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97

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(continued)

3.3 Basis of Consolidation

(continued)

The following is a list of the operating subsidiaries as of 31 December 2014 and 2013 detailing the Group's controlling interest by direct voting power and the Group’s ultimate effective

shareholding in such Subsidiaries' equity at those dates:

(1) These subsidiaries are consolidated on the basis set below:

a) power to govern the financial and operating policies of the entity under an agreement; or,

b) power to appoint or remove the majority of the members of the board of the directors or equivalent governing body; or,

c) power to cast the majority of votes at meetings of the board of directors or equivalent governing body.

(2) This subsidiary is liquidated in 24 April 2014.

(3) All energy investments and Borusan Manheim are a joint-ventures of the group.

(4) Güney Rüzgarı and Eskoda have merged under Fuatres as of 30 November 2014.

(5) This entity was sold on 30 June 2014.

(6) Balnak and BLG Lojistik have merged under BLG Lojistik on 31 July 2014.

Effective Shareholding

by Borusan Holding

Direct Shareholding

By Borusan Holding

2014 (%)

2013 (%)

2014 (%)

2013 (%)

2014 (%)

2013 (%)

Borçelik (1)

20.77

20.77

38.76

38.72

line by line

line by line

Borusan Boru

-

-

53.19

53.16

line by line

line by line

Kerim Çelik (1)

0.01

0.01

38.71

38.72

line by line

line by line

Borusan Ankara (2)

-

-

58.69

58.69

line by line

line by line

BMBYH

64.64

64.64

72.38

72.35

line by line

line by line

İstikbal

82.68

82.68

82.70

82.70

line by line

line by line

Vobarno

-

-

53.19

53.16

line by line

line by line

Bortrade

70.00

70.00

70.00

70.00

line by line

line by line

Borusan Mühendislik

-

-

51.56

51.53

line by line

line by line

Borusan Mannesmann Pipe US Inc

-

-

53.19

53.16

line by line

line by line

BMGS

70.16

70.11

81.93

81.83

line by line

line by line

Machinery Intertrade Limited ("UK")

-

-

81.93

81.83

line by line

line by line

MIT Machine International Trade Limited ("MIT Machine")

-

-

81.93

81.83

line by line

line by line

MIT Machine Holding Limited ("MIT Machine Holding")

-

-

81.93

81.83

line by line

line by line

Machinery International Trade B.V. ("Machinery International")

-

-

81.93

81.83

line by line

line by line

Borusan Makina Kazakhstan LLP ("Kazakhstan")

-

-

81.93

81.83

line by line

line by line

BGS Freezone

-

-

81.93

81.83

line by line

line by line

Niocorp AB

-

-

81.93

81.83

line by line

line by line

Construction Equipment Trade Limited

-

-

81.93

81.83

line by line

line by line

Sitech Eurasia Teknoloji Servis ve Tic. A.Ş. ("Sitech")

-

-

81.93

81.83

line by line

line by line

Borusan Endüstriyel Sistemler A.Ş.

-

-

81.88

-

line by line

-

Borusan İş Makinaları Kiralama Sanayi ve Tic. A.Ş.

-

-

81.88

-

line by line

-

Borusan Oto (1)

29.05

28.60

41.58

41.07

line by line

line by line

Borusan Otomotiv (1)

21.25

21.00

39.16

38.83

line by line

line by line

Borusan Oto Kıbrıs (1)

-

-

40.37

39.95

line by line

line by line

Borusan Otomotiv Pazarlama (1)

21.25

21.00

39.16

38.83

line by line

line by line

Borusan Otomotiv Premium Kiralama (1)

21.25

21.00

40.90

40.90

line by line

line by line

Maya Enerji (3)

0.01

0.01

49.85

49.85

equity pick up

equity pick up

Yedigöl (3)

0.01

0.01

49.85

49.85

equity pick up

equity pick up

Turkuaz (3)

0.01

0.01

49.85

49.85

equity pick up

equity pick up

Hazal (3)

