Akfen REIT

2019 Annual Report

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Akfen REIT

Content

Annual Report 2019

From the Management.....................................................................................................................................................

1

Chairman's Message.....................................................................................................................................................

1

CEO's Message ................................................................................................................................................................

3

Board of Directors Biography ..................................................................................................................................

4

Top Management...........................................................................................................................................................

9

Organizational Chart.................................................................................................................................................

12

Akfen REIT Affiliates.................................................................................................................................................

12

Shareholders ................................................................................................................................................................

15

Hotels ...................................................................................................................................................................................

16

Novotel ve Ibis Hotel İstanbul...............................................................................................................................

16

Ibis Hotel İstanbul Esenyurt ..................................................................................................................................

16

Novotel İstanbul Bosphorus (Karaköy) ............................................................................................................

16

Ibis Hotel Tuzla ...........................................................................................................................................................

17

Ibis Hotel Bursa...........................................................................................................................................................

17

Ibis Hotel Alsancak ....................................................................................................................................................

17

Ibis Hotel Eskişehir....................................................................................................................................................

18

Ibis Hotel Ankara Airport........................................................................................................................................

18

Ibis Hotel Adana..........................................................................................................................................................

18

Novotel Trabzon .........................................................................................................................................................

18

Novotel ve Ibis Hotel Gaziantep ...........................................................................................................................

19

Novotel ve Ibis Hotel Kayseri ................................................................................................................................

19

Merit Park Hotel Girne (TRNC) ............................................................................................................................

19

Ibis Hotel Samara ve Samara Office....................................................................................................................

20

Ibis Hotel Kaliningrad...............................................................................................................................................

20

Ibis Hotel Yaroslavl....................................................................................................................................................

20

Ibis Hotel Moscow......................................................................................................................................................

21

Projects................................................................................................................................................................................

21

Bulvar Loft.....................................................................................................................................................................

21

Overview of Akfen REIT ...............................................................................................................................................

22

Financial Structure (Consolidated).....................................................................................................................

22

Portfolio .........................................................................................................................................................................

23

Akfen in Brief ...............................................................................................................................................................

24

Akfen Infrastructure Holding in brief................................................................................................................

26

Akfen REIT in brief ....................................................................................................................................................

26

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Akfen REIT

Annual Report 2019

Milestones of Akfen REIT........................................................................................................................................

27

Vision and Mission.....................................................................................................................................................

29

Portfolio Location Map.............................................................................................................................................

30

Financial and Operational Indicators ................................................................................................................

31

Operations..........................................................................................................................................................................

31

REIT Industry...............................................................................................................................................................

31

Real Estate Sector.......................................................................................................................................................

32

Hotel and Accommodation Sector.......................................................................................................................

32

Subsequent Events as of September 30, 2019 ...............................................................................................

33

Development after 2019 .........................................................................................................................................

35

Evaluation of Activities in 2019 ...........................................................................................................................

36

Real Estate Valuation Report Result ..................................................................................................................

39

...................................................................................................

50

Corporate Governance..................................................................................................................................................

53

Compliance Co trol On Portfolio Limitations

Human Resources ......................................................................................................................................................

53

Risk Management.......................................................................................................................................................

54

Dividend Distribution Policy .................................................................................................................................

55

Government Grants and Incentives ....................................................................................................................

55

Report on Compliance to Corporate Governance Principles ...................................................................

55

Attachments ......................................................................................................................................................................

75

ii

Akfen REIT Annual Report 2019
From the Management
Chairman's Message
While the countries of our World are struggling with negative situations such as global trade wars, climate change threat and economic slowdown, up growth in tourism sector continues. We had a year behind us, during which tourism expenses continued to grow in a global scale.
Although a relatively slow growth has been witnessed when compared to the years 2017 and 2018, due to the political uncertainty which includes also Brexit, the bankruptcy of worl known tourism group Thomas Cook, global, regional and social tensions, it continued its absolute growth.
As per the United Nations World Tourism Organization's (UNWTO) report, the number of the worldwide international tourist number reached to 1,5 billion by increasing 3,8% during the year 2019 (54,9 million visitor as per the year 2018).
the world.
Turkishtourismsectorclosedcontinuedthe lastto equalizetwo yearstheachievingrecords bya record,the increaseby accommodating 51,8 million guests in the year 2019. Furthermore it increased the revenue of tourism sector to 34,5 billion USD, when compared to the previous year. We do envisage that Turkey will continue to growth in terms of the number of tourists and incomes in 2020 too.
The tourist afflux towards Turkey which we witness nowadays will continue by diversification of congress tourism which doesn't reach desired levels since the year 2015 and by Galataport project which will become active to welcome giant cruise ships. Accordingly, it will be possible to see that room rates will go upwards.
In 2019, due to the activities which are directed by the General Directorate of Promotion which is working un de the Ministry of Culture and Tourism of Turkey, a fact like Göbeklitepe that affects the whole world history is presented on the window of tourism and considerable results are obtained. These kind of creative steps shall become a value added of the tourism.
As Akfen Real Estate Investment Company, we continued to increase our incomes with record levels in an environment where tourism industry got a rise in 2019. We do welcome the year 2020 as a year during which we will reach our targets and register new records.
Through the successes of the previous year, in 2019; we earned the highest rental income of Akfen Real Estate Investment Company since its foundation in 2007, by increasing the total rental income from 19 hotels, to TL 109 million (Euro 17.2 million).
In the 15 hotels we have in our portfolio in Turkey, during the period of January - December 2019, we had Euro 36 per room by an increase of 6 per cent in terms of foreign currency. In the hotels the room rate has increased by 18 per cent in terms of Turkish Lira and became TL 226, which is
1

Akfen REIT Annual Report 2019 the highest rate. The rental income earned from hotels which are located in Turkey was TL 56

million with an increase of 24 per cent, compared to previous year.

Occupancy rate of Akfen Real Estate Investment Company 's 19 hotels which are located in Turkey and Russia is increased to 67 per cent which is the highest rate of all times.

Taking into consideration the actual trends, economic expectations and the UNWTO Confidence Index which shows that tourist numbers will increase 3-4% in the world, we do expect while we close the year 2019 with the records we achieved, that the rise in the sector will continue during the coming years.

However, we do believe that the Reuptake Program we initiated as Akfen Real Estate Investment Company will create additional value for our company and our shareholders.

ChairmanHamdi Akınof the Board of Directors

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Akfen REIT

Annual Report 2019

CEO's Message

It's a huge pleasure to have achieved all our expectations and to share this achievement with ourshareholders, as a company in the year 2019 for which the sector was expected to endure a growth trend! Continuous improvement and income increase which we witness since the year 2017 in the hotels of our portfolio, resulted as new records for us in the

year 2019.

Our average occupancy rate which was 62% in 2017 in our 15 hotels which are located in Turkey, has increased to 66% in 2018 and to 69% in 2019. When we get into account all our hotels we do continue to increase our average occupancy rate each and every year. When the room rate increases based on Euro are added to the latter, our net profit exceeded TL 170 million. By the effect of the wholesale of our portfolio in Bulvar Loft, our incomes approached to TL 500

Now Akfen Real Estate Investment Company has risen to the league of giants as a company with its size of assets which reached TL 2,7 billion, its equities which are approximately TL 1 billion and its written down value which exceeds TL 1 billion. We have witnessed that these successes are responded back by our investors by the intense interest they have proved for our equity securities. Due to the interest which continued increasingly even after our Reuptake Program was ended at the end of August our equity securities rate has increased by 145% in 2019.

Our biggest guarantees for the future are being able to maintain these successes by signing long term contracts with the leading operators of the sector and the continuous support of our main financiers. The trust of our shareholders, the effort of our employees and the contribution of our other partners will ensure that we do set the bar high during the year 2020. I do wish a prosperous year for all of us.

Sertac F. Karaağaoğlu

General Manager

3

Akfen REIT

Annual Report 2019

Board of Directors Biography

Hamdi Akın - Chairman ofHamdithe BoardAkın wasof Directorsborn in 1954. He graduated from Gazi University, Department of Mechanical Engineering. In 1976 he founded Akfen Holding, whose main activity area is to invest in, manage and coordinate partnerships and subsidiaries active in infrastructure and superstructure construction, port management, marine transportation, water distribution and waste water services, energy and real estate sectors. In addition to serving as the Chairman of the Board of Directors at Akfen Holding, he is also the Chairman of Board at MIP (Mersin International Port). In 1997, he founded the TAV brand to build and operate Turkey's first high capacity airport in the aviation sector, one of the hardest sectors of the world, and he managed the company as Chairman of Board until 2017.

In addition to his private entrepreneurship, Mr. Akın realized projects in infrastructure, energy and investment in scope of privatization efforts. He also carried his dynamism and hard work in business to volunteer efforts and non-governmental organizations as a Manager and founder of many societies, foundations, chambers of commerce. He has served as Vice President of Fenerbahçe Sports Club (2000-2002),MESS-Metal Industrialists' Union President of Ankara Regional Representatives Council (1992-2004), President of TÜGİAD-Turkish Young Businessmen's Association(1998-2000), Board Member of TİSK-Turkish Confederation of Employers' Associations (1995-2001), Board Member of TÜSİAD-Turkish Industrialists' and Businessmen's Association President of Information Society and New Technologies Commission (2008-2009) and Board Member of Clean Seas Association/TURMEPA (2011-2018).

Hamdi Akın is a founder of the Contemporary Turkey Studies Chair at the London School of Economics. He is also the Founding Member and Honorary President of the Turkey Human Resources Foundation (TİKAV), founded in 1999 to provide Turkey with well-trained human resources. He is also the Vice Chairman of the Board of Trustees at Abdullah Gül University Support Foundation.

  • Süha Güçsav - Vice Chairman

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Akfen REIT

Annual Report 2019

Graduating from the Economics Department of Istanbul

University in 1992, Güçsav subsequently completed his master's degree in the Gazi University Institute of Social Sciences Business Department. Beginning his career at insurance brokerage Alexander&Alexander Sigorta Brokerliği A.Ş. in 1992, Güçsav joined Akfen Holding in 1994 and took on roles in the Financing Department and the Executive Department.

He played important roles in the privatizations of Vehicle

Inspection Stations, Mersin International Port and İDO (Istanbul

Fast Ferries), the establishment and investment processes of

Akfen REIT, the public offerings of Akfen Holding and Akfen

REIT, and issues such as subsidiaries' stake sales and long-term

chairman of the DEIK Turkish-Singapore Business Council, also served as the Akfen Holding Management Board Deputy Chairman from 2003 until March 2010. A management board member of Akfen Holding between the years 2010-2012 and of TAV Airports Holding A.Ş. between 2000-2012, Güçsav has been the Akfen Holding CEO between March 2010 and 2019 and he serves as Advisor to the Chairman at Akfen Holding.

In addition to this role, he served as Chairman of Akfen REIT, Akfen Environment and Water, and Board Member of Mersin International Port and Akfen HES Yatırımları ve Enerji Üretim A.Ş. and Akfen's various subsidiaries. Akfen Holding Advisor to the Chairman Süha Güçsav was appointed in October 2014 as the Turkish Honorary Business Agent of the International Trade and Investment Agency (IE Singapore), which conducts activities under the auspices of the Singapore Industry and Trade Ministry.

Pelin Akın Özalp - BoardAfterMembergraduating from Surrey University, UK, in 2010, Pelin Akın Özalp started her career in the Deutsche Bank. Following her return to Turkey, she was attended to the MT program of TAV Airports Holdings. Pelin Akın Özalp started to serve as Board of Directors Member at Akfen Holding in 2012.

She is an active member of the Board of Trustees and the Board of

Directors at TİKAV (Turkish Human Resources Education and

Health Foundation) and Vice President of The Duke of Edinburgh's

International Award-Türkiye National Committee. She is also

Board of the Contemporary Turkish Studies Chair founded in London

School of Economics since 2010.

She participated in different working groups in DEİK Spanish Business Council, DEİK British Business Council, DEİK Irish Business Council and DEİK US Business Council. She is also a member of Turkish Tourism Investors Association (TTYD), Association of Family Businesses (TAİDER) and Turkey Union of Chambers and Commodity Exchanges (TOBB) Young Entrepreneurs Advisory Councils. Pelin Akin Ozalp is also a member of Turkey Business Women's Association (TIKAD), Association of Women in Board of Directors (YKKD) and the Marine Environment Protection Association (TURMEPA) Boards.

Currently serving as Vice Chairwoman of Akfen Infrastructure Holding, as Board Member and Corporate Governance Committee Member for Akfen Holding, and Board of Directors Member of IBS Insurance and Reinsurance Brokering, Akfen REIT, Istanbul Sea Buses (İDO) and Travelex.

5

Selim Akın - Board Member

Akfen REIT

Annual Report 2019

Selim Akın, graduated from Surrey University, Business Administration Department in the United Kingdom, and after coming back to Turkey Mr. Akın started his professional career in the Akfen Holding Accounting Department and later served in the Project Development and Finance Departments.

The main projects in which he participated are the privatization and financing of Vehicle Inspection Stations, the privatization and financing of Mersin Port and Akfen Holding's public offering and bond issue. Besides his Chairman of the Board of Directors role at Akfen Altyapı Holding A.Ş., Akfen İnşaat ve Turizm A.Ş., Mr. Akın also serves as the Vice Chairman of the Board of Directors and

CEO at Akfen Holding and its various subsidiaries.

Mr. Akın has become a member of the Turkish Young Businessmen's Association. Mr. Akın is a member of TÜSİAD and Turkish Tourism Investors Association (TTYD). Also he is Vice Chairman of Young Businessmen Association of Turkey (TÜGİAD) and he has also been serving as DEİK representative since 2018.

