Mavi Annual Report

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ANNUAL

REPORT
2021
ANNUAL
REPORT
2021
INDEX

01 05
KEY FINANCIAL METRICS 2021 3 CORPORATE GOVERNANCE
5.1 Declaration of Compliance with 177

02 Corporate Governance Principles

CHAIRMAN & CEO LETTERS 11 5.2 Explanations Regarding Corporate 179


Governance

03 5.3 Board of Directors 190

MAVI BRAND HIGHLIGHTS 5.4 Risk Management 194

3.1 About Mavi 20 5.5 Internal Control System and Internal Audit 196

3.2 Sustainable Growth Strategy 22 5.6 Board of Directors' Discussion and Analysis 197

3.3 Growth In Each Category 25 5.7 Legal Disclosures 198

3.4 Diversified and Reliable Sourcing Model 29 5.8 Responsibility Statement 201

3.5 Multi-Channel Execution with Retail, 31 5.9 Related Party Transactions Report 203

International Markets and Online 5.10 Corporate Governance Compliance 205

3.6 Market Positioning and Brand Investment 37 Report and Information Form

04 06
INDEPENDENT AUDITORS REPORT 229
MAVİ’S SUSTAINABILITY EVOLUTION
& CONSOLIDATED FINANCIAL
4.1 Strategy: Mavi All Blue. All Better. For All. 54 STATEMENTS
4.2 Sustainability Goals 64
4.3 Sustainability Management 68 07
4.4 Material Sustainability Issues 69 GENERAL ASSEMBLY
4.5 People - Better. Empower 77 7.1 Agenda of the Ordinary General Assembly 373
4.6 Planet - Better. Protect 101 7.2 Dividend Distribution Policy 375
4.7 Denim - Better. Transform 117 7.3 Dividend Distribution Proposal 376
4.8 Community - Better. Mobilize 137 7.4 Dividend Distribution Table 377
4.9 Sustainability Journey 142
4.10 Performance Indicators, GRI Content 147
and Other Indexes

ANNUAL REPORT 2021 1


01
KEY FINANCIAL
METRICS
2021

2 ANNUAL REPORT 2021 3


FINANCIAL PERFORMANCE

REVENUE (million TL) EBITDA (million TL)

(16%) 92% (39%) 165%

2,863 2,402 4,619 644 392 1,038


2019 2020 2021 2019 2020 2021

NET INCOME (million TL) NET CASH (million TL)

0.02x 0.16x Net debt


EBITDA

(93%)

108 8 423

2019 2020 2021 (9) (33) 618

2019 2020 2021

4 ANNUAL REPORT 2021 5


CONSOLIDATED GLOBAL FIGURES

TURKEY EUROPE
Retail stores: 327 Retail stores: 1
Average store size (sqm): 500 Wholesale doors: ~800
Franchise stores: 68 HQ: 1 Wholesale
Wholesale doors: ~500 Showroom: 10 1.2 billion TL
HQ and showroom: 1 Warehouse: (3rd party) 72%Growth
Warehouse: (3rd party) Employees: 62
Employees: 4,758

Retail
2.8 billion TL
102% Growth E-com
USA CANADA 596 million TL
Wholesale doors: ~1,200 Retail stores: 4 95% Growth
HQ: 1 Wholesale doors: ~1,000
Showroom: 3 HQ: 1
Warehouse: 1 Showroom: 3
Employees: 71 Warehouse: 1
Employees: 74 2021 Consolidated Channel Revenue
2021 Consolidated Channel Growth

RUSSIA REST OF THE WORLD


Retail stores: 19 Franchise stores: 20
Franchise stores: 17 Wholesale doors: 25 456 395 61 ~4,500
Wholesale doors: 125 Mono-Brand Mono-Brand Mono-Brand Points of
HQ and showroom: 1 Stores Stores Stores Sale
Warehouse: (3rd party) Global Turkey International Global
Employees: 146

6 ANNUAL REPORT 2021 7


MAVI AT A GLANCE

Global Turkey

4.6 81% 19% REVENUE (million TL) 327 retail, 68 franchise stores
~500 wholesale doors
Billion TL Turkey International
revenue revenue revenue
7 net store openings
(18%) 94% 8 retail store expansion

34 456 ~4,500
Countries Mono-brand Points of 164k sqm total selling space, average
stores sale 501 sqm per store
2,365 1,936 3,753
2019 2020 2021 35% women, 65% men
7 102% 41% denim, 59% lifestyle
Net new store Retail revenue Wholesale (TL-value)
openings growth 591 million TL
59% Growth
8.1m customers
4.6m active for the last two years
95% 13% E-com
421 million TL
E-com revenue E-com 104% Growth Turkey's leading jeans brand with a
growth share in sales
market share of ~20%1
Retail
2.7 billion TL
102% Growth
Among top four brands in women's
5,111 and men's apparel market
Employees

~80% 120+
Local Global 2021 TR Channel Revenue
sourcing suppliers 2021 TR Channel Growth 1According to IPSOS data, 14+ age

8 ANNUAL REPORT 2021 9


02
CHAIRMAN &
CEO LETTERS

10 ANNUAL REPORT 2021 11


LETTER FROM THE CHAIRMAN
As we marked Mavi’s 30th anniversary, we managing the critical issues such as supply chain and logistics challenges, lower supply
were still seeing the fallout of the pandemic. vs higher demand, exchange rate fluctuations, and high inflation rates, all factors that
Yet it did not deter us from moving forward curtailed economic growth. Meanwhile, we enjoyed the advantages of having 80% of our
and we remained committed to our vision supply chain in Turkey and being in proximity to local manufacturers and managed our
and passion while we kept revising our plans procurement successfully when the whole world struggled with sourcing problems.
to stay on top of the game. Always aiming for
the better, we worked harder than ever. I am pleased to report that the cash generated from our operations enabled us to increase
our net cash position significantly and strengthened our balance sheet further.
I feel rightfully proud to see that the
Mavi team more than delivered on their We made informed decisions and acted quickly in strategic and operational matters and
commitments in the last two unprecedented the strong financial results are a testament to this agility. And we feel privileged to have
years of our lives. Our business associates, built a company culture that drives change.
shareholders, and customers were with us
every moment along the way. Our sustainability transformation gained significant momentum in 2021. And we
published our first sustainability report, in which we disclosed our goals and All Blue
I am certain that this period will have a strategy focused on People, Planet, Community, and Denim. Our “All Blue. All Better. For All.”
special place in the heart of each member vision forms the foundation of our goal to start building a better future today.
Ersin Akarlılar
of the Mavi team, not only because we
CHAIRMAN We completed the majority of the investments planned for a more digitalized future. In
demonstrated the strongest performance
in the company’s history but also because this process, we focused on fully deploying the SAP conversion project, achieving further
it was a year when we made progress in digitalization through data-driven projects, and increasing the effectiveness of the CRM
sustainability and digitalization, became activities, to name a few of our priorities.
I am certain that this period more active in international markets, and
Continued investments in retail, especially in mavi.com and new store concepts in the
will have a special place in the inched closer to our long-term strategies.
fourth quarter, played a major role in enhancing the customer experience and acquiring
heart of each member of the Thank you to each one of you, from the
new consumers.
Mavi team, not only because experienced leadership to our newest and
we demonstrated the strongest youngest colleagues. In 2022, we will proceed with our investments in Mavi quality and innovation, inspire future
performance in the company’s
generations with our sustainability focus and people-oriented culture, grow further in
history but also because it was We are a global company with a people-
international markets, and make headways on our strong global brand journey, all driven
a year when we made strides in oriented culture and strong financial
by our denim passion.
sustainability and digitalization, management. Our brand positioning, our
became more active in inter- strategy of offering the right product at the In addition to all the progress last year, we were named among the top twenty most
national markets, and inched right price with high quality and customer- reputable and admired companies in Turkey, which was a great 30th anniversary present
closer to our long-term strategies. focus, a flexible supply chain, and product that made us proud once again. As a leading brand, we will continue to support youth,
Thank you to each one of you, planning and inventory management empower women, and stand by the community as we always do.
from the experienced leadership systems made it possible for us to close the
to our newest and youngest year with a growth rate and profit beyond Wishing health and peace to the whole world in 2022.
colleagues. expectations.

Our key priority throughout the year was

12 ANNUAL REPORT 2021 13


LETTER FROM THE CEO
I am pleased to report that 2021 was a year economic growth such as supply chain and logistics problems, lower supply vs higher
of speedy recovery for Mavi, driven by the demand, exchange rate fluctuations, and high inflation rates. On the other hand, having
gradual easing in the pandemic restrictions 80% of our supply chain in Turkey and being in proximity to local manufacturers gave us the
and signs of normalization in the global upper hand in managing our procurement while the whole world struggled with sourcing
economy. In addition to capturing growth problems.
beyond our annual targets, we also marked
the 30th anniversary of our brand. I am grateful We continued to invest in our brand and kept creating the happiest Mavi customers.
to our entire team, business associates,
investors, and customers for helping us drive We maintained our growth trend with a strong retail network in Turkey, operations in
Mavi forward, guided by our brand values international markets, and a global e-commerce and omnichannel sales organization.
and corporate culture. As our retail operations in Turkey further strengthened and foot traffic returned to pre-
pandemic levels, LFL sales increased by 73.3% in Turkish retail stores, driven by 42.7% growth
As a global company with a people-oriented in UPT and 21.4% in basket size. With net seven store openings and expansions in eight
culture and sound financial management, stores, we reached 456 stores and over 4,500 sales points globally. Enhancing the physical
we closed the year with a growth rate and shopping experience with a refreshed store concept and 1,000sqm store projects will
profit beyond expectations, thanks to our remain a key priority for us this year.
brand positioning and strategy of offering
Cüneyt Yavuz Mavi’s e-commerce continues to grow at full steam as we expand our digital strategy
the right product at the right price with high
CEO across all our markets to enhance the online experience. In addition to our owned channels,
quality and customer-focus, a flexible supply
chain, and product planning and inventory we also grew and diversified our marketplace partnerships, which resulted in increasing our
management systems. In addition, the cash online sales by 95% globally and 104% in Turkey, with e-commerce accounting for 13% of
generated from our operations enabled us our consolidated revenues. As we maintained our e-commerce growth with Mavi’s strong
We made significant progress to increase our net cash position significantly digitalization and CRM infrastructure, we completed our ERP transformation with the move
toward integrating sustainability and further strengthened our balance sheet. to SAP. With the freshly redesigned mavi.com, we aim to create an even better and easier
into our corporate culture, vision, shopping experience for our customers in the times to come.
business practices, products, and As Turkey’s leading jeans and apparel
growth targets, in line with our All brand, we increased our consolidated We focus on doing what we do best, interpreting change through the lens of a jeans culture.
Blue strategy focused on People, revenues by 92%, reaching TL 4 billion 619
Planet, Community, and Denim. We kept our focus on what we do best, interpreting change from a jeans culture
million. Demonstrating strong performance,
Driven by our brand values and perspective and reinforcing our leadership with denim innovations. In 2021, we sold over 10
we posted TL 423 million in net profit. As we
corporate culture, we believe million denim pieces, including the innovative Mavi Black Pro, Mavi Icon, and Mavi Pro Sport
recorded TL 1 billion 38 million in EBITDA, we
that a better world is possible Repreve® collections, and captured volume growth in all categories, increasing our share
captured an EBITDA margin of 22.5% and
with a better Mavi, and we take in casual lifestyle products with logo, sweatshirt, and “sporty” lines.
an EBITDA growth of 165%. I am pleased to
responsibility for sustainability note that the Board of Directors presented its We continue to offer brand new products, invest in our brand, make a difference with
and continue to innovate. With proposal to distribute 30% of our 2021 profit designer collaborations, and create strong customer engagement through seamless,
our commitment “All Blue. All as dividend to the General Assembly for exciting celebrity campaigns and influencers to attract customers to Mavi. The fact that
Better. For All.”, we strive to do approval. 70% of the new Mavi customers are younger than 35 is a testament that our efforts are
better every day and work for a
paying off.
better future for all. Throughout the year, we primarily focused on
managing critical issues that slowed down

14 ANNUAL REPORT 2021 15


LETTER FROM Sustainability transformation gaining momentum with our slogan, “All Blue. All Better. For All.”

THE CEO We made significant progress toward integrating sustainability into our corporate culture,
vision, business practices, products, and growth targets, in line with our All Blue strategy
focused on People, Planet, Community, and Denim. Driven by our brand values and
corporate culture, we believe that a better world is possible with a better Mavi, and we
take responsibility for sustainability and continue to innovate. With our commitment “All
Blue. All Better. For All.”, we strive to do better every day and work for a better future for all.
We built our strategy, which supports the United Nations Sustainable Development Goals
and the United Nations Global Compact (UNGC), on four pillars: Better.Empower, Better.
Protect, Better.Transform, and Better.Mobilize. We recently published our first sustainability
report and shared our long-term sustainability goals. Accordingly, we aim for all our denim
collections to consist of environment-friendly All Blue products by 2030 and commit to
being a climate-positive company by 2050. Having a fully inclusive and responsible value
chain and driving impact-focused and measurable social change are also among our
primary goals. As of 2021, the All Blue collection already accounted for 9.7% of our revenues.
In addition to our CDP Climate reporting, for which we received a score of B, outperforming
the global industry average, we also submitted our first report to the CDP Water Security
and Forests Programs this year. Our successful efforts in these fields were recognized with
our inclusion in the Borsa Istanbul (BIST) Sustainability Index. As always, we will continue to
work with passion for a better Mavi and a better world.

