of Measure)

Product Name(Unit of Measure)

Product Name(Unit of Measure)

Bag (Number)

323.543

321.003

Leathercraft (Number)

329.874

233.796

Ready made (Number)

53.626

73.075

Shoes (Number)

279.710

256.799

Textile (Number)

10.250

0

0

0

0

0

0

0

0

Sales Prices:

Sheep NappaLeather(Feet)

Sheep NappaLeather(Feet)

Cow VidalaSuede (Feet)

Wool (Kg)

Year / Category

2011 4.Quarter

2010 4.Quarter

Year / Category

Product Name(Unit of Measure)

Product Name(Unit of Measure)

Product Name(Unit of Measure)

Product Name(Unit of Measure)

Product Name(Unit of Measure)

Bag (TL/Number)

251

201

Leathercraft (TL/Number)

107

47

Ready Made (TL/Number)

431

306

Shoes(TL/Pair)

101

92

Textile (TL/Number)

164

0

2011 4.Quarter

2010 4.Quarter

0

0

0

0

0

0

0

0

Sales Amounts:

Sheep NappaLeather(Feet)

Sheep NappaLeather(Feet)

Cow VidalaSuede (Feet)

Wool (Kg)

Year / Category

2011 4.Quarter

2010 4.Quarter

Year / Category

Product Name(Unit of Measure)

Product Name(Unit of Measure)

Product Name(Unit of Measure)

Product Name(Unit of Measure)

Product Name(Unit of Measure)

Bag (TL/Number)

81.164.536

64.709.154

Leathercraft (TL/Number)

35.138.947

11.035.508

Ready Made (TL/Number)

23.109.199

22.363.180

Shoes(TL/Pair)

28.215.796

23.794.716

Textile (TL/Number)

1.685.669

0

2011 4.Quarter

2010 4.Quarter

0

0

0

0

0

0

0

0

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Page 17: Desa Faaliyet Raporu 2011 Eng

b. Intended Actions, Predictions and Applicable Strategies to Improve the Financial Structure of the BusinessThe competitiveness of the Company was increased from the income of the public offering in 2004, as well as with the 2006 investment in the completion of the Düzce factory. The purchase of the Çorlu Tannery Factory in the last quarter of 2008 also strengthened the value chain also of the business. The purchase of the plant and the purchase of raw materials were enacted using competitive borrowing rates, as per estab-lished public debt policy, to minimize risks.

The evaluation of cash within the Company and risk management using derivative instruments are underway.The year 2010 was certainly a year that tests the durability of the real sector and our own sector. With our works to improve costs and our effectiveness, by providing improvements in the application of sales revenue and market share, we tried to reach our goals. Use of in-house resources and information to increase the speed and efficiency of all processes, high value-added informa-tion, which feeds the data stream, Enterprise Resource Planning System (ERP), preparatory work, license procurement and consulting contracts were all undertaken.We anticipate that with developments in the manufacturing countries in the Far East and elsewhere due to their terms of ethics, and with more local price increases, the major international brands especially will continue to weaken our competi-tive advantages, stable quality, production line, but do not change the orientation of our country. As a reflection of this issue, we will also continue negotiations with major global brands.As a result of global warming and changes in consumption in our own country, the world’s livestock sector is expected to continue to be adversely affected in subsequent years. The recovery after the economic crisis related to these develop-ments, especially in the retail sector, we saw a contraction in the supply of rawhides , while an increase in demand has caused prices to increase dramatically. In the Company this is reflected in the increase of our stock prices as the cost of raw leather also increases.

DESA is following the biggest markets in Italy and England, and also, in accordance with Turkey’s foreign policy to improve relations with its neighboring countries, the Company will also concentrate on the markets in Iraq, Cyprus, Syria and Azer-baijan to achieve our target market strategies in 2012.

Priorities for FY 2012 include a goal of balancing export and domestic sales to a ratio of 50-50%, and attaining the operating capital to support the cash to open DESA stores in the world’s fashion centers. Also, with own planned investments, we aim to increase market share and revenues. We believe that by applying the planned strategies to the Company’s financial structure to increase our market share we will support our planned goals, as well as added value to the Company.

However, with the competition in the retail market, the elasticity of price in the management of demand must be in retained in the Company’s market power. A strategy more precise than ever - our ‘Price-Worth Strategy’ - is more important than ever. To carry this out successfully, we will create a product structure and size specifications to meet customer demand. This will be one of our most important tools to support our Price-Worth Strategy.

9. Activities carried out in Research and Development • In cooperation with an ongoing partnership with TUBITAK, damaged leather surfaces repaired and improved• Design stage of Green Leather Production Project

10. Donations Made in this PeriodThe Company donated 119,556 TL between the dates 01.01.2011 – 31.12.2011.

III MANAGEMENT WORKS

1. Senior Works

Title Name- Surname Job Experience (year)

General Manager Burak Çelet

Assistant General Manager (Exports) Nihal Çelet

Assistant General Manager (Sales and Marketing) Alpaslan Karayalçın

Assistant General Manager (Financial Affairs) Burhan Çamlıca

Corlu Factory Manager Nuri Katkat

Duzce Factory Manager Gürsu Altıoklar

Accounting Manager Ahmet Aslan Özünlü

Finance Manager Ayşe Mısırlı

Human Resources Manager Hamdi Paramyok

Information Technology Manager Dr. Ahmet Taşdelen

CRM and E-commerce Manager Burçak Çelet

Advertising and Public Relations Manager Ahu Polatoğlu

Investor Relations Specialist Pınar Kaya

19

31

32

18

20

15

41

19

20

25

12

9

5

2. Staff IncreaseAs of 31 December 2011, staff working in the Company totaled 2,020 persons.(31 December 2010 : 1,893.)

3. Collective Bargaining AgreementOur Company has no collective bargaining agreement. Staff relations are carried out within the framework of Labor Law.

4. Severance PaysAs of 31.12.2011, employees’ severance pay entitlement was 1,465,699 TL. In comparison, the reserve in 2011 was 1,328,328 TL.

5.Employee BenefitsOur employees are provided with all the rights specified in Labor Law and in relevant legislation. In addition to these rights, our employees receive:

In addition;• Shuttle Service to workplaces,• Lunch,• Vehicle Allocation• Personal Accident Insurance for the staff who has vehicle allocation• Right to limited use mobile phones

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Page 18: Desa Faaliyet Raporu 2011 Eng

IV - Activities undertaken after close of FY and before General Assembly

After the close of the period between 01.01.2011 – 31.12.2011, and before 31.01.2012, the Ankara Esenboğa Samsonite store and one DESA store were opened. On 01.03.2012, after an evaluation of productivity, it was deemed appropriate to close the store at the Gebze Center Shopping and Wellness Center.d.

V – PROFIT DISTRIBUTION PROPOSAL AND CONCLUSION

According to the CMB profit distribution table our Company, DESA Leather Manufacture and Trade, Inc., prepared in ac-cordance with the notifications of the Capital Market Board Resolution number 09/ 2012 dated 15/03/2012;The General Assembly was informed for its approval of the decision to put the remaining Net Profit of FY 2011, after all due taxes and other expenses, into Extraordinary Reserves.

CONFORMANCE STATEMENTS OF CORPORATE GOVERNANCE PRINCIPLES

Desa Leather Company adopts 56, Series IV published by the CMB Corporate Governance Principles and the Communiqué on the Implementation of the principles of Determination. Corporate Governance Compliance statement governs pre-pared within the framework of the aforementioned Communiqué will be announced separately.

Annual Corporate Governance Principles Compliance Report of the varying parts of the invariant sections are as described below and did not reiterate.

1. General Board Information:On the 31.03.2011, within the period of this report, the Ordinary General Assembly for FY 2010 was held and in which public disclosure of relevant information to the public was required, according to CMB legislation, and was communicated to them through the press. Registered owners of registered shares are not disclosed for a specific period of time, but have been com-plied within the provisions of the Turkish Commercial Code. Before the General Assembly, the 2010 Annual Report was presented to shareholders at Company headquarters. In order to facilitate participation, Company headquarters were selected as the meeting place, and the General Board’s announcement was published via the Turkey Trade Registry Newspaper, a newspaper published nationwide, and the bulletin of the İSMB (Istanbul Stock Exchange).

1. Special SituationsWithin the twelve-month period of 2011, 18 special situation statements were made, and pursuant to this statement, no ad-ditional statement was requested. All special situation statements were made on time, and no sanction was imposed on the Company.

2. Basis of Activity of the Board of DirectorsWithin the twelve- month period of 2011, 35 Board meetings were held with agendas were determined in advance.The dates of Ordinary Assemblies of the Board of Directors are determined in advance. The secretariat of the Board of Direc-tors has been made available.

CEO GENERAL MANAGER MELİH CELET BURAK CELET

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Page 19: Desa Faaliyet Raporu 2011 Eng

DESA LEATHER MANUFACTURE AND TRADE, INC.FINANCIAL STATEMENTS AND INDEPENDENT AUDIT REPORT FOR THE PERIOD

1 JANUARY - 31 DECEMBER 2011

3534

SHOP ONLINE WWW.DESA.UK.COM

STOP, THINK TWICE.WE THINK TWICE. WE THINK TWICE ABOUT THE HEALTH OF HUMANITY AND THE ENVIRONMENT. WE PRODUCE FOR THE FASHION WORLD IN 100% TURKISH LEATHER.

BECAUSE THIS IS WHAT YOU ARE WORTH.

BEFORE YOU CHANGE YOUR LEATHER, THINK TWICE.BEFORE YOU BUY THAT LEATHER JACKET, Think. THINK ABOUT THE QUALITY OF THE DYE, OF THE LEATHER. THINK ABOUT THE CONDITIONS IT WAS PRODUCED UNDER. DOES YOUR LEATHER CARE ABOUT THE HEALTH OF HUMANITY, OF THE WORLD?

“STOP AND THINK TWICE”

www.desa.uk.com

Page 20: Desa Faaliyet Raporu 2011 Eng

DESA LEATHER MANUFACTURE AND TRADE, INC.DATED 31 DECEMBER 2011 (NON-CONSOLIDATED) BALANCE SHEET(All amounts are shown in TL)

SOURCES

Current Term (31 December 2011)

Financial liabilities Other financial liabilities Trade Liabilities- Trade Liabilities from related parties - Other trade liabilitiesOther Liabilities Liabilities from Finance Industry Activities State Grants and Incentives Current Tax Liability Debt Allowances Other Short term Liabilities (Sub Total)Liabilities related to assets held for sale

17.389.868

2.994.271 35.714.228

3.979.448

996.939 4.280.796

713.441 66.068.991

15.421.594

2.371.502 25.929.982

2.052.989

4.034.102 1.274.359

51.084.528

89

1010111221352226

Short Term Liabilities 66.068.991 51.084.528

Previous Term (31 December 2010)Footnotee References

ASSETS

TOTAL ASSETS

Current Term (31 December 2011)

129.651.825 114.587.450

Cash and Cash Equivalents Financial Investments Trade Receivables- Trade Receivables from related parties - Other Trade ReceivablesReceivables from Financial ActivitiesOther Receivables- Receivables from related parties - Other receivables Inventories Biological AssetsOther Floating Assets (Sub Total)Fixed Assets Held for Sale

916.782 -

2.128.20511.079.111

028.909

71.669.866

3.268.690 89.091.563

227.9440

1.257.43512.769.923

1.82232.745

83.723.554

2.987.377 101.000.800

67

1010

111113

26

Floating Assets 101.000.800 89.091.563

Previous Term (31 December 2010) Footnotee References

Fixed Assets 28.651.025 25.495.887

Trade receivables 10- Trade Receivables from related parties - Other Trade ReceivableReceivables from Financial ActivitiesOther receivables 11Financial Investments- Financial investments ready for sale 7- Other Financial InvestmentsInvestments valued by equity methodBiological AssetsInvestment Property Tangible Fixed Assets Intangible Fixed AssetsGoodwillDeferred Tax AssetOther Fixed Assets

384.596

38.068

1.062.924

22.436.6801.044.870

528.7490

518.638

2.665.364

1.220.539

23.051.689 940.559

254.236 0

10

11

7

16

1819

26

To the Chair of the Board of Directors of DESA DERI SANAYI VE TICARET A.S.( DESA LEATHER MANUFACTURE AND TRADE, INC.)

INDEPENDENT AUDIT REPORT FOR THE PERIOD BETWEEN 1 JANUARY 2010- 31 DECEMBER 2010

IntroductionThe balance sheet as prepared as of December 31, 2011, has hereby been audited. Included in the is attachment is the income statement, executed the same date of the same year, the statement of changes in equity and cash flow, the summary of signifi-cant accounting policies, as well as the Footnotes for DESA Leather Manufacture and Trade, Inc. (Hereby also referred to as “the Company.”)

Responsibility of Business Administration in respect of Financial StatementsThe business administration is responsible for faithfully preparing and presenting the financial statements in accordance with financial reporting standards issued by the Capital Markets Board. This responsibility includes the preparation of financial state-ments with due avoidance of deliberate inaccuracies due to a fault and/or fraud, or irregularity. The business administration is also charged with the design, implementation and maintenance of any necessary internal control system with the purpose of provid-ing an honest and faithful reflection of the facts, the estimate of accountings required by specific conditions, and the selection of appropriate accounting policies.

Responsibility of the Independent Audit OrganizationOur responsibility is to express an opinion on these financial statements on the basis of our independent audit. Our independent audit was conducted with in accordance with independent audit standards issued by the Capital Markets Board. These standards require compliance with ethical norms, and require that the independent audit should be planned and performed to provide reasonable assurance as to the faithful and accurate representation of fact in financial statements in question.

With the aim to verify the amounts represented in financial tables and footnotes, our audit has been undertaken using independ-ent audit procedures and used relevant evidence available in an independent audit. The selection of independent audit proce-dures was decided according to our occupational knowledge and with the aim to discern whether financial statements were accurately and faithfully presented to reflect fact or not, and to determine risk assessment in regards to whether the statements include significant errors or not. In this risk assessment, we evaluated the internal control system of the administration. However, our aim was not to express an opinion on the effectiveness of the internal control system but to determine the relationship be-tween financial statements prepared by the business administration and the internal control system, in accordance with which we could design appropriate independent audit procedures. Our independent audit also includes an assessment of the business ad-ministration’s chosen methods of presenting their adopted accounting policies and significant accounting estimates as a whole.

We believe that the independent audit evidence obtained during the independent audit forms a sufficient and appropriate basis for forming our opinion.

OpinionOur opinion as determined in the independent audit is that attached financial statements reflect the financial state as of Decem-ber 31, 2011. Income statements executed on the same date of the same year as well as the cash flow statements of DESA LEATHER MANUFACTURE AND TRADE, INC. are faithfully and comprehensively represented within the framework of financial reporting standards issued by the Capital Markets Board.Hereby, without conditioning our opinion in any way, we draw your attention to the following:

The company has three stores as subsidiaries in England: DESA International Limited, DESA SMS Ltd. and DESA International (UK) Ltd. The total assets and endorsements of DESA SMS Ltd., DESA International (UK) Ltd. in 2011 as described in Note 1.3 were found to be rather low. DESA International Limited could not generate cash in 2011. Therefore, during this period, as in the previous period, the company’s management did not consult on the financial statements of the subsidiaries in question, nor the financial statements of the Company in the same period.

In 2011, the stores in question received a capital increase within the Company’s strategy of entering foreign markets. However, by performing a deficit test on 31.12.2011 on subsidiaries as stated in Note 7, DESA International Limited lost equity of 3,100,203 TL in deficits; estimated deficits for Leather Fashion Limited were 6,871 TL.

