Академический Документы
Профессиональный Документы
Культура Документы
2 Corporate Profile
4 Financial Highlights
6 Milestones
8 Board of Directors
9 Executive Management
10 Chairman’s Message
12 Activities in 2011
13 Investments
14 Sales and Distribution Network
16 Human Resources Management
18 Quality Assurance and Environmental Investments
22 Social Responsibility
28 Corporate Governance Principles Compliance Report
35 31 December 2011 Independent Auditors’ Report
Banvit continues to pursue
sustainable growth and raise
the standard of quality...
2011 was a successful year for Banvit. We continued our
investments in our processing facilities in Bandırma and
Izmir as well as in feed manufacturing at a fast pace.
In red meat production, we increased the stock in
our feedlots to 26,283 head of cattle by the end of
the year.
While continuing to conduct our R&D activities,
we offered our delicatessen and ready-to-eat
products to international markets under the
Banquet brand.
At Banvit, as a company that operates fully integrated
production systems, we always strive to provide the
best for our customers and give great importance to
addressing public health and environmental issues. At
the same time we remain well aware of and always work
to fulfill our social responsibilities.
We are committed to moving forward together
with our employees and business partners,
adhering to our corporate philosophy of “joining
forces for a better and more prosperous future”
while continuing to pursue sound and sustainable
growth.
2 Banvİt ANNUAL REPORT 2011
Corporate Profile
Banvit is a well-established, innovative and leading food producer, that has
adopted as a corporate principle “moving forward together” with employees,
business partners, customers and consumers.
BANVIT IS A GOOD
CORPORATE CITIZEN OPERATING
FULLY INTEGRATED PRODUCTION
SYSTEMS AND FULFILLING ITS
SOCIAL RESPONSIBILITIES.
Vision
To become one of Europe’s leading
food companies.
Mission
To turn customer expectations into reality through
quality, service and innovation, and to provide customers
the “best value”, while at the same time developing the
best working environment in the sector and maintaining
a high level of environmental awareness at all times.
Objectives
To become a leading food producer both in Turkey and Europe and to sustain
our investments in pursuit of that goal.
Core Values
Integrity, modesty and compassion, self-sufficiency, pursuit of excellence
and caring for our employees and the environment.
Quality Policy
Banvit, with a customer-oriented approach, aims to exceed its own high
standards. In accordance with its vision and objectives, Banvit is committed
to practicing good management, meeting the expectations of customers
and employees, monitoring its systems in order to ensure continuous
improvement, providing all necessary resources, complying with all legal
requirements and following the highest food safety standards in all its
production.
Environmental Policy
Banvit is an environmentally friendly company that strives to define the
environmental aspect and impacts of all its activities; protect and use
natural resources at an optimum level; classify and process waste while
minimizing the amount of waste in order to comply with legal regulations and
all other requirements; contribute to continuous improvement by defining
its environmental purposes and targets; organize training programs for all
its employees to raise the awareness of social responsibility; and control the
environmental impact of its products after they have been used.
Financial Highlights
Though due to market prices the profits were affected in 2011,
Banvit continued its growth momentum by increasing net sales
10.2% and expanding its export volume 36.7%.
Liquidity Ratios
Current Ratio 1.23 1.71 1.26
Acid-Test Ratio 0.87 1.27 0.97
Cash Ratio 0.05 0.03 0.02
Operating Ratios
Asset Turnover 1.60 1.72 1.68
Receivables Turnover 0.12 0.13 0.14
Average Collection Time (Days) 46 47 57
Inventory Turnover 8.50 9.14 8.97
Working Capital Turnover 2.45 2.59 2.54
Net Working Capital Turnover 13.19 6.23 12.19
Profitability Ratios
Net Current Profit (Loss)/Total Assets (0.09) 0.10 0.09
Profit Before Tax (Loss)/Shareholders’ Equity (0.47) 0.35 0.45
Operating Profit (Loss) Margin 0.003 0.09 0.09
Gross Profit (Loss) Margin 0.12 0.21 0.22
Net Profit (Loss)/Net Sales (0.05) 0.06 0.06
Net Profit (Loss) Growth (%) (201.36) 33.49 203.71
5
10%
Committed to increasing added value
every year, Banvit with its performance
Net Sales (TL)
11 1,116,294,969
10 1,002,379,302
in 2011, continued to be the leader in the
industry and increased net sales 10.2%. 09 791,600,038
37%
Banvit increased its export volume
36.7% in 2011.
Export Volume (TL)
11
10
09
86,472,596
54,739,160
32,911,020
5%
Banvit, as one of the leading
companies in the sector, grew its
Workforce
11
10
3,254
3,085
workforce 5.2% compared to the
preceding year. 09 2,654
6 Banvİt ANNUAL REPORT 2011
Milestones
2011
2004 2009
The new feed mill with a production By increasing the capacity of processing Bandırma and Izmir plants’ total
capacity of 100 tons per hour became plants in Bandırma and Izmir, the total poultry, turkey, redmeat and further
operational. broiler processing capacity of Banvit was processed meat production capacity
raised to 29,000 birds per hour. has reached 230,871 tons/year.
2006
In addition to the calf farm operation The feed mill in Romania began Bandırma, Izmir and Eskişehir plants’
in Bandırma, construction of a production. total broiler chicken feed and cattle
48,000-cattle feedlot and supporting feed production capacities have
feed mill began. A cattle slaughterhouse in Bandırma reached 122 tons/hour and 133,000
was acquired and “Banvit Kırmızı” brand tons/year, respectively.
2007 products were launched to consumers.
A hatchery with a capacity of 345,000 Bandırma and Izmir facilities
eggs per week was commissioned 2010 with total domestic waste water
in Romania, together with the The Eskişehir cattle feed factory began refinement and solid waste
construction of new breeder farms. production. treatment capacities of 8,500 m3/day
and 450 tons/day, respectively.
The Armutlu-Izmir turkey processing
plant was modified for chicken
processing, increasing the total chicken
production capacity to 22,000 per hour.
Board of Directors
1 2 3
1- Ömer Görener
Chairman of the Board
2- Alan Perese
Vice-Chairman of the Board
3- Mohamed Badawy Al-Husseiny
Board Member
4- Erol Turgut Görener
Board Member
5- Esra Görener Christoffel
Board Member
4 5
9
Executive Management
1 2 3
4 5 6
1- Ömer Görener
Chairman of the Board
2- Erol Turgut Görener
Board Member and General Manager
3- Zafer Bilgi
Live Operations Director
4- Mevlüt Solmaz
Logistics Director
5- Nerdin Alp
Sales and Marketing Director
6- Özkan Kılıç
Internal Audit Director
10 Banvİt ANNUAL REPORT 2011
Chairman’s Message
In the coming years, we aim to expand geographically
our export activities and increase our exports tonnage as
well as its share in total turnover.
Dear Banvit Members, Our consolidated turnover Today, the Turkish food sector has
increased by 10% to TL 1,116 million attained European standards in
In 2011, we celebrated our 43rd while total exports increased terms of production technology,
anniversary. It was a year that by 46% to USD 51 million as product quality and processes,
will be remembered as a difficult result of continuous efforts. while being audit by both internal
year for the agricultural and In the coming years, we aim to and independent auditors and
stockbreeding sectors as well expand geographically our export public authorities. Important
as for Banvit. Difficulty existed activities and increase our exports steps have been taken by the
in obtaining raw materials tonnage as well as its share in Ministry of Agriculture, Food and
in our country and generally total turnover. We still believe Animal Husbandry, to achieve and
throughout the world, exchange that we can attain the greatest create its own brands that even
rate fluctuations, increasing increase in export volume when we surpass European standards in
production costs and unfair are able to export poultry products numerous fields. It is obvious
competition induced by red meat to EU countries. that the food sector will ride high
import policies on domestic in coming years as a result of
stockbreeders resulted in negative At the present time, great ongoing efforts. However, despite
numbers on our balance sheet for importance is attached to food favorable developments both
the year. Liberating meat imports production, especially animal for our sector and our country,
while ignoring domestic red meat protein production. It has groundless statements made
production costs forced many become the main topic on the by non-specialists, deliberately
domestic producers to shut down public agenda. We believe that or innocently, are not useful,
production while the merchants the food issue will gain more scientific facts based on analytical
from the import lobby seized their strategic importance in the near examinations. The information
opportunities. Fortunately, the future and become the number pollution and chaotic atmosphere
issue was quickly remedied, albeit one item on global agendas due created by these individuals
partially, but red meat costs still to continuously growing world are inflicting heavy damage on
remain at a level favorable for population and consumption our sector. Consequently, the
imports. coupled with limited production consumption of animal-originated
areas and elevating production protein such as meat, milk, eggs
But still we preserved our costs. and fish in our country, are at very
optimistic attitude during this low levels compared to those in
period as we did in past sectoral developed countries. Therefore
crises. We maintained our growth consumption of vital protein
and investments in line with our resources by consumers, parents
revised objectives in an attempt and their children are lowered.
to minimize the effects during this
transition period. Production of
healthy food for our consumers
never waivered.
11
Ömer Görener
Chairman of the Board
10%
and the brands they prefer is a our 43-year history have been
universal right, while the right confirmed by this transaction.
to seek out the origin of all Secondly, it indicates that the
products purchased, not only food national poultry sector and our
products, is an everlasting right Company have a promising future
Our consolidated turnover
and a requirement of democracy. and is closely watched by investors increased by 10% to
Setting aside legal sanctions, abroad. TL 1,116 million.
accountability, auditability,
transparency, production In early March, we were saddened
ethics, quality assurance and by the untimely passing of Mr. Valid
environmental management Faruk Ebubekir, who had served
systems are the cornerstones of as a member of the Board of
our customer-oriented approach Directors and Vice President of our
and a requirement of our Company from 1984 until 2011. He
sustainability principle. We are shall always by remembered with
always ready to satisfy any inquiry respect. Our condolences go to his
in this respect. immediate family and friends.
Ömer Görener
Chairman
12 Banvİt ANNUAL REPORT 2011
ACTIVITIES IN 2011
Banvit’s R&D activities are strategically focused, as the Company develops new as
well as refines and modifies existing products to attain the best possible results.
INVESTMENTS
With new silos added to the feed factory in Romania in 2011, the facility’s feedstock
storage capacity expanded to 22,000 tons.
Sales Areas
Branches
7
Adana, Ankara, Antalya, Ataşehir, Ayazağa,
Bodrum, Bursa, Çiğli, Esenboğa, Fethiye,
Hadımköy, Izmir, Izmit, Kadıköy, Kartal,
Kayseri, Mahmutbey, Mersin, Muğla,
Samsun, Sarnıç, Söke, Topkapı, Trakya.
2 2
Dealers
2
2
Adıyaman, Afyon, Ağrı, Alanya, Amasya, 2
Arnavutköy, Ayvacık, Balıkesir, Bandırma,
Batman, Beypazarı, Cizre, Çanakkale,
Çorum, Denizli, Diyarbakır, Elazığ, Elbistan,
Erzurum, Eskişehir, Gaziantep, Hatay,
Iğdır, Isparta, Inegöl, Kahramanmaraş,
Kars, Kastamonu, Kaş, Keşan, Konya,
3
Körfez, Malatya, Nevşehir, Ordu,
Orhangazi, Polatlı, Rize, Siirt, Sivas,
Şanlıurfa, Tatvan, Tavşanlı, Trabzon, Van,
Zonguldak.
* In provinces with more than one distribution outlet, the count is 3
given in numbers.