As a people-oriented brand that looks to the future, we remain focused on our long-term
goals. Therefore, we will continue to prioritize efficiency in all our operations and increase
our market share by considering the changing customer behaviors. Our “All Blue. All Better.
For All.” strategy will form the foundation of our goal to start building a better future today.
I want to thank once again all the Mavi team and all our customers, suppliers, business
associates, and shareholders for accompanying us on this journey.

16 ANNUAL REPORT 2021 17


03
MAVI BRAND
HIGHLIGHTS
3.1 About Mavi
3.2 Sustainable Growth Strategy
3.3 Growth In Each Category
3.4 Diversified and Reliable Sourcing Model
3.5 Multi-Channel Execution with Retail,
International Markets and Online
3.6 Market Positioning and Brand Investment

18 ANNUAL REPORT 2021 19


3.1 ABOUT MAVİ
Mavi, incorporated in 1991 in Istanbul, is recognized as a highly successful
global lifestyle brand, rooted in 30 years of denim expertise. Mavi has
been publicly traded since 2017 and has a presence in 34 countries,
including Turkey, the USA, Canada, Germany, Russia, and Australia, selling
its products through approximately ~4,500 points, including 456 Mavi
shops.

Mavi’s trusted brand image translates into high quality and strong pricing
power with products positioned between the upper end of the core
and the premium segments of the ready-to-wear market. Perfect Fit
philosophy guides Mavi in designing jeans that perfectly fit its customers’
lifestyles, body types, and quality expectations. Mavi ranks among the
world’s leading premium denim brands and stands apart as the preferred
lifestyle brand across female and male consumer segments.

The loyalty program Kartuş, recognized as Turkey’s best-in-class with


more than 8 million members, serves as a key tool for Mavi to analyze and
leverage customer data. Mavi has a unique brand position with fashion-
savvy young adults and continues to gain 1 million new customers every
year with its vision of creating the Happiest Mavi Customers.

In line with its global strategy, All Blue, built on sustainable growth through
quality, the company integrates sustainability into its corporate culture,
vision, products, and growth targets, believing that a better world is
possible with a better Mavi. A global team of 5,111 employees, whose
hearts beat with denim, works passionately to develop the world’s best
and most innovative jeans, driving Mavi to the future on a path focused
on people, planet, denim, and community.

20 ANNUAL REPORT 2021 21


3.2 MAVİ’S PEOPLE-ORIENTED SUSTAINABLE
GROWTH STRATEGY DRIVING THE
BRAND ON ITS 30TH ANNIVERSARY

Aspirational denim-centric lifestyle brand positioning, inspiring the customer, employees, Effective and leading communication strategy and best-in-class loyalty card
and business partners. management enhancing brand awareness.

Strong brand commitment to superior quality, the happiest Mavi customer, and Strong retail network in Turkey, international presence, and global e-commerce and
sustainability, maintaining the customer’s trust across all touchpoints, from product and omnichannel sales operations. Online experience in Turkey and international markets,
service approach to marketing and communications. digital strategy to drive growth.

Global Perfect Fit strategy and the right fit, right product, and right price approach to Elevating the shopping experience and adding value to the brand with new retail and
address different customer groups and maintain growth. Brand recognition, product digital concepts and sustainable materials.
strategy, quality, and innovation focus supporting the pricing and segment expansion
capabilities.
Strong and sustainable financial performance.

Updated consumer insights, market knowledge, and digital data enriching the
organizational structure that manages key product categories, innovation and Mavi All Blue strategy built on ‘sustainable growth through quality’ and incorporated
profitability from design to the customer. into the global brand culture, product structure, and company goals. Responsibility with
all employees for achieving sustainability goals with the ‘All Blue. All Better. For All.’
narrative.
Managing the quality and efficiency with a focus on sustainability and innovation as a
priority. Effective supply chain and flexible product planning, leveraging proximity to local
manufacturers. Experienced management team, fast and result-oriented organizational structure.
Corporate culture, focused on reaching common goals, embracing diversity, and
responding to change while earning the trust of the customers and business partners.
Innovative and creative collaborations differentiating the brand, communication and
market share driven by sustainable products and projects.

22 ANNUAL REPORT 2021 23


3.3 GROWTH IN EACH CATEGORY

Denim Products (million TL) Lifestyle Products (million TL)

DENIM KNITS SHIRTS

(30%) 96% (18%) 114% (37%) 82%

806 568 1,116 409 336 720 233 146 265


2019 2020 2021 2019 2020 2021 2019 2020 2021

NON-DENIM BOTTOMS JACKETS ACCESSORIES

(87%) 194% (16%) 94% (26%) 102%

60 52 152 172 144 279 115 85 172


2019 2020 2021 2019 2020 2021 2019 2020 2021

Share in 2021 Turkey retail net sales.


Note: Total Growth in Lifestyle Category is 108% vs 2020 and 59% vs 2019. Remaining 1% consists of skirts, dresses and kids
which grew 96% yoy.

24 ANNUAL REPORT 2021 25


PRODUCT PORTFOLIO PRODUCT PORTFOLIO
AND CATEGORY SHARES AND CATEGORY SHARES

Turkey Retail Net Sales Turkey Retail Net Sales


35% Women 65% Men 41% Denim 59% Lifestyle

Product Category Shares in Sales Product Category Shares in Sales

41% 26% 10% 10% 6% 6%

Denim Knits Shirts Jackets Accessories Non-denim Bottoms


WOMEN
MEN

Monetary Value
26 ANNUAL REPORT 2021 27
3.4 DIVERSIFIED AND RELIABLE
SOURCING MODEL
As a denim-centric ready-to-wear company, Mavi does not engage directly in any
production activities. Mavi works with over 120 suppliers that manufacture at world
standards through its global purchasing network.

Quality-Driven Efficient Sourcing Structure

41% Denim ~80% ~20% +120 responsible


59% Lifestyle Made in imported suppliers
Turkey (18 strategic, 38 critical)
485 sub-suppliers

• Turkey Retail Net • Quality textile • Mainly outerwear and


• Well-established, long
Sales Split ecosystem accessories term relationships
• Denim-lifestyle balance • Proximity improving • 35 suppliers in 7 • Internal audit team
of sales speed and RFT countries ensuring social
compliance

MAVİ DENIM BUSINESS


50% of Product Cost

Owned by Mavi Controlled by Mavi

Design & Fabric & Raw Manufacturing


Development Materials (Cutting, Sewing and Washing)

• Multinational denim • Direct relationship with • Cutting, sewing ERAK


design & development denim fabric mills & washing • Best-in-class
team • Fabric selection and • ~70% from ERAK production facility
• Fit blocks are created management are • Four manufacturers • Sourcing to top
and owned by Mavi handled by Mavi teams tendered for best global brands
• Wash recipes and • Working with top- price/qualitY • Advantage on
development managed quality mills in Turkey • Sustainable process delivery times and
by Mavi that manufacture for and production manufacturing
premium global capacity
denim brands • Competent
• Fabric R&D, exclusive cooperation in
development and sustainability and
innovation bring innovation projects
distinguished quality • Improved energy
and look & water efficiency

28 ANNUAL REPORT 2021 29


3.5 MULTI-CHANNEL EXECUTION WITH RETAIL,
INTERNATIONAL MARKETS AND ONLINE

Sustainable And Efficient Growth In Turkey

Mavi’s sales operations in Turkey consist of 73% retail, 16% wholesale, and 11% e-commerce.

Turkey Revenue (Million TL)

2,365 1,936 3,753 2021


Channel Growth

(18%) 94%
421 104%
591
82
453 59%
207
E-Com 373
Wholesale 102%
1,829 1,356 2,740
Retail

2019 2020 2021

Expanding Retail And New Stores

Retail Stores Gross Selling Space In Turkey (K Sqm)


Net
New 14 6 7 2021 sqm
164.0
Stores
501 sqm Avg. Sqm/Retail Store

Expansion sqm 1.3


New store sqm 3.3

498 sqm Avg. Sqm/Retail Store


159.4
2020 sqm
314 320 327
2021
2019 2020 2021

Complementary Wholesale Growth And Growing Multi-Channel Execution

566 68 335 163


points franchise corner department
of sale stores stores stores

30 ANNUAL REPORT 2021 31


Investing in Online Platform as a Priority Growth Strategy International Growth and Profitability

The pandemic created a springboard effect on digitalization while driving online shopping Mavi’s international operations are focused on the United States, Canada, European
fast forward. Mavi’s revenues in owned e-commerce channels (including mavi.com and countries, with Germany as base, and Russia. The international distribution network includes
B2C marketplaces), with strong growth potential in global markets and in Turkey increased 61 mono-brand stores and mavi.com as well as wholesale and e-commerce business
by 95%. Mavi’s owned mavi.com e-commerce site in Turkey, the US, Canada, Germany and partners such as Bloomingdale’s, Nordstrom, Zappos.com, Amazon, Simons, David Jones,
Russia as well as B2C marketplaces accounted for 13% of total sales. With wholesale online and Zalando.com. These include 34 franchise stores and nearly 3500 multi-brand stores.
channels included, the online revenues’ share in total sales reached 15.6%. While capturing
this growth, Mavi also proceeded to make further investments to offer an even better user Other than the four main international markets, Mavi operates in the neighboring regions
experience and steadily enhance the online infrastructure. and has 20 mono-brand and 25 multi-brand franchise stores in 21 countries. The operations
in these countries, mainly in the Middle East, North Africa, Balkan and Caucasus countries,
Since its launch in 2013, mavi.com Turkey has grown by 104% year-on-year and accounted are managed as wholesale channels completely from the Istanbul head office.
for 11% of Turkish revenues in 2021 together with direct marketplace sales to the customers.
The number of mobile app users rose to 2.7 million, with sales via the app representing 43%
of the online channels. The mission of mavi.com, upgraded with a new face in 2022, is to
create a better and more convenient shopping experience for the customers. ~3,500 61 Online
doors in mono-brand channels’ share
Mavi’s move to the SAP system was completed in 2021, accelerating the development of 33 (24 own- in global
various omnichannel applications. countries operated, 35%*
37 franchise)

*Wholesale included
95% 13% 104% 11%
global global online sales online
consolidated consolidated growth in revenues’
online online Turkey share in
growth revenues’ total sales
share in total – Turkey
sales

32 ANNUAL REPORT 2021 33


USA Operation Europe Operation

28% 15%
E-com E-com
~1,200 Wholesale: Online wholesale Mono-brand Wholesale: Online wholesale
46%
wholesale Nordstrom, partners: 1% retail stores: 1 About You, partners: Karstadt
Wholesale
multi-brand Bloomingdale's, Stitchfix, Amazon, Retail Amazon, Otto, & Kaufhof,
doors Von Maur, Zappos, 15% ~800 Zalando Modepark Röther,
Patrick James, Nordstrom Wholesale wholesale Breuninger,
Tom James, E-com multi-brand doors Beutin, Sinn Leffers,
26%
Wholesale Scheels America mavi.com, Maratex, Retail
E-com 34heritage.com 69% Active, Peek &
Wholesale Cloppenburg

Channel share Channel share Germany


mavi.com

Canada Operation Russia Operation

12%
18%
E-com 24%
E-com
Wholesale
Mono-brand Wholesale: Online wholesale Mono-brand Franchise retail 125 wholesale
retail stores: 4 Nordstrom, partners: retail stores: 19 stores: 17 multi-brand
Harry Rosen, Simons, Mark's doors
15%
Retail ~1,000 Simons, Ernest,
wholesale Mark’s Canada mavi.com
multi-brand and 64%
67% Retail
doors 34heritage.com
Wholesale

Channel share Channel share

34 ANNUAL REPORT 2021 35


3.6 MARKET POSITIONING AND
BRAND INVESTMENT
• Leverage the strong, trusted brand identity along with a denim-focused, casual lifestyle
positioning.
• The right product and the right pricing segments were created by focusing on
understanding the customer through CRM and insights.
• Focused on the changing customer and competition through shifts in price points, new
product segments, and communication mediums.
• Aspirational brand positioning with accessible pricing and higher market share was
captured with increased traffic, higher ticket items, new customers, and conversion.
• Continued growth in denim as the differentiator product group. Logos, t-shirts, and
sweatshirts were leveraged to drive UPT, while jackets (FW) were positioned as a key
differentiator with high ticket, high-quality items.

Mavi 30 – Love Brand Priorities

• Keeping Mavi’s mission


alive and prioritized across all
experiences and channels.