Istanbul, March 14, 2012KAVRAM INDEPENDENT AUDIT AND CERTIFIED COUNCILLORSHIP, INC.Ö.Faik Yılmaz, Joint Chief Auditor

3736

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Page 21: Desa Faaliyet Raporu 2011 Eng

DESA LEATHER INDUSTRY AND TRAD COMPREHENSIVE INCOME TABLE AUDITED INDEPENDENTLY (NONCONSOLIDATED) FOR THE YEAR ENDED ON 31 DECEMBER 2011( All amounts are shown in TL. )

ACTIVITIES PERFORMED

Current Term1 Jan 2011 / 31 December 2011

2.535.940

1.264.488

-

-

1.264.488

1.264.488

1.264.488

0,000257

547.753

547.753

0,000111

547.753

-

-

547.753

Gross Profit (Loss) from Trade Activities

GROSS PROFIT/LOSS

ACTIVITY PROFIT / LOSS

69.636.367 38.190.550

69.636.367

8.832.287

38.190.550

253.026

(613.939)

Sales Incomes 28Cost of Sales (-)

175.258.719 (105.622.352)

127.417.987 (89.227.437)

2828

Interest, Fee, Bonus, Commission and Other IncomesInterest, Fee, Bonus, Commission and Other Incomes (-) Gross Profit (Loss) from financial industry activities

---

(45.153.070) (12.544.150)

(2.258.768) 9.221.323

(10.069.415)

157.615

3.776.852 (10.230.814)

630.062

3.411.793 (4.908.820)

(996.939) (274.513)

- 1.161.692

---

(30.707.583) (8.666.508) (1.523.323)

5.975.316 (3.015.426)

2929293131

16

3233

3535

36

Previous Term1 Jan 2010 / 31 December 2010Footnote Reference

Marketing, Sales and Distribution Expenses (-)General Management Expenses (-)R&D Expenses (-)Other Activity ExpensesOther Activity Expenses (-)

Equity MethodShare of profit / loss of Shares (Other activities) Financial income (-)(other activities) Financial Expenses

Continuing ActivitiesTax Income / Expense- Income tax Income / Expense - Deferred Tax Income / Expense

Discontinued Activities after TaxesTerm Profit/ Loss

Profit / Loss DistributionMinority InterestAttributable to equityTotal Comprehensive Income DistributionMinority InterestAttributable to equity

Other comprehensive income

CONTINUING ACTIVITIES BEFORE TAX PROFIT / LOSS

CONTINUING ACTIVITIESPROFIT / LOSS

OTHER COMPREHENSIVE INCOME (AFTER TAX) TOTAL COMPREHENSIVE INCOME

PROFIT PER SHARE

TERM PROFIT/LOSS

DISCONTINUED ACTIVITIES

3938

TOTAL RESOURCES 129.651.825

Long Term Obligations

SHAREHOLDERS EQUITY

5.564.087

58.018.747

6.748.663

56.754.259

114.587.450

Financial Liabilities Other Financial Obligations Trade Liabilities- Trade Liabilities to Related Parties - Other Trade Liabilities Other Liabilities Liabilities from Financial Industry Activities State Grants and IncentivesDebt Provisions Allowance for retirement payDeferred Tax LiabilitiesOther Long Term Obligations

Controllable Shareholders EquityFull Paid Capital Capital adjustments due to cross-ownership (-) Capital Inflation Adjustment Differences Share PremiumGrowth FundsForeign Currency Exchange DifferencesLimited Reserves Profit/ Loss of Previous Years Net Profit/ LossMinority shareholder

3.846.890

-

251.498

1.465.699

5.665.368 -

- - - - - -

1.083.295 -

49.221.970

5.500.255 - -

735.597 748.684 547.753

49.221.970

5.500.255 - -

735.597 1.296.437 1.264.488

89

101011122111243526

27

27

27

2727

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Page 22: Desa Faaliyet Raporu 2011 Eng

DESA LEATHER MANUFACTURE AND TRADE, INC. AUDITED INDEPENDENTLY FOR THE PERIOD ENDED 31 DECEMBER2011 (Unconsolidated) STATEMENT OF CASH FLOWS ( All amounts are shown in TL. )

PRETAX PROFIT/ LOSS

Corrections

CASH AND EQUIVALENT VALUES AT THE BEGINNING OF THE

CASH AND EQUIVALENT VALUES AT THE END OF THE TERM

(688.838)

916.782

227.944

NET CASH BEFORE CHANGES IN ASSETS AND LIABILITIES

NET CASH PROVIDED BY MAIN ACTIVITIES

7.474.989

5.268.811

4.226.506

(613.939) 2.535.940

4.840.445 4.939.049

8.454.316

318.715

598.067

916.782

1- Amortization and Redemption (+) 2- Changes in Equivalents (+/-)

4.309.951 629.098

3.731.950 1.108.495

30

Changes in Assets and Liabilities1. (Increase/ Decrease) in Trade Receivables2. (Increase/ Decrease) in Receivables from Related Parties3. (Increase/ Decrease) in Other Receivables4. (Increase/ Decrease) in Inventories5. (Increase/ Decrease) in Other Assets6. (Increase/ Decrease) in Trade Liabilities7. (Increase/ Decrease) in Liabilities to Related Parties8. (Increase/ Decrease) in Other Liabilities9. Taxes Paid

(2.206.177) (1.690.812)

870.770 (137.879)

(12.053.688) 281.312

9.784.248622.769

1.114.042 (996.939)

(6.107.445) (3.737.310)

414.776 (2.627.295)

(157.615)

(5.855.666) (5.339.398)

113.7940

(630.062)

149.795 149.795

--

4.227.810 (1.425.815)

(613.741) (19.910)

1.900.111 (1.636.363)

6.089.629 (693.688)

627.587 -

(2.279.935) (2.279.935)

--

18,1918,19

716

DipnotReferansları

Cash from Investing Activities1- Fixed asset investments (-)2- Fixed Assets sales (+)3- Financial asset purchases (+)4- Equity Method Deg. F.V. provided from (+) / Net cash used in (-)

Cash from financing activities1 - Financial Liabilities Increase / (Decrease)2 - Net cash provided by capital increase3 - Interest and Dividends Paid(+)

INCREASE DECREASE IN CASH AND CASH EQUIVALENTS

6

6

Current Term31 December

Previous Term31 December 2010

DESA LEATHER INDUSTRY AND TRADE INCAUDITED INDEPENDENTLYFOR THE PERIOD ENDED 31 DECEMBER2010 (CONSOLIDATED) STATEMENT OFCHANGES IN EQUITY (All amounts are shown in TL)

CapitalFootnote

Reference

Capital Inflation

Adjustment Differences

Net TermProfit/Loss

“Previous Years Profit/ Loss” Total

Limited Reserves

from The Profit

Balance as of 1 Jan 2010(Previously reported)

Effect of such correction

Balance as of 1 Jan 2010

Capital Increase

Other gains and losses

Past earnings Transfer

Transfer to reserves

Net Profit / Loss

Balance as of 31 December 2010

Balance as of 1 Jan 2011(Previously reported)

Effect of such correction

Balance as of 1 Jan 2011

Capital Increase

Other gains and losses

Transfer from retained earnings

Net Profit / Loss

Balance as of 31 December2011

-

-

-

-

-

-

-

-

-

--

-

-

- - -

-

-

( 2.1)

27

( 2.1)

27

-

-

-

-

-

-

- - -

-

-

(318.406)

547.753

547.753

547.753

547.753

547.753 547.753

1.296.437

1.264.488 1.264.488

58.019.219 1.264.488

(260.734)

(5.747.104)

748.684

748.684

748.684

(5.747.104)

-

- -

49.221.970

49.221.970

49.221.970

49.221.970

5.500.255 735.597 (5.428.698) 6.756.994 56.786.118

(579.140)

56.206.978 6.496.260

(472)

(5.747.104) 735.597

735.597

735.597

735.597

735.597

5.500.255

5.500.255

5.500.255

5.500.255

5.500.255

49.221.970

-

-

-

547.753

56.754.731

56.754.731

56.754.731 4140

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4342

Turnover of Company’s subsidiaries and affiliates and active aggregates, as of 31 December 2011 are as follows:

As can be seen from the table above, as of 31 December 2010, total assets and turnover of all subsidiaries and affiliates of the Company except Samsonite Travel Products is very low. Therefore, these affiliates and subsidiaries consolidated financial statements and financial statements are not subject to the same period.As of 31 December 2010, the subsidiary Samsonite Travel Products’ financial statements of the same period and the Company’s financial statements were consolidated using the equity method.One of the subsidiaries of affiliated companies, Marfar Leather Industry, due low activity volume, was not subject to consolidation. Sam-sonite Travel Products were subjected to consolidation under the equity method on 31 December 2010 within IAS / IFRS financial state-ments, in accordance with standards of the same company.

NOTE 1 - ORGANIZATION AND THE SUBJECT OF ACTIVITY OF THE COMPANY

1.1. The Subject of Activity

Desa Leather Industry & Trade Inc.(“Company”) was founded in 29 Jan 1982.The company is busy with sale, export and import of garments, bags, shoes and leather goods-all kinds of URLs manufacture.

The company’s head is on Halkali Avenue. No:208 Sefakoy-Küçükçekmece / Istanbul. The company also has branch office in Tuzla Free Zone. The company has three plants. Address is as follows

Corlu Factory : Saglik Mahallesi Kuzey Caddesi No: 14-24 Corlu / TekirdagDuzce Factory : Organize Sanayi Bolgesi 9. Ada 4-5 Parsel Beykoy / Duzce

The contact information of the company is as follows:Tel : 0090 212 473 18 00Fax : 0090 212 698 98 12Web : www.desa.com.trThe shares of company were offered to public between the dates 29-30 April 2004 and as of 31 December 2011 30% of them have been trading at ISE.

As of 31 December 2011, the number of employees is 2.020. ( 31 December 2010 – 1.893 )

1.2. Capital Structure

The Company was registered in 2007 and entered the capital system. The Company’s registered capital ceiling is $ 150 million. Paid capital as of 31 December 2011was £ 49,221,970 (31 December 2010:49,221,970 TL), each with a nominal value of Kr4,922,196,986. (As of 31 De-cember 2010: 4,922,196,986) with shares divided.Names of company’s partners owning more than 10% of the company and their shareholding structure are as follows:

Name Surname/ Title

Celet Holding A.S.

Melih Celet

Share Rate

%54,28

%14,92

31 December 2011 31 December 2010

Share Amount

26.717.682

7.343.918

Share Rate

% 54,28

% 14,92

Share Amount

26.717.682

7.343.918

Affiliate

Marfar Deri San. ve Tic. Ltd. Sti.

Samsonite Travel Products Inc

Subsidiary Company

Leather Fashion Limited

Desa Deri San. ve Tic. Ltd. Sti.

DESA International

Desa SMS Ltd.

Desa International (UK) Ltd.

Textile

Textile

Textile

Textile

Textile

Textile

Textile

Istanbul-Turkey

Istanbul

Moscow-Russia

Istanbul-Turkey

London- England

London- England

London- England

%50

%40

100%

99%

100%

100%

100%

%50

%40

100%

99%

100%

100%

100%

Area of Activity Business Center31 December 2011Assoc. Rate % 31 December 2010

Title of subsidiaries and affiliate

Marfar Deri San. ve Tic. Ltd. Sti.

Samsonite Travel Products Inc.

Leather Fashion Limited

Sedesa Deri San. ve Tic. Ltd. Sti.

Desa International Ltd.

Desa SMS Ltd.

Desa International (UK) Ltd.

Active Total

3.300

6.085.683

-

19.216

3.243 GBP

514.252 GBP

277.067 GBP

Turnover

0

18.519.294

-

-

-

318.441 GBP

487.825 GBP

1.3. Association and Subsidiary CompaniesNames of affiliates and subsidiaries of the company, their business issues and business centers are as follows:

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Page 24: Desa Faaliyet Raporu 2011 Eng

1.4. Approval of Financial Statements

Financial statements belonging to the firm were approved by the administrative board on 15th March, 2012. Plenary committee and settled regulatory boards have the authority to make an amendment to financial statements.

NOTE 2 - Basis of presentation of financial statements

2.1. Basis of presentation

Basis of preparation of financial statements and specific accounting policies

The Company keeps accounting records in accordance with the Turkish Code of Commerce and relevant tax legislation, and prepares financial statements presented to the Capital Market Board in the form requested by the Capital Market Board.The Capital Market Board Serial XI, No 29 prepares financial reports in the form that firms must prepare them, and determines the principles, procedures and basis of preparation and presentation of financial reports to those concerned in “Basis Notifica-tion for Financial Reporting in the Capital Market” (“Serial XI, No 29 Notification”.) This notification is valid through the first inter-im financial statements belonging to the accounting periods as of 1st January, 2008, and by the validity of this notification, Serial XI, No 25 “Notification for Accounting Standards in the Capital Market” (“Seri: XI, No: 25 Notification”) is abolished. In accordance with the notification concerned, (“Serial XI, No 29 Notification”), financial statements are to be prepared by firms in compliance with International Accounting Standards/Financial Reporting Standards, as of 31.03.2008.Financial statements attached have been prepared in accordance with IMS/IFRS, within the scope of the CMB’s Serial XI; No 29 Notification, and presented by the CMB in compliance with required formats as per the official announcement dated 14 April 2008. In accordance with the changes in TMS 1 that are valid for the financial periods as of 1st January, 2009, balance sheets have been presented under the name of financial situation statements and profit and loss accounts have been presented in a comprehensive statement of income.

Arrangement of financial statements during periods of high inflation

The CMB declared on 17th March, 2005 that inflation accounting would not be necessary on or after 1st January, 2005 for firms operating in Turkey and preparing financial statements in accordance with CMB Financial Reporting Standards. Therefore, No. 29 Standard “Financial Reporting in Hyperinflationary Economies” published by the International Accounting Standards Board has not been applied in the financial statements attached starting on or after 1st January, 2005.

Comparative Data and arrangement of financial statements of prior period

Financial statements of the Company are prepared in comparison with the prior period in order to determine the Company’s current financial situation, performance and propensity of cash flow. Consolidated financial state statements dated 31st Decem-ber 2011 and 31st December 2010 and postscripts related to them, consolidated income, consolidated cash flow, consolidated statements of change in equity and related postscripts belonging to the periods ending on the dates 1st January, 2011 – 31st December 2011, 1st January 2010 – 31st December 2010 have been presented in comparison.

2.2. Applied Consolidation Guidelines

Affiliated Companies

The firm’s affiliated companies have not been subjected to consolidation due to their low operating volume. Affiliated compa-nies concerned have increased in value through their fair value, and those decreasing in value have been reserved.

Subsidiaries

The firm’s subsidiary, Marfar Leather Ind. Trade. Co. Ltd. has not been subjected to consolidation due to its low operating volume. Conversely, Samsonite Travel Products, Inc. has been subjected to consolidation according to the equity method.The firm’s subsidiaries have been recognized according to the equity sharing method. These foundations have %20 - %50 of the Company’s general voting rights, or do not have the authority to control the Company’s corporate actions. Subsidiaries are indicated in the balance sheet by adding the changes after purchasing in the subsidiaries’ net assets per share, and if available, by making allowances for a decrease in value. The statement of income reflects the shares of the Company’s subsidiaries in the operating results.Unrealized gains on transactions between a subsidiary and the Company adjusted to the extent the Company’s affiliation share and unrealized losses made in processing would have been adjusted if it had not indicated the decrease in value of the asset transferred.

2.3. Amendments to Accounting Policies

The firm has applied its accounting policies in accordance with the same in the year prior. Crucial changes in accounting policies and accounting errors determined are applied retrospectively, and the prior period financial statements are corrected accord-ingly.

2.4. Amendments to the Accounting Estimates and Errors

In the preparation of financial statements, corporate governance is to make assumptions and estimates that determine the rev-enue and expenses as from the reporting period and that will affect the reported amounts of assets and liabilities as from the balance sheet date with the obligations and commitments. Realised resultscan be different from the estimates. Estimates are regularly revised and necessary adjustments are done and reflected to the statement of income if crucial non-linearities occur.