2
15
2
16 Banvİt ANNUAL REPORT 2011
25,381
total training
hours conducted
The Company also organizes social Employees are provided with Banvit’s Occupational Health and
activities for personnel including personal protective wear and Safety Board is composed of
culture and nature outings for equipment for use against work safety experts, a workplace
staff members and their families. physical, chemical and biological doctor, managers and worker
hazards that may arise within their representatives. In this way,
In addition, Banvit aims to respective fields of work. Suitable representatives at all levels help
strengthen the dedication and warning signs are prominently identify possible hazards and
boost the motivation of employees displayed. develop suitable intervention
by distributing gifts and presents methods.
related to social, cultural and Emergency drills, which enable
personal development. employees to be well prepared
for emergency situations, are
New laws and developments conducted regularly. Employees
pertaining to occupational health are also trained in how to respond
and safety are closely observed, and act accordingly in these
and employees are given relevant situations.
training in these issues.
18 Banvİt ANNUAL REPORT 2011
Every year, the Company’s production activities in the localities surveys are also taken into
administrative and production where they are taking place but account when determining Banvit’s
staff undergo the Department’s also of the new investments that environmental impact.
environmental information and it is planning. The results of this
awareness training. monitoring are evaluated, and based As a result of such efforts by the
on the Company’s findings, measures Company and of its fulfillment of
This training is comprehensive and are taken to prevent and/or correct regulatory requirements, Banvit’s
covers a wide range of topics which problems. compliance with EIA regulations
include the different types of solid, pertaining to “slaughterhouse and
liquid, gaseous, and hazardous waste; Environmental impact assessments advanced processing and rendering
waste management and separating (EIA) are carried out to determine the operations” has been certified by the
waste materials at their source; potential effects (whether negative Ministry of Environment and Forestry
waste disposal areas; the use of or positive) that a project in planning (ruling # 835 dated 5 June 2003).
natural resources; the Company’s may have on the environment. Such
environmental objectives and targets, assessments also involve identifying Ministry-approved Laboratory
environmental policies, and legal measures that are to be taken to The Banvit Live Operations Diagnosis
accountabilities; and how to deal with prevent or at least minimize any and Analysis Laboratory received
emergencies. Every training program adverse effects; identifying and the Poultry Diseases Diagnostics
is completed with an examination evaluating site and technology Laboratory license following the
administered to employees to selection options; and monitoring inspection and approval by the
measure the effectiveness of the and controlling environmental impact Ministry of Agriculture and Rural
training. during the project implementation Affairs’ General Directorate of
stage. Protection and Control.
Banvit conducted 93 training
programs related to the ISO 14001 With regard to ISO 14001 In order to minimize any risks that
Environmental Management System Environmental Management System may be caused by microbiological
in 2011. activities, Banvit conducts an annual factors during poultry meat
survey during which other concerns in production processes, Banvit
Environmental Impact areas where its production complexes implements all necessary control
Assessment are located are queried for their views measures. To this end, the Company’s
Banvit keeps a continuous and close about the Company’s environmental salmonella reduction program has
watch on the potential environmental performance. The results of these been continued; additionally, routine
impact, not only of its existing
21
controls and checks are carried All Banvit consumers may access
out in breeder, incubation, broiler, these records at www.banvit.com, and
feed and rendering units by the Live monitor production details pertaining
Operations Diagnosis and Analysis to Banvit chicken, turkey, red meat
Laboratory. In addition, by taking and ready-to-eat products.
samples, salmonella controls of the
broiler flocks are finalized before their Thanks to the traceability system, it is
processing. also possible to trace the production
dates from all Banvit feed mills in
Bio-security Measures relation to the feed consumed by
In 2011, Banvit continued to chickens, turkeys and cattle during all
implement bio-security measures production periods, including related
at the highest level for the hatchery laboratory Quality Assurance records.
as well as for breeders, broilers and
turkey farms. Vehicle and human Cold Chain Monitoring System
disinfection efforts continued without Originally introduced in 2006, Banvit’s
interruption at all facilities and farms, cold chain has been methodically
and all unauthorized visits were extended to allow monitoring of
banned. system temperatures throughout all
of its delivery vehicles and storage
All farm owners and workers facilities.
employed at these farms attend
collective training sessions, twice a It is critically important that
year, during spring and autumn, to extremely heat-sensitive foods such
ensure that the food safety measures as poultry and red meat be supplied
are applied in a more effective way. safely and securely to consumers
In addition, the quick test procedure, without any interruption in the cold
applied by the veterinary surgeon chain.
before the transfer of chickens to the
slaughterhouse, continued in 2011 as Thanks to its cold chain monitoring
an additional link in the food safety system, Banvit is able to achieve
chain. 100% control over the temperature system’s scope was substantially
of its products as they move through expanded to include the gathering
Traceability System the distribution process. not just of temperature data but
The principle of traceability, which also of location, humidity, and other
Banvit has been implementing since Because of this system, Banvit can information aboard vehicles at nearly
2000, became a legal requirement in intervene immediately any time there 1,300 data collection points. With
Turkey in 2004 with new legislation, is an adverse change in temperature these new additions to the monitoring
“The Law on the Production, aboard any distribution vehicle. system, it is now possible for Banvit
Consumption and Inspection of Food”. to also track the movements of
In this way, it is possible for the feed, livestock, chicks, and
As a company that holds preliminary products to be transported and to eggs that are the critical inputs in
export authorization for the EU, Banvit reach consumers in fresh, safe, and the integrated production of the
is able to trace back all its products, wholesome condition without the goods that the Company supplies to
fresh or frozen. This retroactive slightest lapse in the cold chain. consumers. The Banvit Cold Chain and
traceability is enabled by detailed Monitoring System is the first and
electronic records kept at every stage As a result of activities carried out largest fully integrated system of its
of the production process. in 2010, the cold chain monitoring kind in Turkey.
22 Banvİt ANNUAL REPORT 2011
Social Responsibility
With its social responsibility initiatives in education, sports and health, Banvit not only
offers healthy products to consumers but also strives to add value to their lives.
Banvit’s Understanding of Social health disorders, mainly those of a The project conducted training
Responsibility developmental and obesity related sessions at select schools in the
Banvit not only produces healthy and nature. Foods that are high-calorie referenced cities, facilitated by
safe food for consumers but also yet of low nutritious value are very 40 professionally qualified Banvit
develops and undertakes various often and automatically consumed instructors and 550 teachers of the
projects, particularly in matters of by children at school, out of school Ministry of National Education. The
social concern involving education, and at home. The unilateral nutrition teachers received project trainer
sports and health. mode and excessive consumption of certification upon completing the
so-called junk foods together with a training seminar.
Smart and Healthy Meals sedentary lifestyle adversely affect
for Children the physical and mental development The project adopted the “Nutrition
The “Akıllı Çocuk Sofrası” (Smart of children. According to a report Pyramid” concept for the training
and Healthy Meals for Children) issued by Turkey’s State Planning module. Instructors explained key
Project, launched by Banvit in 2008, Organization, the two main reasons points to consider for good daily
is a corporate social responsibility for unhealthy nutrition are a lack of nutrition including diet, food groups,
project that aims to raise awareness basic knowledge and education and the importance of regular meals and
among primary school students low socio-economic conditions. the formula to balance healthy foods
about the importance of adequate and fast foods. The training sessions
and balanced nutrition. Banvit’s Smart and Healthy Meals also informed students about the
for Children Project aims to remedy importance of physical activity
Project Development the basic knowledge deficit and and engaging in physical exercise
Inadequate and unbalanced lack of education about nutrition. to live a healthy life; basic rules of
nutrition, an ever-increasing problem Producing healthy products for the hygiene, germs, and contamination
among children, is the cause of many development of new generations, and prophylactic methods were also
Banvit, as a socially responsible covered during the training sessions.
company, strives to raise awareness
of the importance of adequate and During the first phase activities,
balanced nutrition, primarily among Banvit worked in collaboration
children. with the Terakki Foundation
Schools to support the content of
First Phase Activities the training program which was
The first phase of the project, which organized with the consultation of
was implemented in collaboration Hacettepe University, Nutrition and
with the Ministry of National Dietetic Department. As a result
Education and with the consultation of this collaboration, after a 16-
of Hacettepe University’s Nutrition week working period, the cartoon
and Dietetic Department, reached characters “Cem and Cemile” were
some 862,080 students at 1,082 created by 44 elementary school
elementary schools in Adana, Ankara, students of a Foundation school.
Antalya, Bursa, Istanbul and Izmir as
well as 23,207 teachers during the
2008-2009 academic year.
23
Social Responsibility
The “Akıllı Çocuk Sofrası” (Smart and Healthy Meals for Children) Project
received the “Health Awareness-Raising” award designation by the
Turkish Association of Corporate Social Responsibility.
The success of the Smart and In 2007, Banvit launched a Recognizing that families have a
Healthy Meals for Children Project scholarship program in collaboration strong influence on the educational
was recognized with the first with the Bandırma Branch of process and progress of their
prize in the “Health Awareness the Association in Support of children, the project also provides for
Activity” category of the “Corporate Contemporary Life in order to help communications with the parents
Social Responsibility Solutions address this issue in Bandırma, of students to raise their awareness
Marketplace” program held by the where the Company’s main and improve their perceptions of
Turkish Association of Corporate production facilities are located. In education.
Social Responsibility at Kadir Has 2011, the “Girls Go to School with
University at the end of 2011. Banvit” project, a school program for
girls, completed its fourth year.
Girls Go to School with Banvit
In Turkey, many young girls still have The scholarship program provides
difficulty accessing educational support to 100 girls of elementary
opportunities or they lack them school age who encounter difficulties
completely. The Bandırma district accessing educational opportunities.
of Balıkesir is one area that suffers The project aims to assist girls
from the problem of immigration due with education as well as with their
to industrialization and the problem personal life, encouraging their
of non-schooled girls. personal development through social
activities that are held.
26 Banvİt ANNUAL REPORT 2011
Social Responsibility
The Young Banviters Basketball Team, made up of junior players from
the Banvit Basketball Club, won the championship in the Turkish Men’s
Basketball Minor League, making the Company proud.
The Banvit Basketball Club The Young Banviters Basketball Team basketball facilities for the counties
The Banvit Basketball Club, which has of the Banvit Basketball Club, made in the region in order to encourage
been active for 18 years, first started up of junior players from the Club, youth to participate in sports, the
with games under the Company won the championship in the Turkish Banvit Basketball Club provides
umbrella and participated in local Men’s Basketball Minor League, sporting opportunities for hundreds
tournaments. Subsequently, it joined making the whole Company proud. of amateurs by means of the street
the Turkish Premier Basketball The champion squad is currently basketball tournaments it holds
League and played on EU basketball playing in the Premier League under during the summer.
courts, becoming a model among the name “Bandırma Red Basketball
corporate sports teams in Turkey. Club”, along with Banvit BC. The Banvit Basketball Club and
Basketball School has constructed
Banvit Basketball Club has played Sports and Urban Life an ultra-modern indoor basketball
in the Turkish Men’s Basketball The Banvit Basketball Club’s support court that serves as a model
Premier League for last eight years of basketball contributes not only to throughout Turkey and plays
and ranked second last season, the physical and mental well-being of a significant role in attracting
meeting Galatasaray Cafe Crown young people but also to their social attention to this sport all year round.
in the semi-final game. In addition, development. The Club stimulates
Banvit BC qualified to participate in the economy of Bandırma and
the playoffs in the Euro league, the revitalizes social interaction within
number one cup in Europe, during the the community, while celebrating
2011-2012 basketball season. the province abroad in domestic
and European cup matches. Having
constructed modern outdoor
27
The aim of training at Banvit production process with a view to loyalty. Our retailing and corporate
is to help individuals develop producing wholesome and reliable customers have the right to
themselves and adapt to food products. perform both scheduled and
changes that will improve their unscheduled inspections of Banvit
performance. Care is taken to In 2011, Banvit also obtained the facilities themselves and to have
design training programs that BRC (British Retail Consortium such inspections performed by
will help individuals develop the Global Standard for Food Safety) independent firms.
competencies to enable them to Food Safety Certificate.
perform their job better and reach Production processes at all
their performance targets and Beginning from 2011, the audits of suppliers’ premises are monitored
career objectives. our current suppliers, on behalf of and problems are addressed.
