ANNUAL REPORT

We leave our footprint, step by step.

FINANCIAL INFORMATION ANDRISK MANAGEMENT

AUDIT COMMITTEE REPORTEVALUATION OF FINANCIAL STATUSRISK MANAGEMENT POLICIES5-YEAR SUMMARY FINANCIAL DATA

INDEPENDENT AUDITORS' REPORT,FINANCIAL HIGHLIGHTS ANDFOOTNOTES

INDEPENDENT AUDITORS' REPORT,FINANCIAL HIGHLIGHTS AND FOOTNOTES

PRESENTATION

ABOUT AKTIF BANKAKTIF BANK'S

VISIONMISSIONVALUES

FINANCIAL INDICATORSCREDIT RATINGS GIVEN BY RATING AGENCIESSECTORAL POSITIONCAPITAL AND SHAREHOLDING STRUCTUREAMENDMENTS TO THE ARTICLES OF

ASSOCIATION AND REASONSÇALIK GROUPCHAIRMAN’S MESSAGECEO’S MESSAGERESEARCH & DEVELOPMENTACTIVITIES IN 2008, DEVELOPMENT STRATEGY

AND GOALSCORPORATE AND COMMERCIAL

MARKETINGRETAIL MARKETINGTREASURYFINANCIAL INSTITUTIONSOPERATIONSPROJECT AND CORPORATE FINANCESUBSIDIARY MANAGEMENTOUR SUBSIDIARIES

MANAGEMENT AND CORPORATEGOVERNANCE PRACTICES

BOARD OF DIRECTORSSENIOR MANAGEMENTDIRECTORS WITHIN THE SCOPE OF INTERNAL

SYSTEMSAUDITORSCOMMITTEESHUMAN RESOURCESTRANSACTIONS CONDUCTED BY AKTIF BANK

WITHIN ITS OWN RISK GROUPPERSONS AND ORGANIZATIONS PROVIDING

SUPPORT SERVICES

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33343537

4348

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07

0807

0808

0910121414

14

15151516161718

26

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Local, Global

01

We have transformed the Çal›kbank brand completely, with its 10-yearhistory, by undertaking the most sweeping changes made to itsmanagement and business philosophy, and embarked on a new journeywhich will redefine the coming decades. We chose “Aktif” (Active) asour name - a name which truly captures the essence of our bank andour business stance.

We set out the following as our core strategies:

• To be an innovative bank, bringing the Direct Banking model to Turkey,

• To be a global bank, becoming “a regional power” in and around Turkey,

• To be a distinct bank, producing “direct” solutions for individual needs,

• To be a rapidly moving, practical and creative bank as a “corporate business partner”.

As we progress on our course, where we bring new life to the bankingsector by strengthening our governance, technology and humanresources, we have chosen parentheses as our logo, which we fill withthe strength of trust and teamwork.

In this distinct and inclusive journey, the utterance of the dynamismwhich we will bring to the banking sector will also be "active". As a bankthat both feels active and brings the feeling of being active, we aredelighted to share this rapidly expanding wave of renewal and growthwith you.

We believe, from the bottom of our hearts, that you will stand by ourside with your most valuable support and confidence as we make thisepic journey.

An active bank at home and in the world stands with you through itsrange of individual and corporate services...

More than Just a Bank,The Shape of New Generation Banking

WHAT IS IMPORTANT? THE ANSWER IS SIMPLE TO US:

KEEPING CUSTOMERS AT THE HEART OF EACH BUSINESSWE PERFORM. BRINGING QUICK, SIMPLE AND DIRECTCOMPETITIVE SOLUTIONS WHICH MEET THEIR NEEDS.

IMPLEMENTING OUR BUSINESS PLANS. REACHING OURTARGETS. KEEPING OUR PROMISES. BEING FAST. BEING

PRACTICAL. BEING CREATIVE. WE ARE CRYSTAL

CLEAR AS TO WHERE WE ARE HEADED.

Aktif Bank was established in 1999 underthe name of Çal›kbank, and demonstrateda strong and robust performance until 2007when the bank underwent a sweepingrestructuring process, with its seniormanagement completely replaced in thesecond half of 2007. Having changed itsname to Aktif Bank in 2008, the Bank movedits new head office along with its expandingand experienced banking staff to a newbuilding in Zincirlikuyu, at the heart ofIstanbul's financial sector, in August 2008.

Boasting updated, reliable, environmentallyfriendly, rapid, flexible, secure and energy-efficient technology, sound hardware andnetwork infrastructure as well as systemssupporting mobile applications, Aktif Bankutilizes its own banking package, the firstphase of which was completed in 2008.

Following the transformation of its corporateidentity in accordance with the customergroups it addresses, Aktif Bank nowsimultaneously hosts more than one brand.

In line with its strategy of being a regionalfinancial powerhouse, the Bank hasexpanded its strength through BankaKombetare Tregtare (BKT), its subsidiary inAlbania, by including Kosovo in itsoperations, and is constantly on the lookoutfor other possible acquisition opportunitiesin the surrounding regions.

In line with its “City Banking” strategy, theBank acquired E-Kent Elektronik ÜcretToplama Sistemleri A.fi., which successfullyconducts the management and operationof the mass transportation electronic feecollection system, through its subsidiaryÇal›k Yönetim Sistemler A.fi. which wasfounded in May 2008 with the aim ofbringing innovative solutions with regard alltypes of payment and subscriptionmanagement systems.

Having achieved exponential growth inmany of its key indicators since itsrestructuring in 2007, Aktif Bank has servedthrough its Central Branch opened in 2008,while revamping its Merter Branch andtaking on 160 employees.

PRESENTATION

04

About Aktif Bank

The Bank also plans to open new branchesin Bursa, Kayseri and Gaziantep in the firsthalf of 2009 to serve solely in the fields ofcorporate and commercial banking.

As the third bank in the Turkish bankingsector to have been rated as investmentgrade by JCR-Eurasia in September 2008,Aktif Bank's total assets reached US$171,337,000, with total credit volumetouching US$ 69,285,000, with the sum ofshareholders equity climbing to US$108,503,000 by the end of 2008.

GROWTH IN ITSNEIGHBORING REGION:“REGIONAL BANKING”One of Aktif Bank's basic strategies is toacquire new subsidiaries in neighboringregions. Its subsidiary in Albania, BKT, wonthe accolade of “bank of the year amongmedium-sized banks in SoutheasternEurope” by Finance Central Europe in 2008.Aktif Bank has taken solid steps towardsacquiring new subsidiaries in Turkey'sgeographical region, where it can provideadded value services in the banking sector.

All of Aktif Bank's systems, developed inparallel with its strategy of growth alongsideits subsidiaries, are designed by taking itscurrent or future subsidiaries into accountin a manner where they can be easilyamended through parameters such asmulti-lingual and multi-currency, andadjusted to different countries andregulations.

Aktif Bank has adopted the “Direct Banking”business model in retail banking and begunto develop the first “Direct Banking” modelin Turkey. It is envisaged that this model,which adopts Alternative Delivery Channelsas core channels, in addition to bankbranches with traditional delivery channels,will offer an effective and flexible structurewhich puts customer requirements at itsheart on the basis of the principle of 'beingpresent at the point of shopping'. Paymentand cash management systems are otherfields the Bank will concentrate on.

As well as its new branches to be openedin Kayseri, Bursa and Gaziantep in 2009,Aktif Bank also plans to play an active rolein city life by providing transportation, masstransportation and pricing services incollaboration with E-Kent, a subsidiary ofthe Bank which is an indispensable elementof city life.

In 2008, E-Kent included transportationenterprises in Kayseri and Gaziantep intoits range of services, having already beenproviding these services in Bursa, Tokat,Eskiflehir and Bal›kesir for many years.

THE MOST EFFECTIVE BANKFOCUSED ON CORPORATEBANKINGAlthough Aktif Bank has positioned itselfwith a focus on synergic fields such as citybanking and retail banking, it is expandingin various business lines such as corporatebanking, project finance and boutiqueinvestment banking.

In addition to its branches currently inoperation, Aktif Bank aims to contribute tothe commercial life by meeting thecorporate needs of the dealers with whichthe Bank has entered into a relationshipwith under the scope of the “City BankingModel”. In view of this, the Bank plans toopen new branches in Kayseri, Bursa andGaziantep.

Aktif Bank has achieved significant headwaytowards being a trade partner of itscorporate banking customers, who willshare all their business with the Bank, thanksto its corporate banking operations, robustand flexible operational background andpermanently expanding international tradenetwork.

05

POSITIONING ALTERNATIVEDELIVERY CHANNELS ASCORE CHANNELS: THE FIRSTBANK IN TURKEY TO ADOPTTHE “DIRECT BANKING”MODELToday's banking customers work at a higherpace and visit bank branches lessfrequently. Nowadays, banking transactionscan be performed through variousinstruments such as the telephone and theinternet given the developments incommunications and technology, whichhave taken banking transactions frombranches to locations such as the home,offices, dealers and sales locations. Awareof this trend, Aktif Bank set up the “DirectBanking” model, where it positions itsproducts and services at the place ofshopping, based on the principle of 'beingpresent at the location of the customer'through processes that do not forcecustomers to visit their bank branches. Thismethod also curtails the Company's costsassociated with a wide branch network,which would thus gradually become lessbeneficial, while sharing the resulting costadvantage with its customers and businesspartners. Its experienced and talented staffthat had implemented elements of thismodel in previous institutions demonstratestheir masterpiece in establishing the first“Direct Bank” of Turkey. New generationbanking will commence through this servicemodel, to be implemented in the secondhalf of 2009.

A NEW FIRST IN TURKEY:CITY BANKINGIn parallel with its mission of being anoutstanding service organization, Aktif Bankattaches tremendous importance toinnovation and making a difference.Through the “City Banking” model, drivenby the approach of ensuring those workingwith the Bank are happy, Aktif Bank aimsnot merely to add value to the nationaleconomy through banking services in citieswhere it has branches, but also to raise thequality of life of the people in that city.

With its forays intoRegional Banking,Direct Banking andCity Banking, AktifBank is a bank offirsts.

Vision

Mission

Values

Aktif Bank,s...