2.5. New and Revised International Financial Reporting Standards

The Company has applied its own area of financial activity from the new and revised standards and assessments valid since 1st January 2008, and published by the International Accounting Standards Board and the International Financial Reporting Assess-ments Committee.Notes related to non-consolidated financial statements dated 31st December 2011 (unless indicated otherwise, amounts are presented in TL), new standards, changes and assessments valid for financial statements are summarized below:

a) New and revised standards affecting the Company’s presentation and postscript declarations

IMS 1 Presentation of Financial Statements (As a part of improvement for IFRS published in 2010) Amendments made to IMS make it clear that the Company can indicate necessary analysis related to the Company’s other com-prehensive revenue items in the statement of changes in equity or in postscripts. These amendments have been applied retro-spectively.

IFRS 7 Financial Items: Disclosures (As a part of improvement for IFRS published in 2010) This amendment encourages users of financial statement to make qualitative disclosures within the scope of statistical explana-tions about the qualification and level of risks stemming from financial items. In addition, this amendment indicates the level of required declaration related to warrants, as from the credit risk and balance sheet date, and abolishes the postscript obligation related to receivable accounts. These amendments have been applied retrospectively.

b) New and Revised Standards Affecting The Firm’s Financial Performance and Balance

Unavailable

c) Standards that became valid after 2011 that are not related to the firm’s operating actions Assessments and amend-ments to current standards

IFRYK 19 Discharge of financial debts by the financial items based on the equityThis assessment includes the recognition that an renovation agreement took place between the Company and creditors on the conditions on financial debt and that the creditors accepted that the Company would repay all or part of the debt by capital instruments. UFRYK 19 declares that these capital instruments will be regarded as the “cost of an acquisition” in accordance with UMS 39- Para-graph No 41. As a result, financial debt is excluded from financial statements and the excluded capital instruments are subjected to end the financial debt concerned as a cost of acquisition.

IMS 24 (2009) ‘Related Party Disclosures’UMS 24 “Related Party Disclosures” were updated in November 2009. The updated standard provides partial relief on postscript declarations to government business activities. This updated standard is applied to all financial periods starting on or after 1st January 2011.

IMS 32 (Changes) Financial Items: Presentation and UMS 1 Presentation of Financial Statements Changes to UMS 32 and UMS 1 standards are valid for all financial periods starting on or after 1st February 2010. These changes concern the process of recognition of rights (rights, options or warrants) that a firm preparing a financial state-ment on exports using a currency unit different from the functional currency unit. During prior periods, these rights were recog-nized as liabilities, but these changes indicate that these kinds of rights on exports are to be recognized as equity without regard to their currency unit, as determined for their optional bargain prices on the condition that certain provisions are provided.

IFRS 1 (Changes) First application of UFRS – Other exceptional circumstancesThe changes in the form of the UFRS 1 standard valid for all financial periods starting on or after July 1 2010 bring limited exemp-tions to the firms using UFRS, first in terms of the comparative presentation of UFRS fair value declarations..

IFRYK 14 (Changes) Pre-Payment of Minimum Funding Requirement Changes to IFRYK 14 assessments are valid for all financial periods starting on or after 1st January 2011. These changes affect foundations that must make minimum funding contributions to a defined benefit pension plan and that choose to pre-pay these contributions. In accordance with these changes, surplus from source-optional cash-in-advance is recognized as an asset.

In May, 2010 IMSK published the third frame arrangement that clarifies declarations and resolve inconsistencies. Various dates of validity have been determined. The changes that will be valid on or after 1st January 2011 are as follows:

IFRS 1 First Application of International Financial Reporting Standards This improvement clarifies the assessment of ac-counting policy changes that occur after the publication of financial statements in the year of introduction of IFRS, in accordance with IAS 34 Interim financial reporting standards. In addition, the change gives practitioners the right to use the determined value of fair value as an estimated value for the first time, as it relates to those events occurring before the publication of IFRS financial statements, and expands the scope of estimated costs used for monetary fixed assets or nonmonetary fixed assets in that it can include main activities to regulate the proportion.

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IFRS 3 AffiliationThis improvement clarifies IFRS 7 Financial Items: Declarations; IMS32 Financial Items; Presentation; UMS 39 Financial Items. The changes that remove the exemption of treatment of contingent cost in Recognition and Measurement Standards are not valid for contingent costs stemming from the affiliation before the implementation of IFRS 3, as revised in 2008. In ad-dition, this improvement restricts the scope of non-controlling interests of options enabled for measuring components (through proportional share of the instruments that give property rights or fair value of an acquirer’s net foundational assets) that are expressed as the proportional ownership share of the instruments included in net assets. As a result, this improvement necessitates the recognition in the changes of share-based payment transactions of a foundation purchased (mandatory or voluntary) by another foundation. An example is the separation of costs and expenses after affiliation.

IFRS 7 Financial Instruments: Declarations This change clarifies the declarations to be made in accordance with UFRS 7 and emphasizes the interaction between statis-tical and qualitative declarations and the level and nature of risks related to financial instruments.

IMS 1 Presentation of Financial Statements The change clarifies that the foundation is to be present at analysis on other comprehensive income for each equity item in the postscripts of financial statements or statements of change in equity.

IMS 27 Consolidated and Individual Financial Statements This improvement clarifies the changes that UMS 27 made in UMS 21, as well as UMS 31 Subsidiaries and UMS 28 Invest-ments by affiliation, on the effects of change on foreign exchange rates.

IMS 34 Interim ReportingThe change guides the application of the declaration principles stated in UMS 34, and adds to necessary declarations.

IFRYK 13 Customer Loyalty ProgramsThis correction clarifies that amounts of incentives and discounts provided to other customers who do not belong to the customer loyalty program, in the cases where the fair value was determined based on the value of utilization of the gifts or points provided to customers in the program, are to be taken into consideration. These standards, amendments and interpretations have not had a significant impact on the firm’s financial performance or financial situation.

d) Amendments and interpretations on existing standards with standards that are not yet valid and early applica-tions not yet adopted by the Company These new standards, interpretations and amendments, published as from the date of approval of the financial statements, but not yet valid for the current reporting period, whose early implementation have not yet been implemented by the firm are as follows. Unless otherwise stated, the firm will make necessary amendments affecting its financial statements and postscripts after the new standards and interpretations become valid.

IFRS 1 (Amendments) First Application of IFRS – Other Exceptional Circumstances On 20 December 2010, some supplementary amendments were added to IFRS 1 in order to convenience those preparing fi-nancial statement. These amendments will first apply IFRS standards in the reorganization of transactions occurring before the transition period to IFRS, and in order that explanatory information is provided those preparing financial statements applying IFRS standards for the first time, and that are newly delivered from an environment of high inflation. These amendments are valid for all financial periods starting on or after July 1st 2011. These amendments are not valid for the Company since its prepared its financial statement have been prepared in accordance with IFRS.

IFRS 7 “Financial Instruments: Declarations”IFRS 7 ‘Financial Instruments: Declaration’ standards were amended in October 2010 as a part of a comprehensive analysis related to off-balance sheet activities. These amendments will help users of financial statement to understand transfer transactions related to financial assets as well as the effects of risk remaining in the firm that transfers the transaction. In accordance with these amendments, ad-ditional explanations should be made in the case that disproportionate transfers are made at the end of a reporting period. These amendments will be valid for all financial periods starting on or after July 1st 2011. The Company has not assessed any potential impacts that would occur in its financial statements as a result of the implementation of this standard as of yet.

IFRS 9 ‘Financial Instruments: Classification and Measurement’The International Accounting Standards Board (IASB) and IFRS published the first part related to the classification and the measurement of UFRS 9 financial instruments in November 2009. 9 IFRS, IAS 39 Financial Instruments will be used in place of Recognition and Measurement.This standard requires the classification of financial assets on the basis of the business model for managing financial assets and on the contractual cash flow properties, and subsequently should be valued through amortized cost or fair value. This new standard must be applied in all financial periods starting on or after January 1st 2013. The Company has not as-sessed any potential impacts on its financial statements as a result of the implementation of this standard as of yet.

UMS 12 Income TaxThe UMS 12 “Income Tax” standard was amended in December 2010. In accordance with IAS 12, the asset is to be calculated with the deferred tax which is linked with the asset, depending on whether the asset is gained as a result of the utilization or the sale at book value. In cases in which the asset is recorded by using the fair value stated in the standard of UMS 40 ‘Investment Property,’ determination of the process of regaining book value, whether through the utilization or the sale of

the asset, can be a hard and subjective decision. Amendment to the standard has provided a solution in indicating the op-tion to estimate that regaining of the asset would be realized through sales. These amendments will be valid for all financial periods starting on or after January 1st2012. The Company has not assessed any potential impacts on its financial statements as a result of the implementation of this standard as of yet.

IFRS 10 “Consolidated Financial Statements”The IFRS 10 standard has replaced the standards UMS 27 “Consolidated and individual financial statements including disclo-sure for the consolidation” and IFRYK 12 “Consolidation - Special purpose entities.” This standard envisages the utilization of a single model of consolidation for all firms on the basis of control, regardless of the nature of the firms that are subjected to consolidation (for example, regardless of a majority of votes, or whether the entity is controlled depending on contractual business arrangements as in the special purpose entities.)Within the scope of IFRS 10, control is determined through the parent company 1) whether or not the authority over the firm subjected to consolidation, 2) whether or not it will gain profits affiliated with the firm subjected to consolidation,3) whether or not it has the authority to affect the firm’s subjected to consolidation revenue.These amendments will be valid for all financial periods starting on or after January 1st 2013. The Company has not assessed any potential impacts on its financial statements as a result of the implementation of this standard as of yet.

IFRS 11 “Joint Regulations”These new accounting necessities were enacted to provide common regulations and are included in the IFRS 11 standard replacing the IMS 31”Interests in Joint Ventures” standard. In accordance with this standard, the proportionate consolidation method used in accounting transactions of firms under joint control has been removed. The IFRS 11 standard has also removed the process of separation of assets as a joint venture as well as joint activities of the assets under joint control. Joint activity is a joint regulation that includes property rights and liabilities of the parties in joint control. Joint venture is a joint regulation in which the parties having joint controls have the right of net assets. These amendments will be valid for all financial periods starting on or after January 1st 2013. The Company has not assessed any potential impacts on its financial statements as a result of the implementation of this standard as of yet.

IFRS 12 “Disclosures related to shares in another firm”IFRS 12 rigorously clarified the consolidated or unconsolidated financial statements belonging to firms with entity affiliates. The aim of this standard is to provide information to users of the financial statement in terms of the assessment of share-holders’ participation that do not have the authority to control the consolidated firm activities, control basis, or the risks that would emerge from the affiliation with unconsolidated firms and restrictions that would occur in consolidated assets and liabilities. These amendments will be valid for all financial periods starting on or after 1st January 2013. The Company has not assessed the potential impacts on its financial statements as a result of the implementation of this standard as of yet.

IMS 27 “Individual Financial Statements (2011)”There have been no amendments made to cases related to individual financial statements. All disclosures stated here were added to the revised IMS 27 standard. As a result of amendments, IMS 27 includes only affiliation, jointly controlled firms and recognition of subsidiaries in individual financial statements. Other information in IMS 27 replaces the IFRS 10 standard.

IFRS 13 “Fair Value Accounting”The IMSK published IFRS 13 Fair Value Accounting Standard on 12th May 2011 with the goal of bringing together disclosures in source material as a guide that indicates the utilization of fair value within the scope of IFRS. This standard indicates both the definition of fair value and disclosures related to fair value measurement. The cases in which fair value measurements are necessary are not clarified, yet disclosures on how to measure fair value in cases that another standard proposes are. These amendments will be valid for all financial periods starting on or after 1st January 2013. The Company has not assessed any potential impacts on its financial statements as a result of the implementation of this standard as of yet.

IMS 28 Investments in Affiliates and Subsidiaries (Amendment)As a result of publication of IFRS 11, IMSK amended IMS 28 as well as the name of the standard as “Investments on Affiliation and Subsidiaries.” With these amendments, recognition through the equity method was brought into the process of affiliates as well as subsidiaries. The transition provisions of these amendments are the same as IFRS 11. This standard has not yet been accepted by the European Union. This standard is not expected to have an impact on the Company’s financial situation or performance.

IMS 19 Employee benefits (Amendment)The standard is valid for all accounting periods starting on or after 1st January 2013 and early application has been permit-ted. With some exceptions, this will be applied retrospectively. Within the scope of the standard’s amendment, in many areas there are explicit amendments to the application. The most important ones of many amendments are the removal of the application of the corridor mechanism and the separation of short-and long-term employee benefits that will be deter-mined according to the estimated date of payment of liability not on principles earned by employee. The firm is assessing the impacts of the revised standard on its financial situation and performance.

IMS 1 Presentation of Financial Statements (Amendment)These amendments are valid for all accounting periods starting on or after 1st July 2012. The amendments presented only affect the classification of the items displayed in another comprehensive statement of income. Items that can be classified (or revoked) on future dates in the statement of income will be displayed separately from the ones that cannot be classified in the statement of income. This standard has not yet been accepted by the European Union. This standard is not expected to have an impact on the Company’s financial situation or performance.

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2.6. The Summary of the Significant Accounting Policies

a) Cash and Cash Equivalents

Cash refers to a firm’s cash as well as check currency. Cash equivalent refers to the funds and investments whose amount of specific short-term and highly liquid investments is readily convertible into cash, and that have an insignificant risk of changes in value (checks, B type liquid funds, reverse-repurchase agreements, deposits with maturity of less than 3 months, the maturity of public debt instruments under 3 months, money market placements, etc.) (Note 6)

b)Financial Investments

Classification: Financial Investments are classified in the financial statements as “Financial assets whose fair value is reflect-ed in gains/losses,” “marketable securities to be held until maturity” and “marketable securities.” Financial assets whose fair value is reflected in gains/losses refer to marketable securities that are held to gain profit or to be sold. Marketable securities to be held until maturity refer to unclassified financial assets as being marketable securities or whose fair value is reflected in gains/losses during first recognition by the firm and that have a fixed term. Marketable securities refer to those financial assets that will be held until maturity or whose fair value is reflected in gains/losses and that are not classified as financial assets.

Valuation: A financial asset or debt that during first recognition increases in value by its fair value. The fair value at first rec-ognition is the acquisition cost of the financial asset. Financial assets increase in value by their fair value during the periods following the date of the balance sheet date. (Financial assets held until maturity through the effective interest method.) The fair value of financial assets being traded in an active market is the “stock exchange price.”

Financial assets based on equity that are not traded in the market and cannot be displayed in their fair value since their fair value can not be determined reliably increase in value by their registered securities and acquisition cost by providing the removal of the equivalent of provision of losses if available.

Income and waste related to a financial asset or debt classified as a variation of fair value reflected in gains and losses are recognized as gains and losses. Income and waste emerging from marketable securities are recognized as equity until the financial asset concerned becomes unbalanced (except from impairment loss and foreign exchange gain or loss.) In the case that the financial asset concerned becomes unbalanced, income and waste that have been recognized previously as equity are transferred to gains and losses. Interests accounted by the effective interest method are recognized as gain/loss. In the case that the firm has the right to obtain the payment concerned, shares of profits emerging from marketable financial as-sets based on equity are recognized as gain/loss. (Note 7)

c) Trade Receivables

Trade receivables refer to the receivables received from customers in exchange for merchandise or service sales within the scope of a firm’s main activities. Short-term trade receivables that do not have determined interest rates are displayed through original invoice values in the case that the impact of interest assessment is not high. In the case that interest as-sessment impact is high, effective interest rates and discounted net-realizable sure values are displayed, provided that their possible equivalents are deducted.

