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CONVENIENCE TRANSLATION OF THE INDEPENDENT AUDITOR’S

REPORT ORIGINALLY PREPARED AND ISSUED IN TURKISH

To the Board of Directors of Arap Türk Bankası A.Ş.:

We have audited the accompanying unconsolidated balance sheet of Arap Türk Bankası A.Ş. (“the Bank”) at 31 December 2014 and the related unconsolidated

statements of income, cash flows and changes in shareholders’ equity for the year then ended and a summary of significant accounting policies and other

explanatory notes to the financial statements.

Disclosure for the responsibility of the Bank’s Board of Directors:

The Bank’s Board of Directors is responsible for establishing and maintaining effective internal control over financial reporting to prevent the misstatements caused

by error or fraud, that are material to the financial statements; and for selecting and applying appropriate accounting policies in compliance with the “Regulation

on Accounting Applications for Banks and Safeguarding of Documents” published on the Official Gazette No.26333 dated 1 November 2006, Turkish Accounting

Standards, Turkish Financial Reporting Standards and other regulations, interpretations and circulars published by the Banking Regulation and Supervision Agency

(the “BRSA”) on accounting and financial reporting principles.

Disclosure for the Responsibility of the Authorized Audit Firm:

Our responsibility, as independent auditors, is to express an opinion on these financial statements based on our audit. Our independent audit is conducted in

accordance with “Regulation on Authorisation and Activities of Institutions to Conduct Independent Audit in Banks” published on the Official Gazette No.26333

dated 1 November 2006 and Independent Auditing Standards that are part of Turkish Standards on Auditing issued by the Public Oversight Accounting and

Auditing Standards Authority (“POA”). We planned and conducted our audit to obtain reasonable assurance as to whether the financial statements are free of

material misstatement. Our audit includes using the audit techniques for the purpose of obtaining evidence supporting the amounts and disclosures in the financial

statements; the selection of these audit techniques is made in accordance with our professional judgment by taking the effectiveness of the controls over financial

reporting process into consideration and assessing the appropriateness of the applied accounting policies. We believe that our audit provides a reasonable basis for

our opinion.

Basis for the Qualified Opinion:

As mentioned in Section II. Note 7. of Explanations and Notes to the Unconsolidated Financial Statements; as of the balance sheet date, the accompanying financial

statements include a free provision amounting to TL 9,000 thousand which was charged to the income statement as an expense in the current period, provided by

the Bank management in line with the conservatism principle considering the circumstances that may arise from any changes in the economy or market conditions.

Independent Auditor’s Opinion:

In our opinion, except for the effect of the matter described in the “Basis for the qualified opinion” paragraph above on the financial statements, the accompanying

unconsolidated financial statements present fairly, in all material respects, the financial position of Arap Türk Bankası A.Ş. at 31 December 2014 and the results of

its operations and its cash flows for the year then ended in accordance with accounting principles and standards set out by regulations in conformity with Article 37

of Banking Act No. 5411 and other regulations, communiques, interpretations and circulars published by the BRSA on accounting and financial reporting principles.

Report on independent auditor’s other responsibilities arising from regulatory requirements:

In accordance with Article 402 of the Turkish Commercial Code No. 6102 (“TCC”); the Board of Directors submitted to us the necessary explanations and provided

required documents within the context of audit, additionally, no significant matter has come to our attention that causes us to believe that the Bank’s bookkeeping

activities for the period 1 January-31 December 2014 is not in compliance with the code and provisions of the Bank’s articles of association in relation to financial

reporting.

Additional Paragraph for Convenience Translation:

As explained in Note I. of Section Three, the effects of differences between accounting principles and standards set out by regulations in conformity with Article

37 of Banking Law No. 5411, accounting principles generally accepted in countries in which the accompanying unconsolidated financial statements are to

be distributed and International Financial Reporting Standards (“IFRS”) have not been quantified in the accompanying unconsolidated financial statements.

Accordingly, the accompanying unconsolidated financial statements are not intended to present the financial position, results of operations and changes in financial

position and cash flows in accordance with the accounting principles generally accepted in such countries and IFRS.

Başaran Nas Bağımsız Denetim ve

Serbest Muhasebeci Mali Müşavirlik A.Ş.

a member of

PricewaterhouseCoopers

Zeynep Uras, SMMM

Partner

Istanbul, 29 January 2015