Our vision is to become a leading financial services group not only in Turkey but alsoin the region. Our products and services, management structure and work flow are allbased around this global vision and our organizational structure embraces opportunitiesand risks in a range of geographical locations.

“Local, Global”

Our mission is to become a pioneering,smart and outstanding serviceorganization, which is a sought-afterpartner in the environment in whichwe operate.

We are a dynamic bank committed to growth and we are sensitive to our environment andthe community.

We respect banking principles and all national and international rules and regulations.

Our priority is to develop and strengthen our relationships with our customers by focusingon customer satisfaction.

We are dependable, fair and honest in our work.

We are benefit- and result-oriented, not cost-oriented.

We offer innovative solutions with high added value.

We believe in goodwill and open communication.

We attach importance to maintaining and spreading a positive attitude.

We encourage teamwork and participation.

Our target is that our flexible and entrepreneurial structuring stands as a role model onnational and international platforms.

06

Financial Indicators

07

Long - Term International Foreign Currency Rating BB- / (Stable outlook)

Long - Term International Local Currency Rating BB- / (Stable outlook)

Long - Term National Rating A- (Trk) / (Stable outlook)

Short - Term International Foreign Currency Rating B / (Stable outlook)

Short - Term International Local Currency Rating B / (Stable outlook)

Short - Term National Rating A -1 (Trk) / (Stable outlook))

Sponsor Support Rating 2

Stand - Alone Rating B

2008 2008(Thousand TRY) (Thousand US$)

BALANCES WITH BANKS & INTERBANK MONEY MARKET PLACEMENTS 48,059 31,659

TRADING SECURITIES (NET) 854 563

INVESTMENT SECURITIES 50,197 33,068

LOANS & FACTORING RECEIVABLES 105,174 69,285

FINANCE LEASE RECEIVABLES (NET) 349 230

SHAREHOLDERS’ EQUITY 164,707 108,503

TOTAL ASSETS 260,090 171,337

GUARANTEES AND WARRANTIES 350,604 230,964

NET INTEREST INCOME 13,411 8,835

NET FEE AND COMMISSION INCOME 2,820 1,858

OPERATING PROFIT -3,930 -2,589

PROFIT BEFORE TAXES 4,623 3,045

PROVISION FOR TAXES ON INCOME 330 217

NET PROFIT / LOSSES 4,953 3,263US$ / TRY = 1.5180

Credit Ratings Given ByRating Agencies

JCR - EURASIA RATINGJCR - Eurasia Rating assigned a “Long -Term National Rating” of high investmentgrade “A-(Trk)” with a "stable" outlook toAktif Bank. Thus, the Bank became the thirdbank in the Turkish banking sector to berated as investment grade by JCR - EurasiaRating. This credit rating is the first timerating assigned to Aktif Bank.

PERFORMANCE RATIOS

2008CAPITAL ADEQUACY (STANDARD RATIO) 35.64%

AVERAGE RETURN ON EQUITY 6.02%

AVERAGE RETURN ON ASSETS (NET PROFIT BASIS) 3.69%

NET FEE AND COMMISSION INCOME / OPERATING COSTS 11.25%

FIXED ASSETS (NET) / AVERAGE EQUITY 46.74%

NON-PERFORMING LOANS / TOTAL LOANS 0.34%

INTEREST INCOMES / INTEREST EXPENDITURES 500.81%

YIELDING ASSETS / TOTAL ASSETS 78.68%

Sectoral Position

08

Amendments to the Articles ofAssociation and Reasons

Article 7 of the Articles of Associationregarding the Bank's capital was amendedat the Extraordinary General AssemblyMeeting held on December 23, 2008 withrespect to the increase of the Bank's capitalstock by US$ 61,923,584 from US$13,175,230 to US$ 75,098,814.

Capital and Shareholding StructureThe Bank's main shareholders and capitalstructure as of December 31, 2008 areshown in the following table:

There has been no change in theshareholding structure of the Bank withinthe fiscal period.

Total Value of Shares Share Paid Shares Unpaid SharesShareholders (TRY x 1,000) (%) (TRY x 1,000) (TRY x 1,000)Çal›k Holding A.fi. 112,300 98.51% 112,300 -

GAP Güneydo¤u Tekstil San. ve Tic. A.fi. 900 0.78% 900 -

Ahmet Çal›k 400 0.35% 400 -

Mahmut Çal›k 200 0.18% 200 -

Ali Akbulut 200 0.18% 200 -

Total 114,000 100.00% 114,000 -

Despite the effects of the crisis, Aktif Banksucceeded in being Turkey's most rapidlygrowing bank with a 470% expansion in itscapital in 2008. The Bank enjoys a highcapital adequacy ratio when compared tothe sector average.

The foremost guarantee of Aktif Bank'sperformance, in terms of profitability,efficiency and sustainable growth, is itsrobust intellectual capital.

Aktif Bank emerged as a shining star in thebanking sector with its dynamism, doublingits young and experienced staff in 2008,and backed by up-to-date, reliable,environmentally friendly, rapid, flexible andsecure technology with low energyconsumption, sound hardware and networkinfrastructure as well as systems supportingmobile applications.

By year-end change rate of 1.5180 TRY / US$

Çalık Group

09

Having pushed aheadon a path ofsustainable growththrough itsentrepreneurial anddynamic structuresince its foundation,Çal›k Holding todayemploys some 19,000people both in Turkeyand abroad.

Working in cooperation with leading globalbrands in the textile sector, Çal›k Holding'scustomer portfolio includes global giantssuch as Diesel, Replay, GAP, Benetton, Lee,Wrangler, Mexx, H&M, Levi's, Calvin Klein,G Star, Tommy Hilfiger, Salsa, River Island,Marks & Spencer, Jack & Jones, Zara andBershka.

CONSTRUCTION GROUPÇal›k Holding operates in the constructionsector through its subsidiary, GAP ‹nflaat,a global scale construction company.Founded in 1996, GAP ‹nflaat was originallyspecialized in infrastructure, superstructureand housing projects, with a special focuson the construction of industrial plants. GAP‹nflaat, operating in Central Asia, the ArabianPeninsula and Africa has successfullycompleted a number of internationalprojects, principally production plants,business centers, social areas, roadconstructions and urban renewal projects.GAP ‹nflaat was ranked in 162nd place onthe Engineering News-Record's (ENR)report on “The Best 225 ContractorCompanies in 2008”.

FINANCE GROUPWith subsidiaries such as Banka KombetareTregtare (BKT), E-Kent Çal›k YönetimSistemleri (E-City Çal›k ManagementSystems) and the pioneer Aktif Bank in thefinance sector, Çal›k Group has steadilydeveloped its presence in the sectorgrowing from strength to strength. TheGroup, which operates in the finance sectorin regional countries as well as Turkey,contributes to the development of foreigntrade between all countries in the region,especially Turkey.

MEDIA GROUPAll rights and assets of the ATV-Sabah‹ktisadi Ticari Bütünlü¤ü (ATV-SabahEconomic and Commercial Entity) weretransferred to Turkuvuaz A.fi. in 2007.Turkuvaz Media Group became Turkey'ssecond biggest media group with theaddition of the following entities into itsorganization: ATV and ATV Europe TVchannels, Radyo City, Sabah, Sabah Avrupa,Takvim, Günayd›n, Yeni As›r and PasFotomaç newspapers, Bebe¤im ve Biz,Sinema, Sofra, Home Art, House Beautiful,Bazaar, fiamdan Plus, Cosmogir l ,Cosmopolitan, Yeni Aktüel, Para, Kumsal,Cosmo Fit & Light, Cosmo Bride, AmsKatalog, Motorrad Katalog, Ams AutoKatalog, Auto Motor Sport, Oto Haber, YeniPara, Global Enerji, Transport, Esquire,Hukuki Perspektifler magazines andTurkuvaz Distribution.

ÇALIK HOLDINGÇal›k Holding, based in Istanbul, is a groupof companies focusing on major businesslines such as energy, telecommunications,textiles, construction, finance and media.The Group boasts substantial internationalcompetitive strength and has respect forsociety, the environment and social values.Having pushed ahead on a sustainablegrowth trend through its entrepreneurialand dynamic structure since its foundation,Çal›k Holding today employs some 19,000people both in Turkey and abroad.

Çal›k Holding possesses and continues tofoster strong and sound cooperation witha number of global companies whichinclude global leaders such as GeneralElectric, Mitsubishi, Krupp Uhde, Voith,Parker Drilling, Iberdrola, Qatar InvestmentAuthority, Indian Oil, ENI, EBRD, IFC, EWEand Turk Telekom.

ENERGY GROUPÇal›k Energy is a Çal›k Holding companyoperating in the energy segment. Foundedin 1998, the company conducts itsoperations on two main business lines:

• Power systems• Oil and natural gas

Çal›k Energy develops projects in a widegeographical area extending to the Balkans,Eastern Europe and countries of the CIS,as well as the Middle East and NorthernAfrica.

TELECOMMUNICATIONSGROUPÇal›k Holding gathered all of its projects inthe telecommunications sector under theCETEL banner. CETEL's investmentsinclude Albtelecom, one of the most notabletelecommunication companies in Albania,which also owns the GSM operator, EagleMobile.

TEXTILES GROUPTextiles has been a traditional and corebusiness line dating back to the 1930s,upon which the foundations of Çal›k Holdingwere laid. Today acclaimed as one of theworld's leading manufacturers with its highquality denim fabrics, Çal›k Holdingconducts manufacturing and tradingoperations in a range of areas from ready-wear to cotton trade.

Guided by our target to growand become a pioneer in the

sector, we succeeded inraising our Group's

institutional prestige in avery short space of time

with the support of oursuccesses and dynamicstructure through AktifBank, the first bank inTurkey to offer direct

banking services.

Chairman,s Message

11

Another cornerstone of our fundamentalstrategy is the acquisition of newsubsidiaries throughout the nearbygeographical region, and we have takenfirm steps towards acquiring newsubsidiaries in neighboring countries.

With its very high capital adequacy ratiowhen compared to the sector average,Aktif Bank succeeded in raising itscapital by 470% in 2008 - a year, let'snot forget, that was marked by the falloutof the financial crisis.