Banvit, are handled through audit Inspection reports are sent to
Banvit’s salary policy ensures companies. suppliers following inspections,
that all employees receive with the purpose of enabling
remuneration commensurate The Product Management them to take the necessary
with their position and standard Department performs a customer actions and implement the
of living. This policy has been survey every year. According to the necessary improvements. Food
further supported by performance results of this survey, problems are safety standards are taken into
management systems developed identified and efforts are made to consideration and Hazard Analysis
separately for administrative and resolve them. Critical Control Points (HACCP),
production staff. The Company’s ISO 22000 requirements are
intend is to meet employees’ The free customer hotline is followed up in the inspection of
career expectations and to create accessible around the clock the suppliers that produce food
a real difference in their lives after and complaints, problems and or packaging material which may
joining the Banvit family. suggestions are quickly addressed. come into contact with the food.
15. Relations with Customers The sources of complaints, 16. Social Responsibility
and Suppliers suggestions and requests Please refer to the Social
In accordance with its reaching the Quality Assurance Responsibility section of the
commitment to maximize Department, branches and dealers Annual Report.
customer satisfaction, Banvit are investigated, necessary
obtained the ISO 9001: 2008 corrective action is taken, and 17. Environmental Activities
Quality Management Systems the relevant companies and Liquid Waste Household and
Certificate that requires products individuals receive prompt replies. industrial liquid waste is treated
and services, in compliance with Also, on a regular basis our retail in separate biological treatment
relevant laws, to be continuously and corporate clients inspect or facilities. Some 5,160 m3 tons of
improved in response to changing have third parties inspect Banvit industrial liquid waste is treated
customer requirements. facilities with or without prior daily.
notifications.
Banvit holds the ISO 22000: Approximately 125 tons of
2005 Food Safety Management Marketing Department employees household liquid waste is treated
Certificate, which concurrently responsible for customer relations each day. As it relates to the
contains the HACCP Food Safety visit customers frequently, discharge of such waste and the
System Certificate as well. This attempt to solve problems swiftly, permit for such discharge, an
demonstrates the reliability of the and ensure that measures are Environment Permit Certificate
Company’s products and ensures taken in response to customer was granted by the Provincial
that all necessary measures are suggestions. In short, they do Environment and Urbanism
taken at critical points in the their best to improve customer Directorate in electronic
environment, with the Article dated
March 16, 2011 and no.: 10.
31
There are no restrictions on Board Strategic Objectives Company’s policies, plans and
Members accepting other duties The Company’s strategic procedures. Efforts are made
outside the Company, and there objectives are not publicly to take all necessary action to
are no specific rules in this regard. announced in order to keep prevent abuse. Regulatory changes
Furthermore, the Company’s them from becoming known by and advances in technology are
Articles of Association also do competitors and to prevent the closely monitored to ensure a
not contain any provisions in this Company from suffering the more effective internal audit,
respect. There are no independent adverse effects that might follow. and the necessary changes
Board Members. and improvements are made to
21. Risk Management and the audit mechanism. Reports
19. Qualifications of Board Internal Audit prepared as a result of audit work
Members The Board of Directors has put are submitted to the General
The qualifications for Board in place a risk management and Manager and the Board of
Members are compatible with internal audit mechanism. Directors.
the provisions of Articles 3.1.1,
3.1.2 and 3.1.5. of Part IV of the The Risk Management System 22. Duties and Obligations of
Capital Markets Board’s Corporate A management letter is prepared Board Members and Executives
Governance Principles. These and submitted to management Board Members and senior
qualifications are not included in each year by an independent audit executives are responsible for
the Articles of Association. firm. The letter discusses the achieving the objectives set forth
risks that the Company may be in the Company’s mission and
20. Mission, Vision and faced with, together with pertinent vision statements. The Company
Strategic Objectives remedial action. In preparing the is managed and represented by
management letter in subsequent the Board of Directors. The Board
Vision years, risks mentioned in of Directors is authorized to take
The vision of Banvit is to become earlier letters are deleted if the all action compatible with the
one of Europe’s leading food appropriate measures have been objectives and lines of activity of
companies. taken. the Company.
Introduction
We have audited the accompanying consolidated financial statements of Banvit Bandırma Vitaminli Yem Sanayii Anonim Şirketi and
its subsidiaries (“the Group”), which comprise the consolidated statement of financial position as at 31 December 2011, and the
consolidated statements of comprehensive income, changes in equity and cash flows for the year then ended, and notes, comprising
a summary of significant accounting policies and other explanatory information.
Management is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with
International Financial Reporting Standards, and for such internal control as management determines is necessary to enable the
preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.
Auditors’ Responsibility
Our responsibility is to express an opinion on these consolidated financial statements based on our audit. We conducted our audit
in accordance with International Standards on Auditing. Those standards require that we comply with relevant ethical requirements
and plan and perform the audit to obtain reasonable assurance whether the consolidated financial statements are free of material
misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.
The procedures selected depend on our judgement, including the assessment of the risks of material misstatement of the
consolidated financial statements, whether due to fraud or error. In making those risk assessments, we consider internal control
relevant to the entity’s preparation and fair presentation of the consolidated financial statements in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the
entity’s internal control. An audit also includes evaluating the appropriateness of accounting principles used and the reasonableness
of accounting estimates made by management, as well as evaluating the overall presentation of the consolidated financial
statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Opinion
In our opinion, the consolidated financial statements give a true and fair view of the consolidated financial position of the Group
as at 31 December 2011, and of its consolidated financial performance and its consolidated cash flows for the year then ended in
accordance with International Financial Reporting Standards.
Istanbul, Turkey
30 March 2012
38 Banvİt ANNUAL REPORT 2011
The accompanying notes are an integral part of these consolidated financial statements
39
Non-controlling interest -- --
Liabilities
Loans and borrowings 21 163,139,199 131,731,485
Derivative financial liabilities 22 1,772,605 2,295,162
Employee benefits 23 3,354,490 3,025,356
Deferred income 24 6,473,062 3,773,129
Deferred tax liabilities 12 -- 1,060,564
Provisions 25 1,034,676 845,074
Trade and other payables 26 472,931 122,996
Total non-current liabilities 176,246,963 142,853,766
The accompanying notes are an integral part of these consolidated financial statementsstatements
40 Banvİt ANNUAL REPORT 2011
Attributable to:
Owners of the Company (59,191,575) 58,697,491
Non-controlling interest -- --
Profit / (loss) for the year (59,191,575) 58,697,491
The accompanying notes are an integral part of these consolidated financial statements
Currency Non- Total
Share Treasury Other Translation Retained controlling Shareholders
Capital Shares Reserves Differences Earnings Total interest Equity
Balance at 1 January 2010 110,296,826 (23,534,752) -- (865,298) 43,797,036 129,693,812 -- 129,693,812 Currency: TL
Transactions with owners, recorded
directly in equity
Sale of treasury shares -- 23,534,752 4,588,170 -- -- 28,122,922 -- 28,122,922
Total transactions with owners, recorded directly in
equity -- 23,534,752 4,588,170 -- -- 28,122,922 -- 28,122,922
Total comprehensive income for the year
Currency translation difference -- -- -- (450,954) -- (450,954) -- (450,954)
Profit for the year -- -- -- -- 58,697,491 58,697,491 -- 58,697,491
for the Year Ended 31 December 2011
Balance at 1
January 2011 110,296,826 -- 4,588,170 (1,316,252) 102,494,527 216,063,271 -- 216,063,271
Transactions with owners, recorded directly in equity
Dividend distribution -- -- -- -- (20,024,536) (20,024,536) -- (20,024,536)
Total transactions with owners, recorded directly in
equity -- -- -- -- (20,024,536) (20,024,536) -- (20,024,536)
Total comprehensive income for the year
Currency translation difference -- -- -- 16,006,726 -- 16,006,726 -- 16,006,726
Loss for the year -- -- -- -- (59,191,575) (59,191,575) -- (59,191,575)
Total comprehensive income -- -- -- 16,006,726 (59,191,575) (43,184,849) -- (43,184,849)
Banvit Bandırma Vitaminli Yem Sanayii Anonim Şirketi
The accompanying notes are an integral part of these consolidated financial statements
41
42 Banvİt ANNUAL REPORT 2011
The accompanying notes are an integral part of these consolidated financial statements
43
1 Reporting entity
Banvit Bandırma Vitaminli Yem Sanayi A.Ş. (the “Company”) was established in Bandırma in 1968. 20.45 % shares of Banvit are listed
on the İstanbul Stock Exchange. The address of Company’s registered office is Balıkesir Asfaltı 8. Km 10201 Bandırma/Turkey.
For the purpose of these consolidated financial statements, Company and its consolidated subsidiaries are referred to as the
“Group”.
The operations of Company consist of production, slaughtering and marketing of animal feed, breeding eggs, one-day-old chicks,
live turkeys, live chickens, processed turkeys, processed chickens, veal and red meat. Banvit expanded its product range by adding
salami, frankfurter, fagot and ham to cooked meatball, kebab, doner, burger and coated products.
At 31 December 2011, the Company has 3,238 employees (31 December 2010: 3,076).
2 Basis of Preparation
The Company maintains its books of account and prepare its statutory financial statements in Turkish Lira (“TL”) in accordance
with Turkish commercial practice and tax regulations. The foreign subsidiaries maintain their books of account and prepare their
statutory financial statements in their local currencies and in accordance with the laws and regulations in force in the countries
where they are registered.
The accompanying consolidated financial statements are based on these statutory records with adjustments and reclassifications
for the purpose of fair presentation in accordance with International Financial Reporting Standards (“IFRS”). The consolidated
financial statements are approved by the management on 30 March 2012.
The accompanying consolidated financial statements are prepared on the historical cost basis except that biological assets are
measured at fair value less point of sale costs.
The accompanying consolidated financial statements are presented in TL which is the Company’s functional currency. All financial
information presented in full TL.
(*) Banvit Foods S.R.L. represents the subsidiary of Nutrinvestments B.V. with a 100% of ownership.
(**) Agrafood S.R.L. represents the subsidiary of Nutrinvestments B.V. with a 99.99% of ownership.
The preparation of consolidated financial statements in conformity with IFRSs requires management to make judgements,
estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income
and expenses. Actual results may differ from these estimates.
45
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the
period in which the estimates are revised and in any future periods affected.
Information about significant areas of estimation uncertainty and critical judgements in applying accounting policies that have the
most significant effect on the amounts recognised in the consolidated financial statements is included in the following notes:
The accounting policies set out below have been applied consistently to all periods presented in these consolidated financial
statements, and have been applied consistently by the Company. Certain comparative amounts have been reclassified to conform to
the current period’s presentation.
The consolidated financial statements include the accounts of Group on the basis set out in the section below:
• The financial statements of the subsidiary included in the consolidation have been prepared as of the date of the consolidated
financial statements in compliance with IFRS.
• Subsidiary is an enterprise that is controlled by the Company. Control exists when (a) Banvit holds more than 50% of the voting
power, directly or indirectly; or (b) Banvit holds shares less than 50% but still has the authorization and power to control the
enterprise’s financial and operational policies for the interest of the Company.
The subsidiaries included in consolidation and the companies’ shareholding percentages in them at 31 December are as follows:
* Banvit Enerji, getting the necessary licence from Energy Market Regulatory Authority (EMRA), was founded and set up on May
14th, 2009 for the purpose of establishing, commencing and renting manufacturing plants to have the energy sources turned
into electrical energy in those plants, producing electrical energy, selling the produced electrical energy and/or the capacity of the
produced energy to the customers. Since the transactions of Banvit Enerji related to the licenses are ongoing, only the expenses
related to the establishment of the Company has been reflected in the consolidated financial statements.