• Highlight brand’s positive


values as a jean-centric
lifestyle brand where people • Significant progress was achieved
love to shop and where in integrating sustainability into
people love to work. the corporate culture, vision, business
• The right and responsible practices, products, and growth targets,
products were designed and in line with the All Blue strategy focused
developed with the highest on People, Planet, Community, and Denim.
level of quality and Mavi’s Product innovations and communications
perfect fit philosophy. continued in line with Mavi’s sustainability
targets.
• Driven by a passion for
creating a genuine experience • Mavi All Blue strategy was used
every time our customer to build a global tone for Mavi’s role
touches the Mavi brand. to influence a positive change and
empower women and youth.

36 ANNUAL REPORT 2021 37


• Brand universe enriched through
new customer acquisition and • Elevated the brand through creative
young customer retention actions. collaborations, new product lines, and
exciting communications with celebrities
• The leading denim-focused casual and influencers.
lifestyle brand reached a wide
range of women and men from all • Newness was introduced in all areas to
segments. increase the frequency and to reach new
and different customers.
• The new Mediterranean and Istanbul
collections were designed with inspiration
from Mavi’s brand story and spirit;
a unique communication was built around
these product groups.

• Social media engagement


and online shopping penetration
increased through collaborations
with marketing, online, and product
teams.
• Mavi.com was refreshed, and the
shopping experience was enhanced
to best inform the customer on fits,
fabrics, and the feel of the brand
with a new communication language.

• Continued utilization of CRM and


new tools to understand the customer,
increased app usage, drove offline-
online customer conversion and
analyzed the customer.

• Mavi 30 and eco-store concepts


were designed to represent the
modern tone of the Mavi brand and
present different product groups in
a new format.
38 ANNUAL REPORT 2021 39
MARKETING COMMUNICATIONS MAVİ 30 SPECIAL
EXCLUSIVE COLLECTIONS, DESIGNER MAVITERRANEAN
COLLECTION
COLLABORATIONS, AND CAMPAIGNS SS21
• The Mavi Design team created a special
collection for the 30th anniversary
LES BENJAMINS X MAVİ
inspired by the brand’s key stories.
SS21
• The product group created excitement
• The collection, designed by the among Mavi’s core and mass women
luxury streetwear brand Les Benjamins customers and delivered higher visit
with inspiration from Mavi’s thirty-year frequency, conversion and UPT with wide
denim archives, was made with SKU range and availability.
sustainable materials.
• The launch event, hosted with a creative
• Product creativity was integrated into the concept due to the pandemic restrictions,
digital platforms using special applications. brought the collection to the homes of
• This collaboration targeted new & premium prominent fashion influencers. This format
young men and women in the under 24- created record viewing and engagement
age group. numbers on social media.

DIRECT MESSAGE X MAVİ


SS21
• Mavi created a space for the rising beach
fashion and trends in collaboration with
Direct Message, bringing excitement to the
accessories category and accelerating new
customer acquisition.
• This exclusive premium-priced collection
targeted especially young & adult fashion-
savvy women.
• Effective influencer communications focused
on beach wardrobes for iconic fashion-savvy
women.
40 ANNUAL REPORT 2021 41
LET THE SUMMER BEGIN
WITH MAVİ & KIVANÇ!
Ad Campaign - SS21
MAVİ X İSTANBUL COLLECTION In the post-pandemic era, men’s wearing habits
Ad Campaign - FW21 have evolved into more casual styles and colorful
garments. As the leader of this wearing style in Turkey,
• Mavi’s trendy Icon collection was updated Mavi aimed to drive its growth in men’s through
with a special thirtieth anniversary concept. communications focused on owning casualwear
The brand connected with the city where more in this new period. The commercial featuring
it was born for design inspiration and Kıvanç Tatlıtuğ highlighted the brand’s colorful
brought the endless dynamism of Istanbul summer offering, which included jeans, T-shirts,
and the season’s high fashion trends together shorts, dresses, shirts, and beach combinations.
in a genderless collection. The brand, a favorite of men for its high quality,
comfortable and soft products, differentiated itself
• Mavi X Istanbul was launched with a TV
among the competition with this campaign.
commercial featuring Serenay Sarıkaya. The
campaign aimed to support the company’s
goal of growing its share in the women’s “WE ARE BETTER TOGETHER”
market. Ad Campaign - SS21
The commercial, featuring Merih Demiral, the star
of the Turkish National Team and Atalanta, was
launched during the Euro 2020 European Football
Championship. With the campaign and its slogan,
“We Are Better Together,” Mavi highlighted the
power of being a team and the spirit of unity. In
addition to the TeamMavi collection, the campaign
MAVİ PRO SPORT REPREVE® also promoted items with the number M28, inspired
by Merih’s jersey number, and licensed products
Ad Campaign - FW21 with the Euro 2020 logo, demonstrating Mavi’s
As part of the brand’s ongoing efforts aspirational style with its sporty line.
to develop nature-friendly products for
a sustainable future, Mavi Pro SPORT EURO 2020 EXCITEMENT ON THE
Repreve jeans were created with fabrics TEAMMAVI DIGITAL BLEACHER
made from recycled plastic bottles.
This premium line was promoted with a Mavi brought together hundreds of sports fans who
commercial featuring Kıvanç Tatlıtuğ, missed the joy of Euro 2020 in the stadiums due to
drawing attention to the company’s pandemic restrictions, with the TeamMavi Digital Bleacher.
sustainability transformation, values, Thousands of people joined the live stream and shared
and passion for innovation. the excitement of the TeamMavi Digital Bleacher on
the brand’s official YouTube channel. Mavi engaged
an accurately identified target audience with its ad
communications, while the fans found an opportunity
to cheer for the national team with the slogan “We are
better together” prior to the opening match.
42 ANNUAL REPORT 2021 43
Customer Loyalty Program: Kartuş

Customer data and product strategy are at the core of the brand’s communication
activities, supported by the loyalty program (Kartuş) of 8.1m members. The Kartuş loyalty
program, with approximately 4.6m members active for the last two years, is a card and
mobile app, with ~2.6m downloads and used extensively in retail transactions in Turkey.

Customer data derived largely from Mavi’s best-in-class loyalty program (Kartuş) since 2007
is at the core of the brand strategy. The loyalty card/program is used widely in shopping and
accounts for 75% of retail revenues, serving as an exceptional tool to provide the marketing
team with data and a deep understanding about Mavi customers.

Mavi makes effective use of CRM data to develop opportunities and advantages that
respond to customer expectations and needs, and runs personalized campaigns and
communications to drive customer frequency, basket size and lifetime value. Effective
CRM analyses guide brand and product strategy. Mavi leverages customer insights and
technology to create innovative products. CRM data offers significant advantage in the
new product development process by analyzing customer profiles and matching products
to identify potential areas.

8.1m ~4.6m ~2.6m 514k


loyalty card active mobile app new Kartuş
members members downloads loyalty
75% card members
of the retail in 2021
revenue

Rapid Growth with Young Generation

~48% ~70%
of customers of new
under 35 customers
under 35

44 ANNUAL REPORT 2021 45


AWARDS

Leading denim brand with ~20% In the “Fortune 500” survey, Mavi Mavi is named “coolest Turkish Merit award in the internal According to Inbusiness 43rd among women-friendly
market share in 14+ segments, is ranked 147th among the largest brand” and “coolest jeans brand” communication management – Women’s Rise survey (in the companies and 26th among
ranking among top four women’s 500 enterprises in Turkey, and 1st in Turkey’s Cool Brands Survey PR category for the Women’s Day category of companies with women executive-friendly
and men’s apparel brands in Turkey among apparel, underwear, and (Marketing Türkiye). project “Our Name Your Name” at 1,000-10,000 employees) 2nd companies (Capital).
(IPSOS). sportswear brands (Fortune). the Felis Awards (Mediacat). among companies with
the highest number of senior
female executives,
7th in number of female
employees, 11th among
companies with the highest
number of midlevel female
managers.

2nd in the apparel - retail and Ranked among the top 3 Ranked among Turkey’s top 20 2nd among apparel brands 1st in the apparel retail category Gold award winner in the
textiles category among the menswear brands at The One most reputable brands according according to “Brands Setting the in the “Customer Experience” apparel category at the ACE
business world’s top 20 favorite Integrated Marketing Awards to “Turkey Reputation Index Standards” survey (Marketing survey and awards (Fast (Achievement in Customer
brands in “Turkey’s Most Admired (Marketing Türkiye). Survey” and among the top 10 in Türkiye). Company) . Excellence) Awards
Brands Survey” (Capital). men’s, women’s and kids’ apparel (Sikayetvar.com).
categories (Turkey Reputation
Academy).

Named Most Sustainable 2nd eco-sensitive sustainable 3rd in the apparel category 2nd in top-of-mind for Gen 2nd company to employ most Most admired brand in the casual
Collection at The Rivet Awards brand according to the according to the “Brands Y among apparel brands Gen Z among companies sportswear category at AYD
(Sourcing Journal). “Sustainable Fashion” survey .Adding Meaning to Life” survey according to “Generations’ with fewer than 10 thousand Turkey’s Number One Brands
(Marketing Türkiye). (Marketing Türkiye). Brand Choices” survey (Marketing employees according to Awards.
Türkiye). Inbusiness Gen Z Survey
(Inbusiness).

Serenay Sarıkaya in the female “The Best Celebrity Ad 4th womenswear brands in the 4th most successful brand in 3rd in the “Best Brand of the Year Silver medal in the casual
brand face category and Kıvanç Collaboration” award for “Mavi “My Brand” Survey (Z Raporu, digital transformation in the Using E-commerce” category at apparel category at the Social
Tatlıtuğ in the male brand face and Serenay Sarıkaya” at the Areda PR). fashion industry according to the the Webrazzi Awards. Media Awards Turkey Data
category at The One Integrated Mavi Elma Awards (Istanbul “Digital Brands of Turkey” survey Analytics Awards (Marketing
Marketing Awards (Marketing University School of Business). (Marketing Türkiye). Türkiye).
Türkiye).

46 ANNUAL REPORT 2021 47


04
MAVİ’S
SUSTAINABILITY
EVOLUTION
4.1 Strategy: Mavi All Blue. All Better. For All.
4.2 Sustainability Goals
4.3 Sustainability Management
4.4 Material Sustainability Issues
4.5 People - Better.Empower
4.6 Planet - Better.Protect
4.7 Denim - Better.Transform
4.8 Community - Better.Mobilize
4.9 Sustainability Journey
4.10 Performance Indicators, GRI Content and Other Indexes

48 ANNUAL REPORT 2021 49


ABOUT THE SUSTAINABILITY
SECTION
The Sustainability Section included in Mavi’s 2021 Annual
Report is based on the sustainability performance of Mavi
Giyim Sanayi ve Ticaret A.Ş. in the fiscal year from February
1, 2021 to January 31, 2022. This section provides information
on the company’s environmental, social, and governance
activities based on Mavi’s sustainability strategy “All Blue. All
Better. For All.” and the progress achieved in these areas.

This section has been prepared in accordance with the


Global Reporting Initiative (GRI) Standards’ “Core” option.
In addition to the company’s contribution to the United
Nations Sustainable Development Goals (SDGs), this section
also includes information on activities carried out in line with
UN Global Compact (UNGC) and Women’s Empowerment
Principles (WEPs), both of which Mavi is a signatory.

For all your questions, comments, and suggestions related to


this section, please contact us at: [email protected].

All Blue.
All Better.
For All.

50 ANNUAL REPORT 2021 51


MAVİ’S SUSTAINABILITY
EVOLUTION
The textile industry is undergoing a transformation with the impact
of global trends, including climate change, evolving consumer
behavior, finite natural resources, technology, and digitalization.
Meanwhile, the challenging times that started in early 2020 with
the outbreak of the COVID-19 pandemic and the ensuing process
disrupted the business world and especially supply chains as well.
In this period, the companies that managed the environmental,
social and corporate governance (ESG) risks and opportunities
proactively tended to be less affected by the consequences of the
pandemic.

As Turkey's leading jeans and apparel brand, Mavi accelerated its


sustainability efforts starting from 2020 to drive its vision of industry
leadership to encompass sustainability. Grounded in strategic
priorities, Mavi’s sustainability strategy was developed to respond to
the global trends that guide the textiles industry and to contribute
to the United Nations Sustainable Development Goals (SDGs). The
company’s All Blue. All Better. For All. sustainability strategy defines
the areas where Mavi creates value and related goals.

52 ANNUAL REPORT 2021 53


4.1 MAVİ ALL BLUE. ALL BETTER. FOR ALL.
The company believes that a better world is possible with As part of its sustainability strategy and driven by its core values focused on people,
a better Mavi. On the journey to achieve the best, quality planet, denim, and community, Mavi will:
remains at the heart of all the activities. Empowered by Better.Empower, Better.Protect, Better.Transform and Better.Mobilize.
every individual touched in the process, particularly its
employees, Mavi knows that its every step and action will
bring about massive transformations, and it will continue to
explore and innovate for a brighter future. PEOPLE PLANET
Mavi cares about today and is taking action for tomorrow · People-oriented Mavi culture · Tackling climate crisis
· Inclusive business model and responsible value chain · Ecosystem restoration
now.

The company grows with people who inspire each other


and share similar aspirations. A better Mavi means All Blue.
All Better. For All.

All Blue.
All Better.
For All.