The foremost guarantee of our Bank'sperformance in terms of profitability,efficiency and sustainable growth is ourstrong intellectual capital. Our structure,further strengthened by acting in unisonand awareness of being a team, is alsothe biggest guarantee for our Group inlooking to the future with great hope inthe finance sector.

Our achievements at Aktif Bank, whichhas emerged as the rising star of ourGroup in the space of just a decade,are undoubtedly a justified source ofpride for all of us. We believe from thebottom of our hearts that Aktif Bank willalso go from strength to strength in theperiod ahead. Aktif Bank successfullyrepresents our Group in nearbygeographical regions, contributes to theeconomic development of our countryand pushes fo rward w i thou tcompromising its approach to qualifiedservice.

Ahmet Çal›k

Esteemed Aktif Bank stakeholders,

We are steadfastly pushing towards ourgoal of being a major player in theTurkish economy as a profitable financialinstitution that generates added valuein line with our steady and robustfinancial structure. The year 2008marked a change in the name of ourbank, Çal›k Group's first subsidiary inthe finance sector, which completes itstenth anniversary under our Group.

Guided by our target to grow andbecome a pioneer in the sector, wesucceeded in raising our Group'sinstitutional prestige in a very shortspace of time with the support of oursuccesses and dynamic structurethrough Aktif Bank, the first bank inTurkey to offer direct banking services.Since the very first day we began tooffer our services, we have placedtremendous effort on bringing about anextraordinary vision to the bankingsector through a positive, effective andinnovative approach by distinguishingourselves by means of our investmentbanking products and services.

In addition, we, as an institution, havehit the road to become an effectivefinancial group not only in Turkey, butalso in its neighboring region. We havetransformed ourselves into a structurethat is able to embrace opportunitiesand risks in different regions throughthe new products and services wedevelop, and by approaching ourmanagement structure and the entirebusiness flow with a global vision.

Our success in supporting Aktif Bank'sgrowth at home has traversed bordersand continued abroad. Albania's secondlargest bank by deposits, BankaKombetare Tregtare (BKT), whichrepresents a great source of pride forour Group, enjoys a strong position inthe Balkans, winning the award of "Bankof the Year" among medium-sizedbanks in Southeastern Europe byFinance Central Europe in 2008. Westrengthened our position in the Balkansthrough our BKT investment in Kosovo.

As a pioneer in RetailBanking, we will take further

innovative steps in thisfield in 2009.

CEO,s Message

13

As you are aware, Aktif Bank enjoys a veryreliable position in the sector thanks to itsrobust capital and business approach whichdoes not require branches; without theexpenses of a branch network (a profit ingood times, but a drain on profitability in badtimes), it has avoided large scale corporaterisks in the recent period. In addition, theBank's funding is not based on averagedeposit structures (where costs are highlyvolatile with maturities of less than one monthin Turkey) and it does not have activeencumbrance with low income. The ratinggiven to our Bank as recently as in Octoberstands is testimony to this.

IT WORKED OUT,NEW GENERATION BANKING ISJUST BEGINNING!We would describe ourselves as a serviceinstitution with a banking license and we arewell aware of what is offered by the servicessector. Transparency, effectiveness of controlmechanisms and trust as imposed bybanking responsibility on one hand, and aservice organization that brings all thesetogether with other services and channelswith added value on the other... A structurebuilt back from customers, which gains withthe customer, not from it... A structure thatdoes not call its customers to its own place,but is present where its customers are... TheWorld is changing; we need to introduce newstructures that will embrace the future withoutlosing ties with the present. We are doingthis. Our credit factory and non-branchdelivery channels, as well as those productsand services for which our customers willsay "bravo, they thought through them well"are among the innovations that we willrespectively introduce in 2009. More to comesoon...

2009 will be a year in which our corestructuring is completed and our differencebegins to be understood. Aktif Bank, with itsreinforced capital, business strategies andstrong partnership structure, which all gobeyond the general standard, will be furtherrecognized as a corporation which contributesto the national economy, one that is admiredby its customers, respected by its rivals andtrusted by the parties it is in cooperation with.What's more, Aktif Bank is a bank whosemain banking software and peripheral unitsare complete, where a young and dynamicworkforce from nine different banks havegrown accustomed to playing together andharmoniously creating new syntheses, whichhas no burden from the past but possessesa working environment equipped with newand excellent potential, which expresses itselfwell through a new and acclaimed corporateidentity, and which embraces the presentand the future together.

I hope 2009 will be a productive and happyyear for all of you.

Yours sincerely,

Dr. Önder Halisdemir

Our correspondent bank network expandedconsiderably, attaining coverage in regionswhich were hitherto difficult to reach. Ourcorporate customers are well aware that AktifBank is a financial structure which sets outthe possible, not the impossible. It is a partnerthat listens, understands, structures andexecutes, as much as it tells, raisesawareness and makes a difference...

Benefiting from the synergy created by Çal›kGroup's presence in Albania and Kosovo, weconcentrated on companies operating inthese regions; we began to implementprojects which will ensure that trade is carriedout through Aktif Bank and our subsidiaryBKT. We received our first rating from theJapan Credit Rating agency, JCR, in October- coming in the darkest days of the globalfinancial crisis.

The “investment” A- grade handed to ourBank is a rating which accurately evaluatesus, even before we fully implemented ourpotential.

Meanwhile, we made a decision at the Boardof Directors in 2007 that we would raise ourpaid-in capital by US$ 50 million; in fact, weraised our paid-in capital by over US$ 60million before the end of 2008.

While we are looking at 2008, I would like tosay a few words about the global crisis, theimpact of which hit Turkey hardest in the lastquarter of the year. Turkey confronted theglobal crisis with a robust financial system,an industry which has taken important stepsin ensuring export diversity and strongconsumption, as well as a set of public financefigures that were perhaps the strongest inthe nation's history. However, since Turkeyis a part of the global financial system, it wasinevitable that Turkey would be influencedby the crisis. This impact is manageable.Turkey managed to avoid a downgrade in itscredit rating; no financial institutions in Turkeyrequired intervention; and its treasurycontinued to find money by reducing interestrates on borrowing. Moreover, the CentralBank managed to keep its reserves at highlevels. What had been a gaping currentaccount deficit before the crisis narrowed bymore than the contraction in capital inflowentering the country, thus neutralizing theproblem. On the other hand, the globalfinancial crisis has made itself felt in the shapeof economic recession, increasingunemployment and an adverse impact onthe real sector. However, the governmentand Central Bank have enough room formaneuver regard ing growth andemployment, through the use of their financialand monetary instruments, and bothinstitutions are determined to tackle thenegative consequences on the economy.

Therefore, Turkey is expected to emerge asone of the first countries to recover from theimpact of the global financial crisis. Aktif Bank'score business philosophy and strategiesrender it immune to such financial crises.

FIRST PHASE OF THERESTRUCTURING IS OVER; WEKEPT TO OUR WORDWhen I put pen to paper last year, I heraldedour new business philosophy and many newthings for 2008. With the inner peace gainedfrom the passing of 2008, which proved anabundant and productive year for our Bank,I would like to talk a little about the year wehave just passed, and outline our preparationsfor 2009.

The main event for us in 2008 was theenrichment of our business structure, whosebackground was established in 2007 andwhich embraces the present and the futurewith elements such as human resources,technology, organizational processes, capitaland enterprise, and in which we put a newname and logo to our new stance.

We completed the first phase of our Bank'srestructuring in 2008. This phase coveredthe transformation of the business philosophyinto business plans and the preparation ofthe execution phase. We put together ourhuman resources, which lie at the heart ofthe services sector. In doing so, we ensuredthat our workforce was comprised ofenergetic and positive people who are notused to rote learning - we welcome out of thebox thinking - and who have made adifference in sectors where they have workedbefore. As you are aware, we have reviewedour core banking system, and we havecovered a significant ground. In this respect,we have envisaged an integrator ITarchitecture providing communicationbetween different environments/preferences,rather than information technologies coveringevery need. This choice has led us to adopta structure which can adapt to newenvironments, just like a chameleon - whichdescribes the name of our core system.

We took steps to complement our corebusiness philosophy. We bought E-Kent, acompany based in Bursa which providessmart fee collection services in a number ofdifferent cities. We began to serve in newcities through our other acquisitions, and oursubsidiary has attained a sizeable customerbase.

As mentioned, we adopted the "DirectBanking" business model in retail banking, adecision which is gradually being proven right.Although Turkey has felt the impact of theglobal financial crisis - albeit to a limited extent- our bank has pressed ahead steadfastlyand avoided the need to cover the costs thatmay be incurred by a wide branch network.

We established the Aktif Bank Call Centerwith a telephone number of 444 30 50 inOctober 2008. Efforts are still under way toestablish the Voice Reply System to reduceoperating costs while allowing customerrepresentatives to focus mostly on sales.

We doubled and expanded our existence inthe field of corporate banking. Likewise, ourforeign trade transactions continue to growexponentially.

Research and Development

14

Activities in 2008, Development Strategyand Goals

The Business Development Group isresponsible for research and developmentactivities, including the establishment ofAktif Bank's retail and corporate bankingvision and strategies, conducting marketresearch both inside and outside Turkey,keeping pace with the latest technology,analyzing partnership and investmentopportunities and developing projects whichwill create synergies with other Çal›k Groupsubsidiaries.

Work continues on research anddevelopment activities concerning productsthat will bring innovation to paymentsystems in the sector, with the launch ofthese products planned for 2009.

The Project Management Office, establishedin 2008 under the Business DevelopmentGroup, is responsible for the installation andmanagement of the qualified and effectiveproject management culture complyingwith international PMI standards in AktifBank and its subsidiaries. In 2009, AktifBank aims, by completing the PMIcertifications, to be the first Turkish bankwith accreditation in this field.

CORPORATE ANDCOMMERCIAL MARKETINGBelieving the best way to reach customersis to be the choice of bank to work with,Aktif Bank offers its customers swift,practical and creative solutions as a“corporate business partner”. Throughcorporate and commercial bankingpractices, the Bank offers cash, non-cash,foreign trade financing, leasing, factoringand cash management products which aretailored to the specifications of sectors andcustomers.