Sıla Cılız İnanç - Board MemberSıla Cılız İnanç, graduated from Marmara University, Faculty of Law in 1995, joined Akfen Holding in 1997 upon having carried out law internship in 1996.

She took part in Public Private Partnership projects (PPP) in Turkey, mergers and acquisitions, worked in concern with infrastructure, construction, energy and competition law. She took an active role in secondary legislation of Public Tender Law. She worked at every stage of build-operate- transfer projects, transfer of rights/concession and all process of privatizations implementations including tenders and transfers in which Akfen and its subsidiaries participated, also dealt with establishment of financial structures, facility agreements and both share and bond issues laws and regulations. She conducted company

She is Board Member of Akfen Altyapı Holding A.Ş., Akfen Holding A.Ş. and also Board Member of various Akfen Holding subsidiaries and Akfen İnşaat Turizm ve Ticaret A.Ş.

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Akfen REIT

Annual Report 2019

İrfan Erciyas - Board Memberİrfan Erciyas, graduated from Economics and Finance Department of Gazi University in 1977, has started to work in Türkiye Vakıflar Bankası. After having worked as inspector and Branch manager in Türkiye Vakıflar Bankası, he continued to work as Vice General Manager between 1996 and 2002 and as General Manager between 2002- 2003.

Erciyas who joined Akfen Holding in 2003 as Vice Chairman of the Board of Administrators, had worked especially on privatization of Vehicle Inspection Stations, Mersin International Port and IDO and also during the foundation and investment processes of Akfen REIT and Akfen Enerji, for the public offering of Akfen Holding and Akfen REIT and on the subjects of the share sales of the shareholdings and

is working in Akfen Holding , as Executive Board Member since March 2010 and he is also Chairman of the Board of Administrators, Vice Chairman and Member of Board of Administrators of several subsidiaries and affiliates of Akfen Holding.

Ahmet Ertürk - - Independent Board Member

Mr. Ahmet Ertürk, who was born in Malatya in 1953, graduated from the Faculty of Political Sciences of Ankara in 1975. Mr Ertürk, who served duty as a Finance Inspector between the years of 1976- 1985, made a study for and on behalf of the Ministry of Finance between 1984-1985 in London on "British Experience on Privatization" After his service of duty as the Assistant Secretary General of TÜSİAD (Turkish Industrialists' and Businessmen's Association) between the years of 1986-1988, he took up the duties

as the Deputy General Director and Consultant of General Director at the Turkish Marine Enterprises between the years of 1988-1991. Mr. Ahmet Ertürk, who worked as the Deputy General Director at Albaraka Türk between 1992-2002, took up the duty as the President of the Saving Deposit Insurance Fund (TMSF) between 2004-2009 following his duty as the Member of the Capital market Committee (SPK) in 2003. Mr. Ertürk, who served duty as the Senior Advisor of the (Turkish) President on economical matters between 2010-2014, is married with two kids and in good command of English language. Currently, he serves duty as an Independent Member of the Board of Directors of Akfen REIT.

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Akfen REIT

Annual Report 2019

Halil Eroğlu - - Independent Board Member

Eroglu, who was born in Karşıyaka in 1952, studied tpe primary school in seven different schools as a result of his father's profession as a civil servant. After having studied at the Boarding School of İzmir Education College (BAL-Bornova Anatolian High School), he has graduated from the Ankara University Faculty of Political Sciences in 1974. After a service period of ten years as an inspector at the bank, Türkiye İş Bankası, where he started his banking work, he served various

duties at the General Directorate and branches, and worked as a General Director at Dışbank, which has been closed down for the current period and also at İş Leasing for a period of three years. Mr. Eroğlu became the General Director of the Industrial Investment Bank in 2001. After the merger of the bank in 2002 with the Industrial Development Bank of Turkey (TSKB), he served duty as the general director of the Bank for a period of ten years and retired in 2011. He served duty as the chairman or member of the board of directors at various companies either before or after his retirement. Currently, he serves duty as an Independent Member of the Board of Directors of Akfen REIT.

Adnan Aydoğan - - Independent Board Member

Mr. Adnan Aydoğan has graduated from the College of Education of Diyarbakır in 1980, and from the High School of Elazığ in 1983, and from the Public Management Department of the Faculty of Economics and Administrative Sciences of the Gazi University in 1987. He completed his master degree course at the Management Sciences of the Social Sciences Institute of the Gazi University. He served duty at the Turkish Iron-Steel Plants as the Plants Manager, and Researcher at the Sakarya University, and specialist (Project Coordinator) at the Undersectariat of State at

the Defence Industry, and subsequently, as the Project monitoring and Finance Branch and Head of Fund Management Division. Finally, Mr. Aydoğan, who was working as the Head of Financial Affairs and Subsidiaries within the structure of TAİ, quitted his duty in 2013, and currently serves duty as an Independent Member of the Board of Directors at Akfen REIT.

8

Akfen REIT

Annual Report 2019

Top Management

F. Sertac Karaağaoğlu - General Manager

Mr. Sertac F. Karaağoğlu, has bachelor's degree from METU Political Science and Public Administration, and MBA from Maltepe University. During his banking career in 1996-2012 he worked in Corporate and SME banking divisions of commercial banks (Toprakbank, Kentbank, Dışbank, Fortis) as branch and region manager and as director of commercial and SME credits in Fortis and TEB BNP Paribas. He continued his Corporate Finance career in

exchange) as Group Director of Listing and Private Market between 2012 and 2016. Karaağaoğlu is General Manager of Akfen REIT since 2016, giving lectures on Corporate Governance and Finance in Maltepe University and member of Board in GYODER.

Cüneyt Baltaoğlu - RussiaCüneytCoordinatorBaltaoğlu, who graduated from the German High School of Istanbul and subsequently, Faculty of Architecture of the Istanbul Technical University, stepped in his working life (career) by taking up a duty at the Hotel project of Gama İnşaat Russia-Tyumen in 1994. Then, Mr. Baltaoğlu, who took up the duty at the Koray-Enka Partnership Moscow and Koray Construction Istanbul real estate development/investment projects between the years of 1995 and 1998, completed his MBA degree at the Rotterdam School of

University of Holland between 1999 and 2001, and subsequently, undertook the Lycos-Europe's founding general directorate duty within the structure of Bertelsmann AG in Moscow. Mr. Baltaoğlu conducts the duty of Coordinator of Russia Investment Projects of Akfen Gayrimenkul Yatırım Ortaklığı (Akfen Real Estate Investment partnership) since 2007.

Memduh Okyay TuranMr-. MemduhDep tyOkyayGeneralTuranMgraduatednagerfrom- Operationthe Department of Tourism and Hotel Management of Bilkent University in 1993. Mr. Turan started his professional career at Antalya Club Hotel Sera City & Resort and Antalya Dedeman Convention. Mr. Turan, who holds a Travel Agencies Information Certificate of the Ministry of Tourism, subsequently, has served duties as manager at the Mega Residence Hotel Front Office Management, Mega Residence Sales & Marketing departments. Mr. Turan, who served duties as the General Director and General Coordinator at St. Paul Tourism & Travel Agency and

MersGroup, conducted the General Coordinator duty in the following years at the City Residence, affiliated to the same group, and Kuşadası Mersin Beach Resort. Mr Turan, who joined the Akfen Family in 2005, serves duty as the Deputy General Director for Operations at Akfen REIT since 2008.

9

Akfen REIT

Annual Report 2019

Yusuf Anıl - Deputy General Manager Financial and Administrative

Affairs1994 was graduated from the School of Economics of Anadolu University in 1994 and began his professional career in 1988. After completing his military duty in 1995, he worked as the Accounting and Financial Affairs Manager at Tam Group from 1996 until 2000. Between 2000 and 2004, he opened his own Independent Accounting and Financial Advising office. He worked as the Accounting Manager Borusan Telekom and other technology companies of Borusan Holding from 2004 until 2007. He had worked as the Accounting

Estate Investment Trust since February 2008 and Anıl has been working as Deputy General Manager since 2018. He received his independent accountant and financial advisor certificate in 2001 and Independent Auditor certificate of Public Oversight Authority.

10

Akfen REIT

Annual Report 2019

Board of Directors

Role

Hamdi Akın

Chairman of the Board/Executive Director

İbrahim Süha Güçsav

Vice Chairman of the Board

Pelin Akın

Board Member

Sıla Cılız İnanç

Board Member

Selim Akın

Board Member

İrfan Erciyas

Board Member

Adnan Aydoğan

Independent Board Member

Halil Eroğlu

Independent Board Member

Ahmet Ertürk

Independent Board Member

Top Management

Role

Sertac F. Karaağaoğlu

General Manager

Memduh Okyay Turan

Deputy General Manager - Operations

Yusuf Anıl

AffairsDeputy General Manager - Financial and Administrative

udit Committee

Role

AhmetErtürk

Chairman of the Committee/ Independent Member

Adnan Aydoğan

Member / Independent Member

Halil Eroğlu

Member / Independent Member

Chairman of the Committee/ Independent Member

Corporate

Role

Gove nance Committee

Chairman of the Committee/ Independent Member

Halil Eroğlu

Ahmet Ertürk

Member / Independent Member

Adnan Aydoğan

Member / Independent Member

Ayşegül Yılmaz

Member

Early Detection of Risk

Role

Committee

Chairman of the Committee/ Independent Member

Halil Eroğlu

Pelin Akın

Member / Independent Member

Selim Akın

Member / Independent Member

The total amount of financial benefits such as honorarium, fees, premium, bonuses, dividends and so on, provided to the managers of the Company are presented herein.

Benefits, for Top Level Executives 2018

2019

Change

(TRY)

(%)

Apart from this, no other material right,

allowance, representation expense,

material right in kind,

Short-Term Benefits

2.509

3.659

46

insurance and similar indemnity has

been given. The

total amount of short-term benefits,

provided to the executive managers for Akfen REIT and its affiliates belonging to the year ending

on December 31, 2019 refers to an amount of TRY 3.659.349 (31 December 2018: 2.508.656.-TL)

and all explanations, made pursuant to the legislation are conformed thereto and necessary

process is conducted within the direction of the fee policy of the Company.

11

Organizational Chart

İHamdiPelin. SühaAkınGüçsavAkınÖzalp-Chairman-Vice- Chairmanof the Boardof theofBoardDirectorsof Directors

Selim Akın- Board Member

Board Member

Sıla Cılız İnanç- Board Member İrfan Erciyas- Board Member Adnan Aydoğan*- Board Member Halil Eroğlu*- Board Member Ahmet Ertürk*- Board Member

* Independent Members of the Board of Directors

Akfen REIT

Annual Report 2019

Board of

Directors

Chairman of the

Board of

Hamdi Akın

GeneralSertacManagerF.

Karaağaoğlu

Deputy General

Operations

Cüneyt Baltaoğlu

Affairs

Manager Financial

Deputy General

Russia Coordinator

Legal Consultant

and Administrative

Manager-

Yusuf Anıl

MemduhOkyay

Turan

11 personnel

Şevin Nar

Administrative

Finance Speci

list

Hülya Keser

Aslı Canan Ocal

Officer for Investor

Affairs

Relations and

OğuzhanTuran

Accounting Man ger

Fatih Akar

Ayşegül Yılmaz

As at December 31, 2019, the number of employees of the group is 21 (Including Cyprus Personnel).

Akfen REIT Affiliates

Trade Name

Akfen Gayrimenkul Ticaret ve İnşaat A.Ş. (Akfen

GT)

Activity

Creating real-estate portfolios

Issued Capital (*)

171.750.000,00

Company's Share in Capital

200.000.000,00

Currency

TRY

Company's Share in Capital (%)

100

Company's Relationship

Subsidiary

Trade Name

Russian Hotel Investment B.V. (RHI)

Activity

Developing Hotel projects in Russia

Issued Capital (*)

33.455.050,00

Company's Share in Capital

32.690.666,00

Currency

Euro

Company's Share in Capital (%)

97,72

Company's Relationship

Subsidiary

12

Akfen REIT

Trade Name

Russian Pr perty Inv tment

Annual Report 2019

B.V. (RPI)

Developingoffice and residence projects in Russia

Issued Capital (*)

Activity

7.258.867,00

Company's Share in Capital

6.906.859,00

Currency

Euro

Company's Share in Capital (%)

95,15

Company's Relationship

Subsidiary

Trade Name

Hot Development Investment B.V. (HDI)

Developing Hotel projects in Russia

Issued Capital (*)

Activity

8.510.640,00

Company's Share in Capital

8.510.640,00

Currency

Euro

Company's Share in Capital (%)

100

Company's Relationship

Subsidiary

Trade Name

Akfen Karaköy Gayrimenkul Yatırımları ve

İnş A.Ş.* (Akfen Karaköy)

Creating real-estate investments

Issued Capital (*)

Activity

121.000.000,00

Company's Share in Capital

110.678.700,00

Currency

TRY

Company's Share in Capital (%)

91,47

Company's Relationship

Subsidiary

(*)Akfen Karaköy Yatırımları ve İnşaat A.Ş.'s 19.90% capital belongs to Akfen REIT and 71.57% belongs to Akfen GT A.Ş.

Trade Name

Akfen İnşaat Turizm ve Ticaret A.Ş. ve Akfen

Gayrimenkul Yatırım Ortaklığı A.Ş. Adi Ortaklığı

(Joint V nture)

Land Sales Proportion Revenue Share Housing

Activity

Construction Work

Issued Capital (*)

10.000,00

Company's Share in Capital

9.900,00

Currency

TRY

Company's Share in Capital (%)

99

Company's Relationship

Subsidiary

13

Akfen REIT

Annual Report 2019

MainAkfenactivityGa rimenkulfields of AkfenTicaGayrimenkuleti ve İnşTicaretiat AveInsaat. (AkfenA.S., 100%GT) subsidiary of Akfen REIT, is developing, managing and have manage real estate investments. Akfen GT has fixed rental income from 5 stars Merit Park, located in TRNC since 2007.

