AYGAZ A.Ş.
1 January - 30 September 2021
INTERIM REPORT
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AYGAZ A.Ş. 1 January - 30 September 2021 INTERIM REPORT
BUSINESS AREA
The main activity of the Company is purchasing liquefied petroleum gas (LPG) from domestic refineries and overseas market, stocking, filling and delivery to retailers for distribution to customers as cylinder, autogas and bulk gas. Aygaz A.S ('Company') has a facility that produces cylinders, valves, small bulk gas tanks, pressure regulators and similar items besides five marine terminals, six filling plants and seven distribution centers operated by the most modern technology which comply with international standards. As of the end of September 2021, Aygaz Group serve to customers with 2,279 cylinder dealers and 1,765 autogas stations.
Production and distribution of LPG equipments are also included in the activities as well as manufacture, purchase, sales and after sales of LPG cylinders, LPG tanks, LPG stoves and other supplementary materials which support the Company's main business and which are necessary equipment for the end-user.
The company is registered to Istanbul Trade Registry with number 80651 (Mersis No: 0-1190-0510-2700141) and contact information of its headquarters and branches appear on its website, www.aygaz.com.tr.
CAPITAL AND SHAREHOLDING STRUCTURE
The issued capital of our company is 300.000.000 TL and the recent increase transaction was registered with the Capital Markets Board's decision dated June 6, 2008 and was published in the Turkish Trade Registry Gazette on June 23, 2008.
Company's | |||
Issued capital | : | 300,000,000.00 TL | |
Upper limit of registered capital | : | 500,000,000.00 TL | |
The shareholding structure | |||
as of September 30, 2021 | TL | % | |
Koç Holding A.Ş. | 122,053,514.26 | 40.68 | |
Temel Ticaret ve Yatırım A.Ş. | 17,324,090.53 | 5.77 | |
Koç Family | 14,264,964.78 | 4.76 | |
Liquid Petroleum Gas Dev. Co. | 73,545,660.24 | 24.52 | |
Free Float* | 72,811,770.18 | 24.27 | |
Total | 300,000,000.00 | 100.00 |
- The free floating shares in the amount of TL 2,725,041.31 (ratio to capital 0.91%) belong to Hilal Madeni Eşya Ticaret Sanayi ve Yatırım A.Ş., of which Liquid Petroleum Gas Dev. Co. is a 100% shareholder.
BOARD OF DIRECTORS
Division of duties among the Board of Directors which are elected in the Ordinary General Assembly dated March 31, 2021 are determined by the Board Resolution dated April 1, 2021 as below;
Bu doküman Kurum İçi olarak sınıflandırılmıştır. This document is classified as Internal.
AYGAZ A.Ş. 1 January - 30 September 2021 INTERIM REPORT
Board of Directors | |
Rahmi M.Koç | Chairman of the Board of Directors |
Ömer M. Koç | Deputy Chairman of the Board of Directors |
Alexandre F.J. Picciotto | Member |
Dr. Bülent Bulgurlu | Member |
Levent Çakıroğlu | Member |
Yağız Eyüboğlu | Member |
Kutsan Çelebican | Independent Member |
Kemal Ege Cansen | Independent Member |
Dr. Şadan Kaptanoğlu Dikici | Independent Member |
Executive Committee | |
Rahmi M.Koç | Chairman |
Ömer M. Koç | Member |
Ali Y. Koç | Member |
Alexandre F.J. Picciotto | Member |
Caroline N. Koç | Member |
Audit Committee | |
Kutsan Çelebican | Chairman |
Dr. Şadan Kaptanoğlu Dikici | Member |
Corporate Governance Committee | |
Kutsan Çelebican | Chairman |
Yağız Eyüboğlu | Member |
Gökhan Dizemen | Member |
Risk Management Committee | |
Dr. Şadan Kaptanoğlu Dikici | Chairman |
Dr. Bülent Bulgurlu | Member |
EXECUTIVE MANAGEMENT
Gökhan Tezel | General Manager |