In 2008, steps were taken to ensureincreased growth in the value, profitabilityand performance created through thecorporate banking business line:

• The growth trend was maintained.•Cash loan volume grew by 40% from

TRY 75 million in 2007 to TRY 105million in 2008.

•Non-cash loan volume jumped by126% from TRY 155 million in 2007to TRY 351 million in 2008.

• The Bank concentrated on financingforeign trade, raising the volume of lettersof credit arranged by 51%, from US$ 115million to US$ 175 million.

In line with Aktif Bank's growth targets, thecorporate marketing group will sustain itsefforts to be its customers' primary choicein 2009.

The Bank plans to open corporate branchesin Bursa, Kayseri and Gaziantep in 2009,which will work at the same speed andflexibility as the headquarters. Thesebranches are scheduled to introducespecial products and services which havebeen carefully tailored to meet the needsof the city based on the “City Banking”model.

15

The Treasury Group plans to provide fullservice support towards the developmentof new financial instruments and riskmanagement strategies for its customersthrough its risk-oriented approach, whilepaying special attention to customersatisfaction and profitability.

Within this approach, the Treasury Groupaims to assess and effectively manageexchange rate, interest rate and liquidityrisks in the market, as well as operationalrisk with respect to customers and the bank.

In 2009, the Treasury Group's primary goalis, by completing its own structure, to offerfinancial solutions that will promotecustomer satisfaction while contributing tothe Bank's profitability and productivity. AktifBank aims to be the first point of referencewhich customers place reliance on whenit comes to the monitoring, interpreting andanalysis of the markets.

FINANCIAL INSTITUTIONSThe successful trend observed in itsactivities during 2008 allowed Aktif Bank tobe recognized by the broader internationalfinancial markets and to enhance itsrecognit ion among global bankingcommunities.

In 2008, in line with Aktif Bank's strategya n d r e q u i r e m e n t s , t h e B a n k ' scorrespondent bank network was enlargedand significant progress was made towardsestablishing long-term relationships withcorrespondent banks in order to facilitateclients' foreign trade and treasurytransactions by obtaining new cash andnon-cash l ines . The number o fcorrespondent banks was increased from107 to 168 in 2008. During the same period,the volume of foreign trade transactionsundertaken by Aktif Bank more thandoubled from US$ 110 million to US$ 262million.

Despite volatility in foreign markets and thecontraction in funding sources, Aktif Bankcontinued to raise financing at favorablerates to serve the needs of its clients during2008.

Aktif Bank was rated by JCR Eurasia in2008. The Bank's financial strength wasconfirmed with an 'A-' Long-Term Nationalrating and a 'BB-' Long-Term Internationalrating. With the US$ 62 million capitalincrease by its parent, Aktif Bank becamea preferred and trusted partner forinternational banks.

Aktif Bank has broughta breath of fresh air tothe banking sectorwith its swift, practicaland creative activities.

RETAIL MARKETINGBelieving that bringing simple and directcompetitive solutions to customer needsby placing them at the center of eachbusiness it conducts, Aktif Bank has broughta breath of fresh air to the banking sectorwith its swift, practical and creative activities.

Aktif Bank aims to achieve the following inretail banking:

• To be a retail giant in Turkey, with thewidest delivery channel - even without anybranches.• To offer products which are customized,requiring specialization, where there is nointensive competition.• To offer its products and services throughthe most appropriate and cost-effectivechannels without opening branches.• Increasing business volumes by creatingsynergies with group companies.

Efforts were initiated to introduce AlternativeDelivery Channels as core channels, basedon the "Direct Banking" business model.

• The Aktif Bank Call Center, with thetelephone number 444 30 50, was broughtinto service in October 2008.• Efforts to get the Internet Bankingchannel up and running continued withoutinterruption.• As well as electronic channels, alternativechannel networks are being established toprovide customers with a broad range ofservices.

In addition to electronic delivery channels,the Bank aims to offer customized servicesto its customers through various alternativechannels, in line with the needs of potentialcustomers, without any time or placerestrictions.

TREASURYAktif Bank's Treasury Group stepped up itstransaction volume and diversity ininternational and domestic money andcapital markets in 2008. It has maintainedits successful trend with an emphasis onoffering customers competitive andadvantageous prices in products providedby the Treasury, and through a serviceapproach that creates value.

The year 2009 is expected to be a yearmarked by significant risks for all economicplayers in developed and developingnational economies and in the financialmarkets.

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• Software developed by the Bank inhouse and its Basic Banking Module wereput into operation, thereby ensuring thatnecessary technological support wasprovided for all types of accountingtransactions.• Infrastructure for the Call Center wasestablished.•Operational processes to handle individualloan applications from all channels wereprepared, backed by the necessarytechnology and support of outsourcers.• The Integrated Receivable Managementpackage, one of the best examples of AktifBank's operational service diversification,was developed and the organization andinfrastructure necessary for the executionof the package was established.• The Bank implemented a Cash CollectionModel, through outsourcing, which will serveits subsidiaries and customers.

In line with Aktif Bank's strategies, theOperations Group aims to attain its ultimatetargets in 2009, which have been definedas offering recently developed productsand providing a high quality of service.

PROJECT AND CORPORATEFINANCEAktif Bank included project and corporatefinance activities in its investment bankingservice portfolio in August 2008. The Projectand Corporate Finance Department,founded with the vision of becoming the"Financial Common Sense" of relevantparties, offers a range of services to theprivate sector, local administrations andpublic institutions in Turkey, as well as othercountries in the region with its dynamic,success-oriented and strong staff equippedwith international experience. These can besummed up as follows:

PROJECT FINANCEAktif Bank's project finance team evaluatesprojects in various sectors including, butnot limited to energy, transportation andinfrastructure in Turkey and in the Regionin terms of their economic, financial, legaland sectoral aspects, then analyzespotential risks and opportunities and finallyprepares project feasibility reports.Moreover, it finances feasible projects byusing its balance sheets and/or sources ofnational, international and financialinstitutions which Aktif Bank cooperateswith.

The Financial Institutions Group aims toenhance its activities in 2009 by offering fulllogistics and technical support tointernational financial institutions who areinterested in the Turkish market but do notyet have a foothold in the country.

OPERATIONSAktif Bank has structured its operationsaround a central axis since the day of itsfoundation. In addition to the central branch,branches and electronic delivery channels,the following services are offered throughalternative service channels established atthe Operations Group:

• Quick, practical and direct services toindividual customers,• All banking services offered to corporateand commercial customers, as well asdiversified boutique services,• Technical consultancy, training sessionsand education through seminars providedto internal and external customers, and• Operational service support provided tosubsidiaries.

The fundamental elements whichdifferentiate Aktif Bank's Operations Center:

• A service approach that focuses oncustomers and sales support at all times,• Cost-efficient, highly flexible andproductive service quality,• Highly automated "industrial production"with maximum efficiency and strengthenedby IT architecture,• The ability to offer operational servicesto other institutions through a serviceorganization approach and special servicespackages to the customers, and• Specialized and dynamic humanresources.

Aktif Bank's operational restructuring, putin place to serve all of its delivery channelsand support its subsidiaries, was completedin 2008. This was performed in line with itsstrategy of segmentation and specializationthrough an organizational structure fullybased on centralization.

Some key developments realized by theOperations Group in 2008 can be summedup as follows:

• Operational business processes wererestructured, documented and supportedby technology.

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In 2008, the JCREurasia ratings agencyconfirmed Aktif Bank'sfinancial strength withan 'A-' Long-TermNational rating and a'BB-' Long-TermInternational rating.

Aktif Bank, in line with its City Bankingstrategy, also aims to play an active role inbringing all corporate finance services toSMEs, primarily in industry-intensive citieswhere the Bank is present.

SUBSIDIARY MANAGEMENTThe Subsidiary Management Groupmaintains its activities aimed at achievingthe following three principal goals:

• To provide the organization of financialsubsidiaries owned by the Çal›k Group toform the most effective managementstructure,• To monitor performances of thesubsidiaries owned by the Bank and toprepare necessary reports for theirevaluation as a whole, and• To carry out activities that unleash thesynergy between financial corporationsincluded in the Group and to providecoordination towards the fulfillment ofstrategic decisions taken.

While accomplishing the above mentionedtargets, the Subsidiary Management Groupis also primarily responsible for effectivelyensuring a flow of information between theBank and its subsidiaries.

The Subsidiary Management Group alsodevelops strategies for the acquisition ofnew subsidiaries and presents them for theapproval of the senior management.

The Group conducts alternative countryanalysis to ensure that Aktif Bank carriesout the right investments, by setting out itsstrategy in acquiring subsidiaries in foreigncountries based on factors such asgeographical proximity, country potentialin the field of finance, and the opportunitiesfor synergy with other Group investments.

In addition to country analysis, financial sub-sectors are also evaluated by the SubsidiaryManagement Group and are subjected tofeasibility studies for various investmentproposals.

In Turkey, on the other hand, the SubsidiaryManagement Group is continually seekingopportunities that allow Aktif Bank to acquirepartners which comply with the Bank'sgeneral strategies and are in a position togenerate added value.

CORPORATE FINANCEAktif Bank offers the following boutiqueinvestment banking services in the field ofcorporate finance:

• Strategic Investment Consultancy(Country / Sector / Strategic Alliance)Potential clients, within the framework oftheir investment plans, are endowed withadvisory services on new markets, modeof sector entry, and strategic positioning.• Advisory for PrivatizationAs part of corporate finance activities, weprovide both buy-side and sell-side advisoryservices to clients involved in theprivatization processes of state-ownedenterprises.• M&A Operations and Financial ModelingThe corporate finance team of Aktif Bankhas strong expertise in advising on localand cross border mergers and acquisitions,divestments, and formation of strategicalliances.• Corporate RestructuringOrganizational and financial restructuringproject services are offered to potentialclients in line with their strategic targets inthis ever changing and evolving globalbusiness world.• Private Equity and Other ServicesAs a representative of foreign financialinstitutions and investor groups, Aktif Bankcarries out projects in various areas.