Equivalents related to doubtful receivables are separated by considering the cost of the receivables that cannot be col-lected, collateral security, the management board’s experiences in years prior, and economic conditions. Following the equivalents of doubtful receivables cost, in the case that all or part of the cost of doubtful receivables is collected, collected cost is recorded in the operating income by deducting it from the separated equivalent of doubtful receivables. Receivables that cannot be collected are recorded in the year when they are recognized as not collected. In determining net fair value, the interest rate is related to DİBS in accordance with the maturity of the receivable in domestic sales and labor proportion in export sales by using the effective interest method.

d) Decrease in value in financial assets

Financial assets or financial assets groups, except financial assets whose differential fair value is reflected in gains/losses, are subjected to documentation whether they have indicators displaying a decrease in value on every date on the balance sheet. After the initial recognition of a financial asset, and as a result of one or more co-occurrences of events indisputably related to the incident, and their negative impact on cash flows in the predictable future of a reliable group of financial assets, in the case of the presence of a neutral indicator impairment a decrease in value occurs. Impairment cost for loans and receivables is the differential between book value and present value calculated by discounting the estimated future cash flow at the effective interest rate of the financial asset. Excepting the trade receivables whose book value decreases through the use of a reserve account, decrease in value is deducted directly from the registered value of the financial asset concerned for all financial assets. The response to an uncollected receivables amount deducted from the amount in ques-tion is deleted. Changes in the allowance account are recognized in the income statement. In the case that trade receivables cannot be collected, the cost concerned is deleted by deducting from the reserve account. Amendments to the reserve account are recognized in the statement of income.

e) Related Parties

Shareholders, significant executive personnel and the management board, their families and the firms controlled or admin-istered by them, subsidiaries and affiliates are referred and accepted to as related parties, in accordance with the goal of the financial statements.

f ) Revenue

Revenue is calculated through the fair value of collected costs and is decreased by the amount of estimated customer re-turns, discounts and other similar equivalents.

Sale of Goods

Revenue gained from the sale of the goods is recognited in return for the provisions below:

• The Company transfers to the purchaser all the significant risks and gains that the firm does not have an effective control over, goods sold, that which it does not manage continuously to be related to as property, the reliable calculation of in-come, the probable transaction flow of economic benefits related to the transaction and the calculation of the costs emerg-ing from the transaction reliably.

Service Delivery

The revenue gained from the service delivery agreement is recognized according to the period of completion.

Share of profits and interest income

Share of profits gained from the investments of shares is registered when the shareholders have the right to receive their share of profits. Interest income and the remaining principal balance will be achieved through the expected life of the finan-cial asset and that asset’s net book value at the estimated future cash ratio according to the effective interest rate and are accrued in the related period.

Rental income

Rental income: Rental income gained from fixed properties during the rental agreement concerned is recognized according to the straight-line method.

g) Stocks

Stocks increase in value through net fair value or the lower acquisition cost. The elements of cost are the material, labor and production expenses and overheads. Cost is calculated with the weighted average method. Net fair value is the value remained after deducting the estimated expenses of sales needed for the sales and completion cost of sales from the esti-mated selling price emerging during ordinary commercial activities. (Note 13)

h) Tangible assets

Monetary real assets are displayed in the financial statements through the net values remaining after deducting the accu-mulated amortization from their registered values. Amortization is calculated over the useful life of monetary real asset with the straight-line amortization method applying principle of per diem deduction.

Useful life and applied amortization rates based on the calculation of amortization are as follows:

Monetary assets are examined in order to determine the probable decrease in value and, as a result of this examination, if the registered value of the monetary real asset is higher than its recoverable value, its registered value is decreased to the level of its recoverable value providing its equivalent. Recoverable value is considered the one that has higher present use of the leased asset and the net selling price or value of future net cash flows.

Profits and losses on disposals of monetary assets are included in other operating income and expense accounts.

If expenses are incurred due to the replacement of any part of monetary fixed assets, as well as any repair and maintenance expenses that enhance the future economic benefits of the asset, then they may be capitalized. As incurred in all other ex-penses, expense items are recognized in the statement of income as incurred. (Note 18)

i) Intangible Financial Assets

Information systems of acquired non-monetary real assets include concession rights, computer software and development costs. Non-monetary assets are recorded at acquisition cost, and from the date they are obtained onwards for a period not

4948

Real Asset Useful Life (Year) Amortization rate

Buildings 25-50 % 4 - % 2

Machinery Facilities 15 % 6,7

Inventories 5 % 20

Vehicles 5 % 20

Special Costs 5-10 %20 -%10

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Page 27: Desa Faaliyet Raporu 2011 Eng

to exceed 15 years are depreciated using the straight-line method over their estimated useful lives. Due to an indefinite useful life, brands are not depreciated. In the event of a decrease in value, the carrying value of intangible assets is increased to level of the recoverable amount (Note 19)

j) Provisions, Contingent Assets and Liabilities

Provisions, as from the company’s present balance sheet date, or a legal or constructive obligation arising from past events, can be recognized in order to fulfill the obligation of probability of an outflow of resources manifesting economic benefits in such cases that a reliable estimate of the amount of obligation can be recognized.Assets and liabilities that can be confirmed, whether or not there will be one or more uncertain future occurrences, arising from past events and their presence without the complete control of the firm are not included in financial statements. Such assets and liabilities are described in the notes as being “in the contingent liabilities and contingent assets” (Note 22)

k) Employee Benefits

Allowance for retirement pay refers to the company’s total equivalent of current estimated value of possible future liabilities aris-ing in the event of an employee’s retirement after at least one year of completed service, or discontinuation of the employment relationship due to mandatory military service or death, in accordance with Turkish Labor Law. (Note 24)

l) Cost of Borrowing

Loans are recognized at their remaining values after deducting costs of the transaction from the loan on the date of its receipt. Loans are followed by their amortized values calculated by the effective interest method in the consolidated financial state-ments. Credit amount received (except transaction costs) and the difference between the redemption value are accounted for on an accrual basis in the consolidated income statement.As for those assets that require significant time for preparation for use or sale, interest expenses directly related to their acquisi-tion, construction or production are included in the cost until the asset concerned is prepared for its intended use or sale. All other borrowing costs are recorded directly as expenses in the period of their occurrence.

m) Financial Leasing

Tangible assets acquired through financial leasing are activated through fair value after deducting tax advantages or incentives at the beginning of the lease period, or over the lower value of the minimum lease payments at the amortized value in that period. Capital rental payments are represented as obligations and are reduced as being paid. The interest payments are recog-nized as expenses in the statement of income during the period of the financial leasing. Tangible assets obtained under financial leasing agreement are depreciated over the asset’s useful life.

n) Transactions in foreign currencies

Transactions in foreign currencies within the period are determined at the exchange rates at the dates of transactions. Tangible assets and liabilities based on foreign currencies are determined at the exchange rates on the balance sheet. Foreign currency gains or losses arising from tangible assets and liabilities based on foreign currencies have been reflected as income or expense in the income statement.

o)Tax Assets and Liabilities

Tax liability is the sum of the current year’s taxes and previously deferred taxes.

Current Year Tax: Current year tax is calculated on taxable profit. Taxable profit differs from the profit that is displayed in the statement of income as it excludes items that are not tax deductible, or that are taxable with the items that are tax-deductible in the following years. The Company’s liability for current tax is calculated using the tax rates enacted or substantively enacted as of the balance sheet date.

Deferred Tax: Deferred tax assets and liabilities are calculated through the temporary difference between carrying values and tax values of the assets and liabilities in the financial statements. Deferred tax is calculated through valid tax rates as of the bal-ance sheet date in accordance with prevailing tax legislation. While deferred tax liabilities are recognized for all temporary differ-ences, deferred tax assets arising from tax-deductible temporary differences are recognized on the condition that the benefits of differences concerned are most probably used, and providing that taxable profit is gained in the future. Such assets and liabilities concerned are not recognized if they are caused by the inclusion of temporary differences related to a transaction that does not affect commercial or financial profit/loss, goodwill, or other assets and liabilities in the financial statements for the first time. The carrying amount of deferred tax assets are reviewed at each balance sheet date. The carrying amount of deferred tax assets is re-duced to the extent that gaining profits is not probable and that will allow benefits to be obtained or provided by all or part of it.

In the case that deferred tax assets and liabilities are offset through the legally-enforceable right to offset current tax assets with current tax liabilities, or that the concerned assets and liabilities are collected by the same taxation authority and are linked with the income taxes, providing netting to the Company’s current tax assets and liabilities, there is a demand for payment.

Current period and Deferred Tax: Current taxes and deferred taxes are recognized as expenses or income in the statement of income except from those registered that arise from the initial affiliation or that are linked with the items directly recognized in equity as receivable or payable (deferred tax related to the items concerned are recognized directly in equity.) (Note 35)

p) Earnings per share Profit / Loss

Per share profit/loss shall be determined by dividing net income/loss in the statement of income in the relevant period with the weighted average number of shares.

Companies in Turkey can increase their capital by distributing shares from retained earnings and shareholders’ equity to existing shareholders with an inflation adjustment to equity ratio of HPV account (“bonus shares.”) In the calculation of per share profit/loss, these bonus shares are regarded as shares to export. Therefore, the weighted average number of shares in the calculation of per share profit/loss is found by applying the issue of bonus share retrospectively. No bonus shares are distributed by the Company during the year.

r) Events Occurring after Balance Sheet Date

Even if events occurring after the balance sheet date also occur announcements or other selected financial information related to the profit appears in public, it includes the balance sheet date and all events between the dates authorized for issue.

In the event of subsequent events requiring a correction after the balance sheet date, the Company corrects the costs in the financial statements in accordance with the new situation.

s) Derivative Financial Instruments and Embedded Derivatives

The Company’s derivative financial instruments are foreign exchange purchase and sales contracts. While providing effective protection economically against risk, concerned derivative financial instruments are recognized as marketable derivative finan-cial instruments in the financial statements due to their not holding the provisions in accordance with IAS 39 “Accounting for financial instruments” in terms of risk accounting. Marketable derivative financial instruments are firstly reflected in financial statements with their cost values, and they increase in value at cost and are subsequently measured at their fair value. Gains and losses arising from the amendments to the fair value of these instruments are recognized in income statements as income or expense.

Forward foreign exchange contracts are valued at market price or discounted cash flow. Derivatives with positive fair value are recognized in other assets on the balance sheets, while negative ones are recognized with other liabilities. (Note 39)

t) Financial Instruments and Financial Risk Management

The Company is exposed to a variety of financial risks due to its activities. These risks include credit risk, liquidity risk and market (currency and interest rate) risk. The company’s overall risk management program focuses on the unpredictability of financial markets and minimizing the potentially adverse effects on the financial performance of the company.

Credit Risk: Refers to uncollected receivables and banks deposits and the customers that have been subject to credit risk con-sisting of committed operations.

Liquidity Risk: Refers to the risk of failing to have cash or sufficient cash flow to meet cash outflows fully and timely as a result of an imbalance in the company’s cash flow. This can occur depending on the market or funding.

Risk of liquidity in the market: Refers to the probability of loss in the event that the company cannot hold its positions fast enough at a reasonable price due to market conditions such as not entering into the market as required, the shallow market structure of some products, and barriers in the market.

Funding liquidity risk: Refers to the failing to fulfill funding liability at a potentially reasonable cost due to irregularities in cash input, outputs and cash flows based on maturity.

Market Risk: Refers to the probability of loss due to interest-based risks, differences in exchange rates and amendments to the prices of shares arising from market fluctuations in the positions held on and off balance sheet accounts.

Interest Rate and Foreign Exchange Rate Risk: Refers to the risk of decrease in the value of an asset or a financial instrument due to changes in interest rates or in exchange rates. This risk is affected by managing the short-term retention of assets affected by the changes in interest and exchange rates.

5150

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u) Cash Flow Statement

Cash flow, based on cash flows, investment and financing activities, are classified under cash flow. Cash and cash equivalents in the statement of cash flows, cash and bank deposits and marketable securities with maturities shorter than three months, or contain limiting terms are considered cash or cash equivalents.

v) Offsetting

Financial assets and liabilities are offset when there is an intention toward the assets and liabilities as net acquisition of assets and liabilities, on a net basis that is simultaneous fulfilled.

y) Business Continuity

The Company has prepared these financial statements in accordance with the principle of business continuity. The Company’s aims to maximize the return in the most efficient way from debt and equity balance by opening stores for new revenue. By this policy, the Company’s shareholder equity rose from the 2010 total of 56,754,260 TL to 58,018,748 TL in 2011.

NOTE 3 BUSINESS

COMBINATIONS .None. (31 December 2010 - None

NOTE 4 – PARTNERSHIPS

None. (31 December 2010 –None)

NOTE 5 – REPORTING ACCORDING TO SEGMENTS

As the main activity subject of the Company is single and activities are carried out in turkey, no reporting according to seg-ments was performed. (31 December 2010- None)

NOTE 6 – CASH AND CASH EQUIVALENTS

As of 31 December 2011 and 31 December 2010 dates, the detail of cash and cash equivalents is as follows:

Cash - TL - USD - EUR - GBP- DiğerBanksCheck Currency - TL - USD - EUR - GBP - DiğerChecks Given-TLTotal

149.0912.407

13.90800

101.88679.972

6.2687.9497.697

0

-39.349

109.65149.87252.394

00

704.865688.404

7.7513.8024.898

10

165.406

101.886

-39.349

227.944

211.917

704.865

916.782

31 December 2011 31 December 2010

NOTE 7 – FINANCIAL INVESTMENTS

a) Short Term Financial InvestmentsNone (31 December 2010- None)

b) Long Term Financial InvestmentsAll long term financial investments are ready-for-sale assets and consist of non-clearing stocks, As of 31 December 2011, as the unconsolidated subsidiary company DESA International Limited lost its shareholders’ equity, it was included in the Financial Investments account by calculating the impairment as the active.

ab) Short term financial leasing liabilities are as follows:

(*) There is no short term financial leasing liability (31 December 2010 –None.)b)Long term financial leasing liabilities are as follows:

bb) Detail of long-term bankloans is as follows:

(*), There ar no long-term lease obligations as of 31/12/2011. (31.12.2010-None.)