Gökhan Dizemen | Assistant General Manager (Finance) |
Ayşe Abamor Bilgin | Assistant General Manager (Technical Affairs and Investments) |
Fikret Coşar | Assistant General Manager (Sales) |
Rıdvan Uçar | Assistant General Manager (Marketing and Innovation) |
Nurettin Demirtaş | Director (Affiliates and Accounting) |
Şenol Zafer Polat | Director (Cylinder Gas Sales) |
Hakan Öntürk | Director (Autogas Sales) |
Elifcan Yazgan | Director (Supply Chain) |
Detailed profiles of the Board of Directors and Executive Managers and the principles of the Committees which are established by the Board of Directors are available at the website of Aygaz. (www.aygaz.com.tr)
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AYGAZ A.Ş. 1 January - 30 September 2021 INTERIM REPORT
SUBSIDIARIES and AFFILIATES
The details of the subsidiaries and affiliates included in the consolidation are as below:
Place of | |||||
incorporation | |||||
Subsidiaries | and Operation | Principal Activity | |||
Anadoluhisarı Tankercilik A.Ş. | Turkey | Shipping | |||
Kandilli Tankercilik A.Ş. | Turkey | Shipping | |||
Kuleli Tankercilik A.Ş. | Turkey | Shipping | |||
Kuzguncuk Tankercilik A.Ş. | Turkey | Shipping | |||
Akpa Day. Tük. Lpg ve Akar. Ürün. Paz. A.Ş. | Turkey | Marketing | |||
Aygaz Doğal Gaz Toptan Satış A.Ş. | Turkey | Natural gas | |||
Aygaz Doğal Gaz İletim A.Ş. | Turkey | Natural gas | |||
Sendeo Dağıtım Hizmetleri A.Ş. | Turkey | ||||
(previous title: Aygaz Aykargo Dağıtım Hizmetleri A.Ş.) | Cargo Transport/Distribution | ||||
Bal Kaynak Su İthalat İhracat Sanayi ve Ticaret A.Ş Turkey | Water distribution | ||||
Place of | |||||
incorporation | Principal | ||||
Investments in associates and Joint ventures | and Operation | Activity | |||
Enerji Yatırımları A.Ş. | Turkey | Energy | |||
Entek Elektrik Üretimi A.Ş. | Turkey | Electricity | |||
Opet Aygaz Gayrimenkul A.Ş. | Turkey | Real Estate | |||
LPG supply, | |||||
filling and | |||||
United LPG Ltd. (*) | Bangladesh | distribution | |||
Place of | |||||
incorporation | Principal | ||||
Financial Assets | and Operation | Activity | |||
Koç Finansal Hizmetler A.Ş. | Turkey | Finance | |||
Ram Dış Ticaret A.Ş. | Turkey | Trade | |||
Tanı Pazarlama ve İletişim Hizmetleri A.Ş. (**) | Turkey | Marketing | |||
Tat Gıda Sanayi A.Ş. | Turkey | Food |
- It is resolved to name the Joint Venture Company as United Aygaz LPG Ltd. with the protocol signed on January 20, 2021. The title change will be realized with an application following the completion of the necessary permit procedures by the related Ministry.
(**)It is resolved to transfer the shares and the transaction is expected to be completed until the year-end.
In July 2010, the Company has restructured its shipping operations under new legal entities, and established Anadoluhisarı Tankercilik A.Ş., Kandilli Tankercilik A.Ş., Kuleli Tankercilik A.Ş. and Kuzguncuk Tankercilik A.Ş. with an effective ownership interest of 100%. The main activities of these companies are to purchase, build or rent vessels and to operate them in domestic and/or overseas transportation of crude oil, petroleum products, liquid petroleum gas, natural gas and solid, liquid and liquefied products. The vessel named "Kuleli", included in Company assets and used in liquid petroleum gas transportation, is sold in cash on October 13, 2017. Kuleli Tankercilik A.Ş has purchased 100% shares of Bal Kaynak Su İthalat İhracat Sanayi ve Ticaret A.Ş. ('Bal Kaynak') on March 14, 2019. Bal Kaynak continues its water activities with the aim of ensuring sustainable production.