The negative impact of the global crisis thatbegan in 2007 and which spread intensivelythroughout the world in 2008, is expectedto lose steam in 2009. In line with thisexpectation, the service strategy of theProject and Corporate Finance Departmenthas been reconstituted to focus mainly onthe following sectors:

• Energy•Power production (Hydroelectric,

Wind, Thermal and Solar Energy),•Power and natural gas distribution,

• Energy efficiency• Health• Public transportation and infrastructure(highways, railways, urban transformation,public transportation and payment systems)

Close cooperation has been establishedwi th pr ivate funds, mul t inat ionaldevelopment and investment banks fromEurope, Asia and the Gulf Region forfinancing of major projects.

Our Subsidiaries

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BANKA KOMBETARETREGRATE (BKT)With roots going back to 1920, BankaKombetare Tregtare (BKT) assumed itscurrent name in 1993. Privatized in 2000,Çal›k Group gained control of BKT in 2006.Following Çal›k Group's purchase, BKT'sshareholding structure comprises of Çal›k-fieker Consortium (60%), EBRD (20%) andthe IFC (20%).

In November 2008, fiekerbank's shares inthe Çal›k-fieker Consortium were boughtby Çal›k Holding after which the name ofÇal›k-fieker Consortium InvestmentIncorporated was changed to Çal›k FinancialServices Inc., which was registered onJanuary 13, 2009.

Having been selected as "Bank of the Year"in Albania in 2006 by the magazine, TheBanker, BKT was also given the "Best Bank"award in Albania in 2008 by Finance CentralEurope as well as the award of "BestMedium-Sized Bank" in SoutheasternEurope. The Central Bank of Albania alsoissued its highest rating to BKT for the thirdtime in the last five years. BKT is the onlybank in the Albanian banking sector to haveachieved such acclaim. BKT was rated withan "AAA" Grade at the Albanian scale in2008 by Japan Credit Rating Agency.

As the third largest bank in Albania, BKThas US$ 1.2 billion in total assets andrecorded a profit of US$ 19.5 million for theperiod. With US$ 84 million in shareholders'equity, BKT reached a return on equity of30% and deposit volume of over US$1billion. BKT has a total cash loan volume ofUS$ 386 million, of which US$ 124 millionis composed of individual loans withcorporate loans accounting for US$ 262million.

With 62 branches at the end of 2008, BKThas the second widest branch network inAlbania. BKT's 52 branches operate in 29different cities throughout Albania, with theremaining 10 operating in eight differentcities throughout Kosovo. BKT is also thefirst bank funded by Turkish capital to haveinvested in this country before Kosovo'sindependence was declared.

Offering a wide array of banking productsand services to institutions and companiesin the public and private sectors as well asindividual customers, BKT will offer newbanking products to its customers in 2009,spread its service network through newbranches, as well as to internet and mobilephone banking delivery channels havingthe latest innovations. BKT will undoubtedlyremain an important force in the Albanianeconomy.

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E-Kent demonstratesefforts to ensure itssolutions and servicesare availablethroughout all Turkishcities seeking toachieve modern urbandevelopment.

With this approach, Electronic Fee CollectionSystems in cities are installed and operatedby E-Kent through functional validationmodels, which are able to read both smartcards and magnetic tickets. As of today, E-Kent is the only company in Turkey to offerthe magnetic ticket and smart cardbusiness model, which is the most widely-used form of operation of Electronic FeeCollection Systems.

The number of transactions in citiescurrently served (Bursa, Kayseri, Gaziantepand Tokat), and in supported cities both inTurkey and abroad, reached 800 millionwith a transportation management turnoverof TL 500 million attained through thefollowing:

• The validation system on 3,000 municipalityand public buses,• 300 light rail system entrance-exit turnstiles,• Entry-exit turnstiles of facilities under thecontrol of municipalities, such as zoos,museums, etc,• 60 E-Kent Smart Card charging and ticketsale box offices (210 personnel), and• 1,000 Smart Card charging and ticketsale dealers.• 2 million transportation cards.

E-KENT ELECTRONIC FEECOLLECTION SYSTEMSFounded in Bursa in 2002, E-Kent becamean indirect subsidiary of Aktif Bank in 2008through Çal›k Management Systems Inc.,owned by Aktif Bank.

E-Kent's service fields include electronic feecollection services integrated withmunicipality buses and light rail systems;box office and dealer organizationmanagement throughout the entire city; theoperation of collection desks under theBank's guarantee; optimizat ion oftransportat ion l ines; planning andproductivity consultancy and instantcommunications of transportation serviceinformation to the city's residents. Theseare solutions that prove to be indispensableelements of city life, offering residents ofthe city the opportunity to take advantageof a plethora of services in the city with asingle card along with swift and comfortablepayment options within the scope ofproviding a full service to the people of thecity.

E-Kent believes that a mass transportationsolution through integrated magnetic ticketsand smart cards represents the model tobring the most benefit to city transportationin terms of management and theestablishment of relations with people. Acombination of smart cards and magnetictickets is similarly used in transportationand municipal applications in many of theworld's leading cities.

E-Kent offers environmentally friendlysystems through the recyclable nature ofits magnetic tickets.

CUSTOMERS WANT SIMPLICITY. FAST, PRACTICALAND CREATIVE ACCESS REQUIRES SIMPLE SOLUTIONS.

OUR AIM IS TO EASE THE LIVES OF OUR CUSTOMERSTHROUGH OUR SERVICES.

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MANAGEMENT AND CORPORATE GOVERNANCE PRACTICES

Board of Directors

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TURGAY GEÇERBOARD MEMBERBorn in 1970, Mr. Turgay Geçergraduated from the Faculty of BusinessAdministration at Istanbul University andobtained a Masters degree and PhDfrom the School of Banking andInsurance at Marmara University. Mr.Geçer, who has 17 years of bankingexperience, joined Aktif Bank in 2007,but resigned from his post on the Boardof Directors on January 30, 2009.

AHMET ÇALIKCHAIRMANBorn in 1958, Ahmet Çal›k graduated from Istanbul's Sa¤malc›lar High School. His family has been active in the textilesindustry since the 1930s; in 1981, he expanded the Group's operations in the textile industry with the establishment of OrtaDo¤u Textiles, Inc. and GAP Güneydo¤u Textiles Inc. He began his investments in Turkmenistan in 1992, helping establishclose ties between Turkey and Turkmenistan. The President of Turkmenistan appointed Mr. Çal›k as the Assistant Ministerof State responsible for conducting negotiations between Turkey and Turkmenistan in areas including natural gas, petroleumand electricity. Mr. Ahmet Çal›k has received a number of awards during his career, including the Medal of State ofTurkmenistan in 1997. He was awarded the Republic of Turkey's State Distinguished Service Medal in 1999 and the TurkishForeign Ministry's Distinguished Service Medal in 2002; in 2006, Mr. Çal›k was handed the Turkish Grand National Assembly'sDistinguished Service Medal.

MEHMET ‹LHAN NEB‹O⁄LUBOARD MEMBERBorn in 1946, Mr. Nebio¤lu graduatedwith a degree in economics from theFreiburg University in Germany and hasover 20 years of international bankingexperience. He currently acts as anadvisor to both Standard Bank PLC andBanka Kombetare Tregtare. He sits onthe boards of Turcas Petroleum, Inc.and Man Ajans/JWThompson Istanbul.He has been a Member of the Board ofDirectors at Aktif Bank since 2006.

MEHMET USTADEPUTY CHAIRMANBorn in 1950, Mehmet Usta graduatedfrom the Department of Economics andFinance at the Eskiflehir Academy ofEconomic and Administrative Sciences.With over 20 years of internationalbanking experience, Mr. Usta served atAnadolu Bank in various positionsbetween 1979 and 1987 and held avariety of positions in a number oflocations both at home and abroad atEmlak Bankas› between 1987 and 1994.He worked at Bank Banque DuBosphore between March 1993 to 2007as Chief Executive Officer and as amember of the Board of Directors. Hehas been a member of the Board ofDirectors at Aktif Bank since April 2008.

MEHMET AYHAN BOLAYBOARD MEMBERBorn in 1942, Mr. Bolay graduated fromthe Faculty of Economics at AnkaraUniversity. Bolay held a range ofpositions between 1970 and 1982 atthe State Planning Organization andserved as General Secretary of the StatePlanning Organization between 1984and 1986 before serving as AssistantUndersecretary of Transportationbetween 1986 and 1993. He has beena member of the Executive Committeeof Çal›k Holding and a Member of theBoard of Aktif Bank since 1998.

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MEHMET ERTU⁄RULGÜRLERBOARD MEMBERBorn in 1958, Mr. Mehmet Ertu¤rulGürler graduated from the Faculty ofEconomics at Marmara University andhas 20 years of professional experience.He served in various capacities at DowTurkey, Inc. between 1987 and 1994,including the post of Financial Auditorand as a Member of the Board ofDirectors. He served as the ActingGeneral Manager and Secretary to theBoard of Directors at Total Oil TurkeyInc. between 1994 and 1998, beforejoining Çal›k Holding in 1998. Mr. Gürleris currently a member of the ExecutiveCommittee of Çal›k Holding and aMember of the Board of Directors ofAktif Bank.

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DR. ÖNDER HAL‹SDEM‹RCEO AND BOARD MEMBERBorn in 1972, Dr. Önder Halisdemirreceived his higher education fromMarmara University, New YorkUniversity (NYU) and the University ofPennsylvania. Dr. Halisdemir's bankingcareer spans several departments,including the Inspection Committee,Corporate Banking, Branch Bankingand Retail Banking at a variety of banks.He played an instrumental role inintroducing a range of innovations tothe Turkish banking industry and haswon numerous awards for his work atthe banks he served, both in Turkey andinternationally. Holding a PhD in banking,Dr. Halisdemir continues to serve on theboards of the Financial ManagersFoundation, the Real Estate InvestmentTrusts Association and Association ofRisk Professionals, as well as someinsurance companies. He joined AktifBank in 2007.

7VEYSEL fiAH‹NBOARD MEMBERBorn in 1959, Mr. Veysel fiahingraduated from the Department ofPublic Administration at the AnkaraAcademy of Economic and CommercialSciences. Mr. fiahin began his careerat Anadolu Bank as a member of theInspection Committee before beingcommissioned at Emlak Bank and laterat Ziraat Bank. With more than 20 yearsof banking experience, Mr. fiahin hasbeen a member of the Board ofDirectors of Aktif Bank since thebeginning of 2009.