Akfen GT owns 97.72% of the shares of Russian Hotel Investments B.V. (RHI) and Russian Property Investment, and 95.15% of the shares of Russian Property Investment B.V. (RPI) established in the Netherlands who launched Ibis Hotel Yaroslavl, Ibis Hotel Samara, Ibis Hotel Kaliningrad and Samara Office among Akfen REIT's investments in Russia.

All of the HDI shares, held by Akfen REIT, were sold to Akfen GT, one of the subsidiaries of the Company, on March 27, 2017

RHI,Iconsolidates firms established in Russia to realize Hotel projects in this country. Active firms under The company are presented in the table.

RPIPIconsolidates project-based firms realizing projects in Russia excluding Hotel management projects.

HDI,DIof which 100 % participation is held by Akfen GT, is established in order to develop Hotel project(s) in Russia. The Company having its centre of activity located in Netherlands has realized a Hotel project, put into operation in Moscow.

Planning,Akfen KaraköyconstructingGayrimenkuland subcontracting,Yatırenting,ımlarımanagingve İ şandat outsourcingA.Ş. (AkfenmanagementKaraköy)of tourism facilities, hotels and real estate investments are among the operations of the Company. The hotel building in Karaköy, Istanbul, which has been invested by the company, is currently operated by Tamaris Turizm (Accor) as a five-star Hotel under the name of Novotel Istanbul Bosphorus.

Akfen İnşaat Turizm ve Ticaret A.Ş. ve Akfen Gayrimenkul Yatırım

Ortaklığı A.Ş. Adi Ortaklığı (Joint Venture)

Akfen REIT and Akfen İnşaat Turizm ve Ticaret A.Ş. (Akfen Construction) established a joint venture (Akfen REIT 99% - Akfen Const. 1%) on November 9, 2017 to undertake the Bulvar Loft Project owned by İller Bankası A.Ş. (İller Bankası). The Project was been completed in December 2018, consists of 822 residences and app 7.000m² commercial zone.

The wholesale of the independent sections in the Bulvar Loft project belonging to İller Bankası, which is under Joint Venture, was realized on 10 January 2019. The temporary admission application for the Bulvar Loft Project was approved by İller Bankası on January 29, 2019.

14

Akfen REIT

Annual Report 2019

Shareholders

December 31, 2019 Shareholders

Shareholders

Group

Shares

Number of

Capital

(TRY)

Shares

Ratio (%)

Akfen Holding A.Ş.

B

104.654.831

104.654.831

56,88

Hamdi Akın

A

1000

1000

16,50

B

30.349.089

30.349.089

C

999

999

D

1000

1000

Other

B

48.993.080

48.993.080

26.63

Total

C

1

1

100,00

184.000.000

184.000.000

The share group of A, C, D has the privilege to select nominees for the board of directors member

selection. Members of the Board are elected by the General Assembly among the nominees, where

2 of them selected by Group A, 2 of them by Group C, and 2 of them by Group D shareholders.

Regarding the company's own shares, there is no acquired share.

Registered Each Share's

Total

Capital

Type of Privilege

Whether Traded or

Group

/ Bearer

Nominal

Nominal

Rate (%)

not

Value (TRY)

Value (TRY)

Privilege to elect two

A

members of

board of

Not listed at BIST.

Registered

1

1,000

<0.001

directors at theGeneral

Assembly

B

Bearer

1

183,997,000

99.99

No privilege is available

Listed in the main

Privilege to elect two

Market at BIST.

C

members of

board of

Not listed

Registered

1

1,000

<0.001

directors at theGeneral

Assembly.

Privilege to elect two

Not listed

D

Registered

1

1,000

<0.001

members of

board of

directors at theGeneral

184.000.000

100

Assembly.

Total

15

Akfen REIT

Annual Report 2019

Hotels

Novotel ve Ibis Hotel İstanbul

The Istanbul lands of Novotel Istanbul and Hotel Ibis was allocated by the State Treasury bearinga construction right contract, dated as December 04, 2003, for a period of 49 years. The term of the allocation is extended to 2067 in 22.12.2018.

It is an accommodation point convenient for commercial and touristic-purpose trips with its close proximity to the historical regions and business centres of Istanbul. It's distance to various locations such as 0,5 kms to Veliefendi Hippodrome and Abdi İpekçi Sports Hall, 6 kms to the Olimpiyat Stadium, and 10 kms to the Sultanahmet and Beyazıt Districts give opportunity for Hotel visitors to reach the activities easily, desired by them.

Number of Novotel Rooms

26.372 m

Surface of the Land

2

Surface of Construction Area

11.720 m2

Operator

March 2007

Number of Hotel Ibis Rooms

208

Date of Opening

Tamaris Turizm (Accor)

228

Ibis Hotel İstanbul Esenyurt

The Hotel Ibis Istanbul Esenyurt taking place at the District Esenyurt, which is one of the most

rapidly developing regions of Istanbul through suburb projects and land of which is owned by

Akfen REIT, was opened and put into operation on January 25, 2013. The Hotel is the E-5

Motorway-fronted and takes place within a close range of TÜYAP Exhibition and Congress Centre.

Surface of Construction Area

1.755,372 m

Number of Rooms

7.331 m

2

Surface of the Land

Operator

January 2013

Date of Opening

Tamaris Turizm (Accor)

156

Novotel İstanbul Bosphorus (Karaköy)

The land of Novotel Karaköy was obtained from the General Directorate of Foundations through

an allocation for 49 years. It is constructed on the land of old Kozluca Han (Inn), located on the

Rıhtım Caddesi (Avenue) and faces the Galataport. Bearing the characteristic of the first 5-star

Hotel was launched in February 2016.

3.074,58 m2

Surface of Construction Area

Number of Rooms

21.440 m

2

Surface of the Land

Operator

February 2016

Date of Opening

Tamaris Turizm (Accor)

200

16

Akfen REIT

Annual Report 2019

Ibis Hotel Tuzla

The land of the Hotel Ibis Tuzla was purchased by Akfen REIT. It is located in the Anatolian Part

of Istanbul and situated over the E-5 Motorway and close vicinity of Shipyard, Metro

(Underground), Organized Industrial zones and Sabiha Gökçen Airport and launch of the Hotel

was made in April 2017.

2

Number of Rooms

9.480 m

Surface of the Land

4.688 m2

Surface of Construction Area

Operator

April 2017

Date of Opening

Tamaris Turizm (Accor)

200

Ibis Hotel Bursa

The land of the Hotel Ibis Bursa was leased from the Bursa Uluslararası Tekstil Ticaret Merkeziİşletme Kooperatifi (Bursa International Textile Trade Centre Enterprise Cooperative) on May 09, 2008 providing advantage with its close location to the commercial centres in Bursa being one of the most important industrial and commercial regions of Turkey.

Surface of Construction Area

7.961,792 m

Number of Rooms

7.523 m

2

Surface of the Land

Operator

November 2010

Date of Opening

Tamaris Turizm (Accor)

200

Ibis Hotel Alsancak

The land was leased on August 25, 2010from the General Directorate of Foundations of the PrimeMinistry of the Republic of Turkey for a period of 49 years. The Hotel Ibis İzmir Alsancak provides a comfortable and modern accommodation opportunity with its central location in İzmir that is one of the major cities making substantial contribution with its location and workforce to the Turkish economy. The Hotel taking place at the Alsancak District of the town Konak is located within the close vicinity of Alsancak Railway Station and Alsancak Port.

Number of Rooms

5.555 m

Surface of the Land

2

2

Surface of Construction Area

629 m

Operator

June 2013

Date of Opening

Tamaris Turizm (Accor)

140

17

Akfen REIT

Annual Report 2019

Ibis Hotel Eskişehir

The building of the Hotel Ibis Eskişehir was leased from the Metropolitan Municipality of Eskişehir

and the grain elevator building was converted into the Hotel Ibis. The Hotel being located at a

walking distance to all important shopping, business and entertainment centres of Eskişehir is

also situated at a location considerably close to the campus of the Anatolian University that is one

of the most important focal points of the city. Furthermore, the proximity of the Hotel to the

railway station increases the number of transportation alternatives to the Hotel.

Number of Rooms

5.868 m

Surface of the Land

2

Surface of Construction Area

6.806 m2

Operator

April 2007

Date of Opening

Tamaris Turizm (Accor)

108

Ibis Hotel Ankara Airport

The land of the Hotel Ibis Ankara Airport was purchased by Akfen REIT on July 21, 2011. The Hotel

Ibis Ankara Airport taking place at a distance of only 1 km to the Esenboğa Airport is 28 kms away

from the city centre of Ankara province.

9.506 m

Number of Rooms

Surface of the Land

2

Surface of Construction Area

7.134 m2

Operator

September 2014

Date of Opening

Tamaris Turizm (Accor)

147

The landof the Hotel Ibis Adana was purchased by Akfen REIT on August 03, 2010. The Hotel Ibis

Ibis H tel Adana

Adana is located at the city centre of Adana taking place among the important industrial,

commercial and agricultural centres of Anatolia.

2

Number of Rooms

9.047 m

Surface of the Land

2.213 m2

Surface of Construction Area

Operator

September 2014

Date of Opening

Tamaris Turizm (Accor)

165

Novotel Trabzon

The land of the Novotel Trabzon that is located on the Black Sea shore was leased from the WorldTrade Centre of Trabzon for a period of 49 years. A permanent and independent construction right of it covering a period of 49 years was registered February 27, 2008 at the deed office in favour of Akfen REIT.

The Novotel Trabzon that offers a transportation advantage to its guests through its close proximity to the airport and city centre has an additional advantage since the fact that it is the first international Hotel chain of the city and region. The Hotel taking place just besides the World Trade Centre is one of the favourite Hotels of Trabzon through its central location and design.

18

Surface of the Land

Akfen REIT

Annual Report 2019

Number of Rooms

2

15.232 m

Surface of Construction Area

13.450 m2

Operator

October 2008

Date of Opening

Tamaris Turizm (Accor)

200

Novotel ve Ibis Hotel Gaziantep

A permanent and independent construction right was registered at the deed office (deed of the real estate) on July 17, 2007 in favour of Akfen REIT covering a period of 30 years over the land of Novotel and Hotel Ibis Gaziantep, leased from the Metropolitan Municipality of Gaziantep on May 31, 2007. The area where the Hotel is located is at a walking distance to the city centre where public institutions such as City's Governor's Office, Metropolitan Municipality, Revenue Administration and so on and historical places are located in.

Number of Novotel Rooms

18.825 m

Surface of the Land

2

Surface of Construction Area

6.750 m 2

Operator

January 2010

Number of Ibis Hotel Rooms

92

Date of Opening

Tamaris Turizm (Accor)

177

Novotel ve Ibis Hotel Kayseri

The land of Novotel and Hotel Ibis Kayseri was leased from the Chamber of Commerce and

Industry of Kayseri on November 04, 2006 for a term of 49 years. A permanent and independent

construction right covering a period of 49 years was registered August 17, 2007 at the deed office

with relation to this land in favour of Akfen REIT. The Hotels being located at the city centre are

at a distance of 10 minutes to the airport.

11.035,4 m2

Surface of Construction Area

Number of Novotel Rooms

11.064 m

2

Surface of the Land

Operator

March 2010

Number of Ibis Hotel Rooms

96

Date of Opening

Tamaris Turizm (Accor)

160

Merit Park Hotel Girne (TRNC)

The land where the Hotel Merit Park Kyrenia was allocated by the Ministry of Finance of the TRNCcovering a term of 49 years. The Hotel taking place at the portfolio of the company, Akfen Gayrimenkul Ticareti ve İnşaat A.Ş., which is an affiliate of Akfen REIT, was leased to the company, Voyager Cyprus Limited Company (Voyager Kıbrıs Limited Şirketi) together with its casino for a period of 20 years through the Lease Contract, executed on May 15, 2012.

Number of Rooms

33.387 m

Surface of the Land

2

Surface of Construction Area

37.000 m2

Operator

April 2007

Date of Opening

Voyager Kıbrıs Ltd. Şti. (Net Holding)

286

19

Akfen REIT

Annual Report 2019

Ibis Hotel Samara ve Samara Office

Akfen REIT carried out two important projects in one of the major cities in Russia, Samara. The

Hotel Ibis Samara and Samara Office are located on the main arterial road where the airport road

is intersected, being situated 2 km away from the city centre of Samara having a population of 1.2

millions. Samara also has one of the most important petrol refineries of Russia within its

boundaries.

Surface of the Land

4.637 m

Number of Rooms

Surface of Construction Area

4.804 m2 2

Leasable Office

11.749 m2

Operator (Hotel)

March 2012

Date of Opening

Russian Management Hotel Company (Accor)

204

Ibis Hotel Kaliningrad

The Hotel is located on the riverbank of Progolya River at a distance of 1.2 kms from the centre of

the city, Kaliningrad that is an important transfer and tourism destination on the Baltic Sea shore.

Its distance to the airport, however, is 20 kms.