46 Banvİt ANNUAL REPORT 2011
• The statements of financial position and statements of comprehensive income are consolidated on a line-by-line basis. All inter-
company investments, receivables, payables, dividends received and paid and other inter-company transactions reflected in the
statements of financial position and statements of comprehensive income are eliminated in preparing the consolidated financial
statements. The results of the subsidiaries are included in or excluded from the consolidation from their effective dates of
acquisition or disposal, respectively.
• The equity and net income attributable to non-controlling interests are shown separately in the consolidated statement of financial
position and consolidated statement of comprehensive income, respectively.
2005 was a monitoring year for the inflation in Turkey. Due the decreasing trend in inflation rate and the sustained positive trends
in qualitative factors such as the economic growth for the last three years, financial and economic stabilization, and the decreasing
interest rates, Turkey is considered non-hyperinflationary economy under IAS 29 starting from 1 January 2006. Therefore, the
non monetary items of Banvit and its subsidiaries in the accompanying consolidated financial statements have been restated
for the effects of changes in the general purchasing power of Turkish Lira as of 31 December 2005 based on IAS 29, however, the
application of this standard has ceased in 2006.
Transactions in foreign currencies are translated to TL at the foreign exchange rates ruling at the date of the transactions. Monetary
assets and liabilities denominated in foreign currencies at the reporting date are retranslated to TL at the foreign exchange
rates ruling at that date. Non-monetary assets and liabilities those are measured in terms of historical cost in a foreign currency
are translated using the exchange rate at the date of the transaction. Foreign exchange differences arising on translation are
recognized in profit or loss.
47
The assets and liabilities of foreign operations are translated into the reporting currency of Banvit at the rate of exchange ruling
at the reporting date. The income and expenses of foreign operations are translated into the reporting currency at the weighted
average exchange rates for the period. The foreign currency differences are recognized directly in equity, under “Foreign Currency
Translation Reserve”. When a foreign operation is disposed of, in part or in full, the relevant amount in the foreign currency
translation reserve is transferred to profit or loss.
Foreign currency translation rates used by the Company as of respective periods are as follows:
Dates USD / TL EUR / TL
The Group initially recognizes loans and receivables and deposits on the date that they are originated.
The Group derecognizes a financial asset when the contractual rights to the cash flows from the asset expire, or it transfers the
rights to receive the contractual cash flows on the financial asset in a transaction in which substantially all the risks and rewards of
ownership of the financial asset are transferred. Any interest in transferred financial assets that is created or retained by the Group
is recognized as a separate asset or liability.
Financial assets and liabilities are offset and the net amount presented in the statement of financial position when, and only when,
the Group has a legal right to offset the amounts and intends either to settle on a net basis or to realize the asset and settle the
liability simultaneously.
Non-derivative financial assets of the Group comprise loans, cash and cash equivalents and receivables.
Loans and receivables
Loans and receivables are financial assets with fixed or determinable payments that are not quoted in an active market. Such assets
are recognised initially at fair value plus any directly attributable transaction costs. Subsequent to initial recognition loans and
receivables are measured at amortised cost using the effective interest method, less any impairment losses.
Cash and cash equivalents comprise cash balances and call deposits with original maturities of six months or less.
The Group initially recognises debt securities issued and subordinated liabilities on the date that they are originated. All other
financial liabilities (including liabilities designated at fair value through profit or loss) are recognised initially on the trade date at
which the Group becomes a party to the contractual provisions of the instrument.
The Group derecognises a financial liability when its contractual obligations are discharged or cancelled or expire.
48 Banvİt ANNUAL REPORT 2011
Financial assets and liabilities are offset and the net amount presented in the statement of financial position when, and only when,
the Group has a legal right to offset the amounts and intends either to settle on a net basis or to realise the asset and settle the
liability simultaneously.
The Group has the following non-derivative financial liabilities: loans and borrowings and trade and other payables.
Such financial liabilities are recognised initially at fair value plus any directly attributable transaction costs. Subsequent to initial
recognition these financial liabilities are measured at amortised cost using the effective interest method.
The derivative financial instruments of the Group consist of interest swap transactions. These derivative financial instruments, even
though providing effecting economic hedges under the Group risk management position, do not qualify for hedge accounting under
the requirements of IAS 39 “Financial Instruments : Recognition and Measurement”, and therefore accounted for as derivatives held
for trading in the consolidated financial statements.
Items of property, plant and equipment are measured at cost less accumulated depreciation and impairment losses. The costs
of items of property, plant and equipment purchased before 31 December 2005 are restated for the effects of inflation in TL unit
current at 31 December 2005 pursuant to IAS 29.
Cost includes expenditures that are directly attributable to the acquisition of the asset. The cost of self-constructed assets
includes the cost of materials and direct labour, any other costs directly attributable to bringing the asset to a working condition for
its intended use, and the costs of dismantling and removing the items and restoring the site on which they are located. Purchased
software that is integral to the functionality of the related equipment is capitalized as part of the equipment. Borrowing costs
related to the acquisition or constructions of qualifying assets are capitalized during the period.
When parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items (major
components) of property, plant and equipment.
The cost of replacing part of an item of property, plant and equipment is recognised in the carrying amount of the item if it is
probable that the future economic benefits embodied within the part will flow to the Company and its cost can be measured reliably.
The costs of the day-to-day servicing of property, plant and equipment are recognised in profit or loss as incurred.
49
(iii) Depreciation
Depreciation is recognised in profit or loss on a straight-line basis over the estimated useful lives of each part of an item of
property, plant and equipment. Leased assets are depreciated over the shorter of the lease term and their useful lives. Land is not
depreciated.
The estimated useful lives for the current and comparative periods are as follows:
Description Year
Building 15 - 50
Land improvements 15 - 25
Machinery and equipment 2 - 15
Vehicles 4-5
Furniture and fixtures 3 - 15
Leasehold improvements 5 - 15
Leasehold improvements are amortized over the periods of the respective leases, also on a straight-line basis. Depreciation
methods, useful lives and residual values are reassessed at the reporting date.
(i) Goodwill
Goodwill represents the excess of the cost of the acquisition over the fair value of identifiable net assets of an acquired subsidiary
at the date of acquisition. Since 1 January 2005; goodwill is no longer amortised but is subject to annual impairment testing. Goodwill
is reflected at cost less accumulated impairment losses, if any.
Other intangible assets that are acquired by the Company, which have finite useful lives, are measured at cost less accumulated
amortization and accumulated impairment losses.
Expenditure on research activities, undertaken with the prospect of gaining new scientific or technical knowledge and
understanding, is recognized in profit or loss when incurred.
Subsequent expenditure is capitalized only when it increases the future economic benefits embodied in the specific asset to which it
relates. All other expenditure, including expenditure on internally generated goodwill and brands, is recognised in profit or loss when
incurred.
(v) Amortization
Amortization is recognized in profit or loss on a straight-line basis over the estimated useful lives of intangible assets, other than
goodwill, from the date that they are available for use. Intangible assets are amortized on a straight-line basis over their estimated
useful lives of 3-15 years.
50 Banvİt ANNUAL REPORT 2011
3 Significant accounting policies (continued)
The Company’s biological assets comprise of breeder chickens, calves, broiler daily chickens, broiler turkeys and breeder pullets.
Calves are measured at fair value less point-of-sale costs, with any change therein recognized in profit or loss. Point-of-sale costs
include all costs that would be necessary to sell the assets.
Breeder chickens (chickens kept for broiler breeding purposes), broiler daily chickens, broiler turkeys and breeder pullets are
measured at cost less any accumulated depreciation and accumulated impairment losses. There is no active market for these
biological assets. Breeder chicks are amortised in one year due to their economic useful lives.
Leases in terms of which Company assumes substantially all the risks and rewards of ownership are classified as finance leases.
Upon initial recognition the leased asset is measured at an amount equal to the lower of its fair value and the present value of the
minimum lease payments. Subsequent to initial recognition the asset is accounted for in accordance with the accounting policy
applicable to that asset.
Other leases are operating leases and, the leased assets are not recognised on Company’s consolidated statement of financial
position.
(i) Inventories
Inventories are measured at the lower of the cost and net realizable value. The cost of inventory includes expenditures incurred in
acquiring the inventories and bringing them to their existing location. Unit cost of inventories is determined by the weighted average
method. Net realizable value is the estimated selling price in the ordinary course of business, less the estimated cost of completion
and selling expenses.
(j) Impairment
An impairment loss in respect of a financial asset measured at amortized cost is calculated as the difference between its carrying
amount, and the present value of the estimated future cash flows discounted at the original effective interest rate.
Individually significant financial assets are tested for impairment on an individual basis. The remaining financial assets are assessed
collectively in groups that share similar credit risk characteristics.
An impairment loss is reversed if the reversal can be related objectively to an event occurring after the impairment loss was
recognized. For financial assets measured at amortized cost, the reversal is recognized in profit or loss.
51
The carrying amounts of the Company’s non-financial assets are reviewed at each reporting date to determine whether there is any
indication of impairment. If any such indication exists then the asset’s recoverable amount is estimated.
An impairment loss is recognized if the carrying amount of an asset or its cash-generating unit exceeds its recoverable amount.
A cash-generating unit is the smallest identifiable asset group that generates cash flows that largely are independent from other
assets and groups. Impairment losses are recognized in profit or loss. Impairment losses recognized in respect of cash-generating
units are allocated first to reduce the carrying amount of any goodwill allocated to the units and then to reduce the carrying amount
of the other assets in the unit (group of units) on a pro rata basis.
The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its fair value less costs to sell. In
assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that
reflects current market assessments of the time value of money and the risks specific to the asset.
In respect of other assets, impairment losses recognized in prior periods are assessed at each reporting date for any indications
that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the estimates used
to determine the recoverable amount. An impairment loss is reversed only to the extent that the asset’s carrying amount does not
exceed the carrying amount that would have been determined, net of depreciation or amortization, if no impairment loss had been
recognized.
In accordance with existing social legislation in Turkey, the Company is required to make lump-sum payments to employees whose
employment is terminated due to retirement or for reasons other than resignation or misconduct. The computation of the liability
is based upon the retirement pay ceiling announced by the Government. Such payments are calculated on the basis of 30 days’
pay, (limited to a maximum of TL 2,732 at 31 December 2011) per year of employment at the rate of pay applicable at the date
of retirement or termination. Employee benefits represent the present value of the estimated future probable obligation of the
Company arising from the retirement of the employees and calculated in accordance with the Turkish Labour Law. It is computed
and reflected in the financial statements on an accrual basis as it is earned by serving employees.
The reserve has been calculated by estimating the present value of future probable obligation of the Company arising from the
retirement of the employees.
The Company pays contributions to the Social Security Institution of Turkey on a mandatory basis. The Company has no further
payment obligations once the contributions have been paid. The contributions are recognized as employee benefit expense when
they are due.
(l) Provisions
A provision is recognized when the Company has a present obligation (legal or constructive) as a result of a past event and it is
probable that an outflow of resources embodying economic benefits will be required to settle the obligation, and a reliable estimate
can be made of the amount of the obligation. Where the effect of the time value of money is material, the amount of a provision is
the present value of the expenditures expected to be required to settle the obligation.
52 Banvİt ANNUAL REPORT 2011
(m) Revenue
Goods sold
Revenue from the sale of goods is measured at the fair value of the consideration received on receivable, net of returns and
allowances, trade discounts and volume rebates. Revenue is recognized when the significant risk and rewards of ownership have
been transferred to the buyer, recovery of the consideration is probable, the associated costs and possible return of goods can be
estimated reliably. Transfer of risks and rewards vary depending on the individual terms of the contract of sale.