NOTE 9 – OTHER FINANCIAL OBLIGATIONS

None. (31 December 2010- None)

NOTE 10 – TRADE RECEIVABLES AND LIABILITIES

a) Short Term Trade Receivables

aa) Receviables from Related Parties

Liabilities From Financial LeasingsCosts of deferred financial li-abilities (-)Leasing Payables (Net) (*)

5

-5

-

306

-306

-

31 December 2011 31 December 2010

Liabilities From Financial LeasingsCosts of deferred financial liabilities (-)

Leasing Payables (Net) (*)

106(106)

-

434(434)

31 December 2011 31 December 2010

Bank CreditsFinancial Leasing Liabilities (Net)End of Term Value

3.846.890-

3.846.890

5.665.368-

5.665.368

31 December 2011 31 December 2010

NOTE 8 – FINANCIAL LIABILITIES

a) Short-term borrowings are as follows,

Bank CreditsFinancial Leasing Liabili-ties (NetOther Financial LiabilitiesrEnd of Term Value

17.338.785

-51.083

17.389.868

14.877.723

--543.871

15.421.594

31 December 2011 31 December 2010

aa) The details of Short term Bank Credits are as follows :

Cur-rencyUSDEUROTLTotal

Exchange Amount2.826.5463.539.236

-

TLAmount

5.339.0628.649.1853.401.621

17.389.868

TLAmount3.101.7678.142.7784.177.049

15.421.594

EffectiveInterest %

6,04-6,764,50-6,71

12,47-16,08

ExchangeAmount

2.006.3183.973.831

-

31 December 2011 31 December 2010

EffectiveInterest %

2,65-3,003,25-3,50

7,60-9,32

ShareholdersCelet HoldingGroup of CompaniesAdesa DeriSedesa DeriDesa InternationalSamsonite Travel ProductsMarfar DeriLeather FashionSerga DeriYapi CimentoDesa İnternational UK LtdDesa SMSDfrd. Fin. Profit/ Loss (-)Defrd, Fin, Income/ Expense (-)

Total

354.543354.543

912.091293.720

1.30724.645

21.314

4.145148.866418.094

-9.198

2.128.205

266.566266.566

3.473.741166.448

--1.607.637

--21.143

1.378--

3.266465.108

1.208.761-3.087

-1.609.015

2.128.205

31 December 2011 31 December 2010

The flowchart of doubtful receivables from related parties are as follows:

Beginning of TermProvision for the Term/ Alloca-tion (+)

Collected Provision Within the

Term (-)

Provision obtained from

End of Term

31 December 2011

1.609.015

-

-

1.609.015

-

31 December 2010

1.378

1.607.637

-

-

1.609.015

Amount of SecurityGSD Holding A.S.ParticipationMarfar Deri San. veTic. Ltd. Sti.capital commitments for participations (-)Subsidiary CompanyLeather Fashion Limited

Leather Fashion Limiteddepredation Equivalent(-)Sedesa Deri San. veTic. Ltd. Sti.Desa InternationalDesa International(Capital Commitment)Desa International depreda-tion Equivalent (-)Desa SMS Ltd.Desa International(UK) Ltd.Subsidiary companiescapital commitmentTotal

3333

10.00040.000

(30.000)

2.655.3306.871

(6.871)

21.1643.100.203

(690.225)

(3.100.203)1.709.405

924.761

2.665.363

3333

10.00040.000

(30.000)

28.0356.871

--

21.164690.225

-

(690.225)2,36

2,36

(4,72)

38.068

31December 2011 31 December 2010 ba) Detail of long-term bankloans is as follows:

Curency

USDTLTotal

ExchangeAmount2.036.577

TLAmount3.846.890

-3.846.890

TLAmount5.665.368

5.665.368

EffectiveInterest

4,51

ExchangeAmount

3.664.533

31 December 2011 31 December2010Effective

4,59

5352

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NOTE 12 - Recievables and Lıabilities in Financial Sector Operations

None (31 December 2008 - None).

NOTE 13 - STOCKS

The detail of stocks is as follows:

The total amount of insurance on stocks is 70.052.646,- TL (31 Decem-ber 2010 – 53.209.068,- TL)’ .

NOTE 14 – BIOLOGICAL ASSETS

None. (31 December 2010- None)

NOTE 15 – Assets Related to Ongoing Construction Contracts

None (31 December 2010- None)

NOTE 16 – Investments Valued by Equity Method

As of 31 December 2011

c) Short Term Other Liabilities

Previous Controllable Profit/ Loss Share

ControllableProfit/ Loss Share

CostValue

Share Rate

Location NetValue

Türkiye % 39,99 1.539.980 157.615 (477.056) 1.220.539Samsonite Travel Products Inc

Parent Previous Years Profit / Loss Share

Parent Profit / LossShare

CostValue

Share Rate

Location NetValue

Türkiye %39,99 1.539.980 630.062 (1.107.118) 1.062.924Samsonite Travel Products Inc

As of 31 December 2009 ;

b) Short Term Trade Liabilities

ba) Trade Liabilities to Related Parties

Aging of doubtful trade receivables are as follows.

31 December 2011

92.914

--

609.034

701.948

31 December 2010

194.978

921.041

--

1.116.019

Receivables up to 90 days past dueReceivables over 90 days past dueReceivables over 180 days past due

At the end of the term

ab) Other Trade Receivables

31 December 2011 31 December 2010

Dealers

Bills of Debt

Doubtful Trade Receivables

Credit card receivables

Subtotal

Provision for Doubtful Receivables (-)

Deferred Financing Expense (-)

Credit Card Receivables Payables (-)

Rediscount on credit card receivables (-)

Accounts Receivable (Net)

9.630.683

6.594

701.948

3.247.361

13.586.586

-708.542

-70.478

-37.644

-

12.769.923

8.029.468

56.594

1.116.019

3.085.210

12.287.291

(1.116.019)

(39.886)

(9.845)

(42.430)

11.079.111

The flow table of doubtful receivables provisions is as follows:

31 December 2011 31 December 2010

At the beginning of Term

Provision within the term/Adjustment (+)

Provisions obtained within the term (-)

Provisions in the records/Adjustment (-)

At the end of Term

1.116.019

92.914

(175.141)

(331.844)

-701.948

921.041

194.978

(-)

(-)

1.116.019

NOTE 11 – OTHER RECEIVABLES AND LIABILITIES

a)Short Term Other Receivablesaa) Other Receivables From Related Parts

31 December 2011

30.892

1.854

---

32.746

31 December 2010

2.885

2.169

23.855

28.909

Receivables from Taz Depart-ment

Deposits and guarantees given

Receivables from Staff

Total

bc) Long Term Trade LiabilitiesNone. long term trade liability. (31.12.2010 - None.)

31 December 2011

1.822

1.822

31 December 2010

---

---

Receivables from Shareholders

Total

bb) Other Trade Liabilities

31 December 2011

24.275.983

11.815.458

36.091.441

(377.212)

35.714.228

31 December 2010

16.763.041

9.350.605

26.113.646

(183.665)

25.929.981

Sellers

Debts, checks and bonds

Total

Ertelenen Finansman Geliri (-)

Total

b) Long Term Other Receivables

Deposits and guarantees given

Receivables from Staff

Total

31 December 2011

506.337

12.301

518.638

31 December 2010

384.596

--

384.5

Taxes Funds to be Paid

Social Security Deduc-tions to be Paid

Liabilities to Staff

Overdue or Deferred Payments, Taxes and Other Obl.

Other

Total

31 December 2011

1.600.432

2.011.199

173.003

194.813

--

3.979.447

31 December 2010

467.254

426.536

117.234

--

6.189

1.017.213

Raw Materials and Supplies

Semi-Finished Goods

Products

Trade Goods

Other Stocks

Total

31 December 2011

45.078.782

2.712.386

26.227.265

9.704.321

800

83.723.554

31 December 2010

38.938.418

1.884.342

20.478.116

10.368.990

--

71.669.866

Holding company’s consolidated financial statements of the subsidiary by way of equitySamsonite Travel Prod-ucts Inc 3.850.000 TL in capital, participate in the companies is the cost is 1.539.980 million TL. The carrying value of investment accounted for using the equity method is TL 1,220,539.

Holding company’s consolidated financial statements of the subsidiary by way of equitySamsonite Travel Products. Inc. ‘scapital has been3.850.000TL, cost of participation in companieshas been 1.539.980 TL. The carrying value ofinvestment accounted for using the equity methodhas been 1,062,924 TL.

NOTE 17 – INVESTMENT PROPERTIES

None. (31 December 2010 – None.)

NOTE 18 – TANGIBLE ASSETS

There is no tangible fixed asset formed within the company’s business.

a) As of 31 December 2011 the flow of tangible fixed assets is as follows:

The total amount of insurance on real assets is 85.688.353,- TL (31 December 2010: 68.326.351TL).

Cost

Land and Parcels

Buildings

Mechanical Plant (*)

Fixtures

Vehicles

Private Costs

Investment in Progress

Total

Accumulated Depreciation

Land and Parcels

Buildings

Machinery, Plant

Fixtures

Vehicles

Private Costs

Total

Net Value

01.01.2011

1.394.385

7.772.715

4.339.217

9.422.896

1.171.180

14.292.266

426.603

38.819.262

---

-862.605

-2.083.501

-5.593.366

-610.021

-7.233.090

-16.382.583

22.436.679

Out

---

---

---

-169.950

-62.878

-89.303

-167.593

-489.724

---

---

---

160.620

43.677

17.908

222.205

-267.519

In

---

167.593

197.073

2.054.546

---

1.318.098

1.340.473

5.077.783

---

-155.185

-365.181

-1.225.367

-152.815

-2.307.093

-4.205.641

872.142

Transfer/Correction

---

7.460

---

---

---

-7.460

---

---

---

5.410

911

---

958

3.109

10.388

10.388

31.12.2011

1.394.385

7.947.768

4.536.290

11.307.492

1.108.302

15.513.601

1.599.483

43.407.321

---

-1.012.380

-2.447.771

-6.658.113

-718.201

-9.519.166

-20.355.631

23.051.690

Samsonite Travel Products Inc.

Total Assets

Total Liabilities

Net assets

Net profit / loss

Of associates net profit / loss amount from theshare received (39.99%)

Unrealized gains / share from the amount ofdamages

Cancellation of unrealized profit share from the year 2009

Share in profit/ loss of Investments Valued by Equity Method

31 December 2011

6.085.683

(3.034.297)

3.051.386

394.040

157.615

---

---

157.615

31 December 2010

6.272.417

(3.615.073)

2.657.344

(1.015.468)

406.182

---

223.880

630.062

5554

31 December 2011

--

2.349.919

2.329.365

20.554

684.248

684.248

-39.896

2.994.271

31 December 2010

--

2.406.998

2.320.537

86.461

--

-35.496

2.371.502

Shareholders

Group of Companies

Samsonite Travel Products

Serga Deri

Other Related Parties

Marshall Farmer

Defferd Fin. Income/Expense (-)

Total

ab) Other Receivables

Here is a summary of financial information of Samsonite Travel Products Inc

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Page 30: Desa Faaliyet Raporu 2011 Eng

Cost

Buildings

Machinery, Plant

Vehicles

Total

Accumulated Depreciation

Buildings

Machinery, Plant

Vehicles

Total

Net Value

01.01.2011

1.703.583

630.970

174.045

2.508.598

-335.040

-161.921

-65.024

-561.985

1.946.613

Out

-

-

-

-

-

-

-

-

-

In

-

-

-

-

-

-

-

-

-

Transfer/Correction

-

-

-

-

8.519

1.093

773

10.385

10.385

31.12.2011

1.703.583

630.970

174.045

2.508.598

-326.521

-160.829

-64.251

-551.600

1.956.998

Cost

Buildings

Machinery, Plant

Vehicles

Total

Accumulated Depreciation

Buildings

Machinery, Plant

Vehicles

Total

Net Value

01.01.2011

1.703.583

630.970

174.045

2.508.598

-300.968

-158.275

-61.195

-520.438

1.988.160

Out

-

-

-

-

-

-

-

-

-

In

-

-

-

-

-34.072

-3.646

-3.829

-41.547

-41.547

Transfer

-

-

-

-

-

-

-

-

-

31.12.2010

1.703.583

630.970

174.045

2.508.598

-335.040

-161.921

-65.024

-561.985

1.946.613

b) Tangible fixed assets of A 1,956,998 TL part of the tangible fixed assets were obtained via financial leasing and the detail is as folloes (31December 2010 1946613 TL)

Cost

Land and parcels

Buildings

Mechanical Plant (*)

Fixtures

Vehicles

Private Costs

Investment in Progress

Total

Accumulated Depreciation

Land and Parcels

Buildings

Machinery, Plant

Fixtures

Vehicles

Private Costs

Total

Net Value

01.01.2010

1.394.385

7.772.715

4.079.234

7.224.709

1.155.881

12.612.303

86.955

34.326.182

---

-676.315

-1.684.647

-4.584.156

-528.070

-5.404.787

-12.877.975

21.448.207

Out

---

---

-8.529

-366

-104.894

-261.470

---

-375.259

---

---

4.738

366

73.665

183.257

262.026

-113.233

In

---

---

200.284

2.198.554

120.196

1.941.433

339.648

4.800.115

---

-186.290

-368.910

-1.009.576

-155.614

-2.011.560

-3.731.950

1.068.165

Transfer

---

---

68.224

---

---

---

---

68.224

---

---

-34.683

---

---

---

-34.683

33.541

31.12.2010

1.394.385

7.772.715

4.339.217

9.422.896

1.171.180

14.292.266

426.603

38.819.262

---

-862.605

-2.083.501

-5.593.366

-610.021

-7.233.090

16.382.582

22.436.680

c) Movements of tangible assets as of 31 December 2010 are as follows.

Total insurance on fixed assets is 68,326,351 TL(31 December 2009: 63,520,427 TL).

d) A 1.946.613 TL part of tangible fixed asseta was obtained by financial leasing and the detail is as follows: ( 31 December 2009 – 1.988.160 TL)

NOTE 19 – INTANGIBLE FIXED ASSETS

Within the Company’s activities there are no intangible fixed assets.

a) As of 31 December 2011 the flow of intangible fixed assets is as follows:

CostRightsTotalAccumulated DepreciationRightsTotalNet Value

01.01.20111.167.928

1.167.928

-123.058-123.058

1.044.870

Out--

---

In--

-104.311-104.311-104.311

Transfer--

---

31.12.2011 1.167.928

1.167.928

-227.369-227.369940.559

CostRightsTotalAccumulated DepreciationRightsTotalNet Value

01.01.2010638.002

638.002

-98.869-98.869

539.133

Out--

--

In598.155

598.155

-58.872-58.872

539.283

Transfer-68.228

-68.228

34.68334.683

-33.546

31.12.20101.167.9281.167.928

-123.058-123.058

1.044.870

b) As of 31 December 2010 the flow of tangible fixed assets is as follows:.

Wage AccrualsCase ProvisionOther Expense AccrualsLeave ProvisionsDebt Provisions

31 December 20112.178.210

534.319162.090

1.406.1774.280.796

31 December 20101.500.1041.321.912

62.7141.149.371

4.034.101

NOTE 20 – GOODWIL

LNone. (31 December 2010- None)

NOTE 21 - State Grants and Incentives

a) The Company holds Inward Processing Permission Certificates. Within the scope of these documents, as of 31December 2011, the Company had exported a value of $33,141,500 which was applied with applicable VAT. (31 December 2010 - $ 23,544,661)

b) Law number 2006/4 Support for the Image of Selected Turkish Products Placed Abroad/Turquality Program. In the year covered in this report, the Company made use of Turquality brand support of 1,394,290.30TL. (31 December 2010- 633,048TL)

c) Law number 5084 Encouraging Investments and Employment under the Law on Amendments for Organized Industrial Zones 57.Income taxes, social security premiums, electricity payments of minimum wage factory workers in the Düzce industrial zone are allowed as exemptions. In the reported year the amount of the Company’s benefit was 1,082,286TL as of 31 December 2011. (De-cember 2010 -1,165,166TL)

d) Law number 5510 Social Security and General Health Insurance Law added to the first paragraph of Article 81, subparagraph (i), of the insured employees’ premiums for invalidity, old age and or surviving spouse insurance premiums, the employer shall share a part at a five-point amount at the Treasury. As of 31 December 2011, as applied to the employees at the Çorlu Factory and at the stores and manufacturing plant at Sefaköy, the Company reserved as applicable to the five-point hedged an amount of 1,263,938TL in employer shares.

NOTE 22 - PROVISIONS, CONTINGENT ASSETS AND LIABILITIES

a) Debt Provisions

aa) Provision for doubtful receivables was disclosed in Note 10: Note 24 describes the provision for severance payments.

ab)The detail of short-term provisions as follows:

5756

www.desa.uk.com

Page 31: Desa Faaliyet Raporu 2011 Eng

5958

b) Guarantees Taken and Given

ba) The details of guaranties and warrantiesrecieved by the company are as follows:

bb) Off-balance sheet obligations which are not included in liabilities are as follows:

The ratio of the company other TRI’s has successfully28.58% as of 31 December 2011 . as of 31December 2010: 24.71%)

bd) Forward exchange purchase and option agreements;

As of 31 December 2011 There are no foreign currency forward and option contract of the company.

( As of 31 December 2010 - There are no foreign currency forward and option agreement of the company.)