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Senior Management

DR. AYDIN ARGINEXECUTIVE VICE PRESIDENT,CORPORATE AND COMMERCIALMARKETING GROUPBorn in 1966, Dr. Ayd›n Arg›n graduatedfrom the School of Business at Uluda¤University. He went on to obtain an MBAfrom the same university and a PhDfrom the School of Banking andInsurance at Marmara University. Dr.Arg›n has 20 years of bankingexperience. He joined Aktif Bank in 2007.

MURAT EMRE DUMANEXECUTIVE VICE PRESIDENT,BUSINESS DEVELOPMENT GROUPBorn in 1970, Mr. Murat Emre Dumangraduated from the Department ofComputer Engineering at BilkentUniversity. He went on to obtain aMasters from the Kelley School ofBusiness at the University of Indiana.He has 17 years of business experience,of which 11 years were in banking. Hehas served as manager of variousaward-winning projects in the bankswhere he worked. He joined Aktif Bankin 2007.

ÖZLEM ÖZÜNEXECUTIVE VICE PRESIDENT,FINANCIAL INSTITUTIONS GROUPBorn in 1979, Ms. Özlem Özüngraduated from the Department ofFinance at the Wharton School. She alsocompleted an executive MBA programat the Bosporus University. Ms. Özün,who has 8 years of banking experience,joined Aktif Bank in 2007.

FERDA ÖNENEXECUTIVE VICE PRESIDENT,OPERATION GROUPBorn in 1969, Ms. Ferda Önengraduated from the Department ofEconomics in English, Faculty ofEconomics, at Istanbul University. Ms.Önen, who has 16 years of bankingexperience, joined Aktif Bank in 2007.

DR. ÖNDER HAL‹SDEM‹RCEOBorn in 1972, Dr. Önder Halisdemirreceived his higher education fromMarmara University, New YorkUniversity (NYU) and the University ofPennsylvania. Dr. Halisdemir's bankingcareer spans several departments,including the Inspection Committee,Corporate Banking, Branch Bankingand Retail Banking at a variety of banks.He played an instrumental role inintroducing a range of innovations tothe Turkish banking industry and haswon numerous awards for his work atthe banks he served, both in Turkey andinternationally. Holding a PhD in banking,Dr. Halisdemir continues to serve on theboards of the Financial ManagersFoundation, the Real Estate InvestmentTrusts Association and Association ofRisk Professionals, as well as someinsurance companies. He joined AktifBank in 2007.

DR. ÖNDER HAL‹SDEM‹R

FERDA ÖNEN

ÖZLEM ÖZÜN

DR. AYDIN ARGIN

MURAT EMRE DUMAN

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RAC‹ KAYAEXECUTIVE VICE PRESIDENT,TREASURY GROUPBorn in 1967, Mr. Raci Kaya graduatedfrom the Faculty of Economics andAdministrative Sciences at the MiddleEast Technical University and holds aMasters from Hacettepe University. Helater completed a doctorate in bankingand insurance at Marmara University.Mr. Kaya, who has 18 years of bankingexperience, joined Aktif Bank in 2007.

MUTLU ÖZDEM‹REXECUTIVE VICE PRESIDENT,INFORMATION TECHNOLOGYGROUPBorn in 1970, Mr. Mutlu Özdemirgraduated from the Department ofComputer Engineering at BosporusUniversity. Mr. Özdemir has 15 years ofwork experience, 12 of which werespent in the banking industry. He joinedAktif Bank in 2007.

HAKAN KURTO⁄LUEXECUTIVE VICE PRESIDENT,FINANCIAL AFFAIRS GROUPBorn in 1969, Mr. Hakan Kurto¤lugraduated from the Department ofBusiness Administration in the Facultyof Economic and AdministrativeSciences at Marmara University.Mr. Kurto¤lu, who has 16 years ofbanking experience, joined Aktif Bankin 2008.

SERDAR SÜMEREXECUTIVE VICE PRESIDENT,SUBSIDIARY MANAGEMENTGROUPBorn in 1973, Mr. Serdar Sümergraduated from the Department ofBusiness Administration in the Facultyof Political Sciences at Ankara University,and holds a Masters degree from theCollege of William & Mary in Virginia,USA, as well as a Financial Risk Manager(FRM) certificate and Certified PublicAccountant license. Mr. Sümer has 13years of banking experience and joinedAktif Bank in 2008.

DO⁄AN AKAYEXECUTIVE VICE PRESIDENT,CORPORATE AND COMMERCIALCREDITS GROUPBorn in 1968, Mr. Do¤an Akaygraduated from the Faculty of BusinessAdministration at Istanbul University. Mr.Akay has 17 years of bankingexperience and joined Aktif Bank in2007.

RAC‹ KAYA

MUTLU ÖZDEM‹R

DO⁄AN AKAY

SERDAR SÜMER

HAKAN KURTO⁄LU

MURAT BARLASRISK MANAGEMENT DEPARTMENTVICE PRESIDENTBorn in 1968, Mr. Murat Barlas graduatedfrom the Department of Mathematics in theFaculty of Science at Istanbul University. Hehas 13 years of banking experience, andhas been working at Aktif Bank since 2007.

YUSUF A. KARADA⁄INTERNAL CONTROL DEPARTMENTVICE PRESIDENTBorn in 1974, Mr. Yusuf A. Karada¤graduated from the Department of PoliticalScience and International Relations, in theFaculty of Economic and AdministrativeSciences at the Bosporus University. With11 years of banking experience,Mr. Karada¤ joined Aktif Bank in 2007.

‹BRAH‹M YAfiARINTERNAL AUDIT DEPARTMENTVICE PRESIDENTBorn in 1973, Mr. ‹brahim Yaflar graduatedfrom the Department of Economics inEnglish in the Faculty of Economics atIstanbul University. With 15 years of workexperience, 10 years of which were spentin the banking industry, Mr. Yaflar has beenworking at Aktif Bank since 2007.

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Directors Within the Scope ofInternal Systems

F‹KR‹ EREMAUDITORBorn in 1968, Mr. Fikri Erem graduatedfrom the Department of BusinessAdministration at Istanbul University. With17 years of work experience, Mr. Erem hasworked as an auditor since 2001.

BÜLENT AKSUAUDITORBorn in 1974, Mr. Bülent Aksu graduatedfrom the Department of BusinessAdministration in English at IstanbulUniversity. Mr. Aksu has 12 years of workexperience gained in both the public andprivate sectors since 1996.

Auditors

CREDIT COMMITTEEThe Credit Committee consists of the CEO and two persons elected from among thoseMembers of the Board who meet all the criteria, professionally and in terms of qualifications,required of the CEO, who, in their role as committee members, will exercise their authoritydelegated by the Board of Directors to open credit lines.

Committees

FULL MEMBERS OF THE CREDIT COMMITTEEMehmet Usta (Chairman of the Credit Committee)Mehmet Ertu¤rul Gürler (Vice Chairman of the Credit Committee)Önder Halisdemir (Member of the Credit Committee-CEO)

ALTERNATE MEMBERS OF THE CREDIT COMMITTEEM. Ayhan Bolay (1st Alternate Member)Mehmet ‹lhan Nebio¤lu (2nd Alternate Member)

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COMMITTEE MEMBERSDr. Önder Halisdemir (CEO, Chairman of the Committee)Dr. Ayd›n Arg›n (Executive Vice President, Corporate and Commercial

Marketing Group)Do¤an Akay (Executive Vice President, Corporate and Commercial

Credits Group)Ferda Önen (Executive Vice President, Operation Group)Murat Emre Duman (Executive Vice President, Business Development Group)Mutlu Özdemir (Executive Vice President, Information Technology Group)Özlem Özün (Executive Vice President, Financial Institutions Group)Raci Kaya (Executive Vice President, Treasury Group)Hakan Kurto¤lu (Executive Vice President, Financial Affairs Group)Serdar Sümer (Executive Vice President, Subsidiary Management Group)Gürol Güngör (Senior Vice President, Retail Marketing Department)Nilay Kibaro¤ullar› (Senior Vice President, Retail Credits Department)Ümit Özden (Senior Vice President, Project and Corporate Finance Department)Y›ld›r›m Ulusoy (Senior Vice President, Human Resources Department)

COMMITTEE MEMBERSMehmet Usta (Chairman of the Audit Committee)Veysel fiahin (Member of the Audit Committee)

ASSET - LIABILITY COMMITTEEThe Asset / Liability Committee is an advisory board that establishes the financial policiesand strategies required for the management of the Bank's assets and liabilities in relationto liquidity shortages, exchange rate risk and capital adequacy.

AUDIT COMMITTEEIn order to assist with the audit and supervision activities that fall under its responsibility, theBoard of Directors has appointed an Audit Committee consisting of at least two of itsmembers who meet the qualifications specified by the Banking Regulation and SupervisionAgency and are given the title of Internal Systems Coordinator, to jointly conduct theadministration, management and operation of the departments within the Bank's InternalSystems.

The Audit Committee monitors the efficiency and adequacy of the Bank's Internal Systems,the implementation of these systems, as well as its accounting and reporting systems, withinthe framework of the Banking Law, other legal provisions and the Bank's internal regulations,and the integrity of the information produced; it also conducts the necessary preliminaryevaluations for the selection of independent auditors and ranking, rating and support serviceorganizations by the Board of Directors; regularly monitors the activities of the organizationsthat have been appointed by the Board of Directors and with which an agreement has beensigned, and ensures the coordination and the consolidated implementation of internal auditactivities covering all departments, units and branches, on behalf of the Board of Directors.

The committee reports to the Board of Directors at least every six (6) months on issuespertaning to the audit activities.

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PROMOTION COMMITTEEThe Bank's Promotion Committee was established to manage the promotion process inaccordance with the regulations and principles established by the Human ResourcesDepartment in order to meet the needs that arise in the organization of the Bank. Thiscommittee is responsible for:

• Promoting staff members who meet the promotion criteria, and• Determining promotion-related salary increases that will be valid at the time the promotionsare made.