Number of Rooms

6.322 m

Surface of the Land

2

Surface of Construction Area

5.099 m2

Operator

Ağustos 2013

Date of Opening

Russian Management Hotel Company (Accor)

167

Ibis Hotel Yaroslavl

The 3-star Hotel Ibis Yaroslavl draws attention with its quality service, offered by it in the city ofYaroslavl, visited very often by domestic and foreign tourists. Yaroslavl taking place within the periphery of 250 kms to Moscow is a very active region both in terms of cruise tourism in the River Volga and cultural and business tourism, brought forth by international conferences.

Number of Rooms

7.916 m

Surface of the Land

2

Surface of Construction Area

4.432 m2

Operator

September 2011

Date of Opening

Russian Management Hotel Company (Accor)

177

20

Akfen REIT

Annual Report 2019

Ibis Hotel Moscow

The Hotel, located at the centre of Moscow, takes place just beside the sporting facilities in the

region Dynamo and at a walking distance of 15 minutes to the world-renowned Tretyakov Galery,

and 10 minutes to the Paveletsky Railway Station. The Hotel Ibis Moscow offers a comfortable

alternative to the business and tourism-focused trips through its modern architectural design and

well-illuminated rooms, equipped with a warm decoration.

Number of Rooms

13.250 m

Surface of the Land

2

Surface of Construction Area

2.010 m 2

Operator

July 2015

Date of Opening

Russian Management Hotel Company (Accor)

317

Projects

The project, started within the structure of Akfen İnşaat, consists of 6 buildings, 822 residences

Bulvar Loft

and a commercial facility of 7 thousands of square meters. While the project was at a level of 35,20

of the total foreseen cost, it was assigned to the company, Akfen İnş. Tur. Tic. A.Ş.-Akfen REIT A.Ş.

Joint Venture, of which 99 % share proportion is held by Akfen REIT: The residence sales made

through the Income Share Model on the land, owned by İller Bankası. All of the properties in the

Project has been sold in 2018 and 2019, except 4 residences. (By 31.12.2019, there were 14

resindences left; 10 residences' bills of sales weren't issued and the rest 4 residences are in stock)

Net Sellable Area

169.703 m2

Surface of Construction Area

11.637 m

2

Number of Residence

94.453 m

2

Commercial Area

822

21

Akfen REIT

Annual Report 2019

Overview of Akfen REIT

Financial Structure (Consolidated)

RY

31 December 2018

31 December 2019

Total Assets

2.436.937.014

2.662.935.747

Equities

Paid-up Capital

743.995.844

959.543.722

Turnover

184.000.000

184.000.000

98.124.335

481.931.13

Cost of Sales

(13.836.974)

(321.016.259)

Real Operating (Loss)/Profit*

Period (Loss)/Profit*

490.626.116

342.414.920

102.663.405

171.314.242

Investments

148.579.084

171.840.233

RY

31 December 2018

30 September 019

Turnover

40.609.606

450.783.802

Cost of Sales

(6.310.205)

(315.728.338)

Real Operating (Loss)/Profit*

27.196.457

127.296.896

Period (Loss)/Profit*

(137.278.805)

51.416.791

Investments

91.243.818

171.031.925

Akfen REIT 31 December 2019

Akfen REIT 31 December 2019

Total Portfol o Value*

Net Assets Value*

1.805 (in million TRY)

1.048 (in million TRY)

  • Based on the fair value of Akfen GYO's subsidiaries as of the Company assessments dated 31.12. 2019

Turnover (in million TRY)

31 December 2018

31 December 2019

Change (%)

98,1

481,9

391

98,1

109,4

12

(*)Excluding Bulvar Loft Project

31 (in million TRY)

31 December 2019

Change (%)

EBITDA

December 2018

70,7

148,5

110

76,6

93,2

22

(*)Excluding Bulvar Loft Project

2019 Regional Turnover Distribution

Turkey

TRNC

Russia

(%)

88,9

6,4

4,7

22

Akfen REIT

2019 Regional EBİTDA Distribution (%)

Annual Report 2019

Turkey

TRNC

Russia

70,4

19,6

10

2019 3. Quarter Regional Real Estate Distribution (%)

Turkey

TRNC

Russia

57

21

22

Portfolio

Hotels

Number

State of

Land Lease

Investment

Hotel Openning

of

Owned

Expiry

Starting Date

Date

Rooms

Date

1

Ibis Hotel Zeytinburnu

228

49 years

2067

2005

March 2007

2

Novotel Zeytinburnu

208

49

years

2067

2005

March 2007

3

Ibis Hotel Eskişehir

108

22

years

2029

2005

April 2007

4

5

Novotel Trabzon

200

49

years

2058

2006

September 2008

TRNC

6

Ibis Hotel Gaziantep

177

30

years

2038

2008

January 2010

Novotel Gaziantep

92

30

years

2038

2008

January 2010

7

TURKEYand

Ibis Hotel Kayseri

160

49

years

2058

2008

March 2010

8

9

Novotel Kayseri

96

49

years

2058

2008

March 2010

10

Ibis Hotel Bursa

200

30

years

2040

2009

November 2010

11

Ibis Hotel Adana

165

Owned

Owned

2011

September 2012

Ibis Hotel Esenyurt

156

Owned

Owned

2011

January 2013

12

Ibis Hotel İzmir Alsancak

140

49

years

2059

2011

September 2013

13

Ibis Hotel Ankara Airport

147

Owned

Owned

2013

September 2014

14

15

Novotel İstanbul Bosphorus

200

49

years

2058

2012

February 2016

Ibis Hotel Tuzla

200

Owned

Owned

2013

April 2017

16

17

Merit Park Hotel

286

49

years

2052

2004

April 2007

Bulvar Loft

Turkey & Cyprus Total

2.763

RUSSIA

Hotels

Number

State of

Land Lease

Investment

Hotel Opening

of

Owned

Expiry

Starting Date

Date

Rooms

Date

1

İbis Hotel Yaroslavl

177

Owned

Owned

April 2010

September 2011

2

3

İbis Hotel + Ofice Samara (**)

204

Owned

Owned

July 2009

March 2012

İbis Hotel Kaliningrad

167

Owned

Owned

August 2011

August 2013

4

İbis Hotel Moscow

317

49 years

2059

September 2013

July 2015

Russia Total

865

  • TheTOTALGroup has a Samara Office Project having3.628a leasable area of 4.637 square meters in Russia in addition to its. Hotel portfolio. The office as a wholehas been leased.

23

Akfen REIT

Annual Report 2019

31.12.2019

Operational

Operational Hotel

Hotels

Number of Rooms

Residence

Commercial Area

20

3.628

4

4.637

Akfen in Brief

Akfen Holding exhibits a rapid growth through its correct and precise investment decisions at thesectors that bear a growth potential, and adds vision to the sectors where the Holding conducts its operation with the qualified and eligible as well as genuine projects, realized by it.

Akfen that was established in 1976 demonstrated a stable growth and gained a Holding status in 1999. Akfen being one of the leading substructure investment holdings of Turkey conducts its operations in the fields of engagement of construction, health, marine port operation, marine transportation, water distribution and wastewater services, mining, energy and real property.

The Group that reflects its innovative and dynamic approach to the fields of business exhibits a rapid growth both in Turkey and international markets through its correct and precise investment decisions at the sectors that bear a growth potential, and adds vision to the sectors where the Holding conducts its operation with the qualified and eligible as well as genuine projects, realized by it.

TheLeadingGroup offersbrandsits servicesin theinworldthe field of port management through the firm, Mersin Uluslararası Liman İşletmeciliği A.Ş., established jointly with the Company, Port of Singapore Authority International (PSA).

It keeps on maintaining its activities in the field of energy within the scope of a partnership with European Bank for Reconstruction and Development (EBRD) ve Uluslararası Finans Kurumu (IFC) and International Finance Corporation (IFC).

The Holding that started the marine transportation activities in 2011 makes its name as one of the leading marine transportation establishments not only in Turkey but internationally as well through the company, IDO Istanbul Deniz Otobüsleri Sanayi ve Ticaret A.Ş.

IBS Insurance and Reinsurance Brokerage Inc. (UIB Turkey), received its license and began operating in 1997. It formed a partnership in 2002 with UIB (United Insurance Brokers), a leading and very experienced Lloyd's broker in London.

The Group also offers its services in the field of water and wastewater substructure investmentsthrough the company, Akfen Çevre ve Su Yatırım Yapım İşletme A.Ş. (hereinafter shall briefly be referred to as "Akfen Su"), established jointly with an international investment firm, established in Holland and titled as Kardan N.V. Furthermore, a copper mining investment project continues in Kastamonu.

24

Akfen REIT

Annual Report 2019

ThePioneerGroup establishmentstakes its rank at the realin theirestate sectorectorthrough high standard projects, realized in this respect.

The Group engages in the construction sector through its company, TAV İnşaat, an affiliate of TAV Yatırım, following the assignment of Akfen İnşaat to the firm, Akfen Altyapı Holding A.Ş., in October 2015. It comes closer from day to day to achieve its target of becoming a world-renowned brand at the airport construction sector with prestigious projects, undertaken by it.

Akfen Holding realizes important investments in order to make contribution to meeting energy demand of Turkey increasing from day to day. The Holding aims to take place actively in the wholesale field in addition to the production with the investment decisions, made up-to-date at the energy sector. The holding has gathered its entire investments at renewable energy sector in 2016 under a single roof, called as "Akfen Yenilenebilir Enerji (Renewable Energy)". In July 2016, a partnership contract was executed with EBRD and IFC in order to enable them to have a partnership proportion of 16,67 per cent each at the company. Akfen holding owns 80,01 % of Akfen Yenilenebilir Enerji as of December 31, 2017, and the rest of the shares are under the possession of EBRD and IFC at equal proportions.

The Group has been conducting its activities through its member company, Akfen Su, established in order to develop franchising projects at water and wastewater sector in Turkey since 2005 in the field of water distribution. The mission of Akfen Su is to regain substantial economical losses that occur at the available water and substructure sector of Turkey before all else, and ensure the people ain continuous, reliable and healthy water and substructure service. The Company aims to develop new technologies and ensure the sustainability of this circumstance and gain power at international markets through these technologies. Akfen Su that carries its expertise and experience available within the field of water and wastewater field into the disposal of solid wastes and environmental management services successfully continues to maintain the services, provided within the scope of a Waste and Environmental Management contract, signed up with IDO for the first time in 2012, by the addition of three public private sector partnership hospital projects and MIP into its portfolio in 2016.

IBS Insurance has four offices in İstanbul, Ankara, Mersin and İzmir. The third largest insurance broker in Turkey.

Akfen keeps on its rise through successful strategic partnerships, set up with the pioneer companies of the national and international sector since its establishment. Akfen Holding that has been one of the example groups of Turkey through its management structuring, human resources potential and transparent policy, maintained without any concession will continue to grow and increase the values of Turkey.

Akfen keeps on rising through successful strategic partnerships, made with the pioneer companies of the sector.

In August 2018, Akfen Altyapı Holding A.Ş. took over 99.36% of Akfen Holding's shares. Thus, Akfen Holding became a subsidiary of Akfen Altyapı Holding A.Ş., the shares of which are equally owned by Selim Akın and Pelin Akın Özalp.

25

Akfen REIT

Annual Report 2019

Akfen Infrastructure Holding in brief

Akfen Altyapı Holding A.Ş. (Akfen Infrastructure Holding) was established in 2008 to provideinfrastructure investment services. With its operations in construction, energy and real estate, Akfen Infrastructure Holding is one of the leading companies in Turkey.

Following the transfer of Akfen Construction to Akfen Infrastructure Holding in 2015, the company had the opportunity to build on its experience in construction and infrastructure with large-scale real estate projects, public hospitals built under PPP projects, dormitories and Hotels. In addition to Akfen Construction, Akfen Infrastructure Holding boasts a number of other companies under its roof, some of which are Akfen Tourism, Akfen Merter, Akfen Consultancy and Project Development, Akfen Real Estate Portfolio Management, Masanda Tourism, Travelex and Tepe Akfen Reformer.

Akfen REIT in brief

Akfen REIT was established in 2006 through a change in trade registry name and a restructuringof Aksel Turizm Yatırımları ve İşletmecilik A.Ş., which was founded on June 25, 1997, into a real estate investment trust. Leveraging the deep-rootedexperience and know-howof Akfen Holding, Akfen REIT plays a pioneering role in the sector by utilizing its experience in the development and construction of middle-marketHotel projects for delivering distinguished budget urban Hotels. The company focuses mainly on investing in real estate-basedcapital market instruments and creating and developing a strong real estate portfolio.

Successful business model in collaboration with a leading European

AkfencompanyREIT delivers urban Hotel projects under Ibis Hotel and Novotel brands in Turkey and Russia through a strategic cooperation with Accor SA, Europe's largest international Hotel operator chain. Leasing its newly constructed Hotels to its strategic partner Accor through longterm contracts, the company generates steady and predictable lease income with its business model.

Aimingportfolioto achieveof 20worldHotels-class standardsin 10 yearsin its urban Hotels, Akfen REIT has reached a portfolio of 20 Hotels with three- and four-star venues in the 10 years since its inception. The company's portfolio includes Ibis and Novotel in Zeytinburnu, the five-star Novotel in Karaköy, Ibis in Ankara, Ibis in Eskişehir, Novotel in Trabzon, Ibis and Novotel in Kayseri, Ibis and Novotel in Gaziantep, Ibis in Bursa, Ibis in Adana, Ibis in Izmir, Ibis in Tuzla, Ibis in Yaroslavl, Russia, Ibis in Samara, Russia, Ibis in Kaliningrad, Russia, Ibis in Moscow, Russia, and the five-star Merit Park Hotel in the Turkish Republic of Northern Cyprus. The company also owns an office building in Samara with a functional area of 4,637 m2.

