30 • <strong>2002</strong> TURKISH AIRLINES annual reportCAPITAL REVIEW<strong>Turkish</strong> <strong>Airlines</strong> adopted the registered capital system pursuant to Decision No. 815 made by the Capital Markets Board on October 26, 1990. Accordingto this, the Company’s maximum share capital is TL 700 billion. The Public Housing and Public Participation Administration became a shareholder of<strong>Turkish</strong> <strong>Airlines</strong> as per the Supreme Planning Council’s Decree No. 89/12 of July 17, 1989. It was subsequently decided, however, that the Companybe subject to Law No. 4046 which regulates privatization practices and amends certain decree laws. This law, which went into effect after beingpublished in the Official Gazette of November 27, 1994 numbered 22,124, transferred control of <strong>Turkish</strong> <strong>Airlines</strong> to the <strong>Turkish</strong> PrivatizationAdministration.As of December 31, 2001, the registered capital of <strong>Turkish</strong> <strong>Airlines</strong> was TL 500 trillion, with issued capital standing at TL 175 trillion.REGISTERED CAPITALISSUED CAPITALTL 500,000,000,000,000 TL 175,000,000,000,000The distribution of issued shares as of December 31, 2001 are as follows:SHAREHOLDER CAPITAL (TL) CLASS TYPE SHARESPRIVATIZATION ADMINISTRATION 101,788,947,557,834 A Bearer 101,788,947,558OTHER SHAREHOLDERS 3,211,052,441,166 A Bearer 3,211,052,441PRIVATIZATION ADMINISTRATION 70,000,000,000,000 B Registered 70,000,000,000PRIVATIZATION ADMINISTRATION 1,000 C Registered 1TOTAL 175,000,000,000,000 175,000,000,000
<strong>2002</strong> • 31AFFILIATES AND SUBSIDIARIESCompany Name Subscribed Held % Commitments Paid-inSubsidiariesTHY SRL (**) 254,016,480 100 - 254,016,480Sun Express A.fi. (*) 24,000,000,000 50 6,000,000,000 18,000,000,000AffilitiesEmek ‹nflaat ve ‹flletme A.fi. 6,000,000,000 0,3 - 6,000,000,000Uçak servisi A.fi. (USAfi) 570,000,000,000 10 - 570,000,000,000TOTAL 600,254,016,480 6,000,000,000 594,254,016,480PROFIT SHARES TRANSFERRED TO BALANCE SHEET FROM AFFILIATES 2000 2001Emek ‹nflaat ve ‹flletme A.fi. 1,055,604,342 937,579,071(*) Qualiflyer Yer Hizmetleri Ltd. fiti. 24,050,093,760(*) In the Board of Directors meeting held on October 10, 2001, the decision was made to conclude our membership legally in the Qualifyer Group.EMEK ‹NfiAAT VE ‹fiLETME A.fi.Operates in the construction and property management industries. Major shareholders are the <strong>Turkish</strong> Pension Fund (49%) and the <strong>Turkish</strong> Red CrescentFoundation (49%).GÜNEfi EKSPRESS A.fi.An airlines company that operates charter flights for tourists. The other major shareholder is Condor (50%).THY SRLTHY SRL, a wholly owned subsidiary of <strong>Turkish</strong> <strong>Airlines</strong> incorporated in Kishinev under Moldavian law, started operations on October 12, 2000 with theintroduction of the Kishinev route. However, the Board decided on October 5, 2001 that its representative office status be cancelled and the Companyliquidated without disrupting business activities.UÇAK SERV‹S‹ A.fi.According to Article Two of the share transfer agreement signed on November 15, 2001 between USAfi’ major shareholder, Gate Gourmet HoldingA.G. (GGH) and <strong>Turkish</strong> <strong>Airlines</strong>, regarding a five-year catering contract, GGH USAfi agreed to transfer to <strong>Turkish</strong> <strong>Airlines</strong> its Class B shares as bonusshares (10% in April <strong>2002</strong>, 5% on January 1, 2003, 1.25% on January 1, 2004, 1.25 % on January 1, 2005, and 1.25% on January 1, 2006). Thiscorresponds to 5% of GGH USAfi’ total capital. A total of 570 million Class B shares, with a total nominal value of TL 570 billion (corresponding to 10%of the paid-in capital of USAfi) were transferred to <strong>Turkish</strong> <strong>Airlines</strong> on April 1, <strong>2002</strong>. The shares were physically delivered to <strong>Turkish</strong> <strong>Airlines</strong> on June 21,<strong>2002</strong>, completing the 10% participation of <strong>Turkish</strong> <strong>Airlines</strong> in the paid-in capital of USAfi.