COMMUNITY DENIM
Mavi's impact-driven transformative power · Quality first
· Denim innovation and partnerships
· Responsible raw material sourcing

54 ANNUAL REPORT 2021 55


BETTER.
EMPOWER
Driven by the people-oriented Mavi culture, transformation for a
better future starts with the value chain. Mavi fulfills its responsibility
for providing fair living and working conditions for its employees,
suppliers, and business partners. Empowered by its employees
and suppliers who share its responsibilities on the journey toward
becoming better, Mavi also supports their development.

PEOPLE-ORIENTED MAVİ CULTURE:


Mavi’s work culture is focused on people. In the company culture,
Mavi upholds human rights, respects the diversity and differences of
its employees, and promotes gender equality. Accordingly, practices
are implemented to support the professional development of the
employees across their career journey at Mavi.

INCLUSIVE BUSINESS MODEL AND RESPONSIBLE VALUE CHAIN:


Ensuring that environmental, social and governance principles and
standards are applied across the value chain is important to Mavi.
Therefore, the company has adopted an inclusive business model
that aims to improve sustainability performances of all suppliers
and support their development. Supplier audits serve to achieve
traceability across the entire supply chain.

56 ANNUAL REPORT 2021 57


BETTER.
PROTECT
As a denim-centric brand, Mavi regards the protection and restoration of what nature offers
as a fundamental responsibility. Accordingly, Mavi promotes a net-zero business model by
tackling the climate crisis to protect natural resources and restore the ecosystem.

TACKLING CLIMATE CRISIS:


The textile industry is responsible for generating significant amounts of greenhouse gas
emissions across the value chain, from cotton grown in the fields to the end products
purchased by the consumers. Mavi focuses on reducing its carbon footprint along the entire
value chain to tackle the global climate crisis. Therefore, the company brings its suppliers
into the process and encourages them to reduce their environmental impact caused by
production. In addition to designing collections with innovative and sustainable materials,
Mavi also aims to gradually increase the share of these products in its revenues. As more
investment is made in sourcing renewable energy, Mavi continues to launch pioneering
projects such as energy efficient eco stores to pave the way for the industry.

ECOSYSTEM RESTORATION:
Mitigating the intense stress on nature and restoring the frail ecosystem is a key priority for
Mavi. Therefore, the company focuses on areas such as efficient use of water resources,
controlled use of chemicals, packaging and waste management, and biodiversity across the
supply chain. Accordingly, Mavi encourages making sustainable products that require less
water and recycling water in production processes. To protect the health of manufacturers
and consumers, and minimize environmental impact, Mavi strives to reduce the consumption
of chemicals and comply with the Zero Discharge of Hazardous Chemicals (ZDHC) criteria.
Furthermore, the company aims to use only FSC-certified (Forest Stewardship Council)
packaging, making sure that all packaging materials are recycled. Adopting the circular
economy approach to waste management, the company works to reintroduce the scraps
and other excess materials back into the system. Mavi also develops and launches projects
to raise social awareness about protecting biodiversity.

58 ANNUAL REPORT 2021 59


BETTER.
TRANSFORM Mavi transforms denim with unique, innovative ideas and the power of technology. The
customers are included in the sustainability transformation process with quality and
sustainable products to change their consumption habits. Mavi aims to inspire the industry
with innovative products with low environmental impact by embracing the circular economy
model. This approach is supported by innovative partnerships to shape the future of
sustainable fashion. With responsible raw material sourcing and production, the company
spreads this transformation to every aspect of the value chain, from the farmer to the end-
consumer.

QUALITY FIRST:
Since the very beginning, Mavi has continued to meet customer expectations with the
right price-quality balance with its Perfect Fit philosophy guiding the company. Taking it
one step further, Mavi now aims to make quality and sustainable products accessible to all
its customers. As a result, the company helps consumers make better choices with its eco-
friendly All Blue collection.

DENIM INNOVATION:
Mavi believes that the best denim is sustainable denim and therefore, invests more in R&D
and product development. The All Blue sustainability approach is built on people, nature,
innovation, digitalization, and efficiency. All Blue, the eco-friendly collection with the same
name, is developed with innovative methods and produced with less water, less chemicals,
and less energy. Mavi continues to lead the industry with its All Blue collection, made with
recycled, upcycled and organic materials.

INNOVATION PARTNERSHIPS:
Partnerships play a key role in the industry’s sustainability transformation and driving
innovation. Accordingly, Mavi engages in innovative partnerships with various other brands,
designers, and universities to expand its positive impact and inspire the industry.

RESPONSIBLE RAW MATERIAL SOURCING:


Manufacturers are encouraged to make responsible raw material choices and supported
toward transforming their production processes. Mavi traces and steadily increases the
ratio of sustainable materials (organic, recycled, upcycled, and Better Cotton-certified
cotton, recycled metal, etc.) in its products.
60 ANNUAL REPORT 2021 61
BETTER.
MOBILIZE
Aiming to create shared values in the community, Mavi
uses its transformative and mobilizing brand power to
achieve better. Therefore, the company particularly focuses
on empowering young people and women for social
development so that no one is left behind. Customers who
choose Mavi and other stakeholders are also included in
this movement.

MAVİ'S IMPACT-DRIVEN TRANSFORMATIVE POWER:


Mavi intends to mobilize its stakeholders, starting with
the customers, by leveraging its brand power. Therefore,
impact-driven and measurable social projects that involve
customers, employees, suppliers, universities, and non-
governmental organizations (NGOs) are launched.

62 ANNUAL REPORT 2021 63


4.2 SUSTAINABILITY GOALS

PEOPLE PLANET DENIM COMMUNITY


BETTER.EMPOWER BETTER.PROTECT BETTER.TRANSFORM BETTER.MOBILIZE
MAVİ’S SUSTAINABILITY TARGETS
Having a fully inclusive and responsible Becoming a climate-positive Ensuring that the whole denim collection Driving an impact-focused and
value chain by 2030. company by 2050. consists of sustainable All Blue products measurable social change.
by 2030.

MONITORING TARGETS
Keeping employee satisfaction and Reducing Scope 1 + 2 GHG emissions 50% Sourcing 100% of the cotton used in denim Keeping the social return of social
engagement scores over 70% every year. by 2030. products from sustainable resources3 by 2030. investment programs at SROI>14 levels.

Increasing female manager ratio to 50% and Reducing Scope 3 GHG emissions from Increasing the revenues of innovative Allocating 1% of EBITDA for social
maintaining this balance by 2023. purchased goods and services by 20% products in the sustainable All Blue collection investments from 2025 onward.
by 2030. by 20% year on year through R&D activities
Ensuring compliance of all main suppliers and partnerships. Reaching 1 million people every year
and their subcontractors with the Global Becoming a carbon neutral company through sustainability awareness projects.
Purchasing Principles and Supplier Code of by 2040.
Conduct by 2025.
Continuing to procure all electricity for Mavi
Achieving 100% traceability in the supply operations from renewable sources by 2030.
chain by 2030.
Conducting environmental audits at all
critical suppliers and wet process
sub-manufacturers by 2025.

Ensuring all strategic suppliers and wet


process sub-manufacturers comply with the
ZDHC MRSL1 by 2030.

Ensuring that all label, cardboard, and paper


packaging materials are FSC-certified2 by
2025.

1 ZDHC MRSL compliance: Zero Discharge of Hazardous Chemicals-ZDHC Manufacturing Restricted Substances List-MRSL 3 Sustainable materials: Organic, recycled, Better Cotton, etc.
2 FSC: Forest Stewardship Council 4 SROI>1: Social return on investment (SROI) higher than investment.

64 ANNUAL REPORT 2021 65


2021 HIGHLIGHTS

BETTER.EMPOWER BETTER.TRANSFORM

58% 51% 80% 9.7% 43 593,750


Female Female Local Sustainable Products in Plastic bottles
employment manager supplier product's share Life Cycle used to create
ratio ratio ratio in total Assessment the Mavi Pro
revenues (LCA) Sport Repreve®
collection

BETTER.PROTECT BETTER.MOBILIZE

B 101 20% * 150,000 30 25,000


Mavi's score Stores using Less water Hatchlings Female university Saplings
in the CDP renewable consumption
reached the sea students benefit donated
Climate Change energy
Program with the Indigo from the TEV Mavi to TEMA
Turtles project Scholarship Fund Foundation

15% * 70% *
Less energy of products treated with
consumption laser and sustainable
washing processes

*In the manufacturing process with Mavi's strategic partners Erak and Tayeks
66 ANNUAL REPORT 2021 67
4.3 SUSTAINABILITY MANAGEMENT (SBTi) to reduce its greenhouse gas emissions. Once the emission reduction targets that
Mavi sets are verified by SBTi, they will be disclosed publicly.
A Sustainability Committee functions under the Mavi Board of Directors to ensure that In 2022, Mavi was included in the Borsa Istanbul Sustainability Index in recognition of its
sustainability management is carried out in integration with the company’s business sustainability performance. At the time it was included in the Sustainability Index, whose
strategy and objectives. The Committee, headed by the CEO, has formed six working groups constituents are companies with high corporate sustainability performance and that are
– Employees, Corporate Governance and Risk, Environment, Supply Chain, Sustainable traded on Borsa Istanbul, Mavi was the only apparel brand listed in the index.
Products and R&D, Customer and Digitalization – to report to the leadership team. Over 60
people work in the six working groups. Each working group follows a roadmap to assist in
determining and realizing Mavi’s sustainability goals. As of 2021, these groups proceed along
their roadmaps, regularly updating their actions in line with the changes in the company’s
future plans and global developments.
4.4 MATERIAL ISSUES
For more information on the Mavi Sustainability Committee, its Duties and Working Principles, The material issues for sustainability were identified based on a stakeholder analysis in
please click here. accordance with the AA1000 Stakeholder Engagement Standard. These analyses involved
obtaining the opinions of various internal and external stakeholders, including Mavi employees
Board of Directors and franchisees, analysts, investors, financial institutions, business partners, and suppliers.
In addition to one-on-one meetings with senior management, focus group studies were
Committee Head (CEO)
used for the franchisees to share their opinions while the other stakeholders were asked to
Sustainability Committee respond to an online questionnaire. The external trends included the global risks published
by the World Economic Forum (WEF), the industry-specific material issues prepared by the
Working Groups
Sustainability Accounting Standards Board (SASB), Sustainable Development Goals (SDGs),
and the priorities of other leading companies in the industry.
Corporate Supply Sustainable
Customer and In the process, SASB’s materiality analysis methodology, which enables addressing each
Employees Governance Environment Chain Products
Digitalization
and Risk and R&D issue in terms of different impacts and opportunities, was used. As a result of this analysis,
the material issues were categorized as medium, high, and very high priority. Then, the
sustainability team started working on the six main topics.
As a company that aspires to lead the industry’s sustainability transformation, Mavi
recognizes the importance of participating in the international sustainability platforms.
Therefore, Mavi has become a signatory of United Nations Global Compact (UNGC), the Stakeholder Group Stakeholders Methods
world’s largest corporate sustainability initiative. With this signature, Mavi has declared its Direct economic impact Senior Management Online surveys
commitment to aligning its strategies, ways of doing business, and operations with the ten Employees One-to-one meetings
UNGC principles on human rights, labor, environment, and anti-corruption. Mavi is also a Suppliers Focus group study
signatory of the United Nations Women’s Empowerment Principles (WEPs) and a member Franchisees
Business Partners
of the 30% Club, confirming its concrete support of gender equality. As the first Turkish Investors
apparel brand to disclose its carbon footprint transparently, Mavi submitted its report to Customers
the Climate Change Program, run by CDP (Carbon Disclosure Project), and received a
score of B in environmental performance and A- in the Supplier Engagement Rating (SER). Indirect economic impact Analysts Online surveys
Financial Institutions Literature reviews
Marking another first in the Turkish apparel industry, the company has signed the CEO Media
Water Mandate, a UNGC initiative, to support the global effort to find sustainable solutions NGOs
to the water issue. Furthermore, the company has joined the Climate Ambition Accelerator,
New opportunity, knowledge, Universities Online surveys
a program led by the UNGC, aiming to achieve progress toward setting science-based
and approach drivers Literature reviews
emission targets. Mavi has also taken action to work with the Science Based Targets initiative
68 ANNUAL REPORT 2021 69
MATERIALITY MATRIX
Importance for
stakeholders Medium Priority High Priority Very High Priority

Importance
for Mavi

Very High Priority High Priority Medium Priority


1 Water and wastewater 10 Digitalization and 18 Employee loyalty and
customer experience satisfaction
2 Customer satisfaction
11 Talent management 19 Data privacy and security
3 R&D and innovation
12 Supply chain 20 Occupational health
4 Raw material
management and safety
management
13 Sustainable products 21 Corporate governance
5 Brand reputation
14 Women’s 22 Youth empowerment
6 Human rights and fair
empowerment
working conditions 23 Equal opportunity
15 Circular economy and diversity
7 Climate change and
energy 16 Business ethics 24 Industry-specific
sustainability
8 Wastes 17 Risk management
transformation
9 Chemicals management
25 Entrepreneurship
26 Biodiversity
27 Community investment
programs

70 ANNUAL REPORT 2021 71


Importance Priority How it is managed? Related SDG Place in Strategy Importance Priority How it is managed? Related SDG Place in Strategy
aspect and Relevant aspect and Relevant
Section Section
Water and Production of sustainable Better.Protect – Human Company policies and Better.Empower –
wastewater products with less water Ecosystem rights and the business model guide People-oriented
and recycling water from Restoration fair working Mavi in providing fair work Mavi Culture
manufacturing processes is conditions environments where human &
promoted. rights are respected for the Inclusive Business
employees and suppliers. Model and
Responsible Value
Chain
Customer Customer expectations are Better.Transform –
satisfaction met with the right price- Quality First
quality balance and after-
sales service approach to
create the “Happiest Mavi
Customers”. Climate As part of the efforts to Better.Protect –
change and tackle climate crisis, Mavi Tackling Climate
energy uses renewable energy in its Crisis
R&D and Mavi aims to offer Better.Transform – operations and works with
innovation sustainable products like Denim Innovation suppliers to focus on energy
the innovative All Blue efficiency. Mavi reduces its
collection, which are made conventional raw material
with less water, chemicals consumption and increases
and energy consumption the use of raw materials with
and contain responsible less climate impact.
Very High Very High
materials, to meet customer
Priority Priority
needs. R&D and innovation
activities proceed at full Wastes Mavi adopts the circular Better.Protect –
steam to achieve this goal. economy approach and Ecosystem
works to manage wastes Restoration
effectively through recycling,
Raw Manufacturers are Better.Transform – reuse, and energy recovery.
material encouraged to make Responsible Raw
management responsible raw material Material Sourcing
choices to continuously
increase the sustainable
material content of Mavi
products.