26

Akfen REIT Annual Report 2019 December 2019, the average occupancy rate of Akfen REIT's Hotels operated by Accor was 66,8

percent. The Company's rental income increased by 12 percent in 2019 compared to the previous year and reached 109.4 million TL. Achieving a significant year-over-year increase, the Hotel operations in TRNC and Russia accounted for 28 percent and 21 percent, respectively, of the Company's lease income in 2019.

Developing unique and modern examples of the urban Hotel concept, Akfen REIT considers the dynamics of the Turkish business world as well as the demand in the domestic tourism sector in its investment decisions. As one of the leading REITs in Turkey in terms of net asset value, Akfen REIT has consolidated its reputation with world-class real estate development projects. Akfen REIT was offered to the public and listed on the BIST stock exchange on May 11, 2011 and is traded under the ticker "AKFGY." As of December 31, 2019, Akfen REIT purchased 6,233,384 shares of Akfen REIT worth 3,39% of the company's total equity within the framework of the "Share Buyback Program" as decided during the Ordinary General Assembly Meeting of Akfen REIT on April 16, 2019

ToHostdate,dthemillionsHotels inofTurkeyguestsand Russia have welcomed approximately 9 million guests in total. As of December 2019, the average occupancy rate of all Hotels in Russia and Turkey was 66,8%. In 2019, The company's Turkey lease income 2019 year compared to the previous year by 24% increase to 56 million TL and 12% decrease to 22 million in Russia, the total rental income, including Samara Office and Merit Park Otel by 12% increase and reached to 109,4 million TL. In 2019, the total lease income derived from Turkey by 52%, Russia by 20% and TRNC by 28%.

In 2019, Turkey, Russia and TRNC accounted for 52%, 20% and 28% of company's total lease revenues from these three countries. Offering unique and modern urban Hotels, Akfen REIT considers the dynamics of the Turkish business world as well as the demand in the domestic tourism sector in its investment decisions. As one of the leading REITs in Turkey in terms of net asset value, Akfen REIT has consolidated its reputation with world-class real estate development projects. In addition, 372.5 million TL was collected from the Bulvar Loft project sales, and the total revenue of 2019 reached 481.9 million TL.

Akfen REIT is registered at the Istanbul Chamber of Commerce under the registration no. 372279 and conducts its operations at its head office, located at Levent Loft Büyükdere Cad. No: 201 C Blok Kat: 8 34394, Levent/Istanbul. For detailed information about the Company, visit Akfen REIT's official website at www.akfengyo.com.tr.

Milestones of Akfen REIT

Akfen REIT keeps on making its progress through firm steps since the date of its establishment through the investment decisions, made on the precise time and correct point.

2005 A cooperation was established between Akfen Holding and Accor S.A.

2006

Aksel Turizm Yatırımları A.Ş. was converted into Akfen REIT upon approval of the

Capital Market Committee.

27

Akfen REIT

Annual Report 2019

Hotel Novotel Istanbul having a capacity of 208 rooms and Hotel Ibis Istanbul, however,

2007

228 rooms were put into operation.

Hotel Ibis Eskişehir having a capacity of 108 rooms was put into operation.

Hotel Merit Park having a capacity of 286 rooms was put into operation in Kyrenia of

TRNC.

2008

Hotel Novotel Trabzon having a capacity of 200 rooms was put into operation.

Hotel Novotel Gaziantep having a capacity of 92 rooms and Hotel Ibis Gaziantep with 177

2010

rooms were put into operation.

Hotel Novotel Kayseri having a capacity of 96 rooms and Hotel Ibis Kayseri, however,

160 rooms were put into operation.

Hotel Ibis Bursa with a room capacity of 200 was put into operation.

The capital of the Company was raised from TRY 72 millions up to TRY 138 millions.

2011

The Company raised its paid-up capital from TRY 138.000.000 up to TRY 184.000.000

through the public offering, effectuated in May 2011.

The Company raised its share at the joint ventures in Russia from 50 % up to 95 %.

The Hotel Ibis in Yaroslavl bearing a room capacity of 177 was put into operation

2012

Hotel Ibis Samara having a capacity of 204 rooms was put into operation. Hotel Ibis Adana having a capacity of 165 rooms was put into operation

The Hotel taking place at the portfolio of the company, Akfen Gayrimenkul Ticareti ve İnşaat A.Ş., which is an affiliate of Akfen REIT, was leased to the company, Voyager Cyprus Limited Company (Voyager Kıbrıs Limited Şirketi) together with its casino for a period of 20 years through the Lease Contract.

2013

Hotel Ibis Esenyurt having a capacity of 156 rooms was put into operation.

Hotel Ibis Alsancak having a capacity of 140 rooms was put into operation.

Hotel Ibis Kaliningrad having a capacity of 167 rooms was put into operation

Hotel Ibis Ankara Airport having a capacity of 147 rooms was put into operation

2014

28

Akfen REIT

Annual Report 2019

2015

Hotel Ibis Moscow having a capacity of 317 rooms was put into operation.

2016

Hotel Novotel Istanbul Bosphorus Karaköy having a capacity of 200 rooms was put into

operation.

Hotel Ibis Tuzla having a capacity of 200 rooms was put into operation.

2017

Akfen İnşaat Turizm ve Ticaret A.Ş. and Akfen Gayrimenkul Yatırım Ortaklığı A.Ş.

Ordinary Partnership (hereinafter shall briefly be referred to as "Ordinary Partnership")

was established on November 10, 2017.

A contract pertaining to the assignment of the Boulevard Soft Contract was signed up by

and between Akfen İnşaat Turizm ve Ticaret A.Ş. and Akfen Gayrimenkul Yatırım

Ortaklığı A.Ş. Ordinary Partnership as of November 10, 2017 as was agreed upon with

İller Bankası within the framework of the approval of İller Bankası.

2018

The commitment of construction to İlbank is realized in December 2018 and sales of all

of the divisions of the Project is completed in 17th of January.

The Issuance of Bond Convertible into Share was realized on January 17, 2018 for the

first time in Turkey by a listed corporation referring to a value of TRY 170.000.000.

2019

Bulvar Loft project's bulk sale is completed.

Under the scope of the "Buy-back program, capital ratio of the total share purchase had

reached the level of 3,39%

Vision and Mission

Mission

To become the leading Hotel investor in Turkey and in the region having the Hotel projects that are built and managed according to world-class standards.

ToVisionachieve steady balance sheet growth through the development of projects that yield high profitability in the real estate sector and to reward shareholders with an uninterrupted stream of increased dividends and capital gains.

29

Akfen REIT

Annual Report 2019

Strategy

Akfen REIT has the best position for a sustainable growth in the city Hotel management field,

and hasspecialized in city Hotel investments meeting the world-class standards.

Strategic partnership with «Accor», Europe's largest and among the world's

leading Hotel groups

Investments in economical city Hotels,

Predictable and sustainable cash flow via long-term lease agreements,

Increasing rental income based on the performance of the Hotels,

Know-how acquired through specialization in a single concept,

Ability to work with minimal staff since Accor employs the Hotel personnel

Akfen REIT

Genuine business model

Minimum operation risk

Low-risk predictable cash flow

Limitless and rapid growth opportunity

Know-how acquired through specialization in a single concept,

Ability to work with minimal staff since Accor employs the Hotel personnel

Portfolio Location Map

30

Akfen REIT

Annual Report 2019

Financial and Operational Indicators

Consolidated rental revenue

(in million TRY)

2018

2 19

Change

98,1

109,4

%12

Akfen REIT consolidated rental revenues have reached TRL 109,4 million, by an increase of 12% in 2019.

RY

2017

2018

201

Total Assets

1.757.758.114

2.436.937.014

2.662.935.747

Equities

607.819.213

743.995.844

959.543.722

Issued Capital

184.000.000

184.000.000

184.000.000

Revenue

63.539.265

98.124.335

481.931.135

Sale Costs

(9.588.722)

(13.836.974)

(321.016.259)

Real Operating Profit/Loss*

256.829.469

490.626.116

342.414.920

Profit

38.654.953

102.663.405

171.314.242

* The fixed assets value increase

profits/losses are

included in the main operating profit.

Investments

10.086.861

148.579.084

171.840.233

Operations

TheREITrealIndustryestate investment trust (REIT) sector in Turkey was put into practice in 1995 together with legal arrangements, completed by the Capital Market Committee. The real estate investmenttrusts started to be traded at the stock exchanged as of the year of 1997.

The real estate investment trust companies invest in the real properties bearing a high earning potential, projects that are based on real estate, rights pursuant to the real estate and capital market instruments within the scope of the Capital Market Law and aim to get a predictable and regular rental income and real estate purchase-sales earning out of the immovable properties that they may add in their portfolios through these investments.

The real estate investment trust companies provide the real estate projects where the companies may face difficulty in finding finance, with financial support along with their main fields of engagements. Thus, the finance problem, faced by the companies aiming to make investment, is relieved to a greater extent by the intervention of the REIT (real estate investment trust) in the matter.

Another circumstance at the real estate investments is the fact that the company comes face to face with an equity cost even if it has sufficient finance. Under such circumstances, however, the solution, proposed by REITs is the mode of use of the money due to be collected from the people in return to the shares of real estate investment trust in the finance of the said project.

31

Akfen REIT Annual Report 2019 While no serious changes have been witnessed during the period 2000-2004 in the sector in terms

of the number of companies, the entries into the sector started to increase after the year 2004 due to the recovery of construction sector by economic recoveries, changes in the legislation and intense capital entry. The number of companies which was 11 in the year 2009, increased to 21 in 2010, due to the changes made in the legislation, primarily by decreasing the rate of going public from 49% to 25%. The number of companies increased to 30 during the consequent 3 years.

Nowadays the portfolio of the Real Estate Investment Companies is mostly composed of real estates (houses, offices, shopping malls and hotels).There are 33 companies in the sector which reached to TL 82 billion in 2018 by an increase of assets by 19%. The Real Estate Investment Companies are operating in the market with considerable discounts since years and as per the end of the year 2018, their total market value was TL 18,4 billion which became TL 27,8 billion by the end of the year 2019.

Real Estate Sector

Real estate sector which is the dynamo of Turkey's economy has been affected by the economicfluctuations which are occurring in our country since last few years in terms of currencies and interests. Depending on this period, the continuous improvement trends which are witnessed in the macroeconomic data such as inflation and current account deficit have been reflecting positively on real estate sector. Latest interest steps taken by the Central Bank of the Republic of Turkey (CBRT) causing the policy interest to decrease the housing interests, resulted in an increase in the recovery both for the consumers and the manufacturers. In the year 2018, housing sales were 1 million 375 thousand 400. In the year 2019, housing sales had decreased by 1,95% and occurred as 1 million 348 thousand 729. While the authorities of the sector declare that the graphic of real estate will be high in the coming years, the index of the January 2020 proved these declarations. Housing sales throughout Turkey increased by 55,8% in January compared to the same month of the previous year and occurred as 113 thousand 615. House sales by mortgage, increasing by 546,1% January compared to the same month of the previous year throughout Turkey, occurred as 42 thousand 237 and showed obviously that the consumers are not more inclined to purchase on credit. Apart the sales for local market, Turkey proving a success on selling houses to the foreigners by an increase each year, reached to 45 thousand 483 following an increase of 14,7% in 2019, compared to previous year. Istanbul is placed on the first rank in terms of house sales to the foreigners in 2019, with 20 thousand 857 houses, followed by Antalya with 8 thousand 951 houses. Ankara followed Antalya with 2 thousand 539 houses sales and is followed by Bursa with 2 thousand 213 houses sales. Along with the expected economic recovery in Turkey, it is expected that a new record will be held in 2020 in this sector by the increase of house sales.

Hotel and Accommodation Sector

As it is the case all around the world, tourism industry maintains its position to be an industrywhich proves continuous development in Turkey too. When the data of the Ministry of Tourism are analyzed, it is observed which points Turkey reached in tourism sector during the last quarter- century.

While the number of visitors who were coming to the country, in the nineties when the tourism industry started was 4,4 million, this number exceeded 10 million in the years 2000. During the

32

Akfen REIT Annual Report 2019 years 2010's the country was occupying a considerable position in the world market and reached

a number of 30 million. Turkey became in 2019, by being a safe and a popular tourism country and by attracting 52 million tourists, the sixth most visited country of the world. The number of tourists who came to Turkey in 2019, increased by 13,7 per cent, compared to previous year and reached to 51 million 860 thousand 42 tourist. On the other hand, Turkey increasing its tourism incomes rapidly, earned a revenue of USD 34 billion, 520 million 332 thousand in 2019, with an increase of 17,0% compared to previous year. The revenue of this year is composed of personal expenses of USD 25 billion 355 million 577 thousand and of package tour expenses of USD 9 billion 164 million 755. Turkey which was known as sea-beach-sun destination since years, has started to attract considerable number of tourists by the studies that are conducted on its rich history.

While 2018 was announced to the year of Troy, 2019 was announced as the year of Göbeklitepe. By this application, a considerable tourist rush is witnessed in the relating regions and the number of visitors has considerably increased. Besides choosing Göbeklitepe which is covering a history of 12 thousand years, as the theme of the year 2019, studies performed one after another in Göbeklitepe contributed hugely in this tourism motion. Patara ancient city is chosen as the tourism theme of the year 2020. Tourism authorities expect that Turkey which has succeeded to re-create a popular and a safe country image will increase the number of visitors in the coming years and will increase considerably its tourism revenues. Tourism management of Turkey, on the other hand, is continuing its works by bringing to the fore the riches of our country to diversify the "Holiday afflux in Turkey".