NOTE 23 - COMMITMENTS

None (31 December 2010- None)

NOT 24 - EMPLOYEE BENEFITS

Company under the laws of Republic of Turkey, is obliged to pay severance pay for each employee completing at least one year of service retiring after 25 years working life for women(age of 58 for women and 60 for men), or dismissed, or died or called up for military service, .The amount payable in the amount of one month salary for each year of service and the amount of 2731.85 tl as at December 2011 December 2010: 2517.01 TL) is limited.The liability is not subject to any funding The provision of employ-ees arising from the retirement is calculated by estimating the pre-sent value of future probable obligation IAS 19 (“Employee Ben-efits”), the company’s obligation under defined benefit plans using actuarial valuation methods to be developed In this context, the total actuarial assumptions used in the calculation are as follows:The main assumption, the maximum liability for each year of ser-vice is that it will increase in line with inflation Therefore, the dis-count rate represents the expected real rate after adjusting for the effects of future inflation Therefore, the As of December 2011, the accompanying financial statements provisions, the future retirement of employees is calculated by estimating the obligation arising from the possible Balance sheet date, an annual 5.10% December 2010: 5.10%), inflation, and 10.00% December 2010: 10.00%)According to the assumptions about the discount rate 4.66% De-cember 2010:4.66%) obtained by a real discount rate has been calculated. Drop-out rates as a result of optional amount paid to the Company which will be taken into account the proportion of estimated forfeitures The maximum liability is revised every six months.For employment termination benefits during the period are as fol-lows:

NOT 25 - RETIREMENT BENEFIT PLANS

None. (31 December 2010 - None)

(*)Company provided mortgage loans as collateral Corlu factory 11,333,400 tl ($ 6,000,000bc)

bc) As of 31 December 2011 and 31 December 2010 between the com-pany’s collateral / pledge / mortgage related positions are as follows:.

31 December 2011 31 December 2010

Letters of Guarantee

TL

USD

EURO

Checks of guarantee

TL

USD

Bonds of guarantee

TL

Total

668.000

0

40.689

80.000

0

310.000

900.518

---

---

80.000

55.347

330.000

708.689

80.000

310.000

1.098.689

900.518

35.347

330.000

1.365.865

31 December 2011 31 December 2010

Letters of Guaran-tee Given

TL

USD

EURO

Bonds Given

TL

USD

Warranties Given

TL

USD

Mortgage Deed (*)

USD

Securities Given

TL

Total

1.722.313

796.995

1.903.729

0

755.560

71.250

0

11.333.400

30

1.642.467

941.258

1.474.550

---

618.400

71.250

9.276.000

30

4.423.037

755.560

71.250

11.333.400

30

16.583.277

4.058.275

618.400

71.250

9.276.000

30

14.023.955

TRI s that are given by the firmTotal amount of own entity of TRI’sA. Total amount of own entity of TRI’s

B. In favor of companies included in the total price of the full scope of consolidation TRI’S

C. Total amount of TRI in order to maintain the third parties’ debt and operate main activities

D. Total amount of Other GivenTRI’S

1) Total amount of TRI given in favor ofParent

2) Total amount of TRI s given for other affiliates that are not in scope of B and C clauses

3) Total amount of TRIs given fort he third parties that are not in the scope of Cclause.

Total

15.756.437

-

826.810

30

-

-

30

16.583.277

13.334.275

-

689.650

30

-

-

30

14.023.955

31 December 2011 31 December 2010Beginning of the term

Increase within the

term

Payments within the

term (-)

At the end of term

1.083.295

1.328.328

-945.924

1.465.699

921.807

915.300

-753.811

1.083.296

31 December 2011 31 December 2010

NOT 28 - SALES AND COST OF SALES

Domestic Sales

Overseas Sales

Other Incomes

Gross Sales

Refunds (-)

Sales discounts (-)

Discounts (-)

Net Sales

Cost of Sales (-)

Real Operating Income (Net)

1 Jan 2011

31 December 2011

87.874.014

95.155.524

51.273

183.080.811

-6.985.742

-650.821

-185.529

175.258.719

-105.622.352

69.636.367

1 Jan 2010

31 December 2010

67.268.941

64.785.082

391.950

132.445.973

-4.396.669

--

-631.317

127.417.987

-89.227.437

38.190.550

NOTE 26 – OTHER ASSETS AND LIABILITIES

a) The detail of other floating assets is as follows:

b) There is no other fixed assets (31 December 2010- None)

c) The detail of other short term liabilities is as follows:

d) Previous Year Profit/ LossThe detail of previous year profit/ loss is as follows:

NOTE 29 - ACTIVITY EXPENSES

a) The detail of marketing sales and distribution expenses is as follows;

NOTE 27 - SHAREHOLDERS EQUITY

a) The Detail of Shareholders Equity

As of 31 December 2011 company’s shareholders equity is58.018.748 TL ( As of 31

b) Paid Capital

The Company was registered in the capital system in 2007. The regis-tered capital ceiling is 150 million TL. Paid capital was 49,221,970TL. (As of 31 December 2010 - 49,221,970TL). Shares had a nominal dividend valuable at 4,922,196,986Kr. (31 December 2010- 4,922,196,986)The four-member Board of Directors and the auditors A) group is selected among candidates nominated by shareholders at Ordinary and Extraordinary General Meetings. A) Group shareholdersreturn for a stock with 50 votes. A) group shares one share in return for non-shareholders who have the right to one vote. In monetary terms, there is no preferred stock. On 31 December 2011 and 31 December 2010 the carrying values of issued and paid capital amounts were as follows:

Çelet Holding A.Ş. owns share of TRY 868,814.00, amounting to 1,77% of public share.

Marketing Sales and Distribution Expenses

General Management Expenses

R&D Expenses

Total

Paid up Capital

Capital Inflation Adjust-

ment Difference

Limited Reserves from

Profit

Previous Year Profit/ Loss

Term Net Profit/ Loss

Shareholders Equity

1 Jan 2011

31 December 2011

-45.153.070

-12.544.150

-2.258.768

-59.955.988

1 Jan 2010

31 December 2010

-30.707.583

-8.666.508

-1.523.323

-40.897.414

31 December 2011

49.221.970

5.500.255

735.597

1.296.437

1.264.488

58.018.748

31 December 2010

49.221.970

5.500.255

735.597

748.684

547.753

56.206.978

Name

Melih Celet

Celet Holding A.S.

Public Part (*)

Other

Total

Share Rate

%14,92

%54,28

%30,00

%0,80

%100

Share Rate

%14,92

%54,28

%30,00

%0,80

%100

Share

7.343.918

26.717.682

14.766.591

393.779

49.221.970

Share

7.343.918

26.717.682

14.766.591

393.779

49.221.970

31 December 2011 31 December 2011

Primary Legal Reserves

Total735.597

735.597

735.597

735.597

31 December 2011 31 December 2010

Order Advances Taken

Other Advances

Total

695.796

17.645

713.441

1.224.814

49.545

1.274.359

31 December 2011 31 December 2010

Order Advances

Provisions of Doubtful Order

Advances

Expenses of coming

Prepaid Taxes and Funds

Accrued Income

Business Advances

Doubtful Business Advances

Provisions

Staff Advances

Transferred VAT

Other VAT

Other Floating Assets

Total

31 December 2011

274.024

(131.441)

405.007

400.874

108.805

1.137.701

(313.851)

30.736

-

1.061.440

14.082

2.987.377

31 December 2010

889.933

-

439.469

-

-

908.060

-

13.792

-

1.010.423

7.013

3.268.690

Other Amendments

Profit / Loss in 2010

Profit / Loss in 2009

Profit / Loss in 2008

Transfer to legal reserves from profits in 2007

Profit in 2007

Transfer to legal reserves from profits in 2006

Adjustment of Tax Provisions in 2006

Adjustment of Tax Provisions in 2007

Transfer to Capital

Profit in 2006

Profit/ Loss of 2006 and before

Profit/ Loss in Previous Years

31 December 2011

(472)

547.753

(5.747.104)

(3.798.035)

(76.001)

6.142.057

(259.051)

(6.511.000)

(541.655)

(4.921.970)

3.455.472

13.006.443

1.296.437

31 December2010

(472)

--

(5.747.104)

(3.798.035)

(76.001)

6.142.057

(259.051)

(6.511.000)

(541.655)

(4.921.970)

3.455.472

13.006.443

748.684

Staff Expenses

Real Estate Rent Expenses

Electricity, Water and Fuel Expenses

Advertisement Expensesi

Shipping Expenses

Shipping and Travel Expenses

Amortization Expenses

Banking Commission Expenses

Telephone, Fax, Data Line

Maintenance, Insurance Expenses

Taxes and Duty Expenses

Shelves, Signs, Press Expenses

Product, Repair and Exportation

Employee Benefits

Other

Total

1 Jan 2011

31 December 2011

-13.840.149

-14.027.465

-1.486.236

-4.544.491

-392.548

-1.464.746

-2.789.980

-2.832.864

-177.293

-517.504

-588.615

-911.118

-667.744

-102.710

-809.607

-45.153.070

1 Jan 2010

31 December 2011

-8.782.776

-10.466.964

-1.241.743

-1.807.379

-328.553

-1.136.545

-2.270.650

-1.877.721

-159.618

-446.105

-586.543

-593.536

0

-132.861

-876.589

-30.707.583

c) Limited Reserves from Profit www.desa.uk.com

Page 32: Desa Faaliyet Raporu 2011 Eng

b) The detail of general management expenses is as follow:

c)The details of Research and Development Expenses are as follows:

NOTE 30 - EXPENSES ACCORDING TO QUALITIES

The following tables provide important qualities ofexpenses.

NOTE 31 - INCOMES/ EXPENSES FROM OTHER ACTIVITIES

a) The detail of incomes from other activities as follows:

NOTE 34 – DISCONTINUED ACTIVITIES AND ASSETS HELD FOR SALE

None. (31 December 2010 - NONE)

Subvention (Social Security and

Withholding)

Subvention (Turquality and ITKIB)

Out of Sub. Prov. (Prov.for Doutful

Rec. and Canc. of Case Prov.)

Case waiving)

Rental Income

Reclamation Income

Price Difference

Repair Income

Fixed Assets Sales Income

Import Defers

Loss Settlement Income

Sample Income

Promotion of Electricity

Total

1 Jan 2011 31 December 2011

2.346.223

1.394.290

3.282.603

330.588

91.896

21.886

134.092

44.610

409.111

193.882

171.581

--

800.562

9.221.323

1 Jan 2010 31 December 2010

1.922.196

633.048

--

269.266

8.637

120.339

--

142.448

1.501.992

122.486

355.302

28.311

871.291

5.975.316

NOTE 32 - FINANCIAL INCOMES

Interest Income

Exchange Profit

Deferred Finance Income

Total

1 Jan 201131 December 2011

16.511

3.290.415

469.926

3.776.852

1 Jan 201031 December 2010

33

2.941.666

470.094

3.411.793

Personnel expenses

Ellectricity,water and oil expenses

Voyage expenses

Representation and hosting expenses

Maintenance and repair expenses

Employee benefits

Design and modelling expenses

Other

Total

1 Jan 2011 31 December 2011

-1.856.488

-19.253

-2.752

-42.927

-5.173

-23.059

-286.270

-22.845

-2.258.768

1 Jan 201031 December2010

-1.229.739

-15.942

-19.329

-34.817

-9.601

-128.279

0

-85.616

-1.523.323

Fee Expenses

Production Cost Expenses

General Management Expenses

Marketing Sales Distribution Expenses

R&D Expenses

Amortization Expenses

Production Cost Expenses

General Management Expenses

Marketing Sales Distribution Expenses

Idle Capacity Expenses

Total

1 Jan 201131 December 2011

-44.286.427

-22.696.488

-5.893.302

-13.840.149

-1.856.488

-4.309.952

-571.715

-948.257

-2.789.980

0

-48.596.379

1 Jan 201031 December 2010

-33.819.281

-20.124.077

-3.682.689

-8.782.776

-1.229.739

-3.790.822

-595.494

-924.678

-2.270.650

0

-37.610.103

b) The details of expenses from other activities are as follos

Waste due to nonworkers

Equality expenses

Commission on sale premium

Previous term expenses

Property record loss

Receivables waived

6111 numbered Law KV collaterl

enhancement increment

Other

Total

1 Jan 201131 December 2011

-5.695.728

-3.340.169

-277.022

-5.644

-1.008

-126.906

-565.871

-57.068

-10.069.415

1 Jan 201031 December 2010

-

-2.465.326

-

-28.741

-28.896

-239.420

-

-253.042

-3.015.426

Foreign Exchange Losses

Loan Interest Expense

Credit FX Difference

Deferred Financing Expense

C.card / July Biopsies. com-

mission

Import ExportExpenses

Other Financial Expenses

Total

1 Jan 201131 December 2011

-4.275.184

-1.536.386

-812.697

-336.481

-134.662

-3.125.352

-10.052

-10.230.814

1 Jan 201031 December 2010

-1.741.318

-1.504.672

-10.690

-423.653

-279.015

-849.053

-100.419

-4.908.820

NOTE 33 - FINANCIAL EXPENSES

Staff Expenses

Depreciation Expense

Rent Expenses

KKEG

Consulting Expenses

Bank Costs and Commissions

Travel and Road Costs

Tax, Fees

Insurance, Maintenance and Repair Expenses.

Communication Expenses

Electr-Water-Fuel, fuel-oil expenses

Stationery, Advertising Expenses Adv.

Employee Benefits

Other

Total

1 Jan 2011 31 December 2011

-5.893.302

-948.257

-716.875

-837.041

-2.188.952

-169.225

-626.390

-138.173

-188.136

-147.598

-212.926

-139.304

-166.833

-171.139

-12.544.150

1 Jan 2010 31 December 2010

-3.682.689

-924.678

-553.304

-1.036.572

-311.298

-391.508

-411.107

-155.304

-107.751

-157.927

-203.191

-135.615

-310.123

-285.441

-8.666.508

6160

NOTE 35 - TAX AND ASSET LIABILITIES

The corporation tax rate is 20% in Turkey(2010: 20%)and this rate is not accepted under the laws of corporate income tax for certain disallowable ex-penses, tax exemptions(participation exemption) and deductions (such as R & D and the Grants and Aids)further tax reduction apply.

The annual accounting period ends on the first day of fourth month after the monthdepending on their tax returns until the evening of the twenty-fifth day Declared tax,payable in one installment by the end of the declaration is given However, the tax authorities review the accounting records and tax amounts may change if errors are detected

Corporate taxpayers, to be deducted from the current period’s corporate tax 20% on their quarterly financial 20% for fiscal year 2010) rate of tax is tem-porary, and the second month after that period until 14 th and 17 th until evening declared pay.Turkish taxation system, tax losses not exceeding five year period income However, financial losses cannot be deducted from retained earnings

In accordance with the Corporate Tax General Communiqué Serial Numbered 50 in foreign currency gains derived from activities in Free Zones provided that it is verifying the Income Tax Law 75/4 corporation tax and capital gains within the meaning of securities are excluded from the withholding tax base

Tax is payable if the profit is distributed

Full liability by the institutions, the share of profits through a company or a representative who has obtained permanent resident with the exception of institutions or who are exempt from corporation tax and the Income Tax Law, the taxpayer’s doorsteps 75thparagraph 2 (1), (2) and (3) numbered paragraphs of 15% over the dividends tax, whether deemed Karin included in capital, are not considered a distribution of profits

The company’s deferred tax asset of 254 236 TL in the current period, (31 December 2010: deferred tax asset of 528 749 TL) is located, are as follows;

Current Tax Liability

Current Taz Provisions

Prepaid taxes and funds

996.939

(400.874)

596.065

-

-

-

31 December 2011 31 December 2010 Tax expense in income statementCurrent tax liabilityDeferred tax income / (expense)Total tax income / (expense)Relating to continuing operations taxincome / (expense)Relating to discontinued operations taxincome / (expense)

(996.939)(274.513)

(1.264.488)

(1.264.488)

(1.264.488)

-1.161.692

1.161.692

1.161.692-

1.161.692

31 December 2011 31 December 2010

528.749

(274.513)

-

-

254.236

(632.943)

1.161.692

-

-

528.749

Deferred Tax Asset / Liability Actions

Opening balance at 1 Jan

Deferred tax income / (expense)

Financial assets fair value are deducted from fund

Deferred tax asset allowance

Closing balance at end of period

31 December 2011 31 December 2010

Discount on who will purchase

Rees Due from related parties.