Chemicals Mavi increases the rate of Better.Protect –


Brand To maintain and enhance Better.Transform – management products that contain less Ecosystem
reputation Mavi's global brand Quality First chemicals and prefers to Restoration
reputation, quality across work with manufacturers
the value chain is never Better.Mobilize – that hold ZDHC certification.
compromised and the Mavi’s Impact-driven
stakeholders are included Transformative
in the sustainability Power
transformation by
leveraging brand power.

72 ANNUAL REPORT 2021 73


Importance Priority How it is managed? Related SDG Place in Strategy Importance Priority How it is managed? Related SDG Place in Strategy
aspect and Relevant aspect and Relevant
Section Section
Digitalization The shopping and feedback Better.Transform – Women’s Mavi seeks to achieve Better.Empower –
and customer channels are diversified Quality First empowerment balanced representation of People-oriented
experience and enriched through & women among employees Mavi Culture
digitalization to provide Denim Innovation and managers and focuses
better experiences for Mavi on empowering women in Better.Mobilize –
customers and improve the society. Mavi’s
customer satisfaction. With Impact-driven
the digital transformation Transformative
that started in 2020 Power
with the move to SAP,
Mavi redesigned the
operating procedures
of all the departments,
Circular A circular approach to waste Better.Protect –
achieving more efficiency
economy management and work Ecosystem
and digitalization in its
is adopted to reintroduce Restoration
operations.
surplus materials and other
waste into the system. Better.Transform –
Talent Mavi aims to attract new Better.Empower – Mavi uses recycled and Denim Innovation
management talent to the company, People-oriented upcycled materials to make
retain existing talent, and Mavi Culture innovative products with low
support their development. environmental impact.

High High
Priority Priority
Business ethics Relations with stakeholders Corporate
are managed based on Governance –
fairness, transparency, Business Ethics
Supply chain ESG performance of the Better.Empower – responsibility, and
management suppliers is audited and Inclusive Business accountability principles
monitored and steps are Model and in line with Mavi’s ethical
taken to improve their Responsible Value business approach of
performance. Chain compliance with local and
international legislation.

Risk Mavi manages financial Corporate


management and non-financial risks with Governance –
Sustainable With the All Blue collection, Better.Transform – Risk Management
an integrated approach,
products less energy, water, and Denim Innovation and Internal
proactively mitigates
chemicals are consumed the risks, and seizes Control Systems
and organic, recycled, opportunities.
and upcycled materials
are preferred. Mavi aims
to expand the sustainable
product range and increase
its share in revenues.

74 ANNUAL REPORT 2021 75


4.5
PEOPLE
BETTER.EMPOWER

76 ANNUAL REPORT 2021 77


PEOPLE-ORIENTED MAVİ CULTURE
Driven by the people-oriented Mavi culture, transformation
for a better future starts in the value chain, and Mavi fulfills its
responsibility for providing fair living and working conditions for its
employees, suppliers, and business partners. Mavi is empowered
by its employees and suppliers who share the company’s
responsibilities on the journey toward becoming better and support
their development.

People are at the core of Mavi’s work culture. Therefore, the


company upholds human rights, respects the differences
of its employees, and promotes gender equality in line with
Mavi Culture. Furthermore, various practices are introduced to
support the employees’ professional development throughout
their careers at Mavi.

The human resources approach is built on Mavi’s People and Its Principles.
Mavi provides a work environment where human rights are respected
in conformity with the Universal Declaration of Human Rights, United
Nations Global Compact (UNGC), UN Convention on the Rights of the
Child, International Labor Organization (ILO) conventions, Organization
for Economic and Development Cooperation (OECD) Guidelines for
Multinational Enterprises, the UN Guiding Principles on Business and
Human Rights, and applicable laws.

78 ANNUAL REPORT 2021 79


EQUAL OPPORTUNITY AND DIVERSITY mission is to contribute to the transformation of social life to achieve gender equality. Mavi
also proudly supports female university students through the Turkish Education Foundation
(TEV) Mavi Scholarship Fund. Participating in such international platforms is a testament to
At Mavi, the team of 5,111 employees is provided with a work environment where human Mavi’s commitment to promoting gender equality across all levels of the organization.
rights are respected in compliance with national and international principles. Of the entire
workforce, 93% is located in Turkey and 7% in the other markets of operation. Head office Women constitute 58% of the total workforce and approximately 51% of the managers. At
the head office, women account for 60% of the employees and 55% of the managers. Mavi
employees account for 16% of the total human resource and the field employees for 84%.
strives to ensure a balanced male/female employment ratio both in the head office and in
Mavi offers employment opportunities to the youth and taps into the country’s young and
the field. In 2021, women accounted for 61% of all store recruitment and men for 39% and 48%
dynamic workforce potential. At Mavi, the average employee age is 26, with 78% under 30.
of the managers. As part of the Career Management Procedure, 57% of the employees who
were promoted to Maviolog status were women in 2021. The job description of a Maviolog,
Employees by Place of Work Employees by Location which is a basis for promotion in the stores, is to enhance the product knowledge of the
16% teammates in the store where they serve, ensure that every customer leaves the store with
7%
the right product and combination, and create an excellent shopping experience for the
customer. At the head office, 52% of the employees who were promoted to an upper position
in 2021 were women.
84% 93%
To encourage women’s participation in the workforce and help them achieve work/life
Head office employees Field employees International Turkey
balance, all female employees with children in the 1-6 age group are offered daycare
support, shuttle, and breakfast. In 2021, 68 employees took maternity leave and 95% returned
Mavi recognizes that a work environment where each individual is respected and inclusive to work later. Private health insurance, which offers wide coverage and extra child coverage
practices are offered improves efficiency. Therefore, cultural diversity and equal opportunity at discounted premiums after birth, is available for women employees. Annual check-up
are promoted. All employees are treated equally in line with the Diversity and Inclusion is an added benefit offered to women aged 40 and over. The nursing rooms for female
Policy. In all human resources processes, including recruitment, training and development, employees who return to work after maternity leave to spend their nursing time in the early
period of motherhood were recently renovated in a private, calm and comfortable space.
performance and talent management, career management, and remuneration, Mavi
Furthermore, parenting seminars are organized to help mothers and fathers improve in their
acts without any discrimination against gender, race, skin color, religious belief, spiritual or
roles as parents.
political ideology, ethnicity, economic status, sexual orientation, health condition, disability,
age, or physical appearance.

Mavi extends its gender equality approach to the career development and remuneration Employees by Gender Managers by Gender
of all the employees, with performance being the only factor to affect differences in
remuneration. Base salaries and compensation packages are reviewed regularly to ensure %42 42% 51%

remuneration is not gender-biased. Accordingly, the gender wage ratio in 2021 was 4% in 58%
favor of women among store employees and 6% among head office employees (excluding 49%
the CEO).
Women Men Women Men
Gender Equality

As part of its sustainability efforts, Mavi remained focused on women’s empowerment and
became a signatory of the United Nations Women’s Empowerment Principles (WEPs) in early
2021. Mavi also joined the 30% Club, a global platform that takes action to increase gender
diversity at board and senior management levels. Mavi promotes the active participation
of men in addressing all kinds of challenges and biases that cause gender-based
discrimination. To serve this purpose, Mavi is a member of the Yanındayız Association, whose
80 ANNUAL REPORT 2021 81
TALENT MANAGEMENT Attracting and Retaining Talent

Mavi aims to acquire young talent through an effectively planned talent attraction and
Mavi strives to attract and hire the talent required for sustainable corporate success. The recruitment process. For this purpose, the company works in close collaboration with
company also aims to tap into the talent within the organization, help them unlock their universities and student associations and organizes a range of effective activities such
potential, retain them and train the leaders of the future. as projects, internships, interview simulations, and case studies. Mavi actively participates
in career day events on digital platforms, which bring together universities from various
The Human Resources Policy and practices are designed to support Mavi's strategic goals provinces across Turkey. Taking part in these platforms allows Mavi to communicate with the
and the performance needed for sustainable growth. All the investment made in human students to advise them about career and job opportunities and introduce the company’s
resources aims to reinforce Mavi’s objective to become the employer of choice. Mavi’s most retail units and business practices. In 2021, the company participated in more than 60 events
important asset is its human resource. Therefore, ensuring that the employees work with on digital platforms, reaching 100+ universities and more than 8,000 students in Turkey and
high effectiveness and efficiency, and achieve ultimate satisfaction, loyalty and motivation, engaging with over 60 thousand. The company also provided training programs on interview
are among the key corporate objectives. tips and communication for more than 1,000 students and held interview simulations with
160 students.
The Mavi Competency Model, introduced within the framework of talent management,
defines the competencies and skills needed to drive the company further. This model also The employees’ career development is supported through an internal job application
defines the personality and behavioral traits that the employees need to display to become system, which prioritizes in-house applications. All vacancies at Mavi are announced on
the leaders that will support the company’s vision. the intranet, which allows the company to give the employees a chance to move between
departments and/or stores and the head office. In 2021, 17 store employees moved to head
office positions and 436 received internal promotions while seven head office employees
changed departments. Mavi also has an International Assignment Program for employees
who intend to continue their careers in another country. With this program, Mavi aims to
transfer the important knowledge of the head office employees to different cultures to build
a wealth of experience and support their career development in the international arena.
Since 2016, six employees have benefited from this program and found the opportunity to
work for Mavi’s international operations.

The Employee Referral Program was introduced in Germany, enabling Mavi employees to
refer candidates to vacant positions. One third of the employees hired by Mavi Europe in
2021 were acquired through this program.

All the complaints and feedback received from the employees are carefully considered. Some
issues communicated through the Ethics Line concern human and employee rights, while
some are related to human resources practices. Certain measures have been introduced
to resolve these issues with a sustainable approach. Meetings were organized at regular
intervals to prevent ethics violations complaints that may be reported by the stores and
enable the store managers to be better informed about the issues communicated to the
Ethics Line.

82 ANNUAL REPORT 2021 83


Performance Management are not applied for male and female employees. On the other hand, the company monitors
the economic conditions regularly to ensure that the employees maintain their positions
Talent management at Mavi includes a systematic assessment of the employees. To plan in the job market and keeps the compensation packages balanced and competitive.
HR management processes accordingly, a performance management system based on Furthermore, Mavi strives to meet the employees’ social needs and raise their working
objective criteria is applied in the annual performance assessments. The results obtained and living standards by offering a variety of fringe benefits, including personnel shuttles,
from these assessments are taken into consideration in career planning, identifying lunch, private health insurance, company vehicle, Kartuş discounts, breakfast, and day care
development needs, and establishing performance-based remuneration. Annual support, birth, and marriage subsidies, etc. Depending on the position and job categories,
performance assessments provide all employees with feedback on their development and private health insurance, family benefits and annual check-ups can also be offered. A
career plans. workplace physician is available to employees at the head office two days a week and a
nurse every weekday.
As part of career planning, 522 people, including 86 head office employees and 436 store
employees (261 sales representatives, 73 Maviolog employees, 60 assistant store managers, The monthly salaries are determined on the basis of market and/or industry conditions,
and 42 deputy store managers) were promoted to one higher position. The employee inflation rates, the employee’s position, tenure in the company, qualifications, and
turnover rates were 15% (12% voluntary) at the head office and 73% (59% voluntary) in the individual performance. Base salaries are revised and determined annually following the
stores. In 2021, the ratio of high-performing mid-level and higher managers who resigned recommendations of the Corporate Governance Committee. Salary surveys conducted by
was 10%. independent consulting firms are also taken into account in every pay raise period.