The Bank's Promotion Committee meets each year in June at the invitation of the DepartmentHead responsible for Human Resources, under the chairmanship of the CEO.

COMMITTEE MEMBERSDr. Önder Halisdemir (CEO, Chairman of the Committee)Y›ld›r›m Ulusoy (Senior Vice President, Human Resources Department,

Vice Chairman of the Committee)Dr. Ayd›n Arg›n (Executive Vice President, Corporate and Commercial

Marketing Group)Do¤an Akay (Executive Vice President, Corporate and Commercial

Credits Group)Ferda Önen (Executive Vice President, Operations Group)Murat Emre Duman (Executive Vice President, Business Development Group)Mutlu Özdemir (Executive Vice President, Information Technology Group)Özlem Özün (Executive Vice President, Financial Institutions Group)Raci Kaya (Executive Vice President, Treasury Group)Serdar Sümer (Executive Vice President, Subsidiary Management Group)Hakan Kurto¤lu (Executive Vice President, Financial Affairs Group)Savafl Çoban (Senior Vice President, Organization and Process Management

Department)Bürra Pekak (Vice President, Human Resources Department)‹brahim Yaflar (Vice President, Internal Audit Department)

Information on the participations of the members of the Board of Directors and theAudit Committee, as well as the committee members stated in sub-sub paragraphthree, subparagraph (b), paragraph one of this article to the relevant meetings in theaccounting period:

The Board of Directors convened every month; however, the Board of Directors may holdextraordinary meetings if necessary.

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AKTIF BANK'S MOSTVALUABLE RESOURCE - ITSSTRONG INTELLECTUALCAPITALAktif Bank's goal is to create an organizationwhich is open to new technologies, keepsabreast of the latest global developmentsand creates new business opportunities. In2008, Aktif Bank's scope of businessexpanded and new business lines werestructured. Akt i f Bank's growingorganizational structure and competencyframework were established in line with itsstrategic targets. Considering the necessarykey positions that will be required in thefuture, Strategic Human Resources Planningwas set-up and necessary resources werecreated to cover this requirement. Duringthe growth process of the Bank, employeeswith high potential and with sectorexperience and young talents who recentlygraduated from university were recruited.The Bank's workforce grew by 115% in2008.

Aktif Bank continuously develops its humanresources practices in accordance with theunderstanding of raising the efficiency andlevels of competencies of its humanresources while encouraging and awardingtheir creativity.

The best practices in Turkey and throughoutthe world are closely pursued to providethe fastest and the best quality humanresources services in terms of Aktif Bank'sw o r k i n g e n v i r o n m e n t a n d t h edevelopmental opportunities it offers.

Employees, who both trust and are trusted,while being supported by specializedtraining systems, are considered as theBank's foremost strength in realizing itscommitment to offer innovative and highvalue added solutions in all fields.

Postgraduate degree 20%Undergraduate degree 70%Average Age 32Average Banking Experience* 10 years

* Includes Unit Manager and above.

RECRUITMENTAktif Bank continues its growth with a youngand successful team of experts.The objective of the Bank is to attain highlyself-confident, well educated, innovativetalents who are open to development andchange by offering equal opportunities toall candidates.

TRAINING ANDDEVELOPMENTAktif Bank recognizes continuity in trainingas a vital instrument on the path to beingthe best. To this end, the bank has identifiedkey responsibilities for its human resourcesdepartment to include the setting up ofappropriate training and developmentopportunities that will enhance employees'knowledge, improve their skills, enhancetheir success in their work and ensure thatthe training and development programsnecessary for now and in the future arerealized effectively and efficiently. In 2008,a total of 3,864 hours of training wasprovided, translating to 24.3 training hoursper employee.

CAREER MANAGEMENTBy identifying human resources as theBank's most valuable capital, Aktif BankHuman Resources' key policy focuses onthe development of the skills and creatinga working environment where the successand high performance of the employeesare awarded.

Every successful employee of Aktif Bankhas the opportunity to be promoted to thehighest position as long as they maintaintheir success. In the stage of developmentalplanning, current positions and possiblefuture positions of the employees areanalyzed and their career paths in whichthey can maximize their full potentials aredetermined.

As an institution that aims to develop itsexecutives internally, Aktif Bank offers itsemployees both horizontal and verticalcareer opportunities.

Human Resources

WE DO NOT ENTER ANY BUSINESS WHICH WE DO NOTSUPPORT WITH A BUSINESS PHILOSOPHY. WE DO NOT

EVEN OFFER ORDINARY SERVICES WITHOUTREINTERPRETING THEM. ALL ACTIVITIES WE PERFORM

WHICH COME INTO CONTACT WITH OUR BUSINESSENVIRONMENT INVOLVE DELICATE

THINKING AND INNOVATION.WE IMAGINE AND WE ACCOMPLISH.

32

The volume of transactions conductedwithin the risk group in which the Bank is amember, the loan and deposit transactionsthat remained outstanding at the end of theperiod, and income and expendituresrelated to the period are set out below:

Transactions Conducted by AktifBank within Its Own Risk Group

Persons and Organizations ProvidingSupport Services

Services outsourced by the Bank within theprovisions of “Regulations Regarding theSupport Services Received by Banks andthe Authorization of Support ServiceOrganizations” are as follows:

• Cash transportation services are providedby SecurVerdi Güvenlik Hizmetleri A.fi.

• Archiving services are provided by RMArfliv Yönetim Hizmetleri Ticaret A.fi.

• Support and maintenance for corporatebanking software is provided by Bis Solutionand Integration Services Ltd.

• Service for the EFT Banking System userinterface is provided by Global TechnologyLtd.

Financial leasing, amounting to TRY 349, has been made available to the risk group, in which the bank is a member, in the cash accounts.

31 DECEMBER 2008 31 DECEMBER 2007(TRY) (TRY)

LOANS AND ADVANCES TO CUSTOMER 6,282 19,820

OTHER LIABILITIES (CUSTOMER ACCOUNTS) 1,310 8,41

BALANCES WITH RELATED PARTIES

31 DECEMBER 2008 31 DECEMBER 2007(TRY) (TRY)

NON - CASH LOANS 164,777 75,255

OFF BALANCE SHEET BALANCES WITH RELATED PARTIES

31 DECEMBER 2008 31 DECEMBER 2007(TRY) (TRY)

INTEREST INCOME ON LOANS 4,418 1,577

FEE AND COMMISSION INCOME 832 1,278

CONSULTANCY GAIN - -

RENT EXPENSES - -

OTHER EXPENSES - -

TRANSACTIONS WITH RELATED PARTIES

33

INFORMATION ON THE AUDITCOMMITTEE'S EVALUATIONSOF THE OPERATIONS OF THEINTERNAL CONTROL,INTERNAL AUDIT AND RISKMANAGEMENT SYSTEMSAND THEIR ACTIVITIESDURING THE ACCOUNTINGPERIODOperating in the banking sector as adevelopment and investment bank, AktifInvestment Bank Inc., has created, internalcontrol, internal audit and risk managementsystems suitable and adequate for itsactivities and business lines, in accordancewith the regulations published by BRSA.The Internal Systems Group wasestablished within our Bank, bearing thenecessary quality and effectiveness to covervarying conditions and in line with the scopeand structure of our operations, with thegoal of monitoring and managing riskswhich our Bank may be subject to as aresult of its activities. The principles ofindependence, objectivity and distributionof authority have been adopted in theestablishment of the Internal Control, InternalAudit and Risk Management Departments,and local regulations as well as internationalstandards have been taken into account inthe determination of internal arrangementsand working principles of the respectiveDepartments.

2008 was a year when arrangementsconcerning internal processes wereestablished and working principles andprocedures were developed in the internalcontrol, internal audit and risk managementsystems in our Bank. The Board of Directorscarried out necessary studies for theapproval of pertinent strategies and policiesconcerning all control and audit activities,and the continuation of an effective internalaudit and control management system.Moreover, as a result of the Board ofDirectors' and Senior Management'sguidance in respect to full compliance withlegal regulations and decisions regardingreinforcement of the Bank's organization,an auditor was employed at the InternalAudit Department and two internal controldeputy managers were employed at theInternal Control Department. Additionalpersonnel will be employed at respectivedepartments depending on the changesand developments in the Bank's operationsin the upcoming period.

Audit Committee Report

Aktif Bank's growthstrategy envisages theintensive and effectiveuse of technology; tothis end, projectsconducted in 2008were supported withinthe scope of audit andcontrol activities.

Risks arising as a result of the Bank'sactivities are monitored and managedthrough proactive methods within the scopeof activities carried out by the Internal Controland Internal Audit Department. The InternalAudit and Internal Control Departmentconduct their activities in accordance withthe current regulations, internal auditprogram, internal control processes andimplementation principles in theirinspections and investigations. Risk-basedaudits conducted at the Bank's Head Officeunits, subsidiaries and branches are allperformed in line with internationalstandards and based on the principle ofrisk-weighting of operations. The findingsare reported to the operating departmentsresponsible for conducting or initiating thetransaction. The audit findings and thedevelopment of issues identified in thesereports are also monitored.

The Bank's growth strategy envisages theintensive and effective use of technology;to this end, projects conducted in 2008were supported within the scope of auditand control activities. The authorizationinfrastructure of the core banking systemis designed with a checkpoint for eachtransaction, with high risk transactions onlybeing executed after successful completionof the verification process. In the event oferrors or violations of regulations identifiedduring the execution of transactions, theauthority to halt transactions resides withthe Internal Control Department.

In addition to audit and control activitiesconducted within the Bank, audit and controlactivities in subsidiaries have taken animportant place among the Bank'soperations in 2008. Workshops withmeetings and visits were organized toanticipate the business flows of and evaluatethe adequacy of control systems insubsidiaries, as well as onsite audit andcontrol activities were carried out within thescope of efforts to establish and/or developnecessary audit and control structures insubsidiaries in Turkey and abroad. Activitiesconducted within this scope will becontinued in 2009.

34

The Bank's risk exposure was reducedsignificantly in 2008 as a result of thecontrols implemented by the Internal Audit,Internal Control and Risk ManagementDepartments, on a value at risk basis, takinginto account the Bank's growing anddeveloping organizational structure, balancesheet size, transaction volume and varietyof transactions.