Government grants
All government grants including the nonmonetary incentives that are carried at fair value are recognized in the consolidated financial
statements provided that the Company fulfills the necessary requirements to receive such incentives. Government grants related to
the assets are booked as deferred income in financial position.
Payments made under operating leases are recognized in profit or loss on a straight-line basis over the terms of the lease. Lease
incentives received are recognized as an integral part of the total lease expense, over the term of the lease.
Minimum lease payments made under finance leases are apportioned between finance expense and the reduction of the
outstanding liability. The finance expense is allocated to each period during the lease term so as to produce a constant periodic rate
of interest on the remaining balance of the liability. Contingent lease payments are accounted for by revising the minimum lease
payments over the remaining term of the lease when the lease adjustment is confirmed.
Finance income comprises interest income on funds invested, unearned interest income and foreign currency gains. Interest income
is recognized as it accrues, using the effective interest method.
Finance expenses comprise interest and commission expenses on borrowings, unearned interest expense and foreign currency
losses. All borrowing costs are recognized in profit or loss using the effective interest method.
Income tax expense just comprises deferred tax, since any current year corporate tax has been recognized. Income tax expense is
recognized in profit or loss except to the extent that it relates to items recognized directly in equity, in which case it is recognized in
equity.
Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at the
reporting date, and any adjustment to tax payable in respect of previous years.
53
Deferred tax is recognized in respect of temporary differences between the carrying amounts of assets and liabilities for financial
reporting purposes and the amounts used for taxation purposes. Deferred tax is not recognized for the following temporary
differences: the initial recognition of goodwill, the initial recognition of assets or liabilities in a transaction that is not a business
combination and that affects neither accounting nor taxable profit, and differences relating to investments in subsidiaries and
jointly controlled entities to the extent that they probably will not reverse in the foreseeable future. Deferred tax is measured at the
tax rates that are expected to be applied to the temporary differences when they reverse, based on the laws that have been enacted
or substantively enacted by the reporting date.
Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets, and they
relate to income taxes levied by the same tax authority on the same taxable entity, or on different entities, but they intend to settle
current tax liabilities and assets on a net basis or their tax assets and liabilities will be realised simultaneously.
A deferred tax asset is recognized to the extent that it is probable that future taxable profits will be available against which
temporary difference can be utilised. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it
is no longer probable that the related tax benefit will be realized.
The Company presents basic earnings per share (EPS) data for its ordinary shares. Basic EPS is calculated by dividing the profit or
loss attributable to ordinary shareholders of the Company by the weighted average number of ordinary shares outstanding during
the period.
For the purpose of the consolidated financial statements, the shareholders, key management personnel and the Board members,
and in each case, together with their families and companies controlled by/affiliated with them; investments and joint ventures are
considered and referred to as the related parties.
An operating segment is a component of the Group that engages in business activities from which it may earn revenues and incur
expenses including revenues and expenses that relate to transactions with any of the Group’s other components. All operating
segments’ operating results are regularly reviewed by the Group management to make decisions about resources to be allocated to
the segment and assess its performance, and for which discrete financial information is available.
A number of new standards, amendments to standards and interpretations explained below are not yet effective as at 31 December
2011, and have not been applied in preparing these consolidated financial statements:
• The amendments to IAS 1 Presentation of Items of Other Comprehensive Income require that an entity present separately the
items of other comprehensive income that would be reclassified to profit or loss in the future if certain conditions are met from
those that would never be reclassified to profit or loss. The amendments are effective for annual periods beginning on or after 1 July
2012. The Group has not had an opportunity to consider the potential impact of the adoption of this standard.
54 Banvİt ANNUAL REPORT 2011
• The amendments to IAS 12 Deferred Tax: Recovery of Underlying Assets introduce an exception to the general measurement
requirements of IAS 12 Income Taxes in respect of investment properties measured at fair value. The amendments are effective for
annual periods beginning on or after 1 January 2012. The Group has not had an opportunity to consider the potential impact of the
adoption of this standard.
• IFRS 10 Consolidated Financial Statements supersedes IAS 27 (2008) and SIC-12 Consolidation—Special Purpose Entities and
becomes effective for annual periods beginning on or after 1 January 2013.
• IFRS 11 Joint Arrengements supersedes IAS 31 and SIC-13 Jointly Controlled Entities—Non-Monetary Contributions by Venturers and
becomes effective for annual periods beginning on or after 1 January 2013.
• IFRS 12 Disclosure of Interests in Other Entities contains the disclosure requirements for entities that have interests in
subsidiaries, joint arrangements, associates and/or unconsolidated structured entities and becomes effective for annual periods
beginning on or after 1 January 2013.
• IFRS 13 Fair Value Measurement replaces the fair value measurement guidance contained in individual IFRSs with a single source of
fair value measurement guidance and becomes effective for annual periods beginning on or after 1 January 2013. The Group has not
had an opportunity to consider the potential impact of the adoption of this standard.
• IAS 27 Separate Financial Statements (2011) supersedes IAS 27 (2008) and becomes effective for annual periods beginning on or
after 1 January 2013.
• IAS 28 Investments in Associates and Joint Ventures (2011) supersedes IAS 28 (2008) and becomes effective for annual periods
beginning on or after 1 January 2013.
• Amendments to IAS 19 Employee Benefits includes changes in the accounting of defined benefit plans. The amendments are
effective for annual periods beginning on or after 1 January 2013. The Group has not had an opportunity to consider the potential
impact of the adoption of this standard.
• IFRS 9 Financial Instruments could change the classification and measurement of financial assets and becomes effective for
annual periods beginning on or after 1 January 2015. The Group has not had an opportunity to consider the potential impact of the
adoption of this standard.
55
A number of the Company’s accounting policies and disclosures require the determination of fair value, for both financial and
non-financial assets and liabilities. Fair values have been determined for measurement and / or disclosure purposes based on the
following methods. Where applicable, further information about the assumptions made in determining fair values is disclosed in the
notes specific to that asset or liability.
The fair value of property, plant and equipment is carried at cost and is considered to approximate its respective carrying amount.
The fair value of calves is based on the market price of the calves of similar age and breed.
The fair value of trade and other receivables is estimated as the present value of future cash flows, discounted at the market rate of
interest at the reporting date.
The fair value of trade and other payables is estimated as the present value of future cash flows.
The fair value of interest rate swap is based on broker quotes. Those quotes are tested for reasonableness by discounting estimated
future cash flows based on the terms and maturity of the contract and using market interest rate for a similar instrument at the
measurement date. Fair values reflect the credit risk of the instrument and include adjustments to take account of the credit risk of
the Group entity and counterparty when appropriate.
5 Segment Reporting
The Company’s principal activity is made of production and sales of chicken, convenience and charcuterie, feed, veal and turkey.
The Company’s management follows the Group activities on the basis of the main product group and the domestic and overseas
activities. On the other hand, since the nature and the economic characteristics of the products of each main product group, sales
channels, customer needs and the classification of the customers according to their risks, the legislation affecting the Company’s
activities are the same and the activities of the Company other than Turkey do not have importance in the total activity, financial
information has not been reported through segment reporting.
56 Banvİt ANNUAL REPORT 2011
For the years ended 31 December, revenues and cost of revenues are as follows:
7 Personnel expenses
2011 2010
Wages and salaries 68,291,867 53,120,541
Compulsory social security contributions 11,677,573 15,315,799
Increase in reserve for employee severance indemnity 329,134 777,632
Total personnel expenses 80,298,574 69,213,972
57
8 Administrative expenses
For the years ended 31 December, administrative expenses comprised the following:
2011 2010
Payroll expenses 14,175,589 11,198,015
Consultancy expenses 1,959,630 1,612,425
Outsourcing expenses 2,045,968 2,299,008
Bad debt allowance 3,059,998 205,094
Representation expenses 1,931,299 2,106,072
Depreciation and amortization expenses 698,780 1,456,153
Security expenses 1,383,767 1,111,203
Rent expenses 858,445 526288
Taxes and duties 1,142,200 1,456,153
Communication expenses 702,279 817,202
Maintenance expenses 490,079 330,487
Insurance expenses 439,676 410,171
Lawsuit expenses 489,960 -920,608
Vehicle expenses 358,693 730,178
Others 5,735,445 3,821,809
Total 35,471,808 27,159,650
For the years ended 31 December, selling, marketing and other distribution expenses comprised the following:
2011 2010
Transportation expenses 31,147,899 26,881,366
Sales commissions 19,379,993 17,507,415
Sponsorship expenses 14,356,254 11,836,273
Advertisement expenses 8,188,459 13,437,999
Rent expenses 3,564,021 1,750,399
Payroll expenses 10,586,748 9,262,129
Vehicle expenses 2,822,653 3,582,667
Export expenses 1,761,181 1,205,212
Depreciation and amortization expenses 730,689 1,622,909
Premiums for sales personnel 2,715,262 635,328
Personnel accommodation expenses 1,161,365 1,310,025
Electricity expenses 792,030 882,870
Others 2,032,734 6,049,717
Total 99,239,288 95,964,309
58 Banvİt ANNUAL REPORT 2011
For the years ended 31 December, other income and expenses comprised the following:
2011 2010
Other income
Insurance claim income 1,887,178 1,933,986
Salvage income 626,192 199,462
Rent income 262,092 190,101
Gain on sale of fixed assets, net 225,464 133,496
Others 3,644,064 2,231,796
Other income 6,644,990 4,688,841
Other expense
Flood damage expenses (1,314,567) --
Reconciliation difference expenses (259,578) (270,493)
Others (1,115,723) (325,969)
Other expense (2,689,868) (596,462)
For the years ended 31 December, net finance costs comprised the following:
2011 2010
Finance income
Rediscount income on financial liabilities 994,928 596,830
Interest income 1,324,778 887,992
Interest swap transaction fair value adjustment 522,557 --
Total finance income 2,842,263 1,484,822
2011 2010
Finance costs
Foreign exchange loss, net (55,003,916) (2,136,810)
Borrowing expenses (19,012,867) (13,781,601)
Rediscount expenses on financial assets (2,178,732) (650,733)
Interest swap transaction fair value adjustment -- (1,332,967)
Commissions and other expenses (1,048,080) (804,855)
Total finance cost (77,243,595) (18,706,966)
Net finance cost (74,401,332) (17,222,144)
2011 2010
Foreign currency translation differences for foreign operations 16,006,726 (450,954)
Finance income/(expense) recognised directly in equity 16,006,726 (450,954)
59
12 Income taxes
In Turkey, corporate income tax is levied at the rate of 20% on the statutory corporate income tax base, which is determined by
modifying accounting income for certain exclusions and allowances for tax purposes.
There is also a withholding tax on the dividends paid and is accrued only at the time of such payments. The withholding tax rate
on the dividend payments other than the ones paid to the non-resident institutions generating income in Turkey through their
operations or permanent representatives and the resident institutions is 15 percent. In applying the withholding tax rates on
dividend payments to the non-resident institutions and the individuals, the withholding tax rates covered in the related Double Tax
Treaty Agreements are taken into account. Appropriation of retained earnings to capital is not considered as profit distribution and
therefore is not subject to withholding tax.
According to the Corporate Tax Law, 75% of the capital gains arising from the sale of tangible assets and investments in equity
shares owned for at least two years are exempted from corporate tax on the condition that such gains are reflected in the equity
with the intention to be utilised in a share capital increase within five years from the date of the sale. The remaining 25% of such
capital gains are subject to corporate tax.
The transfer pricing provisions have been stated under the Article 13 of Corporate Tax Law with the heading of “disguised profit
distribution via transfer pricing”. The General Communique on disguised profit distribution via transfer pricing dated 18 November
2007 sets details about implementation. If a tax payer enters into transactions regarding sale or purchase of goods and services
with related parties, where the prices are not set in accordance with arm’s length basis, then related profits are considered to be
distributed in a disguised manner through transfer pricing. Such disguised profit distributions through transfer pricing are not
accepted as a tax deductible for corporate income tax purposes.