CAREER LADDER AT MAVI STORES Monthly Sales Commissions

Sales Executive Monthly sales commissions are an integral part of Mavi’s compensation system, which
rewards the store employees’ commitment to certain criteria, including customer satisfaction
(Happiest Mavi Customer), product reviews, store coordination, new customer acquisitions,
Store Manager
and sales results.

Deputy Manager Annual Bonuses

Assistant Store Manager The objective of bonus payments is to improve the efficiency of the executives to reach
the corporate targets, ensure the sustainability of performance, distinguish successful
executives by emphasizing individual performance, and reward the executives who create
Maviolog added value for the company. Bonuses are paid if the EBITDA target set for the calendar
year and approved by the Board of Directors is exceeded and in proportion to the extent
Sales Representative that individual executives meet their own KPIs. Some of the top executive level KPIs include
net indebtedness, opex management, inventory turnover, sell-through and mark-down
ratios, new customer acquisition, new store ROI and ramp-up management, and capex
Total Compensation management.
Mavi continuously strives to improve the compensation and benefits offered to encourage Long-term Incentives
the employees’ positive performance and ensure their satisfaction and loyalty.
The Board of Directors may grant executives with administrative responsibilities a
Total Remuneration and Benefits performance-based long-term incentive by taking into account the net profit and share
price targets set for a period of three years (“Incentive Period”) in accordance with the
Mavi supports its employees with competitive remuneration and benefits that reward high principles defined by the Board itself. Mavi announced its short, medium and long-term
performance. At Mavi, remunerations are aligned with the company’s ethical values, internal ESG targets in 2021. These targets are integrated into the performance criteria of the long-
balances, and strategic goals while making sure that the employees are compensated in term incentive allowances of all senior management positions.
accordance with the highest standards and for their performance and the value that they
create. Mavi aims to ensure that a remuneration policy of similar pay for equal work is applied
and individual differences are based on performance. Therefore, different remunerations
84 ANNUAL REPORT 2021 85
EMPLOYEE DEVELOPMENT
Mavi’s brand identity as an industry leader is driven by its strong human resource, which
continually helps the company move forward and keeps pace with change and innovations.
Accordingly, the employees are offered various learning and development opportunities to
improve their skills throughout their careers.

The company’s approach to in-house training has evolved from basic to personalized and
targeted training programs. The requirements for training and development programs are
identified according to the performance system results and by conducting needs analyses via
one-to-one interviews with all department managers. Accordingly, individual development
plans consisting of professional, technical, and personal development training modules are
designed for all employees in line with the Mavi Competency Model. The employees are
provided with opportunities to attend conferences, seminars, and summits on a range of
subjects in Turkey and abroad. In addition, the employees are also offered foreign language
support.

Various tools are developed to leverage digital resources in training programs. In this context,
the company compiled a Digital Training Library, created video training programs, and
designed online Manager Development Programs. In 2021, total training time was nearly
114,000 hours, with an average of 22.2 hours of training per employee.

Training time
by employee

22.2

14.5
13.9

2019 2020 2021

86 ANNUAL REPORT 2021 87


Development of Head Office Employees Mentoring Program

Mavi offers training opportunities to the head office employees for their professional, A mentoring program has been launched to build on Mavi’s corporate culture and pass
technical, and personal development and support them with classroom trainings, while on knowledge and experiences to new generation employees. The program provides
planning and encouraging their participation in events such as summits, seminars, and personal and professional development opportunities through interaction between the
conferences. The training programs are designed for individual development based on mentor and mentee. In 2021, 15 mentees and 12 mentors actively participated in the
basic and functional competencies to help the participants understand the behaviors program.
expected of the employee, display the behaviors required for the role and prepare for the
next role. In 2021, 451 head office employees took 11,392 person x hours of training. Sustainability Training Programs

Furthermore, onboarding programs are delivered to help the newly recruited employees During employee onboarding, Mavi provides information on its ESG policies. The
become familiar with corporate culture, the company’s operations, organizational employees are informed about the content of the policies and where they can find them.
structure, and practices so that they can adapt more easily to their new responsibilities. As part of the Environmental Management System, the company also communicates the
environmental criteria that the employees should observe in the working environment.
A Development Handbook is provided for all competency levels defined in the Mavi
Competency Model, which includes developmental activities that the employees can In 2021, a group of 120 people, including senior management, the Sustainability Committee,
apply at work and in their free time. This handbook promotes behavioral change through and volunteers, took a 10-week sustainability training provided by Boğaziçi University
activities that support various aspects in both professional and personal life. Lifelong Education Center. The training, which consisted of 10 modules, covered topics
such as the basics of sustainability, system transformation, integrated approach and ESG
The sales teams are also supported with the Turkey Sales Group Development Center App, management, innovation, intrapreneurship, volunteering, and inclusivity and diversity.
Regional Manager Development Program, and “Haydi Sahaya” ("To the Field") programs Mavi aims for more employees to benefit from the trainings in the times to come.
to encourage head office employees to visit the stores.
Technology and Product Development Training Program
Leadership Development Model with the MaviKampüs program
Mavi partnered with Marmara University and launched the Technology and Product
The MaviKampus program was launched in 2016 to support the personal and professional Development Training Program to enhance the technical knowledge of the design and
development of the managers that will drive Mavi’s strategic goals further. In 2021, this product development teams. 72 people participated in the Sustainable Fibers and Textile
program, carried out in partnership with Koç University, expanded with the retail expertise Applications module, 45 people in the Antimicrobial Fibers and Textile Applications module,
of Sabancı University and Harvard Business Review’s digital subscription. The program, and 47 people in the Microcapsule Based Textile Surfaces module. Furthermore, a training
featuring a modular structure to accommodate digital learning methodologies, is based program consisting of five modules – Brazilian Fashion, Ecological Printing Technique
on Mavi’s leadership development model and strategic priorities. The program, delivered and Application Stages, Sustainable Fashion Design, Biomimicry, and Sustainability in
as a 12-day classroom training, aims to equip the participants with knowledge, skills, Textiles – was introduced in collaboration the Department of Fashion and Textile Design
and experience to become market-driven leaders with global awareness and social at Eskişehir Technical University.
responsibility in an evolving and developing world, able to make informed decisions for
strategic targets. In 2021, 26 employees participated in the program. In-house Trainer Development Program

Mavi launched the In-house Trainer Development Program to promote a continuous


learning and development environment and benefit from the employees’ expertise by
enabling them to share their know-how with others. In 2021, 13 in-house trainers prepared
digital training content and shared their expertise with the other Mavi employees.

88 ANNUAL REPORT 2021 89


A New Leader Development Program

Seven young talents of Mavi participated in A New Leader Development Program,


organized in collaboration with Yenibirlider Association and Boğaziçi University. The 72-
hour program, which addresses 13 topics, aims to assist young professionals in gaining
knowledge, understanding, and skills through classroom training, mentoring and coaching
support.

Go Mavi Culture

As part of Go Mavi culture, which aims for continuous progress and development, Mavi
creates various working and project groups with the employees and organizes extensive
monthly, annual, and seasonal meetings to encourage employee participation in
management.

• MassMavi meetings: Open to all head office employees, these meetings provide a
platform for departments to share their monthly business plans.
• Management Forum meetings: The company’s activities over the previous six months
are presented at these biannual meetings, open to all head office employees.
• Marketing Direction meetings: These are seasonal meetings where brand
strategy and priorities are evaluated together with customer, market, product,
and competition analyses and results are shared with the management teams,
particularly the sales and category departments.
• GoMavi: This refers to the working/project groups that consist of a multidisciplinary
team with members from all functions within the company including mid-level and
senior managers in line with the GoMavi culture. These working groups convene at
the GoForward meeting held at the beginning of each year to determine Mavi’s
priorities and goals and continue to work in coordination with the teams to meet the
set targets.
• Field Strategy and Goal Meetings: Outdoor meetings for store managers and
assistant store managers. Through presentations by directors about the
company’s strategies, common goals are set and a common culture is built
across Mavi.

Even though many of the routine meetings with wide participation could not be held due
to COVID-19, the frequency of online MassMavi meetings increased to maintain continued
communication with the employees.

Adding Variety to Work Life with GoSocial

Mavi organizes a range of arts and sports activities to reinforce the sense of belonging
and team spirit among the colleagues and enhance their social life. The social clubs

90 ANNUAL REPORT 2021 91


established under the GoSocial umbrella include yoga, photography, sailing, painting, and HR teams. In 2021, a total of 3,447 secret customer visits took place in more than 380
handcrafts, and rowing clubs. The employees also represent Mavi at various intercompany stores in 72 cities. In all the visits, Net Promoter Scores (NPS) were measured in objective
tournaments such as basketball, running, bowling, and tennis throughout the year. In and subjective standards. Accordingly, the development areas and the stores that have
2021, club activities could not be actively carried out due to the pandemic; however, room for improvement were identified and training was planned.
yoga, painting, and handcrafts classes continued online.

Development of Store Employees


EMPLOYEE ENGAGEMENT
Creating the happiest Mavi customers is the foremost priority of the field teams. An
Mavi has developed a suggestion system to encourage the active participation of the
intensive training program is delivered throughout the year to ensure that store employees
employees in the decision mechanisms and to benefit from innovative ideas. All the
provide world-class service to Mavi customers.
suggestions submitted to the suggestion/comment section of the Maviletisim platform are
collected and evaluates systematically. The field team can also submit their suggestions
In addition to classroom training on onboarding, store responsibilities, and team
and complaints via the “Jean Fikir” (''Jean-ious”) section on the Mavi Connect app.
management, on-the-job training and digital trainings for store managers, function-
specific training programs are provided for leadership development. The mentoring
According to the results of the employee satisfaction survey conducted among Mavi
program in the Head Office has been extended to the field since last year, with 21 mentees
employees in 2021, the employee satisfaction score was 80% in the stores and 78% in the
including store managers, regional managers and sales managers participating so far.
head office. The employee engagement scores, which is another output of the same survey,
were 77% and 76% among store and head office employees, respectively. The consultancy
The Store Manager Development Program offers the store managers an opportunity
firm that conducted the survey analyzed the results and submitted a report with their
to improve their knowledge, leadership skills and technical competencies in line with
evaluations. The report was shared with both the senior management and all employees.
strategic priorities. Furthermore, assistant store managers, Maviolog employees, sales
Based on the evaluations, workshops will be organized while the company also has plans
representatives, cashiers, and warehouse workers receive orientation, classroom, on-the-
to carry out activities and projects to improve satisfaction levels in light of employee
job, and digital training throughout the year. To date, 128 different training contents were
suggestions.
delivered via Mavi Connect, the digital training and communication platform, to support
the development of the employees’ technical and behavioral skills.

Maviolog
HEALTHY AND SAFE WORK ENVIRONMENT
Mavi’s top priority is to create and provide a secure, healthy and peaceful workplace
The job of a Maviolog is to enhance the product knowledge of the teammates in the
that complies with environment and occupational health and safety. Therefore, activities
store where they serve, ensure every customer leaves the store with the right product
are designed to foster a culture of occupational health and safety (OHS) beyond legal
and combination, and create an excellent shopping experience for the customer. The
requirements and manage the process with a systematic and proactive approach. The
employees to serve as Maviologs are selected very carefully and trained specifically to
Occupational Health and Safety Committee is tasked with ensuring that occupational
provide customers with product and style advice in line with Mavi’s identity as a denim
health and safety practices are implemented. This committee manages OHS-related
specialist and fashion brand. Three apps in the concepts “What to Recommend Today,”
processes including regular review of the occupational health and safety practices,
“Grab and Go” and “Where Are We Going?” are used to reinforce theory with practice. As
recommends improvements and enhancements, and ensures regulatory compliance.
part of the program running since 2012, the number of Maviolog employees working at
The senior executive responsible for occupational health and safety is the Chief Human
Mavi stands at 208 as of year-end 2021.
Resources Officer (CHRO), who reports directly to the CEO.
Secret Customer Surveys and Field Development
Risk analyses are conducted and emergency action plans are made by OHS specialists
at the head office and stores, and preventive measures are implemented based on the
Secret customer surveys are conducted 12 times a year to assess the performance of the
findings. OHS performance is monitored regularly and no workplace fatality has occurred
field teams and the results are regularly monitored by the sales, marketing, training,
at Mavi with only some minor incidents reported.
92 ANNUAL REPORT 2021 93
Occupational Health and Safety 2019 2020 2021
Performance

Injury rate (IR)* 0.16 0.28 0.63

Occupational disease rate (ODR) 0.00 0.00 0.00

Lost day rate (LDR) ** 0.82 1.63 2.14

* Injury rate is calculated using the formula (number of lost time accidents / annual total working hours) x 200,000.
** Lost day rate is calculated using the formula of (absenteeism due to injury / annual total working hours) x 200,000.

During the recruitment process, the candidates are asked to provide health information
and health reports confirming suitability for the job. A workplace physician and OHS
specialists are available to provide assistance to employees when needed. Employees in
management and higher positions are entitled to private health insurance at the time they
start their jobs while store managers, deputy managers, and assistant managers earn this
right six months into their jobs.