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AYGAZ A.Ş. 1 January - 30 September 2021 INTERIM REPORT
Akpa Dayanıklı Tüketim LPG ve Akaryakıt Ürünleri Pazarlama A.Ş ("Akpa") reached to its current structure with the merger of four subsidiaries of Koç Holding Energy Group at the end of 2001. At the time of merger, the company name was Bursa Gaz ve Ticaret A.Ş, later it was changed to "Akpa Dayanıklı Tüketim Lpg ve Akaryakıt Ürünleri Pazarlama Anonim Şirketi" with the decision of Ordinary General Meeting held on March 17, 2005. Akpa is mainly engaged in sales of cylinders and carboy water through dealers, retail and wholesale of LPG, fuel and lubricants through autogas stations. It is resolved to reduce its share capital by TL 5.700 thousand from TL 10.700 thousand to TL 5.000 thousand, in its Extraordinary General Meeting held on August 6, 2020 with the aim of using the reduced amount more efficiently by the shareholder Aygaz.
Main activity of Aygaz Doğal Gaz Toptan Satış A.Ş. and Aygaz Doğal Gaz İletim A.Ş. (together "Aygaz Doğal Gaz") is to purchase natural gas from domestic and/or overseas suppliers, selling natural gas to domestic and/or overseas customers and make related arrangements for the modulation, storing of natural gas and building necessary facilities.
ADG Enerji Yatırımları A.Ş. resolved to change the title and the main area of activity of the company with the Extraordinary General Meeting held on August 6, 2020. While the new title of ADG Enerji is changed to Aygaz Aykargo Dağıtım Hizmetleri Anonim Şirketi ("Aykargo"), its main area of activity natural gas is also updated as cargo transport/distribution. Within this framework, it was decided to develop the activities by using Aygaz A.Ş.'s existing dealer network and home delivery experience, through Aykargo that started operations exclusively in this field. At the Ordinary General Assembly of Aykargo that was realized on February 19, 2021 it was resolved to increase the capital from TL 500,000 to TL 35,500,000 and the total of TL 35,000,000 was paid by the Company on April 6, 2021. As a result of the negotiations regarding building a strategic collaboration with McKinsey Danışmanlık Hizmetleri Ltd. Şti. ("McKinsey"), in place of the Partnership Framework Agreement dated January 15, 2021, it was decided to continue cooperation by signing a long-term Consulting Agreementwith the resolution of the board of directors dated July 30, 2021. With the contract, Aygaz has declared its intentions that Aygaz and/or other Koç Group companies owning Aykargo shares make a cash capital injection of up to USD 60 million in Aykargo during the service period taking into account the company's activities and operational needs. On August 3, 2021 45% of the shares of Aykargo each with a par value of 1 TL with a nominal value of TL 15,975,000 were transferred to Koç Holding A.Ş. with a cash price of TL 15,975,000 and the full payment was collected by the company in cash. With the decision of the Extraordinary General Assembly registered on September 2, 2021, the title of Aykargo was changed to Sendeo Dağıtım Hizmetleri A.Ş. ("Sendeo"), and its capital has been increased to 143,500,000 TL and the capital payments are completed.
In December 2005, Enerji Yatırımları A.Ş. ("EYAŞ") was established to acquire 51% block shares of Türkiye Petrol Rafinerileri A.Ş. ("TÜPRAŞ"), to participate in Tüpraş's management and its operational decisions as well as to establish and operate in oil refinery related sectors in Turkey. On December 20, 2018, at the extraordinary general assembly meeting of EYAŞ, it is resolved to decrease the company's capital of TRL 3.347.000 thousand by TL 1.000.000 thousand down to TL 2.347.000 thousand. Our Company's portion of TL 200.000 thousand is paid in cash on March 28, 2019.
The electricity producer company Entek Elektrik Üretimi A.Ş. ("Entek"), owned 49.62% by our main shareholder Koç Holding A.Ş. and 49.62% by our Company, has a total capacity of 436 MW out of which 324 MW is in renewables. In September 2017, Entek submitted the highest bid to the Privatization Administration and was granted operating rights of the 178 MW Menzelet and Kılavuzlu hydroelectric power plants (HEPP) for 49 years. Following the bid process, the necessary approvals were obtained, and Menzelet and Kılavuzlu HEPPs were taken over by Menzelet Kılavuzlu Elektrik Üretimi A.Ş., wholly owned by Entek, and put into operation on March 9, 2018. Entek and STEAG GmbH,
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Aygaz AS published this content on 04 November 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 04 November 2021 16:15:32 UTC.