The tax legislation does not permit a parent company and its subsidiaries to file a consolidated tax return. Therefore, provision for
taxes shown in the consolidated financial statements reflects the total amount of taxes calculated on each entity that are included
in the consolidation.
Tax losses can be carried forward to be offset against future taxable income for up to five years. Tax losses cannot be carried back.
There is no procedure for a final and definitive agreement on tax assessments. Companies file their tax returns within four months
following the close of the accounting year to which they relate. Tax returns are open for five years from the beginning of the year
that follows the date of filing during which time the tax authorities have the right to audit tax returns, and the related accounting
records on which they are based, and may issue re-assessments based on their findings.
The consolidated subsidiaries of Nutrinvestment B.V. in Romania, Banvit Foods S.R.L. and Agrafood S.R.L. are subject to income tax at
the rate of 16% (31 December 2010: 16%).
60 Banvİt ANNUAL REPORT 2011
Total income tax benefit/(expense) recognized in the consolidated income statement is as follows:
2011 2010
Current tax expense (158,307) (18,269,527)
Deferred tax benefit 12,213,456 2,404,583
Income tax benefit / (expense) 12,055,149 (15,864,944)
The total taxation charge is different than the amount computed by applying the statutory tax rate to income before tax, as shown
in the following reconciliation for the period ended 31 December 2011 and 2010:
2011 2010
In accordance with the tax legislation in Turkey, tax payments that are made in advance during the year are being deducted from the
total final tax liability of the fiscal year. Accordingly, the taxation charge on income is not equal to the final tax liability appearing on
the statement of financial position. Taxes payable on income at 31 December 2011 and 2010 comprised the following:
2011 2010
Taxes payable on income 158,307 18,269,527
Less: Corporation taxes paid in advance (116,428) (21,158,155)
Taxes payable/(prepaid tax) on income 41,879 (2,888,628)
12 Income taxes (continued)
Bonus provisions -- -- -- -- -- --
Other temporary differences 1,707 30,440 -- -- 1,707 30,440
Deferred tax assets/(liabilities) 15,861,507 2,647,549 (4,708,615) (3,708,113) 11,152,892 (1,060,564)
Set off tax (4,708,615) (2,647,549) 4,708,615 2,647,549 -- --
Net deferred tax assets/(liabilities) 11,152,892 -- -- (1,060,564) 11,152,892 (1,060,564)
61
12 Income tax expense (continued)
Currency: TL
12.3 Deferred tax assets and liabilities (continued)
Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and when the deferred income taxes
relate to the same fiscal authority.
Deferred tax assets amounting to TL 2,271,725 (31 December 2010: TL 1,468,584) have not been recognised because it is not probable that future taxable profit will be available
62 Banvİt ANNUAL REPORT 2011
against which Banvit Foods S.R.L. and Agrafood S.R.L. can utilise the benefits therefrom.
The Company recognized the deferred tax arising from the current year tax losses since it is probable that future taxable profit will be available to utilize the benefit therefrom.
31 December 2011 121,667,057 18,710,110 263,796,911 17,927,988 5,318,177 24,124,187 5,006,027 456,550,457
Notes to the Consolidated Financial Statements
Accumulated Depreciation
1 January 2011 (17,356,962) (2,573,708) (168,398,226) (14,061,073) (3,097,209) (9,358,438) -- (214,845,616)
Disposals 36,713 -- 91,741 91,095 203,626 -- -- 423,175
Depreciation for the year (2,921,488) (282,730) (17,012,011) (895,821) (481,746) (1,551,066) -- (23,144,862)
Impairment -- -- -- -- -- -- (1,671,448) (1,671,448)
Translation difference 216,264 (74,170) 340,072 71,806 (88,721) 11,548 -- 476,799
31 December 2011 (20,025,473) (2,930,608) (184,978,424) (14,793,993) (3,464,050) (10,897,956) (1,671,448) (238,761,952)
Banvit Bandırma Vitaminli Yem Sanayii Anonim Şirketi
As at 31 December 2011, total insurance on property, plant and equipment is TL 550,008,016 (31 December 2010: TL 557,316,704).
The Company has mortgaged its property, plant and equipment at an amount of TL 113,334,000 (USD 60,000,000 equivalent) for IFC loan and loans received from a private bank (31
December 2010: TL 92,760,000; USD 60,000,000 equivalent).
63
13 Property, plant and equipment (continued)
Currency: TL
Movements of property, plant and equipment and related accumulated depreciation at 31 December 2010 is as follows:
Land and Land Machinery and Furniture and Motor Leasehold Construction
Building Improvements Equipment Fixtures Vehicles Improvements in Progress Total
Cost
64 Banvİt ANNUAL REPORT 2011
1 January 2010 86,270,983 15,093,591 197,570,752 16,133,793 3,869,967 21,674,934 4,173,622 344,787,642
Additions 4,623,609 2,959,554 14,574,464 1,446,411 425,190 438,030 26,264,643 50,731,901
Disposals -- -- (192,117) (711,882) (10,169) -- (70,973) (985,141)
Transfers 12,428,499 -- 10,200,305 -- -- 651,965 (23,280,769) --
Translation difference (1,693,248) (145,584) (728,643) -- (58,657) -- (242,413) (2,868,545)
31 December 2010 101,629,843 17,907,561 221,424,761 16,868,322 4,226,331 22,764,929 6,844,110 391,665,857
as at and for the Year Ended 31 December 2011
Notes to the Consolidated Financial Statements
Accumulated Depreciation
1 January 2010 (15,328,863) (2,335,756) (156,629,213) (13,227,629) (2,800,578) (7,844,945) -- (198,166,984)
Disposals -- -- 29,563 75,150 4,338 -- -- 109,051
Depreciation for the year (2,151,077) (237,952) (12,040,038) (908,594) (305,526) (1,513,493) -- (17,156,680)
Translation difference 122,978 -- 241,462 -- 4,557 -- -- 368,997
Net book value 31 December 2009 70,942,120 12,757,835 40,941,539 2,906,164 1,069,389 13,829,989 4,173,622 146,620,658
Banvit Bandırma Vitaminli Yem Sanayii Anonim Şirketi
Net book value 31 December 2010 84,272,881 15,333,853 53,026,535 2,807,249 1,129,122 13,406,491 6,844,110 176,820,241
65
14 Intangible assets
Movements of intangible assets and related accumulated amortization 31 December 2011 and 2010 are as follows:
31 December 2011
Goodwill Software Licenses Total
Cost
1 January 2011 6,569,965 6,169,051 1,887,202 14,626,218
Additions -- 1,335,531 189,253 1,524,784
Accumulated Amortization
1 January 2011 (2,463,736) (4,706,233) (815,969) (7,985,938)
Amortization for the year -- (870,836) (112,851) (983,687)
31 December 2010
Goodwill Software Licenses Total
Cost
1 January 2010 6,569,965 4,981,329 1,364,266 12,915,560
Additions -- 1,187,722 522,936 1,710,658
Accumulated Amortization
1 January 2010 (2,463,736) (4,060,776) (745,116) (7,269,628)
Amortization for the year -- (645,457) (70,853) (716,310)
The Company acquired 99.99% shares of Tadpi in 2001 in order to benefit facilities of Tadpi for turkey production. Up to 31 December
2004, goodwill was amortized over a period of 10 years based on the management expectation on the economic value of the
goodwill. As from 1 January 2005, based on the transitional provisions of IFRS 3, goodwill is no longer amortised but is now subject
to annual impairment testing. At 31 December 2011, the goodwill recognized from the acquisition of Tadpi has been carried in the
consolidated financial statements with net book value of TL 4,106,229. In 2011, an impairment test has been implemented by the
Company and no impairment has been noted on the net book value of goodwill.
66 Banvİt ANNUAL REPORT 2011
15 Biological assets
Breeder chickens those have useful life of 1 year, the calves that have useful life less than 1 year, broiler daily chickens, broiler turkeys
and breeder pullets are classified as biological assets.
2011 2010
Calves 69,134,467 60,602,395
Broiler daily chickens 21,196,346 20,854,839
Breeder chickens 16,646,964 15,114,867
Breeder pullets 7,539,183 6,840,239
Broiler turkeys 3,153,209 3,308,338
(*) Change arising from physical changes mainly composed of feed consumptions, raiser costs, medicine, care costs. Effect of price
changes derives from fair value increase and decreases.
(ii) Movements of broiler daily chickens at 31 December 2011 and 2010 are as follows:
2011 2010
Balance at 1 January 20,854,839 15,146,944
Additions 73,514,131 60,337,141
Change arising from physical changes(*) 384,451,207 294,388,044
Broiler daily chickens transferred to inventory (457,623,831) (349,017,290)
(*) Change arising from physical changes mainly composed of feed consumptions, raiser costs, medicine, and care costs.
67
(iii) Movements of breeder chickens at 31 December 2011 and 2010 are as follows:
31 December 2011
Accumulated Net carrying
Cost amortization amount
Six month old breeder pullets are transferred to breeder chickens since they start to lay eggs.
(iv) Movements of breeder pullets at 31 December 2011 and 2010 are as follows:
2011 2010
Balance at 1 January 6,840,239 6,369,675
Additions 7,638,584 8,694,664
Change arising from physical changes(*) 16,454,391 18,002,627
Currency translation difference 9,395,093 (291,667)
Transfers to breeder chickens (32,789,124) (25,935,060)
Ending Balance 7,539,183 6,840,239
(*) Change arising from physical changes mainly composed of feed consumptions, raiser costs, medicine, and care costs.
(v) Movements of broiler turkey at 31 December 2011 and 2010 are as follows:
2011 2010
Balance at 1 January 3,308,340 2,452,268
Additions 3,652,254 3,396,596
Change arising from physical changes(*) 14,627,636 16,671,377
Broiler turkeys transferred to inventory (18,435,021) (19,211,903)
(*) Change arising from physical changes mainly composed of feed consumptions, raiser costs, medicine, and care costs.
68 Banvİt ANNUAL REPORT 2011
The Group exposed to financial risks those are emanated from price changes resulted from competitive environment, disease risk
for biological assets, changes in consumer prices, input prices for feed production and other probable price changes in feed raw
materials resulted mainly from drought. Primarily, the Group holds decrease of market prices risk as experienced in the prior years as
a result of bird influenza for chickens and other various diseases for calves. In order to avoid the risks specified, the Group attempts
to keep up quality level of disinfection and provident care and insure the biological assets for these risks.
As at 31 December 2011; total insurance on biological assets is TL 77,289,811 (31 December 2010: TL 58,553,612).
16 Inventories
2011 2010
Raw materials and auxiliary items 99,293,513 65,886,645
Finished goods 34,040,299 32,615,007
Semi-finished goods 504,146 819,285
Goods in transit -- 361,125
Provision for inventory (2,226,142) (77,204)
Total 131,611,816 99,604,858
The raw materials and auxiliary items balance consists of animal feeds, medicine and other auxiliary items. The semi-finished goods
consist of broiler chickens. The finished goods balance consists of processed chickens, turkeys, veals ready for consumption and
feeds for cattles, chicks and turkeys.
As at 31 December 2011; total insurance on inventory is TL 111,089,226 (31 December 2010: TL 97,208,927).