Discount on Notes Receivable

Discount on Credit Cards and Comm.

Provision for Doubtful Receivables

Provision for Doubtful Receivables from Related Parties

vacation provision

Provision for Retirement

Yacht. Impairment

Debt / Expenses

Losses from previous years

Dusuk.Karsiligi Financial Value of Investments

Derivative instruments valuation

Deferred Tax Asset

Discount dealers

Discount on Notes Payable

Rees Due to Related Parties

Discount on who will purchase

Rees Due from related parties.

Discount on Notes Receivable

Discount on Credit Cards and Comm.

Provision for Doubtful Receivables

Provision for Doubtful Receivables from Related Parties

70.478

9.198

0

37.644

933.081

0

1.406.176

1.465.699

535.452

0

3.107.074

0

7.564.802

-116.390

-260.822

-39.896

-5.876.522

0

0

0

-6.293.630

1.271.172

14.096

1.840

0

7.529

186.616

0

281.235

293.140

0

107.090

0

621.415

0

1.512.961

-23.278

-52.164

-7.979

-1.175.304

0

0

0

-1.258.725

254.236

38.701

3.087

1.185

52.275

907.432

1.609.015

1.149.371

1.083.295

0

1.358.770

2.065.830

690.225

0

8.959.186

-48.702

-134.963

-35.496

-6.096.277

0

0

-6.315.438

2.643.748

7.740

617

237

10.455

181.486

321.803

229.874

216.659

0

271.754

413.166

138.045

0

1.791.836

-9.740

-26.993

-7.099

-1.219.255

0

0

-1.263.087

528.749

Total Temporary Differences

31 December 2011

Total Temporary Differences

31 December 2011

Deferred Tax Asset/Inc..

31 December 2011

Deferred Tax Asset/Inc..

31 December 2011

www.desa.uk.com

Page 33: Desa Faaliyet Raporu 2011 Eng

Profit per share

Net term profit / (LOSS)

Weighted average number of ordinary shares (each 1 Kr)

Profit per share from continuing and discontinued operations

/ (loss)

Net term profit / (LOSS)

Less: Profit obtained from discontinued operations within the year

Net term profit for the calculation of profit per share

obtained from continuing operations

Profit per share from continuing operations / (loss)

Profit obtained from discontinued operations within the term

Diluted profit per share / (loss)

Profit per share obtained from continuing operations/ (loss)

Profit per share obtained from continuing operations/(loss)

b interest received from related parties, and paidrent and equivalents:

Rents paid to group companies

Rents paid to shareholders

Paid services to group companies

Paid

Office space taken from Partner

Partner with the services billing

From Investment office space

Rental of Motor Vehicles received from Investment

Affiliates of the services bill

Received from Group companies, office space

Interest income from Group companies, which are collected

Group companies in the services bill

Total Collected Amount

31 December 2011

10.388

627.519

100.046

737.952

---

---

305.897

---

1.997.352

24.000

16.344

71.723

2.415.315

31 December 2010

9.376

--

458

9.833

16.992

70.930

250.179

16.515

1.763.495

9.708

33

582

2.128.433

NOTE 36 - EARNINGS PER SHARE Earnings per share in the income statement, the current year profit, the weighted average number of ordinary shares outstanding dur-ing the period concerned.

Companies in Turkey, the current shareholders, retained earnings and revaluation fundsdistributing “bonus shares” can increase This kind of “bonus share” distributions,earnings per share calculations, is evaluated as issued shares Accordingly, the weighted average number of shares, the stock is derived by giving retroactive effect

Earnings per share, net profit with the weighted average number of shares issued has been made in.

There is no preferred stock, in monetary terms. Accordingly, the terms of share groups per share, profit / loss are as follows.

Tax reconciliation

Taxable profit

Calculated tax (2011: 20-2010%: 20%)

The effect of disallowable expenses

The effect of deductions and exemptions

Deferred tax advantages / (expense)

Tax income / (expense)

31 December 2011

2.535.940

(507.188)

(489.751)

---

(274.513)

(1.271.452)

31 December 2010

(613.939)

(122.787)

1.378.670

(94.191)

1.161.692

1.161.692

31 December 2011

1.264.488

4.922.196.986

(0,000257)

1.264.488

1.264.488

(0,000257)

(0,000257)

(0,000257)

31 December 2010

547.753

4.922.196.986

(0,000111)

547.753

547.753

(0,000111)

(0,000111)

(0,000111)

NOTE 37 -RELATED PARTY EXPLANATIONS

a) Transactions made with related parties:

The detail of purchase and sale transactions with related parties is as follows:

Adesa Leather

Samsonite Travel Products

Celet Holding

Desa International Ltd

Desa International (UK) Ltd

Desa SMS Ltd

Serga

Marfar

Yapi Cimento

Marshall Farmer

Melih Celet

Mehmet Celet

Burcu Celet Ozden

Total

3.830,40

5.659.060

--

--

356.447,25

373.544

10.954

--

--

830.990

286.094

277.977

63.447

7.862.345

416.056

2.303.248

74.400

--

397.852

481.052

--

--

600

--

--

--

--

3.673.209

796.441

4.400.777

--

--

--

--

9.833

--

--

--

--

--

--

5.207.051

199.183

5.386.828

87.922

280.588

258.183

314.606

--

530

838

--

--

--

--

6.528.677

31 December 2011

Purchases Sales Purchases Sales

31 December 2010

c) Benefits provided to senior executives:

As of December 2011, fees and other benefits provided to top executives sum is1.05088 million dollar _ December 2010-560262 TL)

6362

NOTE 38 - FINANCIAL INSTRUMENTS AND FINANCIAL RISK MANAGEMENT

The main risks arising from financial instruments including credit risk, liquidity risk, market risk and interest rate and exchange rate risk.

38.1. Credit Risk: Credit risk, uncollected receivables and deposits at banks and credit risk exposures has been committed to customers, in-cluding operations Risk Control customer’s financial position, past experience and other factors, taking into account an evaluation of the qual-ity of the customer’s credit The Company’s management of these risks, limiting the aggregate risk to any individual counter party obtaining guarantee sand, if necessary Government, the parties do not expect a loss because of a default on the performance

38.1.1. Credit risks exposured due to financial instrument types are as follows:

As of 31 December 2011

p.36/a Maximum exposure to credit risk at the reporting date (A + B + C + D + E) (1)p.36/b - Guaranteed part of maximum risk by deposits, etc p.36/c A. Neither past due nor impaired The net book value of financial assets - With collateral part is guaranteedp.36/d B. Conditions renegotiated, otherwise the maturity of the carrying value of financial assets that are past due or impaired (2) p.37/a,c C. The net book value of assets that are past due but not - With collateral part is guaranteedp.37/b,c D. DD. Net book value of impaired assets - Overdue (gross book value) - Impairment (-) - Undue (gross book value) Decrase in value (-) - The part of Net value guaranteed

p.B10 E. Factors including credit risk out of balance

1.257.4360

1.257.436 0

0

0 000000000

12.769.9231.098.689

12.769.923

1.098.689

0 0 00

708.542708.542

00000

1.8220

1.822 00 0

000000000

32.7460

32.746 00 0 000000000

101.8860

101.886 00 000 0 0 0 0 0 0

165.4060

165.406 00 0 000 0 0 0 0 0 0

Receivables

31.12.2011

UFR

S 7

refa

rans

ı

Trade Receivables Other Receivables

Related Party Related PartyOther Party Other PartyDeposit At Banks

Cash and Cash Equiva-lents

(*) The determination of such amounts received as guarantees, loans have not beenconsidered factors that increase reliability.

1) In the table in the area A, B, C, D and E refers to the sum of rows. The determinationof the amount have not been taken into consideration factors that increase the credibility of credit as collateral.2) Not past due or impaired as of 31/12/2011 and Conditions renegotiated Information on the credit quality of trade receivables stated at NOTE: 8 .3) As of 31/12/2011 Information on the ages of past due but not impaired is stated atNOTE: 8

Income tax expense in incomestatement as follows: www.desa.uk.com

Page 34: Desa Faaliyet Raporu 2011 Eng

AS OF 31 December 2010

(*) In determining such amounts, factors providing an increase in loan reliability as well as received deposits are not considered.

38.1.2. Details of collateral held and fair values of receivables are as follows:

Credits may have received for the as of 31 December 2011 the total amount of collateral is1,098,689

38.1.3 Net book value of financial assets or renegotiated with the conditions, otherwise financial assets that are past due or im-paired credit quality of the statement:

Conditions renegotiated, otherwise the company has no financial assets past due or impaired. Collection of past due and impaired finan-cial assets, the average collection of trade receivables is not experienced any trouble suras varies between 15-120 days - December 2010 - None)

38.1.4 Impaired during which impairment losses on financial assets recognized as a factor in the statements:

As of December 2011, which is a subsidiary and because of the low turnover of unconsolidated equity lost its Fashion of Desa Leather International Limited as the amounts due to the asset side _£ 3,107,074) and impairment losses are included in calculating Financial Invest-ments account.

38.1.5 The aging schedule of past due but not impaired financial assets

None_ December 2010 - None

38.1.6 The possession of collateral assets held as security to take over ownership can be acquired through the use of the other factors that increase in credit reliability;

- Nature and book value;

None. _ December 2010 - None)

- If these assets are not already qualified cash equivalents, the use of the business in question approach to disposal of assets or business activities:

None. _ December 2010 - None)

38.2.Likidite risk: Liquidity risk is the possibility to meet the company’s net funding requirements Decrease in credit ratings in the mar-kets, such as the defections or the occurrence of events that culminated in funding resources, expose the Group to liquidity risk Company as at December 2011 and December 2010 have remained exposed to liquidity risk Company to extend the maturity of trade payables, stocks of raw materials instead of new raw material purchase plans to undertake liquidity management by giving weight.

38.2.1.The distribution of derivative and non-derivative financial liabilities accordingly their remaining maturities is as follows:

The obligations of the Company were prepared based upon the earliest dates on which it has to pay and without any discount in the table below. Interests to be paid over obligations in question were included in the table below. The average maturity of trade liabilities is 120 days.

38.3. Market Risk: The possibility of loss because of, exchange rates and stock certificates arising from price changes and the interest arising from fluctuations in financial markets in positions held in and off balance calculations.

38.3.1. Currency Risk: Effects resulting from currency movements in having foreing currency assets, liabilities and off balance liabilities are called currency risks.

Maturities in accordance with the

agreement

Non derivative Financial Liabilities

Bank Credits

Bank Credits ( Drawing )

Margin Buying

Financial Leasing Liabilities Ticari

Trade Liabilities

Other Liabilities

Other Obligations

Derivative Financial Liabilities

Derivative Cash Inflows

Derivative Cash Outflows

65.778.713

18.686.938

3.273.094

0

5

39.125.788

3.979.448

713.441

0

0

0

64.638.149

17.962.830

3.273.927

0

5

38.708.500

3.979.447

713.441

0

0

0

47.437.916

762.597

3.273.927

0

5

38.708.500

3.979.447

713.441

0

0

0

13.353.343

13.353.343

0

0

0

0

0

0

0

0

3.846.890

3.846.890

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

Book TermTotal cash outflow in accordance with the

agreement

Less than 3 months

Between 3-12 months

Between 1-5 years (III)

More than 5 years

Maturities in accordance with the

agreement

Non derivative Financial Liabilities

Bank Credits

Bank Credits ( Drawing )

Margin Buying

Financial Leasing Liabilities

Trade Liabilities

Other Liabilities

Other Obligations

Derivative Financial Liabilities

Derivative Cash Inflows

Derivative Cash Outflows

52.774.891

16.450.186

4.476.578

0

412

28.520.366

2.052.989

1.274.359

0

0

0

52.716.206

16.603.913

4.483.050

0

412

28.301.483

2.052.988

1.274.359

0

0

0

28.533.749

2.538.002

4.483.050

0

0

18.185.349

2.052.988

1.274.359

0

0

0

18.516.982

8.400.543

0

0

306

10.116.134

0

0

0

0

0

5.665.474

5.665.368

0

0

106

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

Book TermTotal cash outflow in accordance with the

agreement

Less than 3 months

(I)

Between 3-12 months

(II)

Between 1-5 years

(III)

More than 5 years(IV)

Current Term:

31 December 2011

31 December 2010Previous Term:

6564

p.36/a Maxium credit risk exposured as of reporting date (A+B+C+D+E) (1) p.36/b - Guaranteed part of maximum risk by deposits,etc.

p.36/c A. Net book value of undue or unimpaired financial assets - Guaranteed part by deposits, etc.p.36/d B. Book cost of financial assets of which conditions are renegotiated or to be assumed as pastdue or deprediation(2)

p.37/a,c C. Net book value of pastdue but unimpaired assets (3) - Guaranteed part by deposits, etc

p.37/b,c D. Net values of impaired assets - Pastdue (gross book value) - Deprediation (-) - Guaranteed part of the net value by deposits, etc. - Undue (gross book value) - Deprediation (-) - Guaranteed part of the net value by deposits, etc. p.B10 E. Factors including off balance credit risk

2.128.2050

2.128.205 0 0 0

0 0

1.609.015(1.609.015)

00000

11.082.3771.365.864

11.082.377

1.365.864

0 0 00

1.116.019(1.116.019)

00000

00 0 0 0 0 0 00000000

28.9090

28.909 0 0 0 0 00000000

704.8650

704.865 0 0

0 0 00 0 0 0 0 0 0

211.9170

211.917 0 0 0 0 00 0 0 0 0 0 0

Receivables

31.12.2011

UFR

S 7

REFE

R-EN

CES

Trade Receivables Other Receivables

Related Party Related PartyOther Party Other Maturities in Banks

Cash and Cash Equiva-lents

www.desa.uk.com

Page 35: Desa Faaliyet Raporu 2011 Eng

6766

(*)Turkish Lira equivalents of related export and import amounts are expressed in buying rate of exchange of CBT( Central Bank of Turkey) on 31 December 2011.