Training sessions are held to reinforce and raise occupational health and safety awareness.
Training content also includes information on specific occupational health issues such as
back pain, lumbar and neck disorders. In 2021, head office and store employees received a
total of 27,576 person x hours of OHS training, averaging 8 hours per person while employees
of the subcontractors took 736 person x hours of training. The training sessions are repeated
at regular intervals.

To enhance workplace ergonomics, Mavi implements various practices to improve lighting


and indoor air quality, optimize noise, humidity and heat levels and upgrade equipment.

94 ANNUAL REPORT 2021 95


INCLUSIVE BUSINESS MODEL AND SUSTAINABILITY IN THE SUPPLY CHAIN
RESPONSIBLE VALUE CHAIN In all its activities, Mavi aims to offer quality and innovative products by considering
ESG responsibilities. The relations with suppliers are regulated by the Supplier Code of
As a denim-centric ready-to-wear company, Mavi does not engage directly in any Conduct and Global Purchasing Principles. These guidelines, used to monitor the ESG
production activities. However, the company works with over 120 responsible suppliers performance of the suppliers, are in conformity with the Universal Declaration of Human
with world-class production capabilities through its global sourcing network and 485 sub- Rights, the International Labor Organization (ILO) conventions, and the 10 Principles of
suppliers through these suppliers. the United Nations Global Compact (UNGC). Mavi only works with suppliers that meet
the high standards defined for supply chain management and supports their continuous
In addition to using general parameters such as product and service quality and capacity, development. The majority of Mavi’s production takes place in Turkey and nearly 80% of
Mavi applies various performance criteria, including quantity and revenue volume, speed the suppliers are local manufacturers. The company also supports the socio-economic
and flexibility, contribution to collections, unique product creation capability, risk level, development of the country by making 79% of its total payments to local suppliers.
scope, compliance, and cooperation to evaluate and select strategic and critical suppliers.
Furthermore, Mavi expects its entire value chain, especially the 18 strategic and 38 critical
suppliers, to comply with and contribute to its sustainability goals and objectives. SOCIAL COMPLIANCE AUDITS
Implementation of the established ESG principles and standards across the value chain Mavi conducts social compliance assessments for all the new suppliers that join the supply
is important to Mavi. Accordingly, the company adopts an inclusive business model to chain and only works with those that pass these inspections. Child labor and fire safety
improve the sustainability performance of all suppliers and support their development. The are crucial issues for Mavi, which therefore does not work with suppliers that fail to comply
suppliers are audited to achieve traceability across the supply chain. with the related practices. Furthermore, the business relationship with any existing supplier
is terminated if such non-compliance is determined. In addition to the Supplier Code of
Conduct and Global Purchasing Principles introduced in March 2017, field and documentation
audits have been conducted with suppliers and their subcontractors in all production
categories since June 2017. The Social Compliance Department positioned under the
Quality Assurance Department conducts inspections to determine social compliance in
Design Raw Yarn Manufacturing Logistics Sales Product suppliers. These inspections focus on identifying the extent that the suppliers apply and
Materials Fabric Use
comply with restrictions and regulations in areas such as child labor, health, safety, and
the environment, working hours and payments, forced labor, the right to association and
collective bargaining, discrimination, discipline, and management responsibility as required
Responsible purchasing strategies and actions are a critical part of sustainable value by international standards. Compliance with the Social Compliance Criteria established
chain management. As part of its sustainability strategy, Mavi strives to ensure traceability within the framework of ILO conventions, local legislation, and internationally accepted
and continuity across the supply chain by developing innovative, inclusive, and sustainable reporting standards (such as BSCI, SMETA, SA8000), including environmental criteria
practices that can be applied throughout the value chain. During the pandemic, production established under local legislation, management systems, operational efficiency, product
continuity was ensured by quickly introducing measures across the value chain, while safety, and risk assessment is verified by an integrated audit structure.
protecting human health remained the top priority. In these trying times, Mavi supported
its suppliers and business partners in various ways, focusing on the resiliency of the supply Due to the pandemic restrictions, the social compliance audits were restructured. To ensure
chain and enabling the suppliers to continue their businesses. the continuity of these audits, self-assessment forms covering the COVID-19 compliance
criteria, and in particular the topics specified as critical in the audit procedure, were
shared with all local and international suppliers and their subcontractors. Then, a more
comprehensive self-assessment survey, including the sustainability criteria, was conducted
in the first half of 2021. The survey consisting of 160 questions was sent to 396 suppliers. To
analyze the social and environmental sustainability performances of suppliers based on
96 ANNUAL REPORT 2021 97
their answers to the survey, a scoring scale was prepared. Next, each
supplier responding to the survey was scored in terms of their social
and environmental risks. This analysis served as a guide for determining
the scope of the future environmental audits and the suppliers with
high ESG risk.

The audits were paused in 2021 due to the pandemic. On the other
hand, 100% of the new suppliers were assessed for social compliance
before starting production. All new suppliers and sub-manufacturers
are subjected to full documentation review and asked to provide
site photographs and documents in accordance with OHS practices
and Labor Law before they are approved for production. During the
audits, suppliers are regularly informed about the requirements of
Mavi’s corporate social compliance procedures, broken needle policy,
fire safety, follow-through actions and given feedback to improve their
ESG performance.

In international markets, Mavi only works with suppliers who are members
of programs such as Business Social Compliance Initiative (BSCI) and
Supplier Ethical Data Exchange (Sedex).

ERAK, one of the two major producers of Mavi in Turkey in terms of


production volume and revenues, holds BSCI certification while the
other, TAYEKS, has BSCI and Sedex certificates. The purpose of these
certifications and audits is to minimize environmental impact by
prioritizing the health and social security of the employees across all
production processes. Mavi accepts such certificates only if the audits
of institutions like Sedex and BSCI are valid for at least one year and
their results are favorable.

ERAK and TAYEKS are also included in the Higg Index, developed
by SAC (Sustainable Apparel Coalition), which provides the tools to
measure the sustainability performance of a company or product.

Mavi also takes actions to improve environmental performance


in the supply chain. Please see the Water, Energy, and Chemicals
Management with the Suppliers section for more information on this
topic.

98 ANNUAL REPORT 2021 99


4.6
PLANET
BETTER.PROTECT

100 ANNUAL REPORT 2021 101


BETTER.PROTECT TACKLING CLIMATE CRISIS
As a denim-centric brand, Mavi sees the protection and The textile industry is responsible for generating significant amount of greenhouse gas
restoration of what nature offers us as a fundamental emissions across the value chain, from growing cotton in the field to the final product sold
responsibility. Accordingly, the company promotes a net- to the consumer. In tackling the global climate crisis, Mavi’s focus is on reducing its carbon
zero business model by tackling the climate crisis to protect footprint along the entire value chain. Therefore, the company involves its suppliers in the

B
natural resources and restore the ecosystem. process to encourage the reduction of environmental impact of their production, designs
collections with innovative and sustainable products, and works to gradually increase the
The majority of the impact that the apparel industry share of these products in total sales revenues. In addition to making more investment in
has on the environment is created in the raw material CDP Climate renewable energy, Mavi also launches pioneering projects, such as the eco store with a
sourcing and textile production stages. However, the Change Program focus on energy efficiency. In 2022, Mavi was granted ISO 14001 Environmental Management
scale that the climate crisis, environmental pollution, System certification for its head office building in Turkey.
and biodiversity loss reached calls for all to take action, score
regardless of their operational capacities. Mavi takes Reducing Carbon Footprint
steps and develops projects and applications to
improve its environmental performance related to water,
waste, biodiversity, and in particular climate change.
15.2 million Mavi became the first Turkish apparel brand to disclose its carbon footprint transparently by
submitting its report to the Climate Change Program, run by CDP (Carbon Disclosure Project),
The company also complies with environmental laws TL investment the global disclosure system, and received a score of B in environmental performance.
and other applicable regulations and discloses its Based on the detailed analyses drawn from the report, the company also earned A- in
compliance efforts. the Supplier Engagement Rating (SER). This rating aims to enable companies to measure

5,968
the impact of their suppliers on climate change. In 2021, in Mavi’s second submission to
In its environmental investments and expenditures, Mavi the program, which is open to all publicly traded companies in Turkey and which stands

tonnes
aims for effective management of natural resources and out as one of the world’s most trusted scoring methodologies, the company outperformed
protection of biodiversity, with particular focus on the the global industry average in terms of both the CDP score and the SER rating. In 2021,
efforts to tackle climate change. In 2021, the company’s the company’s energy efficiency and renewable energy purchasing projects resulted in
investments for these purposes amounted to TL 15.2 CO2 eq. emisson eliminating 5,968 tonnes of CO2 eq. emissions per year.
million. reduction
In 2021, Scope 1 emissions, the greenhouse 2021 Greenhouse Gas Emissions
gas emissions from directly owned or by Category
controlled sources, such as fuel consumed by
Scope 1
vehicles or heating buildings, were measured 1.4%
as 2,465 tonnes of CO2 eq. Meanwhile, Scope 2
3.3%
Scope 2 greenhouse gas emissions from
the consumption of purchased electricity,
heating and cooling amounted to 5,570
tonnes of CO2 eq. (location based). The
other indirect greenhouse gas emissions
from employee transportation and business
trips, waste management, and purchased
goods are included in Scope 3. The Scope
3 emissions, which make up 95.3% of Mavi’s
total emissions, were measured as 162,898
Scope 3
tonnes of CO2 eq. 95.3%
102 ANNUAL REPORT 2021 103
Carbon Disclosure Project Mavi’s Scope 3 Emissions

In addition to the CDP Climate Change Program, Mavi also started responding to the
Water Security and Forests Programs in 2021. These programs will enable Mavi to focus on
water and raw material consumption across the supply chain and identify its risks in these
areas. The company also aims to engage in partnerships for mapping risks and reducing its 6.89%
environmental impact through increased efficiency in water and raw materials.
89.13%
Mavi is the first Turkish company to respond to the CDP Forests Program, which allowed 2.31%
0.04%
the company to map its approximate material/raw material footprint. Accordingly, around 0.18%
87% of Mavi’s footprint consists of polyester and cotton alone. Mavi aims to concentrate on
0.20%
these fibers, expand the scope of mapping, and achieve progress toward its sustainable
1.25%
raw material target.

Purchased goods and services


Material Footprint Energy and fuel emissions not included in Scope I and Scope 2
Upstream transportation and distribution
Operational wastes
Polyester
22.07% Business trips
Personnel shuttles
Lyocell
Polyamide Metal Franchisees
0.49% Modal
3.01% 0.79%
0.48%
Paper
2.26% Acrylic
1.18% Other Renewable Energy and Energy Efficiency
1.15%
Mavi takes significant steps toward purchasing renewable energy to reduce carbon emissions
Viscose
created through electricity consumption. Accordingly, a renewable energy purchasing
1.51%
agreement was signed with with Selenka Energy to use electricity from renewable sources
where possible. As of January 2021, wind energy is used at the head office and 101 Mavi
Cotton Polyurethane
65.24% 1.82%
stores, where electricity meters are controlled by Mavi. With the company’s guidance, fifteen
franchisees also voluntarily chose to source their energy from wind farms.

In its submission to the 2021 CDP Climate Change Program, Mavi expanded the scope
of the report by including its international operations. Furthermore, including greenhouse
gas emissions from its material footprint in the Scope 3 reporting brought Mavi one step
closer to an emission profile that fully reflects its value chain. The next goal is to include
greenhouse gas emissions from the production processes of the non-denim products.

In addition to these programs, Mavi also helps its business partners manage their
environmental impact with the CDP Supply Chain Module. Accordingly, the specific carbon
footprint of 11 products out of the 43 denim items included in life cycle assessments were
shared with a business partner, enabling them to measure and better manage their Scope
3 emissions in 2021.

104 ANNUAL REPORT 2021 105


Remote Energy Management System

In 2019, Mavi partnered with Reengen, an IoT (Internet of Things) platform for integrated
energy, to conduct an energy efficiency and management study in 10 pilot stores. With the
pilot study delivering positive results, the scope of the agreement was expanded in August
2020 to cover all Mavi stores and the head office, resulting in eliminating unnecessary
energy consumption this year as well. With the Reengen system and deployment of alert
devices along with increased user awareness, energy consumption in the stores decreased
by 6% in 2021. The installation of the Reengen system also allowed the company to monitor
the energy consumption amounts in the shopping mall stores that do not have electricity
meters controlled by Mavi. Since 2021, full energy consumption data has been reported
with actualized values.

Mavi Eco-Store Concept

To reduce the environmental impact and in particular the carbon footprint of its stores,
Mavi designed a sustainable store concept and opened its first eco store at the Zorlu
Shopping Mall in Istanbul. The store, featuring an architectural design focused on consuming
less energy and using less raw material, was built with materials with sustainability and
greenhouse gas emission certifications.

The efficiency results of this store demonstrate that an eco-store consumes 25% less energy
and 20% less water than a standard Mavi store and is built with 30% less raw materials.