At 31 December 2011 and 2010, trade and other receivables comprised the following:
2011 2010
Trade receivables 142,231,047 130,499,591
Other receivables 45,969,170 42,912,674
Other receivables from related parties (Note 29) -- 2,617
Total current trade and other receivables(1) 188,200,217 173,414,882
Other non-current receivables 7,336,408 13,714,736
Total non-current trade and other receivables(2) 7,336,408 13,714,736
Total (1+2) 195,536,625 187,129,618
69
a) Trade receivables
The Group’s exposure to credit and currency risks related to trade and other receivables are disclosed in note 27.
b) Other Receivables
2011 2010
Advances given(*) 17,430,536 24,367,113
VAT receivables 25,899,968 21,487,538
Income accruals 1,021,669 273,678
Prepaid expenses 5,173,428 3,001,244
Receivable from personnel 405,926 1,516,948
Other receivables 3,374,051 5,980,889
Total 53,305,578 56,627,410
(*) At 31 December 2011 advances given are composed of advances given to suppliers for imported goods-in transit corn, soya and
derivatives of these products amounting to TL 4,340,154 (31 December 2010: TL 8,637,639), advances given to stockbreeders for
poultry farm construction amounting to TL 10,954,615 (31 December 2010: TL 11,469,952) and advances given to suppliers for the
purchase of property, plant and equipment amounting to TL 2,135,767 (31 December 2010: TL 4,259,522).
At 31 December 2011 and 2010, cash and cash equivalents comprised the following:
2011 2010
Bank balances 13,475,527 3,968,595
Cheques 2,887,390 1,401,279
Cash on hand 1,462,054 1,441,444
Cash and cash equivalents 17,824,971 6,811,318
At 31 December 2011 and 2010 demand deposits constitute whole of the cash balance at banks. The maturity of the cheques that
are classified under cash and cash equivalents is 31 December 2011. The cheques whose maturity are after 31 December 2011, are
classified under trade receivables. The Company has no deposits under bank blockage at 31 December 2011 and 2010.
70 Banvİt ANNUAL REPORT 2011
Share capital
At 31 December 2011 and 2010, the composition of shareholders and their respective % of ownership can be summarized as follows:
At 31 December 2011, the paid-in capital of the Company amounted to TL 110,296,826 (31 December 2010: TL 110,296,826) in the
consolidated financial statements.
The paid-in capital of the Company comprises 100,023,579 ordinary shares (31 December 2010: 100,023,579 ordinary shares) of TL 1
each. There are not any different types of share and no privileges are given to specific shareholders.
One of the shareholders of the Company, Valid Faruk Ebubekir sold his 16,320,757 shares to Aabar Investments Pjs with a value of TL
4.80 per share with a total amount of TL 78,339,629 on 8 August 2011.
The foreign currency translation reserve comprises all foreign currency differences arising from the translation of the financial
statements of foreign operations from their functional currencies to presentation currency.
Treasury shares
As at 31 December 2009, treasury shares comprised of the cost of the Company’s own shares held by the Company. On 25 October
2010, the Company wholly disposed of 4,750,293 Banvit treasury shares through block sales at TL 5.95 price per share to foreign
investors. At 31 December 2011 and 31 December 2010, the Company held no treasury shares (31 December 2009: TL 23,534,752).
Profit arising from the sale of treasury shares amounted to TL 4,588,170 net off commissions paid (amounted to TL 141,321) is
accounted as other reserves under equity.
The legal reserves consist of the first and second reserves, in accordance with the Turkish Commercial Code. The first legal reserve
is appropriated out of the statutory profit at the rate of 5% until the total reserve reaches a maximum of 20% of the Group’s paid-in
capital. The second legal reserve is appropriated at the rate of 10% of all distributions in excess of 5% of the Group’s share capital.
The first and second legal reserves are not available for distribution unless they exceed 50% of the share capital, however they can
be used to offset losses if there are no retained earnings. As at 31 December 2011, the legal reserve amounting to TL 14,379,816 is
included in retained earnings (31 December 2010: TL 9,517,458).
71
Dividend Distribution
In accordance with the CMB Decision No:02/51 and dated 27 January 2010, concerning allocation basis of profit from operations of
2009, minimum profit distribution will not be applied for the year 2009 (31 December 2009: 20%). According to the Board’s decision
and Communique No. IV-27 issued by the CMB regarding the allocation basis of profit of publicly owned companies, the distribution
of the relevant amount may be realised as cash or as bonus shares or partly as cash and bonus shares; and in the event that the
first dividend amount to be specified is less than 5% of the paid-up capital, the relevant amount can be retained within the Company.
However, companies that made capital increases before distributing dividends related to prior period and whose shares are
therefore classified as “old” and “new” and that will distribute dividends from the profit made from 2008 operations are required to
distribute the initial amount in cash.
In addition, according to the aforementioned Board decision, who are required to prepare consolidated financial statements the
entities can provide the necessary amount from their statutory reserves, the distributable profit can be calculated based on the net
income declared at the publicly announced consolidated financial statements in accordance with Communique XI No. 29.
Accordingly, if the amount of dividend distributions calculated in accordance with the net distributable profit requirements of
the CMB does not exceed the statutory net distributable profit, the total amount of the statutory net distributable profit shall
be distributed. It is stated that dividend distributions should not be made if there is a loss in either the consolidated financial
statements prepared in accordance with CMB regulations or in statutory financial statements.
In the General Assembly dated 26 May 2011, it has been decided to distribute dividend amounting to TL 20,024,536. As at 31
December 2011, whole amount of the dividend has been paid.
The calculation of basic earnings/(loss) per share at 31 December 2011 is based on the loss attributable to shareholders of the
owners of the Company amounting to TL 59,191,575 (31 December 2010: profit TL 58,697,491) and a weighted average number of
ordinary shares outstanding of 100,023,579 (31 December 2010: 96,140,490) calculated as follows:
2011 2010
(Loss) / profit attributable to ordinary shareholders (59,191,575) 58,697,491
2011 2010
Currency: TL
Annual
Original TL Interest Original Annual Interest
Currency Amount Equivalent Rate Currency Amount TL Equivalent Rate
Short term bank borrowings EURO 11,800,181 28,837,283 %5 EURO -- --
%13,20 -
72 Banvİt ANNUAL REPORT 2011
Libor+%0.12 -
v) Long-term GSM bank borrowings USD 3,967,093 7,493,443 Libor+%0.25 USD 9,335,716 14,433,017 %0.50
vi) Long-term International Finance Corporation
(IFC) bank borrowing USD 19,999,997 37,777,994 Libor+%3,10 USD 24,999,998 38,649,997 Libor+%3.1
Libor+%2.5
iv) Other long-term bank borrowings USD 42,359,976 80,013,758 %3.00- %6.75 USD 15,098,043
23,341,575 & %5.1-5.15
EUR 6,371,248 15,570,057 %3.00- %7.50 EUR 6,464,455 13,246,315 %3.2
TL -- 22,283,947 %9.50- %11.40 TL -- 42,060,581 %10.60- %11.40
163,139,199 131,731,485
Total long-term loans and borrowings 163,139,199 131,731,485
Total loans and borrowings 425,877,918 249,313,459
Total finance lease payables 935 77,621
Total loans and borrowings 425,878,853 249,391,080
73
2011 2010
Currency Interest Rate TL Interest Rate TL
Unsecured Export Loans USD 5.00% 28,837,283 %0 -
Unsecured Import Loans USD Libor+%1,30-%3,5 21,924,265 -- --
Unsecured Operating Loans EUR %3-%7.5 28,614,981 %0 19,803,381
Unsecured Operating Loans USD %3-%6.75 139,202,236 %3.60-%5.15 37,335,127
Unsecured Operating Loans TL 9.50%-11.40% 46,182,631 10.60%-11.40% 65,028,966
Secured Operating Loans USD Libor+%3.1 48,917,652 Libor+%3.10 48,012,809
Unsecured GSM Loans USD Libor+%0.25-%0.50 31,966,885 Libor+%0.12-0.30 50,763,946
Secured Investment Loans USD Libor+%2,50 3,353,294 Libor+%2.50 6,381,995
Unsecured Investment Loans USD -- -- Libor+%2.50 3,036,554
Unsecured Rotative Loans TL %13.20-%14.00 75,025,000 %7.40-%7.52 16,960,000
Non-interest bearing spot
loans TL 0% 1,853,691 %0 1,990,681
425,877,918 249,313,459
The content of the loan agreement with the International Finance Corporation (IFC) which was signed at 13 July 2000 is as follows:
Group utilized loan from IFC, amounting to USD 25,000,000 on 21 May 2007 and with the same agreement they agreed on USD
10,000,000 stand-by loan. Stand-by loan has been obtained after the activation request on 25 March 2008. This loan is obtained to
pay short term liabilities and related investments about the calves farming that is planned to be implemented in three years. The
repayment of loan amounted USD 25,000,000 will be started at 15 April 2010 and completed at 15 October 2015 with the interest
rate of LIBOR+3.1%. The principal will be paid with the amount of USD 2,083,334 semiannually. Stand-by loan will be repaid at the third
year of activation date by 12 equal installments, semiannually. The Company has mortgaged its tangible assets at an amount of USD
45,000,000 for the loan. The mortgage is valid until 15 October 2016. The libor variable of the loan amounting to USD 25,000,000 has
been fixed at 3.20% till the end of its maturity by the Interest Rate Swap Transaction signed on 3 June 2009 with Garanti Bankası
Malta Branch. The agreement is valid from 15 October 2009 till 15 October 2016.
GSM (General Sales Management) loans are provided to the customers of agriculture companies operating in United States of
America (USA) by the Treasury of USA. USA Ministry of Agriculture also provides this right to the customers of agriculture companies
operating in Turkey. GSM loans can only be used for the financing of import transactions and limited to specific product groups,
especially corn and soy bean. USA Ministry of Agriculture distributed the limits provided to Turkey between the banks operating in
Turkey. After the Company signed the loan agreement with the related bank in order to use the GSM loan, the Company agrees with
the best bidder company and purchases the products through letter of credit.
74 Banvİt ANNUAL REPORT 2011
The Bank makes the payment with an interest rate of LIBOR+%0.25 ile LIBOR+%0.50 (31 Aralık 2010 - LIBOR+%0.12 ile LIBOR+%0.50).
When using GSM loan, the Company pays 1% of the remaining capital of the loan to the bank as commission for each year. GSM loans
are for 3 years period and principal is paid annually and interest is paid semi-annually.
The GSM loans obtained by the Group at 31 December 2011 are summarized as below;
Loan amount
Bank name (in TL) Interest rate
Türkiye Garanti Bankası A.Ş 5,376,960 Libor+%0.17-0.30
Finans Bank A.Ş 10,130,806 Libor+%0.12-0.5
Halkbank A.Ş. 5,060,052 Libor+%0.12-0.25
Akbank T.A.Ş 6,176,255 Libor+%0.12
Türkiye Vakıflar Bankası T.A.O. 5,222,812 Libor+%0.25
The Group has obtained a long term loan amounting to USD 10,000,000 from ‘Türkiye Sınai Kalkınma Bankası (TSKB)’ on 9 August
2007. The repayment of the loan will be made through 5 years with Libor+2.5% interest rate. The principal will be repaid in 3 month
periods starting on 18 July 2008 and ending 18 July 2012. There will be 17 equal installments amounting to USD 588,235 for the
principal payment. Interest payments for the loan will be made in 3 month periods. The Company has mortgaged its tangible assets
at an amount of USD 15,000,000 for the loan. The mortgage is valid until 18 July 2012.
2011 2010
Less than 1 year 935 77,621
Total 935 77,621
The libor variable of the loan obtained from IFC through T.Garanti Bankası amounting to USD 25,000,000 has been fixed at 3.20% till
the end of its maturity by the Interest Rate Swap Transaction Agreement signed on 3 June 2009 with Garanti Bankası Malta Branch.
The agreement is valid from 15 October 2009 till 15 October 2015. At 31 December fair value of this interest swap transaction is TL
1,772,605 (31 December 2010: TL 2,295,162). A hedging relationship qualifies for hedge accounting if and only if all of the conditions
defined at IAS 39 paragraph 88 are met. However, since at the inception of the hedge there is not any formal designation and
documentation of the hedging relationship and the entity’s risk management objective and strategy for undertaking the hedge, the
Group did not apply hedge accounting. At 31 December 2011, this derivative financial instrument is accounted at fair value through
profit or loss.