As of 31 December 2011 and 31 December,the distribution of assets and liabilities in foreign currency as follows:

1.Trade Receivables

Netting**

1. Trade Receivables Total

2a. Monetary Financial Assets (Including cash and bank

accounts)

2b.Non-monetary financial assets

3.Other

4. Term Assets (1+2+3)

5. Trade Receivables

6a. Monetary Financial Assets

6b. Non-monetary financial assets

7.Other

8.Real Assets (5+6+7)

9.Total Assets (4+8)

10.Trade Liabilities

11.Financial Liabilities

12a.Monetary Other Liabilities

Netting**

12a.Total

12b.Non Monetary Other Liabilities

13.Short Term Liabilities (10+11+12)

14. Trade Receivables

15. Financial Liabilities

16a. Other Monetary Liabilities

16b. Other Non-monetary Liabilities

17. Long-Term Liabilities (14 +15 +16)

18.Total Liabilities (13 +17)

19. Net asset in off-balance foreign currency/ (liabil-ity) position (19a-19b)

19a. Notional amount of active products in off-balance foreign currency

19b. Notional amount of passive products in off-balance foreign currency

20. Net Foreign Currency Asset / (liability) position (9-18+19)

21. Monetary Items Net Foreign Currency Asset/ (Liability) Position (UFRS 7.B23 (=1+2a+5+6a-10-11-12a-14-15-16a)

22. Fair value of Financal Instruments used for Exhance Hedge

23. The amount of hedged parts of exchange assets

24. The amount of hedged parts of exchange li-

abilities

25.Export

26.Import

2.176.363

0

2.176.363

38.255

172.560

2.417

2.389.595

0

0

0

18.382

18.382

2.407.978

19.132.062

12.219.466

27.036

0

27.036

0

31.378.565

0

3.846.890

0

0

3.846.890

35.225.455

0

0

0

-32.817.477

-33.010.837

106.173.735

68.165.004

85.901

0

85.901

4.596

43.174

245

133.916

0

0

0

9.477

9.477

143.393

1.530.844

2.812.192

368

368

0

4.343.404

0

2.036.577

0

0

2.036.577

6.379.981

0

0

0

-6.236.588

-6.289.485

56.209.294

36.087.143

126.216

0

126.216

8.950

27.281

484

162.931

0

0

0

0

0

162.931

4.255.470

2.826.548

988

988

0

7.083.005

0

0

0

0

0

7.083.005

0

0

0

-6.920.073

-6.947.839

584.730

584.730

2.640

8.344

264

595.979

0

0

0

165

165

596.144

631.497

0

8.203

8.203

0

639.699

0

0

0

0

0

639.699

0

0

0

-43.556

-52.329

0

0

0

0

0

0

0

0

0

0

0

0

0

144.351

0

0

0

0

144.351

0

0

0

0

0

144.351

0

0

0

-144.351

-144.351

0

0

0

0

0

0

0

0

0

0

0

0

0

11.826.873

0

0

0

0

11.826.873

0

0

0

0

0

11.826.873

0

0

0

-11.826.873

-11.826.873

TL Equivalent( Fubnctional

Currency) US Dollars AVRO CHF GBP NOK

EXCHANGE POSITION TABLE31 December 2011

1. Trade Receivables

Netting**

1. Trade receivables total

2a. Monetary financial assets (including cash, bank

accounts)

2b.Non-monetary Financial Assets

3.Other

4. Floating Assets (1 +2 +3)

5. Trade Receivables

6a.Monetary Financial Assets

6b. Non- Monetary Financial Assets

7.Other

8.Real Assets (5 +6 +7)

9.Total Assets (4 +8)

10. Trade Liabilities

11.Financial liabilities

12a. Other Monetary liabilities

Netting **

12a.Total

12b.Other monetary liabilities

13.Short term liabilities (10 +11 +12)

14. Trade Receivables

15. Financial Liabilities

16a. Other Monetary Liabilities

16b. Other Non-monetary Liabilities

17. Long-Term Liabilities (14 +15 +16)

18.Total Liabilities (13 +17)

19. Net asset in off-balance foreign currency/ (liabil-ity) position (19a-19b)

19a. Notional amount of active products in off-balance foreign currency

19b. Notional amount of passive products in off-balance foreign currency

20. Net Foreign Currency Asset / (liability) position (9-18+19)

21. Monetary Items Net Foreign Currency Asset/ (Liability) Position (UFRS 7.B23 (=1+2a+5+6a-10-11-12a-14-15-16a)

22. Fair value of Financal Instruments used for Exhance Hedge

23. The amount of hedged parts of exchange assets

24. The amount of hedged parts of exchange li-abilities

25. Export

26.Import

4.142.788

0

4.142.788

118.726

231.744

9.581

4.502.839

0

0

0

46.621

46.621

4.549.460

12.453.312

11.244.547

729.731

0

729.731

0

24.427.590

40.025

5.665.782

0

0

5.705.807

30.133.397

0

0

0

-25.583.936

-25.871.882

66.997.415

42.527.827

108.515

0

108.515

37.272

37.873

636

184.295

0

0

0

29.901

29.901

214.196

1.731.278

2.006.318

5.759

5.759

0

3.743.354

0

3.664.533

0

0

3.664.533

7.407.887

0

0

0

-7.193.692

-7.262.101

43.335.974

27.508.297

212.299

0

212.299

27.425

78.491

1.076

319.291

0

0

0

0

0

319.291

3.690.699

3.973.832

198.859

198.859

0

7.863.390

19.533

202

0

0

19.735

7.883.125

0

0

0

-7.563.834

-7.643.401

1.482.041

1.482.041

2.050

5.173

2.677

1.491.941

0

0

0

165

165

1.492.106

226.708

0

131.184

131.184

0

357.892

0

0

0

0

0

357.892

0

0

0

1.134.214

1.126.199

0

0

0

6

0

0

6

0

0

0

0

0

6

178.604

0

0

0

178.604

0

0

0

0

0

178.604

0

0

0

-178.598

-178.598

0

0

0

0

0

0

0

0

0

0

0

0

0

5.270.350

0

0

0

5.270.350

0

0

0

0

0

5.270.350

0

0

0

-5.270.350

-5.270.350

TL Karşılığı (Fonksiyonel Para Birimi) ABD Doları AVRO CHF GBP NOK

31 December 2010 www.desa.uk.com

Page 36: Desa Faaliyet Raporu 2011 Eng

38.3.1. Interest Rate Risk Market interest rateslead to price fluctuations in its financial assets of the Company is exposed to interest rate risk. The Company’s interest rate risk relates to thesensitivity mismatch among maturities of assets and liabilities. To meet the obligations of this type of risk is managed by the same interest rate sensitive assets.

If interest was 1% higher/ lower on the basis of 100 points and all other variables remained constant at the reporting date, tax and profit before consolidated equity of participations would be 71.340 TL ( 31.12.2010: 40.138 TL ) lower/higher.

38.4 Sensitivity Analysis Related to Other Risks

None. (31 December 2010: None)

NOTEE 39- FINANCIAL INSTRUMENTS( FAIR VALUE EXPLANATIONS AND EXPLANATIONS WITHIN THE FRAME OF HEDGE AC-COUNTING)

39.1. Financial Instrument Categories

31 December 2011

Financial Assets

Cash and cash equivalents

Trade Receivables

Financial Investments

Financial Obligations

Financial Liabilities

Trade Receivables

31 December 2011

Financial Assets

Cash and cash equivalents

Trade Receivables

Financial Liabilities

Financial Obligations

Financial Liabilities

Trade Liabilities

227.944

-

-

-

-

-

916.782

-

-

-

-

-

14.027.359

-

-

-

-

-

13.207.316

-

-

-

-

-

2.665.363

-

-

-

-

-

38.068

-

-

-

227.944

14.027.359

2.665.363

21.236.758

38.708.499

916.782

13.210.582

38.068

21.086.962

28.301.483

227.944

14.027.359

2.665.363

21.236.758

38.708.499

916.782

13.210.582

38.068

21.086.962

28.301.483

6

10

7,16

8

10

6

10

7,16

8

10

-

-

-

-

-

-

-

-

-

-

-

-

-

21.236.758

38.708.499

-

-

-

21.086.962

28.301.483

Other financial assets shown from amortized values

Credit and Receivables

Financial Assets Ready For Sale

Financials asst. re-flected to fair value income table

Other finan-cial assets shown from amortized values

Registered Value

Current Value

NOTE

Financial assets with fixed interests

Assets of which fair value differential reflected to profit/ loss

Financial assets ready for sale

Other financial assets shown from amortized values

Financial instruments with variable interests

-

-

-

13.653.801

-

7.531.873

-

-

-

10.621.660

-

9.921.432

Current Term Previous TermFinancial Assets

Financial Obligations

Financial Assets

Financial Obligations

INTEREST POSITION TABLE

6968

10% change in U.S. Dollars exchange rate:

1- US Dollars net worth/ obligation

2- US Dollars protected from exchange risk(-)

3- US Dollars Net Action(1+2)10% change in Euro exchange rate:

4- Euro net worth/ obligation

5- Euro protected from exchange risk (-)

6- Euro Net Action (4+5)

10% change in Swiss Francs exchange rate:

7- Swiss Francs net worth/ obligation

8- Swiss Francs protected from exchange risk (-)

9- Swiss Francs Net Action (7+8)

10% change in English Pound exchange rate:

10- English Pound net worth/ obligation

11- English Pound protected from exchange risk (-)

12- English Pound Net Action (10+11)

10% change in Norwegian Kroner exchange rate:

13- Norwegian Kroner net worth/ obligation

14- Norwegian Kroner protected from exchange risk (-)

15- Norwegian Kroner Net Action (10+11)

TOTAL (3+6+9+12+15)

-1.112.145

-1.112.145

-1.549.905

-1.549.905

-29.358

-29.358

270.918

270.918

-137.904

-137.904

-2.558.394

-1.112.145

-1.112.145

-1.549.905

-1.549.905

-29.358

-29.358

270.918

270.918

-137.904

-137.904

-2.558.394

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

Current Period

Profit/Loss Shareholders EquityAppreciation of

Foreign ExchangeAppreciation of

Foreign ExchangeDepreciation of

Foreign ExchangeDepreciation of

Foreign Exchange

Exchange Rate Sensitivity Analysis Table 31 December 2010

10% change in U.S. Dollars exchange rate:

1- US Dollars net worth/ obligation

2- US Dollars protected from exchange risk(-)

3- US Dollars Net Action(1+2)10% change in Euro exchange rate:

4- Euro net worth/ obligation

5- Euro protected from exchange risk (-)

6- Euro Net Action (4+5)

10% change in Swiss Francs exchange rate:

4- Euro net worth/ obligation

5- Euro protected from exchange risk (-)

6- Euro Net Action (4+5)

10% change in English Pound exchange rate:

10- English Pound net worth/ obligation

11- English Pound protected from exchange risk (-)

12- English Pound Net Action (10+11)

10% change in Norwegian Kroner exchange rate:

13- Norwegian Kroner net worth/ obligation14- Norwegian Kroner protected from exchange risk (-)

15- Norwegian Kroner Net Action (10+11)

TOTAL (3+6+9+12+15)

-1.178.029

-1.178.029

-1.691.128

-1.691.128

-28.960

-28.960

-12.705

-12.705

-370.926

370.926

-3.281.748

-1.178.029

-1.178.029

-1.691.128

-1.691.128

-28.960

-28.960

-12.705

-12.705

-370.926

370.926

-3.281.748

-

-

-

-

-

-

-

-

-

-

-

Current Term

Profit/Loss Shareholders Appreciation of

Foreign ExchangeAppreciation of

Foreign ExchangeDepreciation of

Foreign ExchangeDepreciation of

Foreign Exchange

Exchange Rate Sensitivity Analysis Table31 December 2011As of 31 December 2011 and 31 December 2010 exchance rate sensitivity analysis table are as follow:

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Page 37: Desa Faaliyet Raporu 2011 Eng

a) Fair Value

In the case of the future changing of hands of emerging financial assets, the case of fair value settled as a measured by a knowledgeable buyer in a knowledgeable environment of mutual bargaining between the seller of an asset or a liability. The Company’s management determines fair value of financial assets using available market information and appropriate valuation methodologies. To determine the fair value estimates, however, the interpretation of market data must be taken into account. Accordingly, estimates presented indicate the amounts the Company could realize in a current market exchange.

The fair value of securities traded in the stock market is referred to as a “stock exchange listing.” Cash and cash equivalents, short-term trade receivables and payables are assumed to be close to the fair value of the carrying values. Financial assets in foreign currencies approach their carrying values due to fair value as measured at the closing rate.approach

Subsidiaries and affiliates do not see action due to an active market fair value as measured. The company does not intend to remove a disposal of financial instruments.

b) Hedge Accounting

Hedge accounting and hedging machinery (futures contracts, options, forward and swap transactions) and hedged items are denomi-nated in foreign currencies exchange rate, interest rate and the debt and receivables are exposed to price risk exposure in financial statements with explicit commitments not taken from the same effects in the financial statements. By clarifying each other, the change in fair values of financial statements require the representation of profit or loss.

There are three rounds of the hedging relationship:

- Fair value hedge- Cash flow protection- Net investment protection _in subsidiaries outside the country)

NOTE 40 – EVENTS AFTER THE BALANCE DATE

a) The Company’s accounting, finance, human resources, budget planning, existing business processes were in the fastest possible way in the areas of management to take charge of any goodwill allowance management. The Company’s studies of its decisions on its goal of implementing a computing system and an enterprise resource planning (ERP) project, started in 201, are ongoing.

b) In the framework of sales policy pursued by the Company’s management, the objective of enhancing turnover domestically and abroad is represented in the plan to open new stores. These discussions are ongoing and will be available after the balance sheet date.

c) The Company’s financial statements have been approved by the Board at the General Assembly on March 15, 2012. Certain regulatory bodies have the authority to modify the financial statements.

d) The retirement pay ceiling between 01 Jan 2012 - July 1, 2012 was 2805 TL.

NOTE 41 - REQUIRED DISCLOSURE OF SIGNIFICANT FINANCIAL STATEMENTS, AND OTHER MATTERS THAT REQUIRE DISCLOSURE

The Company’s financial statements were prepared comprehensive of incomes and expenses in the Tuzla branch of operations.

7170

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DESA LEATHER INDUSTRY AND TRADE INCHead office and Factory:

Halkali Cad. No:208 34295 Sefakoy Istanbul Turkey • Tel: (0212) 473 18 00 (pbx) • Fax : (0212) 698 98 12 - 697 57 96

Corlu Tannary:

Tabakhaneler Mevkii Kuzey Cad. 2. Sok. No:14 Corlu Turkey • Tel : (0282) 686 31 39 - 40 • Fax : (0282) 686 40 11

Duzce Factory:

1. Organize Sanayi Bolgesi 250 Ada 4 Parsel Beykoy Duzce Turkey • Tel : (0380) 553 73 01 (7 Hat) • Fax : (0380) 553 73 08

DESA Cidde:

King Abdulaziz St. Red Sea Mall No:14 / F Jeddah Saudi Arabia Tel: 00 966 2215009495

Desa Communication Line: 444 DESA - 444 33 72 • www.desa.com.tr – [email protected]

MERSINDesa Forum

Internet Storewww.desa.com.tr

Desa GoDesa Go MuglaDesa Go MarmarisDesa Go AlanyaDesa Go SamsunDesa Go OrduDesa Go ElazıgDesa Go Sanliurfa

TEKIRDAGDesa Çorlu AvantajDesa Orion AVM

LONDRADesa Covent GardenDesa Hampstead

SUUDİ ARABISTANDesa Cidde

72IZMIRDesa Optimum Desa EgsDesa AgoraDesa ForumDesa SelwayDesa Bornova

ISKENDERUNDesa PrimeMall

ANKARADesa MigrosDesa CepaDesa PanoraDesa OptimumDesa KentparkDesa ArmadaDesa Kizilay

ADANADesa SeyhanDesa Real

ANTALYADesa ShemallDesa DeepoDesa Migros

AYDINDesa Soke

AFYONDesa Ilkbal

BALIKESİRDesa Susurluk

BURSADesa Korupark Desa Anatolium

BOLUDesa Highway

BİLECİKDesa Bozoyuk

ISTANBULDesa Atakoy Galleria Desa Beylikduzu MigrosDesa BeyogluDesa CapitolDesa Kozyatagı CarrefourDesa Nisantasi Abdi İpekciDesa ProfiloDesa SuadiyeDesa OliviumDesa FabrikaDesa MetrocityDesa Maltepe CarrefourDesa Ümraniye CarrefourDesa Icerenkoy CarrefourDesa Carousel AVMDesa Idealtepe Desa AstoriaDesa Bahcesehir PrestigeDesa Kartal M1 TepeDesa NautilusDesa PalladiumDesa Istinye ParkDesa Optimum Desa ViaportDesa Atakoy PlusDesa AkbatıDesa Atakoy Konakları

GAZIANTEPDesa CaddeDesa SankoparkDesa Real

DENIZLIDesa Forum

ESKISEHIRDesa NeoDesa Espark

KAYSERIDesa KayseriparkDesa Forum

KONYADesa Kulecity

MALATYADesa Park

Desa ToriumDesa Marmara ForumDesa ArenaparkDesa Sabhiha Gokcen Duty FreeDesa AirportDesa StarCityDesa ForumDesa GoztepeDesa BuyakaDesa Prestige

Contact www.desa.uk.com

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