Banking activities conducted within AktifYat›r›m Bankas› A.fi. have their own controlprocesses. Evaluations regarding thedetermination of effectiveness andadequacy of control processes in bankingoperations, which are conducted with thisapproach, were fulfilled in 2008 throughaudit and control activities performed inCorporate Credits, Treasury and OperationGroups.

The Bank's Risk Management Departmentis responsible for defining risks, collecting,measuring and analyzing data regardingrisks, identifying and reporting the riskprofile, taking and implementing thenecessary precautions with regardmitigating and controlling risks. Riskmanagement policies and risk limits havebeen established within the Bank andapproved by the Board of Directors. TheBank's risk monitoring practices and reportscontain all significant risks, and these regularreports support Bank policies and limitsregarding risk management.

Evaluation of Financial StatusThe Bank's consolidated total assetsreached US$ 171.3 million by the end of2008, increasing by 77% compared to theprevious year, with a profit of US$ 3.2 millionfor the period.

Aktif Bank is a bank backed by strongequity. According to its 2008 full yearfinancial statements, the Bank's totalshareholder's equity stood at US$ 109million. Aktif Bank's capital adequacy ratiofor the same period was 35.64%.

In 2008, the Bank again managed its creditportfolio with an approach designed tooptimize the risk-return balance, meetingcustomers' financing needs at differentmaturities with the most suitable tenors.Continuing to show an exemplary lendingperformance in its sector, Aktif Bank's totalcredits in 2008 stood at TRY 105 million,implying a growth of 40% over the previousyear.

35

INFORMATIONCONCERNINGIMPLEMENTED RISKMANAGEMENT POLICIESBY TYPES OF RISKAktif Bank's activities are primarily classifiedas Commercial and Corporate Banking orTreasury and Capital Market Transactions.The income generated from these activitiesaccounted for 84% of the total income in2008.

Treasury and Capital Market activitiesinclude interbank money markettransactions, credits, repurchase andreverse repurchase transactions, variableand fixed income instruments, foreigncurrency t ransact ions, der ivat iveinstruments and trading.

Commercial and Corporate Bankingactivities include commercial lending,project finance, export finance, factoring,financial leasing, and letters of guarantee,letters of credit, and foreign trade finance.In 2008, 85% of the total income wasrealized in transactions conducted in thisarea of activity.

Risk Management Policies

In 2008, Aktif Bankmanaged its creditportfolio with anapproach designed tooptimize the risk-return balance,meeting customers'financing needs atdifferent maturitieswith the most suitabletenors.

Commercial banking activities bear arelatively significant share of risk due totheir volume and ratio to total income. Theobjective of the Bank's credit riskmanagement strategy is to manage therisk that the Bank's own portfolio mayassume in line with its strategy and goalsand to maximize the risk-adjusted return.It has adopted a dynamic credit portfoliomanagement system that also takes intoaccount the early warning signals in creditanalysis, allocation and approval.

In credit placements, the Bank's policy is toobserve the following principles: safety,liquidity, productivity and appropriatediversification of credits.

The required documentation, responsibilitiesand limits regarding credit risk managementare specified. Clear rules have beenestablished for scoring, loan approvalprocesses, evaluation of customercreditworthiness and credit allocationconditions implemented within the Bank.

36

Aktif Bank's Hotsite Center, located inIstanbul's Balmumcu region, enables keymanagement and staff to continue with theirwork in the event of local disasters (suchas hardware malfunctions, fires, prolongedpower failures, terrorist attacks, TurkishTelecom or telephone line failures). TheDisaster Recovery Center in Ankara willallow the Bank to continue its operations inthe event of major disasters such asearthquakes, fire or flood. Copies of allcorporate accesses and critical servers arebacked up in real-time at the center inAnkara.

An office environment has been created inboth centers to meet all the technicalrequirements of the key staff. Therefore,the Bank's operational risk is also rated aslow.

The level of reputational risk, strategic riskand other risks that may arise from varioustransactions is low.

Aktif Bank's capital adequacy ratio, whichstood at 35.64% in December 2008, isconsiderably higher than the sector averageand indicative of the Bank's strong capitalstructure.

One of the main reasons for the Bank's lowcredit risk is the conservative approach ofthe Bank's senior management and Boardof Directors. Credit risk related findings arereported directly to the Board of Directorsand senior management.

Income from the Treasury and CapitalMarkets transactions accounted for 18%of the Bank's total income, and the assetsassociated with these transactions wereequivalent to 20% of the total assets. Thefact that the assets associated with theBank's interbank transactions are short-term placements and its securities portfolioare composed of benchmark governmentdebt securities buttresses the Bank in theface of liquidity risk.

Notwithstanding the primary goal ofproviding products that will meet the needsof our customer portfolio, the Bank'sTreasury operations aim to contribute toprofitability with trading transactionsconducted within the framework of themarket risk limits established by the Boardof Directors.

37

5 - Year Summary Financial Highlights5-YEAR SUMMARY FINANCIAL HIGHLIGHTS - IN INDEXED VALUES (-,000 TRY)

5-YEAR SUMMARY FINANCIAL HIGHLIGHTS - IN INDEXED VALUES (-,000 US$)

US$/TRY RATE 1.51800 1.16850 1.41329 1.34746 1.34287

2008 2007 2006 2005 2004BALANCES WITH BANKS & INTERBANK MONEY

MARKET PLACEMENTS 48,059 22,346 9,375 6,153 6,490TRADING SECURITIES (NET) 854 505 747 2,707 6,921INVESTMENT SECURITIES 50,197 - - - -LOANS & FACTORING RECEIVABLES 105,174 75,188 43,751 44,497 39,972FINANCE LEASE RECEIVABLES (NET) 349 608 1,539 3,638 8,998SHAREHOLDERS' EQUITY 164,707 65,346 61,234 55,617 50,014

TOTAL ASSETS 260,090 113,242 66,819 64,177 71,321

GUARANTEES AND INDEMNITIES 350,604 155,291 105,718 94,781 74,143

NET INTEREST INCOME 13,411 10,969 9,928 10,850 12,172NET FEES AND COMMISSION INCOME 2,820 2,274 2,129 2,514 2,595OPERATING PROFIT -3,930 5,133 6,650 8,349 10,382NET MONETARY POSITION GAIN / LOSS - - - - -5,833PROFIT BEFORE TAXES 4,623 5,133 6,650 8,349 4,549PROVISION FOR TAXES ON INCOME 330 -1,021 -1,421 -2,753 -520NET PROFIT / LOSSES 4,953 4,112 5,229 5,596 4,029

2008 2007 2006 2005 2004BALANCES WITH BANKS & INTERBANK

MONEY MARKET PLACEMENTS 31,659 19,124 6,633 4,566 4,833TRADING SECURITIES (NET) 563 432 529 2,009 5,154FINANCIAL ASSETS AVAILABLE FOR SALE (NET) 33,068 - - - -LOANS & FACTORING RECEIVABLES (NET) 69,285 64,346 30,957 33,023 29,766FINANCIAL LEASE RECEIVABLES (NET) 230 520 1,089 2,700 6,701SHAREHOLDERS' EQUITY 108,503 55,923 43,327 41,275 37,244

TOTAL ASSETS 171,337 96,912 47,279 47,628 53,111

GUARANTEES AND INDEMNITIES 230,964 132,898 74,803 70,340 55,212

NET INTEREST INCOME 8,835 9,387 7,025 8,052 9,064NET FEE AND COMMISSION INCOME 1,858 1,946 1,506 1,866 1,932OPERATING PROFIT -2,589 4,393 4,705 6,196 7,731MONETARY GAIN / LOSS - - - - -4,344PROFIT BEFORE TAXES 3,045 4,393 4,705 5,231 3,388PROVISION FOR TAXES ON INCOME 217 -874 -1,005 -2,043 -387NET PROFIT / LOSS 3,263 3,519 3,700 3,188 3,000

PERFECTION IS NOT A TARGET, BUT AN ENDLESS JOURNEY.ANYTHING OTHER THAN THE PERFECT IS

NEVER ENOUGH AND WHAT IS PERFECT IS

ACTUALLY A PERMANENTLY MOVING TARGET.DEVELOPMENT IS A NEVER-ENDING QUESTIONING OF THE

STATUS. YOU ALWAYS HAVE A SIDE TO IMPROVE, NOMATTER WHAT LEVEL YOU ARE AT.

www.aktifbank.com.tr

AKT‹F BANK CALL CENTER: 444 30 50

AKT‹F BANK'S HEAD OFFICE AND BRANCHES

Head OfficeBüyükdere Caddesi No: 163/A

Zincirlikuyu, fiiflli 34394‹stanbul, Turkey

Phone: (+90 212) 340 80 00Fax: (+90 212) 340 88 65

Merter BranchFatih Cad. Selvi Sok. No: 18

Merter 34169‹stanbul, Turkey

Phone: (+90 212) 340 80 10Fax: (+90 212) 340 80 38

Central BranchBüyükdere Caddesi No: 163

Zincirlikuyu, fiiflli 34394‹stanbul, Turkey

Phone: (+90 212) 340 80 40Faks: (+90 212) 340 80 80

Kayseri BranchOsman Kavuncu Cad. No: 191/1Melikgazi 38060 Kayseri, Turkey

Phone: (+90 352) 336 84 00Fax: (+90 352) 336 95 15

Head OfficeYalova Yolu Buttim PlazaKat: 16 No: 1649-1650

Bursa, TurkeyPhone: (+90 224) 211 08 20 (pbx)

Fax: (+90 224) 211 43 92Web: www.e-kent.com.tr

E-KENT ELECTRONICFARE SYSTEMS (E-KENT)

Head OfficeBulevardi “Zhan d’Ark”, Tirana,

ShqipëriPhone: (+355) 422 50 955

Fax: (+355) 422 50 956Web: www.bkt.com.al

BANKA KOMBETARE TRAGTARE(BKT)

Head OfficeKeresteciler Sitesi Fatih Cad. SelviSok. No: 18 Merter 34169 ‹stanbul

Phone: (+90 212) 340 89 07Fax: (+90 212) 340 88 92

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