23 Employee benefits
International Accounting Standard No 19 “Employee Benefit” requires actuarial valuation methods to be developed to estimate the
enterprise’s obligation under defined benefit plans. The principal actuarial assumptions used at 31 December 2011 and 2010, are as
follows:
2011 2010
Discount rate 3.90% 4.66%
Rate used to estimate the probability of retirement 96% 94%
75
Movement in the reserve for employee severance indemnity during the period is as follows:
2011 2010
Balance at 1 January 3,025,356 2,247,724
Interest cost 271,834 1,122,376
Service cost 691,197 718,563
Payment during the period (3,073,417) (2,979,685)
Actuarial difference 2,439,520 1,916,378
Balance at 31 December 3,354,490 3,025,356
24 Deferred income
As at 31 December 2011, the Group has long-term deferred income consisting of government grants amounting to TL 6,473,062 (31
December 2010: TL 3,773,129).
Agrafood S.R.L. has been awarded government grant for financing fixed asset purchases. This government incentive is provided
based on SAPARD program (Special Program of Pre-Accession for Agriculture and Rural Development), aiming to finance agricultural
and rural development of candidate countries before accession to European Union. Agrafood S.R.L. reflects the government grant as
income to the income statement based on the depreciation rate of the fixed asset purchased over the life of the fixed asset. Fixed
assets obtained with the incentive are presented with their net book values under provisions in the financial statements. For the
year ended 31 December 2011; TL 2,207,785 is reflected as income, and TL 3,767,406 is carried as deferred income as at 31 December
2011.
On 12 November 2009, the Company has obtained investment incentive certificate for the capacity increase and modernizations at
the chicken slaughterhouse addressed at Bandırma Asfaltı 8.Km Bandırma. Within the scope of this investment incentive certificate,
the slaughter capacity of the slaughterhouse is going to increase from 200,000 units/ day to 270,000 units/ day. The investment
incentive certificate is amounting to TL 10,586,880 and provides VAT exception, customs duty exemption, social security premium
payroll tax contribution for 3 years, and 60% corporate tax discount.
Furthermore, on 30 December 2009, the Company has obtained investment incentive certificate amounting to TL 29,000,000 for the
capacity increase and modernizations at the cattle stock farming and slaughterhouse facilities. Within the scope of this investment
incentive certificate, the current 18,000 units/ day cattle stockfarming capacity is going to increase by additional 30,000 units/ day
and current 150 units/ day cattle slaughter capacity is going to by additional 100 units/ day. The investment incentive certificate
provides VAT exception, customs duty exemption, social security premium payroll tax contribution for 3 years, and 60% corporate tax
discount.
• Government is not going to pay this balance in cash, but the tax rate applied to the income generated from this investment is
going to be lower (8% instead of 20%). Since the corporate tax discount rate of the investment incentives is 60%, corporate tax
rate is going to be 8%. (20% (20%*60%=8%)
76 Banvİt ANNUAL REPORT 2011
• Until the income generated from these investments reach to TL 148,450,500 (TL 11,876,040/ 8%), the discounted tax rate is going
to be applied and the Company is going to make tax savings amounting to TL 11,876,040.
As described at the related articles of the Announcement Regarding to the Applications of Arbitraments Concerning Government
Grants at Investments (Announcement No: 2009/1) and the special terms on the investment incentive certificates, for acceptance of
the inception of the investment, the Company have to invest at least 10% of the total investment amount defined at the certificate
and have to apply to the Undersecretariat of Treasury and register the investment amount to the investment incentive certificate.
The Company has realized that 10% special terms for the chicken slaughterhouse addressed at Bandırma Asfaltı 8.Km Bandırma.
At the 12th article of the announcement, it is specified that the inception date of the investment incentive certificates is the
receiving date of completion visa. The Company has not obtained the completion visas for both Bandırma Chicken Slaughterhouse
and cattle stockfarming and slaughterhouse facilities in 2009. Since the completion visas have not obtained in 2009, the Company
is not going to get any tax benefit as at 31 December 2009. The Company is going to receive the tax benefits from these investment
incentive certificates in the following periods starting from 2010.
As at 31 December 2011, total amount of investments of the Company through those investment incentive certificates were
realized as TL 9,733,865. As at 31 December 2011, uncollected portion of the government grant amounting to TL 2,705,656 has been
accounted under other non-current receivables and deferred income (31 December 2010: TL 2,582,020).
25 Provisions
2011 2010
Bonus provision for sales personnel 1,500,000 3,073,983
Vacation pay liability 1,137,281 1,414,265
Lawsuit provision 153,672 614,748
Provision for turnover premium 926,409 205,000
Total 3,717,362 5,307,996
At 31 December 2011, long term provisions comprised of seniority pay liability amounting TL 1,034,676 (31 December 2010: TL
845,074).
77
At 31 December 2011 and 2010, trade and other payables comprised the following:
2011 2010
Trade payables 89,180,052 88,225,231
Other payables 10,323,615 11,493,472
Trade and other payables due to related parties (Note 29) 4,197,468 2,314,962
Less: Rediscount income (534,525) (210,212)
Total current trade and other payables(1) 103,166,610 101,823,453
Other payables 472,931 122,996
Total non-current trade and other payables(2) 472,931 122,996
Total(1+2) 103,639,541 101,946,449
Other trade payables at 31 December 2011 and 2010 comprised the following:
2011 2010
Payable to personnel 1,121,527 4,638,180
Expense accruals 3,004,467 3,621,453
Social security premiums payable 3,340,373 1,321,492
Witholding tax payable 1,687,557 1,373,424
Unearned revenue 116,453 116,453
VAT Payable 286,575 --
Other 1,239,594 545,466
Total 10,796,546 11,616,468
Payable to personnel is the wages and salary accruals of 31 December 2011 and 2010.
Expense accruals mainly consist of breeding fee accruals for the invoices that are not received from chicken breeders at 31
December 2011 and 2010.
The Group’s exposure to currency and liquidity risk related to trade and other payables is disclosed in note 27.
27 Financial instruments
The Group has exposure to the following risks from its use of financial instruments:
• Market risk
• Liquidity risk
• Credit risk
The Board of Directors has overall responsibility for the establishment and oversight of the Group’s risk management framework. The
management reviews and agrees on policies for managing each of these risks which are summarized below.
78 Banvİt ANNUAL REPORT 2011
The Group is exposed to interest rate due to the effect of fluctuating of interest rates on the assets and liabilities subject to
interest rate. The Group has made an interest rate swap transaction with T.Garanti Bankası Malta Branch in order to mitigate
interest rate risk on a certain portion of its loans and borrowings (note 22).
2011 2010
Fixed rate instruments
Financial assets -- --
Financial liabilities 308,261,539 141,189,384
A change of 100 basis points in interest rates at the reporting date would have decreased profit or loss by the amounts shown
below. This analysis assumes that all other variables, in particular foreign currency rates, remain constant. The analysis is performed
on the same basis for 31 December 2011.
TL Net income
31 December 2011 1% Increase
Variable rate liabilities (721,884)
Cash flow sensitivity (net) (721,884)
31 December 2010
Variable rate liabilities (2,110,177)
Cash flow sensitivity (net) (2,110,177)
The Group is exposed to currency risk arising from various currency exposures primarily with respect to USD and Euro. The Company
also has transactional currency exposures. Such exposures arise from sales or purchases or borrowings by the Group in currencies
other than the Group’s measurement currency (TL).
The Group manages foreign currency risk by using natural hedges that arise from offsetting foreign currency denominated assets
and liabilities. Net foreign currency liabilities of the Group at 31 December 2011 and 2010 are TL 341,992,790 and TL 219,469,216,
respectively.
79
Sensitivity analysis
A 10 percent weakening of TL against the following currencies at 31 December 2011 would have decreased profit or loss by TL
34,199,279 (31 December 2010: TL 21,946,921) and a 10 percent strengthening of TL against the following currencies at 31 December
2010 would have had the equal but opposite effect on the amounts shown below. This analysis assumes that all other variables, in
particular interest rates, remain constant. The analysis is performed on the same basis for 31 December 2010.
Liquidity risk is the risk that an entity will be unable to meet its financial obligations as they fall due. The Group’s approach to
managing liquidity is by matching the cash in and out flow volume supported by committed lending limits from qualified credit
institutions.
The maturity profile of financial liabilities of the Group at 31 December 2011 is detailed below:
(*) Non financial instruments such as VAT payables, withholding tax payable and social security premiums payable are excluded from
trade and other payables
Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its
contractual obligations, and arises principally from the Group’s receivables from customers and investment securities.
The Group attempts to control credit risk by monitoring credit exposures, limiting transactions with specific counterparties, and
continually assessing the creditworthiness of the counterparties.
At 31 December 2011 and 2010, the nature and amount of the commitments obtained as guarantee for notes and trade receivables
are summarized below:
Carrying value of financial assets depict minimum credit risk. At reporting date the minimum credit risk that the Group subject to is
shown below:
(*) Non financial instruments such as VAT receivables, advances given, prepaid expenses, prepaid taxes and deposits and guarantees
given are excluded from trade and other receivables.
(**) Cash on hand is excluded from cash and cash equivalents.
Movement in the allowance for doubtful receivables during the period ended 31 December 2011 and 2010 is as follows:
The maximum exposure to credit risk for trade receivables at the reporting date by type of customer was:
2011 2010
Direct sales points 79,289,710 68,804,781
Store chains 39,401,430 32,883,136
Vendors 23,539,907 28,811,674
Total 142,231,047 130,499,591
The fair values of trade and other receivables, cash and cash equivalents, trade and other payables approximate to their carrying
amounts at 31 December 2011 and 2010 due to their short term nature.
The fair values of variable loans and borrowings approximate their carrying amounts at 31 December 2011 and 2010, since their rates
are adjusted periodically according to the changes in market conditions.
The fair values of fixed rate loans and borrowings approximate their carrying amounts since either they are short term or rotative.
82 Banvİt ANNUAL REPORT 2011
The table below analyses financial instruments carried at fair value, by valuation method. The different levels have been defined as
follows:
• Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities
• Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e., as
prices) or indirectly (i.e., derived from prices).
• Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).
31 December 2011 Level 1 Level 2 Level 3
Commitments and contingencies, from which the management does not anticipate any significant losses or liabilities, are
summarized below:
Letters of guarantee given comprise of letters given to TEDAŞ, Bandırma Natural Gas Distribution Agency, Gediz Electricity
Distribution Agency, in order to ensure electricity provision and to participate in chicken and turkey meat tenders of Ministry of
Defense.
Ömer Görener and Vural Görener have personal sureties for all the loans obtained by Group.
As at 31 December 2011, Group has obtained mortgages amounting to TL 24,247,000 for the guarantees given for stockbreeders.
The Group is involved in various claims arising in the ordinary course of business. As at 31 December 2011, the Group has set
provision amounting to TL 926,409 for the expected exposure (31 December 2010: TL 614,748).
Operating leases
Leases as lessee
Leases as lessor
During the period ended 31 December 2011, TL 262,092 (31 December 2010, TL 191,301) was recognized as rental income in the
consolidated financial statements.
29 Related parties
A number of transactions are entered into with the related parties in the normal course of business. These transactions were carried
out on an arm’s-length basis during the normal course of business.
For the period ended 31 December 2011, shareholders presented above and the executive members of the Company’s management
received aggregate compensation amounting to TL 5,468,768 (31 December 2010: TL 2,729,419).
84 Banvİt ANNUAL REPORT 2011
At 31 December, the Group had the following balances outstanding from its related parties:
30 Subsequent events
None.
36 Banvİt ANNUAL REPORT 2011