Subsequent Events as of September 30, 2019

RegardingJanuary the17,Contract2019 -forSaleRevenueofBulvarSharingLoftin ReturnProjectfor Sale of the 36.947 m2 Land in Block 120573 Plot 1, Ankara Province, Gölbaşı District, Kızılcaşar Neighborhood ("Bulvar Loft Contract") belonging to Ilbank, which shall be carried out by the Ordinary Partnership between Akfen Construction and Akfen REIT (Akfen REIT 99% - Akfen Construction 1%),

- An application was filed with Ilbank for the Provisional Approval of the Project on 07.12.2018, - Owing to the problems associated with the recession in the real estate sector, the bulk sale of the independent sections that belong to Ilbank within the Bulvar Loft project managed by the Ordinary Partnership was approved on January 10, 2019.

As a result of the sale transaction approved by Ilbank, the Ordinary Partnership, where Akfen REIT holds a 99% share;

-was relieved of its obligation to make a payment to Ilbank from Minimum Bank Share Total Revenue in Return for Land Sale under the scope of Bulvar Loft Contract.

TheJanuaryprovisional30, 2019approval- Ratificapplicationnmentionedof BulvarinLoftour disclosureProject Provisionaldated 17.01.2019Approvalregarding the Bulvar Loft Project was ratified by Ilbank on 29.01.2019 (as of 07.12.2018).

33

Akfen REIT

Annual Report 2019

According30 Januaryto Article2019 35- ofAboutthe CommuniquéValution Companyon PrinciplesSelRegardingction Real Estate Investment Trusts Series III-48.1 of the Capital Market Board dated 30.01.2019, the Board of Directors of Adım Gayrimenkul ve Değerleme A.Ş and also the portfolio will be taken in 2019 and the valuation service will be provided for the assets that will require valuation. Adım Gayrimenkul ve Değerleme A.Ş. and TSKB Gayrimenkul Değerleme A.Ş. as unanimous decision.

26 March 2019 - About 2018 Annual Ordinary General Assembly

Shareholders'Meeting CallOrdinary. General Meeting of Shareholders The meeting was held on Thursday, 16.04.2019 at 14:00 at Levent Loft Building, Büyükdere Street, No: 201 C Block Floor: 8 Levent İstanbul.

March 29, 2019 - 2018 Ordinary General Assembly Meeting Dividend

InDistributionaccordance with the Board of Directors resolution dated 13.03.2019 and numbered 2019/4 and in line with our Public Disclosure Platform announcement dated 26.03.2019, there was no distributable profit for the year 2018, and the right exercise procedures were regulated accordingly.

April 16, 2019 - Disclosure on General Assembly Procedures

AKFEN GAYRİMENKUL YATIRIM ORTAKLIĞI ANONİM ŞİRKETİ's (Akfen REIT) Ordinary General Assembly Meeting for the year 2018 was held on 16.04.2019 at 14:00 in the Headquarters at the address Levent Loft Binası, Büyükdere Caddesi, No: 201 C Blok Kat: 8 Levent İstanbul, under the supervision of Hatun Kostak, the Ministry Representative appointed by the official letter numbered 43545342 and dated 15.04.2019 from Istanbul Governor's Office Provincial Directorate of Commerce.

As per Turkish Commercial Code Article 414, the call for the said meeting, required to be organized in accordance with Turkish Commercial Code and the Company's Articles of Association, was published on Turkish Trade Registry Gazette dated March 21, 2019 and numbered 9792, the website of the Company, on the Public Disclosure Platform, as well as Central Registry Agency's Electronic General Assembly System, within the required deadline.

The analysis of the List of Attendants showed that, of the Company's total capital of TL 184.000.000.-, 1000 Class A shares corresponding to TL 1.000.- shares, 1000 Class C shares corresponding to TL 1.000.- shares and 1000 Class D shares corresponding to TL 1.000.- shares were represented at the meeting; while, of the 139.452.823 Class B shares corresponding to TL 139.452.823.-, 230.011 were represented in person and 139.222.812 were represented in proxy, and that the minimum meeting quora as required by the legislation and Articles of Association was thus met.

Sıla Cılız İnanç, Board Member of the Company, and Seda Akkuş Tecer representing Güney Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş. (Ernst and Young) were present at the meeting. The Ordinary General Assembly Meeting was inaugurated by Sıla Cılız İnanç, as Board Member authorized by the Chairman, simultaneously in the physical and electronic environments, and the agenda items were duly discussed.

34

Akfen REIT Annual Report 2019 The agenda items were read out loud by Board Member Sıla Cılız İnanç and since there was no

suggestion for revising the order of the agenda items, the discussion of these items continued in the order announced.

The resolutions of the Ordinary General Assembly Agenda were adopted unanimously, as stated in the attached meeting minutes.

SinceAprilthe16,Dividend2019 - DistributionisclosureStatementon DividendpresentedDistributionto our DistinguishedProceduresShareholders at the Company Headquarters, Company web site, Turkish Trade Registry Gazette, and CRA's Electronic General Assembly portal within the statutory period, and the financial statements for the accounting period 01.01.2018 - 31.12.2018 drafted as per Capital Markets Board's ("CMB") Communiqué II-14.1 in accordance with Turkish Accounting and Financial Reporting Standards issued by the Public Oversight, Accounting and Auditing Standards Agency, and audited by Güney Bağımsız Denetim ve SMMM A.Ş. show no distributable profit according to the legislation, it was proposed that no profit distribution be carried out, the matter was discussed, and the participants agreed unanimously that no dividend be distributed.

ItAprilhas been17, 2019decided- Authathoritythe Company'sto RepresentChairmanandandBindExecutive Director Hamdi AKIN and Vice Chairman İbrahim Süha GÜÇSAV will be appointed for a one (1) year term regardless of their previous periods in office,

that the Company's Class A authorized signatories will be designated as Chairman / Executive Director Hamdi Akın, Board Members Pelin Akın Özalp and Selim Akın, and that any two of them jointly will have the authority to represent and bind the Company on any issue and without any limitation.

TheMaydeed29thabout, 2019theZeytinburnu,extention of allocationPlot Allocationperiod for the public land which was allocated to our Company on which rises our Zeytinburnu Novotel and Ibis Hotels for 49 years has come into force. ItAugustis announced6, 2019that,Buybas approvedck Announcementin the General Assembly dated 16 April 2019, from 9th August 2019 until 31st December 2019 our Company is planning to implement the Buyback Program, according to the related CMB regulations, in which 14.182.000 shares will not be exceeded. By 30 September 2019, 2.015.384 number of shares were bought back.

Development after 2019

At the meeting of our January 23, 2020 Appraisal Company Board of Administrators resolvedunanimously during the meeting which was held on the date of 30.01.2020, pursuant to the article 35 of the Communiqué on the Principles concerning Real Estate Investment Companies with number 48.1, serial III of the Stock Exchange Board, that the appraisal company to be assigned for the appraisal service of our portfolio hotels is Adım Gayrimenkul ve Değerleme A.Ş. and

35

Akfen REIT Annual Report 2019 furthermore has resolved that Adım Gayrimenkul ve Değerleme A.Ş. and EVA Gayrimenkul

Değerleme Danışmanlık A.Ş. are to be assigned to provide appraisal services for the assets which will be purchased for our portfolio during the year 2020.

Evaluation of Activities in 2019

AkfenFinancialREIT thatAssessmentis managed byofaManagemeprofessional andt expert staff both in financial and operational field continued to protect its financial performance in 2019 as well, and grow or expand successful projects, realized by it. Completion of the Bulvar Loft project also contributed to the

profitability of the Company.

The consolidated rental income has risen by a proportion of 391% comparing to prior

year and realized in amount of TRY 481,9 millions. (Except the Bulvar Loft Projects, it

has been 109,4 million with 12% increase)

The consolidated EBITDA has risen by a proportion of 110% comparing to prior year and

realized in amount of TRY 148,5 millions. (Except the Bulvar Loft Projects, it has been

93,2 million with 22% increase)

The consolidated debt was realized as TRY 1.338 millions.

As of December 31, 2019, the net asset value was realized TRY 1.048,1 millions.

Cost of consolidated sales is 321 million TL (Bulvar Loft project is not included) in 2019.

Consolidated general and administrative expenses are realized as TRY 9,3 millions. Net

interest payments are realized as TRY 111 millions.

Operational P rformance

For the hotels' in Company's portfolio, average occupancy rate of hotels operating in

Turkey 69%, average occupancy rate of hotels operating in Russia 60% as of December

31, 2019. All hotels' average occupancy rate is 66,8%, increased by 1.4% compared to

the previous year.

As of December 31, 2019, the average room rate is 36 Euro for hotels operating in

Turkey, the average room rate is 41 Euro for hotels operating in Russia. For all Hotels

average room rate is 37 Euro.

Consolidated rental income increased by 12% compared to 2018 and reached 109.4

million TL.

Key Financial Indicators as of 31 December 2019

(million TRY)

Revenue

EBITDA

Net Debt

Turkey

428,6

104,5

907,3

TRNC

30,8

29,2

85

Russia

22,5

14,8

345,5

Consolidated

481,9

148,5

1.337,8

Number of Employees

2018

2019

Change (%)

36

Akfen REIT

Annual Report 2019

Turkey

10

10

-

Russia

11

11

-

Consolidated

21

21

-

Rental Revenue

2018

2019

Change (%)

(million TRY)

Turkey

115

142

24

TRNC

18,3

23,1

26

Russia

21,0

16,6

-21

Consolidated

74,1

450,8

509

otal Revenue Per Room (TRY)

2018

2019

Change (%)

Turkey - Total Ibis

115

142

24

Turkey - Total Novotel

270

331

23

Turkey - Total Ibis&Novotel

165

333

23

Russia - Total Ibis

217

222

3

Turkey &Russia - Total Ibis&Novotel

178

208

17

Average Room Rate

2018

2019

Change (%)

(Excluding VAT) (TRY)

Turkey - Total Ibis

142

167

17

Turkey - Total Novotel

291

343

18

Turkey - Total Ibis&Novotel

192

226

18

Russia - Total Ibis

255

262

3

Turkey &Russia - Total Ibis&Novotel

207

234

13

Occupany R te (%)

65,1

67,5

2,4

Turkey - Total Ibis

20 8

2019

Change (%)

Turkey - Total Novotel

69,0

71,9

2,9

4

8 9

6

Turkey - Total Ibis&Novotel

62,8

Russia - Total Ibis

60,5

2,3

Turkey &Russia - Total Ibis&Novotel

65,4

66,8

1,3

Rental Revenue (in million TRL)

2018

2019

Change (%)

Turkey - Total Ibis

18,3

23,1

26

Turkey - Total Novotel

26,5

33

24

Turkey - Total Ibis&Novotel

44,9

56,1

25

Russia - Total Ibis

22,8

18,9

-17

Turkey &Russia - Total Ibis&Novotel

67,7

75,1

11

*InvestmentRental incomesPropertiesof TRNC

(inMeritmillionPark HotelTRY)and

Samara31 Dec.Office18

are included31 Dec. 19

Change (%)

Grand Total*

98,1

109,4

12

Operational investment real estates

2.046

2.364

16

Rentals Land

50

51

0,02

Total

2.096

2.415

16

37

Akfen REIT

Annual Report 2019

On-going and operational investment

31 Dec. 18

31 Dec. 19

Change (%)

real states (in million TRY)

Turkey

1.139

1.360

19

TRNC

404

491

22

Russia

503

513

2

Consolidated

2.046

2.364

16

Receivables and Debts from/to the Related Parties

Commercial receivables from related

31 December 18

31 December 19

parties

Akfen Holding A.Ş.

-

538.950

Commercial Debts to the Related Parties

31 December 18

31 December 19

Akfen İnşaat

45.031.689

19.484.334

Total

Other Debts to the Related Parties

31 December 18

31December19

Akfen Holding A.Ş.

7.438.777

-

Akfen İnşaat Turizm ve Ticaret A.Ş.

490.683

-

Total

7.929.460

-

Transaction with related parties

Sal s d Marketing Expenses

31 December 18

31 December 19

Akfenİnsaat Turizm ve Ticaret A.Ş.

5.227.821

-

Incomplete housing payments

31 December 18

31 December 19

(Bulvar Loft)

Akfen İnsaat Turizm ve Ticaret A.Ş.

96.831.504

-

Rental expense

31 Aralık 2018

31 December 19

Hamdi Akın

202.052

263.445

38

Akfen REIT

Annual Report 2019

TheInvestmenttotal value ofPropertythe investment properties taking place in our portfolio was realized as TRY 1.05 billions in 2019.

Portfolio Table (in million TRY)

2018

2019

Operational Hotels

Novotel Ibis Hotel Zeytinburnu

221

268

Novotel Trabzon

149

143

Novotel Ibis Hotel Gaziantep

58

74

Ibis Hotel Esenyurt

60

69

Novotel Ibis Hotel Kayseri

51

65

Ibis Hotel Bursa

45

48

Ibis Hotel İzmir

52

63

Ibis Hotel Adana

56

60

Ibis Hotel Ankara Airport

61

81

Ibis Hotel Eskişehir

13

13

Ibis Hotel Tuzla

88

85

Project with ongoing investments

Bulvar Loft

147

2

Subsidiaries

607

809

Money & Capital Market Instruments

1

25

Total Portfolio Value

1.608

1.825

Other Assets & Receivables

137

147

Debts

929

904

Net Asset Value

817

1048

Real Estate Valuation Report Result

CostNovotelin the operationIbis Hotelof theZeytinburnuaforementioned valuation approach and income approach to valuation was carried out using the method. Assessments made by foreign currency buying rate in TRY, TRY is in foreign currencies based on sales dry return. In building cost value cost approach, the technical characteristics, materials used in buildings in the same property constructed buildings on the market, construction costs and the costs calculated based on past experience in mind is taken into account.