0.01

0.01

49.85

49.85

equity pick up

equity pick up

Esentepe (3)

0.01

0.01

49.85

49.85

equity pick up

equity pick up

Hidiv (3)

0.01

0.01

49.85

49.85

equity pick up

equity pick up

Borusan Enerji (3)

49.00

49.00

49.85

49.85

equity pick up

equity pick up

Güney Rüzgarı (3-4)

-

0.01

-

49.85

-

equity pick up

Kuzey Rüzgarı (3)

0.01

0.01

49.85

49.85

equity pick up

equity pick up

Eskoda (3-4)

-

0.01

-

49.85

-

equity pick up

Baltalimanı (3)

0.01

0.01

49.85

49.85

equity pick up

equity pick up

Beylerbeyi (3)

-

-

49.85

49.85

equity pick up

equity pick up

Balabanlı (3)

-

-

49.85

49.85

equity pick up

equity pick up

Maray (3)

0.05

0.05

49.85

49.85

equity pick up

equity pick up

Başkent Gölbaşı (5)

-

99.91

-

100.00

-

line by line

Bandırma (3)

-

-

49.85

49.85

equity pick up

equity pick up

Boylam (3)

-

-

49.85

49.85

equity pick up

equity pick up

Fuatres (3-4)

-

-

49.85

49.85

equity pick up

equity pick up

Ezine

-

99.80

100.00

100.00

line by line

line by line

Trakya

50.00

99.80

100.00

100.00

line by line

line by line

Sincan

-

69.80

94.80

94.80

line by line

line by line

Dardanos B.V

-

-

100.00

-

line by line

-

Bendis B.V

-

-

100.00

-

line by line

-

Tarhunt B.V

-

-

94.80

-

line by line

-

CFI International B.V

100.00

-

100.00

-

line by line

-

SFI International B.V

70.00

-

94.80

-

line by line

-

TFI International B.V

100.00

-

100.00

-

line by line

-

Borusan Lojistik

57.75

57.59

79.39

79.19

line by line

line by line

Balnak (6)

-

57.59

-

79.19

line by line

line by line

BLG Lojistik

-

-

79.39

79.19

line by line

line by line

Eta Elektronik

-

-

79.39

-

line by line

-

Borusan Logistics International Algeria SPA

-

-

79.39

79.19

line by line

line by line

Borusan International Gulf FZE

-

-

79.39

79.19

line by line

line by line

Borusan Logistics International Netherlands BV

-

-

79.39

79.19

line by line

line by line

Borusan Logistics International USA Inc

-

-

79.39

79.19

line by line

line by line

Borusan Logistics International Oman Inc

-

-

79.39

79.19

line by line

line by line

Borusan Logistics International Kazakhstan Limited Liability Partnership

-

-

79.39

79.19

line by line

line by line

Borusan Manheim (3)

40.50

40.50

46.45

46.42

equity pick up

equity pick up

Otomax

-

-

80.62

80.56

line by line

line by line

Supsan

7.96

1.96

47.30

41.27

line by line

line by line

Borusan Teknoloji

83.09

83.09

93.86

93.81

line by line

line by line

Borusan Danışmanlık ve Ortak Hizmetler A.Ş. ("Borusan Danışmanlık")

93.78

93.78

93.78

93.80

line by line

line by line

Borusan Yatırım

36.29

36.01

62.64

62.40

line by line

line by line

Borusan Arge ve İnovasyon A.Ş.

100.00

-

100.00

-

line by line

-

Borusan Yönetim Danışmanlığı ve Yatırım Ltd Şti.

99.90

99.90

100

100

line by line

line by line

Birlik Yönetim Danışmanlığı ve Yatırım Ltd Şti.

99.90

99.90

100

100

line by line

line by line

Consolidation Method

BORUSAN HOLDING A.Ş. AND ITS SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2014

(Currency - US Dollars (“USD”) unless otherwise indicated)