In buildings-depreciation, valuation based on the experience of the building's physical condition was appreciated considering the visible. Hotel as a property immovable, revenue-generating skilled subject evaluated whether ownership of valuation uses the income approach. As for the data that is used in the income approach the region similar to real estate market research. According to the rental agreement ownership of income approach available revenues and potentially can get cash flow in the market, considering that easily accommodates two separate. The Hotel in question, are also available to hire for management and operation agreement with Accor Group has been hired. In this respect, the contract with guaranteed rental income with a lower risk premium for reduction of ownership by making value were calculated. Another way is,

39

Akfen REIT Annual Report 2019 according to the market research you can get according to the potential net cash flow of the Hotel

reviews. In this context, ownership of appreciated according to the income approach to value; According to the rental agreement which guaranteed rental income calculated according to the net cash flows of the business's potential demotion was appreciated by taking the average of the two values.

Topics in similar investigation in the market of real estates income-generating property is evaluated. In this regard the report as a result, the value of the income approach calculated marketvalue report was appreciated as the return value (268.400.000.-TRY/40.355.000.-€).

TheNovformationtel Trabzonof style of ownership, location, infrastructure and transportation facilities, the street and the front to the street, area and location of the building construction order, system, age, quality of workmanship and materials, installation status, air - light - the value of factors such as the status of the landscape taken into consideration and all the features that might be in the detailed market research. Cost in the operation of the aforementioned valuation approach and income approach method has reduced cash flow using the method of valuation. Assessments made by foreign currency buying rate in TRY, TRY is in foreign currencies from sales return rate. Depending on the value that was appreciated in the following manner.

Hotel as a property immovable, revenue-generating skilled subject evaluated whether wnership of valuation uses the income approach. As for the data that is used in the income approach the region similar to real estate market research. According to the rental agreement ownership of income approach available revenues and potentially can get cash flow in the market, considering that easily accommodates two separate.

The Hotel in question, are also available to hire for management and operation agreement with Accor Group has been hired. In this respect, the contract with guaranteed rental income with a lower risk premium for reduction of ownership by making value were calculated. Another way is, according to the market research you can get according to the potential net cash flow of the Hotel evaluations have been conducted.

In this context, ownership of appreciated according to the income approach to value; According to the rental agreement which guaranteed rental income calculated according to the net cash flows of the business's potential demotion was appreciated by taking the average of two values.

Topics in similar investigation in the market of real estates income-generating property is evaluated. In this regard the report as a result, the value of the income approach calculated market value report was appreciated as the return value (142.980.000.-TRY /21.500.000.-€).

InNovthisotelappraisalIbis Hotelstudy, theGaziantepvaluation method is used to determine the cost method and income approach method. In the evaluations made, the foreign exchange rate of return to TRY and the Exchange rate of TRY to foreign currencies are taken as basis.

The property valued in the market approach was compared with the sales of similar properties in the market. In the examinations made in the market, similar properties have been reached with the subject property and concrete data has been reached. In the cost approach, building cost value is evaluated with cost approach by considering the technical characteristics of the buildings, the

40

Akfen REIT Annual Report 2019 materials used in the buildings, the construction costs of the buildings constructed with the same

characteristics in the market and the costs calculated based on our past experiences. The depreciation rate of buildings was appreciated by taking into account the visible physical condition of the building based on the experience of the appraiser.

The Hotel subject property is evaluated as a property that brings income and the income approach is used in the appraisal of the property. For the data used in the revenue approach, market research for similar properties in the region was conducted. Revenue approach is made in two different ways by taking into consideration the income obtained according to the present lease and the cash flow that can be obtained in the market. The Hotel was leased to the Accor Group with the rental agreement to be operated. In this respect, the value of the real property has been calculated by discounting the rental income guaranteed by the contract with a lower risk premium. In another way, according to the market research, an assessment was made according to the potential net cash flows that the Hotel could obtain.

In this context, the appraised value of the real estate according to the income approach; The average of the two values calculated based on the rental income guaranteed by the lease and calculated by discounting the net cash flows of the entity has been appreciated. The value of real estate is based on performance and the value calculated according to the income approach from two different methods reflects the value of the real estate.

Accordingly, the market value calculated by the revenue approach is appreciated as the result of the Report (73.592.500.-TRY /11.065.000.-€)

TheNovformationtel IbisofHotelstyle ofKaysownership,i location, infrastructure and transportation facilities, the street and the front to the street, area and location of the building construction order, system, age, quality of workmanship and materials, installation status, air - light - the value of factors such as the status of the landscape taken into consideration and all the features that might be in the detailed market research. Depending on the value that was appreciated in the following manner. Market approach valuation of property made, compared with the market performed similar property sales. Similar precedent in the market interested in the subject in the investigation reached concrete data real estate edifice. If the building cost value cost approach in cost approach to buildings with the technical characteristics, materials used in buildings in the same property constructed buildings on the market, construction costs, and based on past experience with the calculated costs have been assessed taking into consideration. In buildings-depreciation, Akfen REIT Annual Report 2018 45 valuation based on the experience of the building's physical condition was appreciated considering the visible.

Hotel was considered a skilled real estate revenue is the issue of ownership of property valuation uses the income approach. As for the data that is used in the income approach the region similar to real estate market research. According to the rental agreement ownership of income approach available revenues and potentially you can get in the market considering two separate cash flow. The Hotel in question, are also available to hire for management and operation agreement with Accor Group has been hired. In this respect, the contract with guaranteed rental income with a lower risk premium for reduction of ownership by making value were calculated. Another way is, according to the market research you can get according to the potential net cash flow of the Hotel reviews.

41

Akfen REIT Annual Report 2019 In this context, ownership of appreciated according to the income approach to value; According

to the rental agreement which guaranteed rental income calculated according to the net cash flows of the business's potential demotion was appreciated by taking the average of the two values. The value of real estate performance in income-generating property, depending on whether you come from two different methods are used depending on the value of the calculated value of ownership approach better reflects the blood concluded. In this regard the report as a result, the value of the income approach calculated market value was appreciated (64.715.000.- TRY / 9.730.000.-€ )

TheIbisformationHotel Adanaof style of ownership, location, infrastructure and transportation facilities, the street and the front to the street, area and location of the building construction order, system, age, quality of workmanship and materials, installation status, air - light - the value of factors such as the status of the landscape taken into consideration and all the features that might be in the detailed market research. Cost in the operation of the aforementioned valuation approach and income approach method has reduced cash flow using the method of valuation. Assessments made by foreign currency buying rate in TRY, TRY is in foreign currencies from sales return rate. Depending on the value of in the following manner was appreciated.

Market approach valuation of property made, compared with the market performed similar property sales. Similar precedent in the market interested in the subject in the investigation reached concrete data the immovable, edifice. If the building cost value cost approach in cost approach to buildings with the technical characteristics, materials used in buildings in the same property constructed buildings on the market, construction costs, and based on past experience with the calculated costs have been assessed taking into consideration. In buildings-depreciation, valuation based on the experience of the building's physical condition was appreciated considering the visible.

The income approach is subject in no.lu independent part 1 of immovable property "" qualified due to the similar market research in the area of real estate revenues and 2 no.lu independent part can be detected annual rental income they are not transported, considering incomegenerating property.

Question 1 was considered a no.lu independent part of ownership of the property is income valuation uses the income approach. As for the data that is used in the income approach the region similar to real estate market research. According to the rental agreement ownership of income approach available revenues and potentially you can get in the market considering two separate cash flow. The Hotel in question, are also available to hire for management and operation agreement with Accor Group has been hired. In this respect, the contract with guaranteed rental income for the lower risk premium has been calculated with the reduction made to the property value. Another way is, according to the market research you can get according to the potential net cash flow of the Hotel reviews.

In this context, ownership of appreciated according to the income approach to value; According to the rental agreement which guaranteed rental income calculated according to the net cash flows of the business's potential demotion was appreciated by taking the average of the two values. The value of real estate performance in income-generating property, depending on whether you come from two different methods are used depending on the value of the calculated value of ownership approach better reflects the blood concluded. In this regard the report as a result, the value of the income approach calculated market value was appreciated (59.615.000.-TRY /8.965.000.-€).

42

Akfen REIT

Annual Report 2019

TheIbis locationHo el Eskişof thehirreal estate, the shape of the surrounding area, infrastructure and transportation facilities, street and street facade, area and location, building structure, system, age, workmanship and material quality, installation status, weather - light - can be a factor in the value of the landscape All properties were taken into consideration and detailed market research was conducted.

In this appraisal study, value determination was made by using discounted cash flow method which is an income approach method. In the evaluations made, the foreign exchange rate of return to TRY and the Exchange rate of TRY to foreign currencies are taken as basis. Hotel, restaurant subject properties are evaluated as a property that brings income and income is used in the appraisal of the property. For the data used in the revenue approach, market research for similar properties in the region was conducted. Revenue approach is made in two different ways by taking into consideration the income obtained according to the present lease and the cash flow that can be obtained in the market. The Hotel was leased to the Accor Group with the rental agreement for the restaurant to be operated. In this respect, the value of the real property has been calculated by discounting the rental income guaranteed by the contract with a lower risk premium. In another way, according to the market research, an assessment was made according to the potential net cash flows that the Hotel could obtain. In this context, the appraised value of the real estate according to the income approach; The average of the two values calculated based on the rental income guaranteed by the lease and calculated by discounting the net cash flows of the entity has been appreciated. The value of the real estate is dependent on the performance of the income generating properties and it is concluded that the value calculated according to the income approach for the Hotel reflects the value of the property better.

Accordingly, the market value calculated by the revenue approach is appreciated as the result of the report. Accordingly, its value is appreciated as follows (13.300.000.-TRY /2.000.000.-€)

TheIbisformationHotel Burof stylea of ownership, location, infrastructure and transportation facilities, the street and the front to the street, area and location of the building construction order, system, age, quality of workmanship and materials, installation status, air - light - the value of factors such as the status of the landscape taken into consideration and all the features that might be in the detailed market research. Accordingly, the value was appreciated in the following manner. Cost in the operation of the aforementioned valuation approach and income approach to valuation was carried out using the method. Assessments made by foreign currency buying rate in TRY, TRY is in foreign currencies based on sales dry return. In building cost value cost approach, the technical characteristics, materials used in buildings in the same property constructed buildings on the market, construction costs and the costs calculated based on past experience in mind is taken into account.

In buildings-depreciation, valuation based on the experience of the building's physical condition was appreciated considering the visible. Hotel as a property immovable, revenue-generating skilled subject evaluated whether ownership of valuation uses the income approach. As for the data that is used in the income approach the region similar to real estate market research. According to the rental agreement ownership of income approach available revenues and potentially you can get in the market considering two separate cash flow. The Hotel in question,

43

Akfen REIT Annual Report 2019 are also available to hire for management and operation agreement with Accor Group has been

hired.

In this respect, the contract with guaranteed rental income with a lower risk premium for reduction of ownership by making value were calculated. Another way is, according to the market research you can get according to the potential net cash flow of the Hotel reviews. In this context, ownership of appreciated according to the income approach to value; According to the rental agreement which guaranteed rental income calculated according to the net cash flows of the business's potential demotion was appreciated by taking the average of the two values. Real estate topics in similar investigation in the market of real estates income-generating property is evaluated. In this regard the report as a result, the value of the income approach calculated market value report was appreciated as the return value (47.625.000.-TRY /7.160.000.-€)

InbisthisHotelappraisalEsenyurtstudy, value determination was made by using cost approach and income approach method. In the evaluations made, the foreign exchange rate of return to TRY and the exchange rate of TRY to foreign currencies are taken as basis.

In the cost approach, the building cost value is evaluated by considering the technical characteristics of the buildings, the materials used in the buildings, the construction costs of the buildings constructed in the market with the same characteristics and the costs calculated based on our past experiences. The depreciation rate of buildings was appreciated by taking into account the visible physical condition of the building based on the experience of the appraiser. The subject property of the Hotel is evaluated as a revenue generating property and an income approach is used in the appraisal of the property. For the data used in the revenue approach, market research for similar properties in the region was conducted. Revenue approach is made in two different ways by taking into consideration the income obtained according to the present lease and the cash flow that can be obtained in the market.

The Hotel was leased to the Accor Group with the rental agreement to be operated. In this respect, the value of the real property has been calculated by discounting the rental income guaranteed by the contract with a lower risk premium. In another way, according to the market research, an assessment was made according to the potential net cash flows that the Hotel could obtain.

In this context, the appraised value of the real estate according to the income approach; The average of the two values calculated based on the rental income guaranteed by the lease and calculated by discounting the net cash flows of the entity has been appreciated. In the market surveys, it was observed that real estates of similar nature are considered as a revenuegenerating property. As a result, the market value calculated with the income approach is considered as the report value(69.285.000.-TRY /10.415.000.-€).

TheIbis locationHo el Tuzlaof theProjectreal estate, the shape of the surrounding area, infrastructure and transportation facilities, street and street facade, area and location, building structure, system, age, workmanship and material quality, installation status, weather - light - can be a factor in the value of the landscape All properties were taken into consideration and detailed market research was conducted. Accordingly, its value is appreciated as follows.

44

Akfen REIT Annual Report 2019 In this appraisal study, value determination was made by using cost approach and income

approach. In the evaluations made, the foreign exchange rate of return to TRY and the exchange rate of TRY to foreign currencies are taken as basis. In the cost approach, the building cost value is evaluated by considering the technical characteristics of the buildings, the materials used in the buildings, the construction costs of the buildings constructed in the market with the same characteristics and the costs calculated based on our past experiences. The depreciation rate of buildings was appreciated by taking into account the visible physical condition of the building based on the experience of the appraiser.

The subject property of the Hotel is evaluated as a revenue generating property and an income approach is used in the appraisal of the property. For the data used in the revenue approach, market research for similar properties in the region was conducted. Revenue approach is made in two different ways by taking into consideration the income obtained according to the present lease and the cash flow that can be obtained in the market.

The Hotel was leased to the Accor Group with the rental agreement to be operated. In this respect, the value of the real property has been calculated by discounting the rental income guaranteed by the contract with a lower risk premium. In another way, according to the market research, an assessment was made according to the potential net cash flows that the Hotel could obtain.

In this context, the appraised value of the real estate according to the income approach; The average of the two values calculated based on the rental income guaranteed by the lease and calculated by discounting the net cash flows of the entity has been appreciated. In the market surveys, it was observed that real estates of similar nature are considered as a revenuegeneratingproperty. As a result, the market value calculated with the income approach is considered as the report value (85.380.000.-TRY/12.835.000.-€)

CostIbisinHotelthe operationAnkaraof the aforementioned valuation approach and income approach method has reduced cash flow using the method of valuation. Assessments made by foreign currency buying rate in TRY, TRY is in foreign currencies from sales return rate.

The property valued in the market approach was compared with the sales of similar properties in the market. In the examinations made in the market, similar properties have been reached with the subject property and concrete data has been reached. In the cost approach, building cost value is evaluated with cost approach by considering the technical characteristics of the buildings, the materials used in the buildings, the construction costs of the buildings constructed with the same characteristics in the market and the costs calculated based on our past experiences. The depreciation rate of buildings was appreciated by taking into account the visible physical condition of the building based on the experience of the appraiser.

The Hotel subject property is evaluated as a property that brings income and the income approach is used in the appraisal of the property. For the data used in the revenue approach, market research for similar properties in the region was conducted. Revenue approach is made in two different ways by taking into consideration the income obtained according to the present lease and the cash flow that can be obtained in the market. The Hotel was leased to the Accor Group with the rental agreement to be operated.

45

Akfen REIT Annual Report 2019 In this respect, the value of the real property has been calculated by discounting the rental income

guaranteed by the contract with a lower risk premium. In another way, according to the market research, an assessment was made according to the potential net cash flows that the Hotel could obtain. In this context, the appraised value of the real estate according to the income approach; The average of the two values calculated based on the rental income guaranteed by the lease and calculated by discounting the net cash flows of the entity has been appreciated. The value of real estate is based on performance and the value calculated according to the income approach from two different methods reflects the value of the real estate.

Accordingly, the market value calculated by the revenue approach is appreciated as the result of the report(81.055.000.-TRY /12.185.000.-€)

TheIbisformationHotel İzmirof styleAlsancakof ownership, location, infrastructure and transportation facilities, the street and the front to the street, area and location of the building construction order, system, age, quality of workmanship and materials, installation status, air - light - the value of factors such as the status of the landscape taken into consideration and all the features that might be in the detailed market research. Accordingly, the value was appreciated in the following manner. -Hotels as a property immovable, revenue-generating skilled subject evaluated whether ownership of valuation uses the income approach. As for the data that is used in the income approach the region similar to real estate market research. According to the rental agreement ownership of income approach available revenues and potentially you can get in the market considering two separate cash flow. The Hotel in question, are also available to hire for management and operation agreement with Accor Group has been hired. In this respect, the contract with guaranteed rental income with a lower risk premium for reduction of ownership by making value were calculated. Another way is, according to the market research you can get according to the potential net cash flow of the Hotel reviews. In this context, ownership of appreciated according to the income approach to value; According to the rental agreement which guaranteed rental income calculated according to the net cash flows of the business's potential demotion was appreciated by taking the average of the two values. Real estatela topics in similar investigation in the market of real estates income-generating property is evaluated. In this regard the report as a result, the value of the income approach calculated market value report was appreciated as the return value (63.220.000.-TRY /9.505.000.-€).

46

Akfen REIT

Annual Report 2019

Subsidiary Valuation Report

Akfen Karaköy Gayrimenkul Yatırımları ve İnşaat A.Ş. [Akfen Karaköy] The main assets of the company are real estates and real estate projects and the "Equity Value" approach is used in the determination of the value of the Company.

The vaule calculated by using the Equity Value expensses the "fair market value" of the Company. However, the main factor in sale-purchase transactions regarding an asset is the "price" agreed as a result of the negotiations that have taken place between a motivated buyer and a seller. However, attention should be drawn to the fact taht the "price" whic constitutes the ground for such sale-purchase transaction might be realized at a level different than the "fair market value". "The Investment Properties and Investment Properties in Progress" item, started in the reated real estate appriasal report of Adım Gayrimenkul Değerleme A.Ş. and the balance sheet dated December 31, 2019 of Akfen Karaköy has been used for Equity Value calculations.

The Euity Value of the Company, based on the balance sheet dated December 31, 2019, has been valued as 246.404.000.-TRY /37.050.000.-€ .

(000 TRY)

December31, 2019

Cash and cash equivalents

51

Trade Receivable (net)

6.021

Other Current Assets

5.053

Total Current Assets

11.125

Investment Properties (net)

404.526

Other Non-Current Assets

10.216

Total Non-Current Assets

414.742

TOTAL ASSETS

425.867

Current Portion of Long Term Financials

15.449

Liabilities

Trade Payables

27.168

Total Current Liabilities

42.617

Financial Payables

85.817

Other Non-Current Liabilities

51.030

136.847

otal Non-Current Liabilities

Trading Capital

121.000

Profit Reserves

45.003

Profit/Loss

80.401

Equity Value

246.404

47

Akfen REIT

Annual Report 2019

TheAkfenmainGayrimenkulactivity scope ofTicaretithe Companyve İnşaatis real Aestates.Ş. [AkfenownedGT]by it and real estate projects undertaken by the Company ans this report has been by using the "Equity Value" method.

The vaule calculated by using the Equity Value expensses the "fair market value" of the Company. However, the main factor in sale-purchase transactions regarding an asset is the "price" agreed as a result of the negotiations that have taken place between a motivated buyer and a seller. However, attention should be drawn to the fact taht the "price" whic constitutes the ground for such sale-purchase transaction might be realized at a level different than the "fair market value". The Eqity Value of the Company based on the balance sheet dated December 31, 2018 has been valued as 759.897.000.-TRY /114.260.000.-€ olarak belirlenmiştir.

(000 TRY)

December31, 2019

Cash and cash equivalents

8.563

Trade Receivable (net)

12.425

Inventory

Total Current Assets

10.349

Other Current Assets

292

31.629

Investment Property

1.409.952

Other Plant, Property and Equipments (net)

Goodwill

11

39.510

Other Non-Current Intangible Assets (net)

Other Non-Current Assets

37

Total Non-Current Assets

148.263

1.597.773

TOTAL ASSETS

1.629.402

Current Portion of Long Term Financials Liabilities

62.923

Trade Payables

71.373

Provisions for Severence Payments

277

Other Current Liabilities

143.

18

Total Current Liabilities

9.045

Financial Liabilities

560.628

Other Long Term Liabilities

165.259

Total Long Term Liabilities

725.887

Total Liabilities

869.505

Equity Value

759.897

48

Akfen REIT

Annual Report 2019

Akfen REIT Portfolio Table

TL

December 31, 2018

December 31, 2019

Operational Hotels

Novotel Ibis Hotel İstanbul

221.000.000

268.400.000

Novotel Trabzon

148.950.000

142.980.000

Novotel Ibis Hotel Gaziantep

57.700.000

73.592.500

Ibis Hotel Esenyurt

59.625.000

69.285.000

Novotel Ibis Hotel Kayseri

50.862.500

64.715.000

Ibis Hotel Bursa

44.865.000

47.625.000

Ibis Hotel Alsancak

52.330.000

63.220.000

Ibis Hotel Adana

56.295.000

59.615.000

Ibis Hotel Ankara Airport

60.800.000

81.055.000

Ibis Hotel Eskişehir

13.250.000

13.300.000

Ibis Hotel Tuzla

87.940.000

85.380.000

Ibis Hotel Yaroslavl

67.743.638

66.762.628

Ibis Hotel Samara

78.239.201

80.193.196

Ibis Hotel Kaliningrad

94.159.344

84.896.664

Ibis Hotel Moskova

226.259.588

239.840.232

Samara Oficce

36.843.882

41.563.980

Subsidiaries

Akfen Gayrimenkul Ticaret ve İnşaat A.Ş.

574.051.000

759.897.000

Akfen Karaköy Gayrimenkul Yat. Tic. A.Ş.

166.003.000

246.404.000

As of December 31, 2019, the discount rates used in the valuation report prepared according to

different versions in calculating the fair values of active investment properties are in the range of

8-10% (December 31, 2018: 9%-11%).

49

Akfen REIT

Annual Report 2019

Compliance Control On Portfolio Limitations

The Company's control of compliance of the portfolio limits according to the CMB Communiqué Serial: III,: No. 48.1 "Communiqué on Principles Regarding Real Estate Investment Trusts" is as follows

Unconsolidated (separate)

financial statement main

Related Regulation

December 31,

December 31,

accou t items

2018

2019

Cash and capital market

III-48.1. S/N 24 / (b)

678.494

24.601.022

A

instruments

III-48.1. S/N 24 / (a)

1.029.638.355

1.007.618.732

B

investmentInvestment propertyproperties,-based

projects, investment property-

C

based rights

Participations

III-48.1. S/N 24 / (b)

145.079.312

195.829.312

Due from related parties

III-48.1. S/N 23 / (f)

-

-

(non-trade)

Other assets

107.873.943

111.298.238

D

Total assets

III-48.1. S/N 3 / (p)

1.283.270.104

1.339.347.304

E

Financial liabilities

III-48.1. S/N 31

799.673.599

844.612.026

F

Other financial liabilities

III-48.1. S/N 31

29.278.438

36.401.445

G

Finance lease liabilities

III-48.1. S/N 31

-

-

H

I

trade)Due to related parties (non-

III-48.1. S/N 23 / (f)

-

-

Shareholders' equity (net asset

III-48.1. S/N 31

354.533.880

434.985.357

value)

Other liabilities

D

98.024.983

23.348.476

Total liabilities and equity

III-48.1. Md. 3 / (p)

1.283.270.104

1.339.347.304

50

Akfen REIT

Annual Report 2019

Unconsolidated (separate)

Related Regulation

December

December

other financial information

31, 2018

31, 2019

A1

Cash and capital market

III-48.1. S/N 24 / (b)

-

-

instruments held for payments of

A2

investment properties for 3 years

Time / demand TRY / foreign

III-48.1. S/N 24 / (b)

A3

currency

647.630

24.573.703

Foreign capital market

III-48.1. S/N 24 / (d)

-

-

instruments

-

-

B1

III-48.1. S/N 24 / (d)

Foreign investment property,

investment property-based

projects, investment property-

B2

based rights

-

-

1

Idle lands

III-48.1. S/N 24 / (c)

-

-

C2

Foreign subsidiaries

III-48.1. S/N 24 / (d)

-

-

Participation to the operator

III-48.1. S/N 28/1(a)

company

J

292.529.041

322.828.305

K

Non-cash loans

III-48.1. S/N 31

-

-

Pledges on land not owned by the

III-48.1. S/N 22 / (e)

Investment Trust which will be

used for project developments

-

-

L

III-48.1. S/N 22 / (I)

Cash and capital market

instrument Investments held on

One Unique Company

51

Akfen REIT

Portfolio

Annual Report 2019

Constraints

1

Portfolio Constraints Related

Related

Current

Previous

Minimum/Ma

R gulation

Regulation

Period

Year

ximum Ratio

Pledges on Land not Owned by the

III-48.1. S/N

%0,00

%0,00

<%10

Investment Trust which will be

22 / (e)

2

Used for Project Developments

Investment Property, Investment

III-48.1. S/N

%80,24

%76,23

>%51

Property Based Projects,

24 / (a). (b)

3

Investment Property Based Rights

InstrumentsCash and Capitaland MarketParticipations

24III-48/ (b).1. S/N

%11,36

%15,54

<%50

4

Foreign Investment Property,

III-48.1. S/N

%11,31

%15,42

<%50

Investment Property based

24 / (d)

Projects, Investment Property

Based Rights, Participations,

5

Capital Market Instruments

Idle Lands

24III-48/ (c).1. S/N

%0,00

%0,00

<%20

6

7

CompanyParticipation to the Operator

28III-48.1. S/N

%0,00

%0,00

<%10

Borrowing Limit

31III-48.1. S/N

%344,47

%217,18

<%500

8

9

CurrencyTime / Demand TRY / Foreign

22III-48/ (e).1. S/N

%0,05

%0,12

<%10

Cash and capital market

III-48.1. S/N

%0,00

%0,00

<%10

instrument Investments held on

22 / (I)

One Unique Company

Presented information in the footnote

of "Compliance

Control on

Portfolio Li

mitations" as at

December 31, 2019, in accordance with Capital Markets Board's Communiqué Serial: II, No: 14.1

"Financial Reporting in Capital Markets" Amendment No: 16 comprised condensed information

and prepared in accordance with Capital Markets Board's Communiqué Serial: III, No: 48.1"Real

Estate Investment Company" published in the Official Gazette dated May 28, 2013 numbered

28660. In addition since the information given "Restrictions on the Investment Portfolio of Real

Estate Investment" comprise unconsolidated data; such information may not match with the

information disclosed in the consolidated financial statements.

52