• Aisle systems were redesigned to reduce the total quantity of materials used in the
construction of the eco-store. The new design features lacquered MDF panels, cabinet
style product sections, raw OSB and natural coated walls instead of plaster primer and
paint, as well as naturally painted cork wall tiles and two-dimensional section and column
systems.

• With a new, industrial ceiling design, many systems and materials used in the old store
design were eliminated, reducing resource consumption. The ventilated air is released
directly into the store through the open ceiling system, preventing capacity loss in the
process. More efficient lighting fixtures resulted in reduced electricity consumption while
the waste heat generated by the luminaires in the store also decreased.

• In the design process of the eco-store design, the life cycle assessment reports of the
selected products, required to have international sustainability certifications, were studied
and the locally produced options were prioritized.

106 ANNUAL REPORT 2021 107


People-focused Lighting and Its Effects Study

THE ENVIRONMENTAL IMPACT THAT ONE PAIR OF Mavi works to introduce more efficient and healthier lighting systems by utilizing LED
TESS GOLD LUX MOVE TENCEL™JEANS CREATES DURING PRODUCTION lighting technologies in the stores. Accordingly, the visual architecture team developed a
project to study how the lighting in the stores where employees and customers spend long
(excluding the logistics, sales and customer effects) periods affect human health and performance. With the project, launched in response to
the call for “On-Demand R&D” as part of TÜBİTAK-TEYDEB’s Innovation Grant Program, the
effects and interconnection of changes in light colors and luminous intensity with employee
performance and customers’ shopping behavior are studied. This helps Mavi save energy in
luminaires through the use of automated lighting systems and LEDs in the stores. Mavi also
aims to create a healthier and more comfortable shopping experience for its customers
and a more efficient work environment for its employees while strengthening its industry
leadership in this field.

Life Cycle Assessment


Climate Eutrophication
Change 0.0132 kg PO4 eq. In 2021, Mavi continued to carry out Life Cycle Assessment (LCA) studies to identify the
(Carbon Footprint) environmental impact of its products. Life Cycle Assessment involves calculating and
7.64 kg CO2 eq.
reporting how a product, service, process, or activity affects the environment throughout
30km driven by its life using a specific methodology. This enables scientific calculation and reporting of the
an average car. Acidification
products’ environmental impact across all the related production, shipping, consumer use,
32.3 gram SO2 eq.
and waste disposal processes. This approach also facilitates the decision-making process
by considering sustainability starting from the design stage of the product.
Water
Consumption Ozone Layer As a denim-centric lifestyle brand, Mavi prioritized denim products in the LCA studies.
861 lItreS
Depletion The fabrics used in the denim orders of 2019 were analyzed in detail and 50 fabrics that
Water use of an 8.69 x 10-7 CFC-11 eq. constitute more than 50% of the fabric consumption were identified. The fabric selection
average person in included samples of the most common textile materials used in Mavi products, fabrics with
Turkey for 3.8 Days.
sustainable raw material content, and fabrics of the items sold in all markets where Mavi
operates. Then, 12 domestic and international suppliers that produced these 50 fabrics were
Land Use Photochemical contacted to exchange data and build life cycle inventories. The data obtained enabled
3 m2/year
Oxidation Mavi to build a significant fabric database, which will form the foundation of the life cycle
1.5 gram C2H4 eq. inventory of several products.
Two people
holding hands
together would Once the database was built, 70 products that best represent these fabrics were identified
make one side and the life cycle inventory of these products was created on the garment side in
of a square this size
collaboration with ERAK, Mavi’s strategic business partner that supplies 70% of the denim
production. Next, Mavi worked with two major accessory suppliers to create the inventories
of 85 different denim accessories. This study allowed the company to differentiate between
the impact of accessories such as buttons, rivets, plackets, flaps, and snap fasteners.

Using the information compiled in the inventory, environmental impacts including global
warming potential (carbon footprint), eutrophication, acidification, ozone layer depletion,

108 ANNUAL REPORT 2021 109


photochemical oxidation, cumulative energy demand, and water consumption during the Logistics activities included within the scope of emission calculations
manufacturing processes of the 43 Mavi products selected in 2020 were calculated.

A further LCA study was conducted in 2021 to compare the environmental impact of the
components of denim products. This study enabled Mavi to compare fabrics, rivets, inner
and back labels made of different materials according to the environmental impact, guiding
the design process of a new collection slated for launch in 2022 with superior environmental
performance.

Using LCA, the environmental impact, and in particular the carbon footprint, water
consumption and environmental footprint of the products was analyzed in detail, drilled
down to production stages. In addition to offering a roadmap, these results also provided
direction to the denim design and product development teams to consider reducing
environmental impact in their decision-making processes. This inventory now enables Mavi
to compare the environmental impact of fabric suppliers and their different fabrics. As the
LCA studies continue, Mavi aims to expand the scope with the non-denim hero product
groups in the next stage.
ECOSYSTEM RESTORATION
Logistics Activities
Mavi’s priority is to reduce the stress on nature and protect the fragile ecosystem. Therefore,
To calculate its logistics-related greenhouse gas emissions, Mavi mapped its logistics the company focuses on using water resources efficiently, controlling the use of chemicals,
network based on supplier data such as shipping volume, departure and destinations, and packaging and waste management, and biodiversity across the supply chain. Accordingly,
engine class. Greenhouse gas emissions of the logistics activities from manufacturers to efforts such as making sustainable products that require less water and recycling water
distribution centers to stores, marketplaces, and mavi.com customers were calculated. in production processes are encouraged. To protect the health of manufacturers and
consumers and minimize environmental impact, Mavi aims to reduce the use of chemicals
Since December 2020, the company has partnered with a logistics provider and shifted and comply with the ZDHC criteria. Mavi recognizes the importance of using recycled
to intermodal shipment for land transportation to Mavi Germany, achieving more fuel materials in packaging and plans to use only FSC certified packaging. Furthermore, the
efficiency in product shipments. In 2021, the same provider queried the locations of the company adopts a circular approach to waste management and works to reintroduce
warehouses through heat maps and achieved improvements through increased efficiency textile waste and other wastes into the system. Mavi also develops projects to raise social
in the transfer centers with route optimizations. The reduction in fuel consumption with this awareness about protecting biodiversity.
mode of transportation results in lower Scope 3 greenhouse gas emissions from logistics.
Water, Energy, and Chemicals Management with the Suppliers

Mavi focuses on more efficient energy and water use and reducing environmental
impact both in its own operations and across the supply chain. In addition to conducting
inspections, the company also develops various projects, collaborations, and applications
for this purpose. ERAK and TAYEKS, the two major suppliers of Mavi that account for nearly
80% of the denim, have practices in place to improve energy efficiency and water use.

In 2021, ERAK and TAYEKS consumed 20% less water and 15% less energy year-on-year while
laser and sustainable washes and treatments accounted for 70% - with an increase of 16%
- of denim production, thanks to their machinery parks.

The heat, hot water and steam generated during the production process (especially in
110 ANNUAL REPORT 2021 111
washing and drying machines) are reused in the facility, ensuring efficient energy use in
production. Furthermore, 56% of the electricity that ERAK used in the last three years came
from natural gas cogeneration. With the solar panels installed in the factory, TAYEKS started
using renewable energy.

All the chemicals that these two major suppliers use are ZDHC (Zero Discharge of Hazardous
Chemicals) certified. These chemicals undergo tests and controls and are used only after
approval. In line with international and local regulations, the companies work to minimize
With Mavi's strategic manufacturing
the employees’ contact with these chemicals, and only safe chemicals that are not harmful
partners ERAK and TAYEKS, compared to last year; to humans are preferred. Furthermore, the dosage system used in the stage where washing
chemicals are added to the machines eliminate using excessive chemicals.

Mavi takes utmost care to keep the discharged water from production below the legal
limits. Mechanical, chemical and biological membrane treatment systems are used at the
manufacturing sites. With the enhancements implemented, fewer chemicals, less water,

20%
and less energy are used in the processes. Starting with the All Blue collection, Mavi has
started to focus on using e-flow technology more to reduce water consumption.

LESS WATER Waste Management

In 2021, Mavi’s operations generated 3,010 tonnes of non-hazardous waste - including the

15% wastes within the scope of Recycling Participation Share (GEKAP) and 0.33 tonnes hazardous
waste. 20% of this waste was delivered to recycling while 8% was incinerated at a licenced
facility. In logistics, 65% of the boxes that manufacturers use for delivery of Mavi products
LESS ENERGY are reused. All packaging waste is delivered to licensed waste collectors for recycling.

70%
Cardboard and Paper Packaging Materials

In 2021, 37% (in mass units - tonnes) of indirectly purchased cardboard and paper materials
OF TOTAL DENIM that Mavi supplied had Forest Stewardship Council (FSC) certificate. For gift and courier
envelopes, cardboard boxes, shopping bags, and printed materials, FSC-certified
PRODUCTION IS DONE alternatives were preferred.
WITH LASER AND
Biodiversity
SUSTAINABLE
WASH TREATMENT The population sizes of mammals, birds, amphibians, reptiles, and fish have shown an
average 68% decrease in the last 50 years1. Meanwhile, the increasing urbanization,
deforestation, and changing consumer habits are impacting natural life more than ever.
This interaction with nature became more apparent during the COVID-19 pandemic. The
effects of humans and human-related activities on biodiversity should be studied and
programs and projects should be developed to protect the species in their natural habitats
to prevent future pandemics and stop the endangered species from extinction.
1 World Wildlife Foundation, Living Planet Report 2020

112 ANNUAL REPORT 2021 113


Indigo Turtles Project

As a Mediterranean fashion brand, Mavi has supported the activities of the Ecological
Research Society (EKAD) with the Indigo Turtles project since 2014, helping to protect the
endangered sea turtles. The aim of the project, which raises awareness about biodiversity,
is to protect and ensure continuity of the Caretta caretta and Chelonia Mydas, two species
of sea turtles native to the Mediterranean for 110 million years. EKAD, which focuses its
activities on Belek, the largest nesting area in the Mediterranean, has helped over one
million Caretta caretta make it to the sea in the last 22 years. The number of nests, which
was only 500 when the activities started in the region, has reached 3,850 in 2021. The
number of hatchlings that made it to the sea exceeded 150,000, breaking a record and
tripling the number of 2014. Please click here to read more about the project.

2014 2015 2016 2017 2018 2019 2020 2021


Number of 1,998 2,111 2,478 2,283 2,069 2,165 3,191 3,850
nests
Number of 149,850 151,992 183,372 157,527 144,830 155,880 232,943 300,300
adult turtle
eggs
Number of 75,824 75,540 106,172 81,284 79,512 77,472 130,914 168,000
hatchlings
Number of 56,643 64,901 92,236 69,942 63,291 66,561 114,375 150,800
hatchlings
that reach
the sea

114 ANNUAL REPORT 2021 115


4.7
DENIM
BETTER.TRANSFORM

116 ANNUAL REPORT 2021 117


BETTER.TRANSFORM
Mavi transforms denim with unique, innovative ideas and the power of
technology. Involving its customers in the sustainability transformation
PRODUCT QUALITY AND SAFETY
process with quality and sustainable products, Mavi Mavi helps change Mavi aims to bring quality and safe products to its customers by ensuring
their consumption habits. Mavi also aims to inspire the industry with the highest standards across the value chain. The quality control team
innovative products with low environmental impact by embracing the of experts under the Global Purchasing Directorate is responsible for
circular economy model. This approach is supported with innovative product quality and assurance and conducts regular quality controls in
partnerships to shape the future of sustainable fashion. With responsible all processes from production to distribution. The interim controls during
raw material sourcing and production, this transformation extends to every production and final controls for the finished products are performed by
aspect of the value chain, from the farmer to the end-consumer. Mavi’s quality control team and accredited independent inspectors.

Mavi performs regular inspections to measure and score quality at the


QUALITY FIRST companies in the supply chain. This assurance process enables the
manufacturers to produce according to the specified quality and safety
The Perfect Fit philosophy that has guided Mavi since the very standards and procedures. The Mavi Manufacturer Handbook, where
beginning allows the company to meet customer expectations with these standards are explained in procedures, is shared with the suppliers.
the right price-quality balance. Taking this one step further, Mavi These standards include Global Purchasing Principles, Fabric Performance
aims to make quality and sustainable products accessible to all its Standards, Ecological and Physical Test Matrices, Audit Procedure, Wash
customers. With the eco-friendly All Blue collection, Mavi plays a role and Dye Machine Approval Procedure, Error Definitions, Error Examples,
in helping consumers make more informed choices. and Measurement Guide.

At the sample stage, technical product refinements are made for fit,
performance, and functionality. Furthermore, customer feedback is
carefully evaluated to achieve the highest product quality and ultimate
customer satisfaction through the work of the product development and
procurement teams and improvements made with manufacturers.

Mavi tests every fabric, model, and related options in international


test laboratories and follows the world standards defined by global
organizations to the letter. Mavi also requires chemical analyses and
quality performance tests from the manufacturers to check that the
products are manufactured in the declared standards. The products,
beginning at the sample stage, are tested by third-party laboratories
for levels of chemicals. Furthermore, raw materials are tested under the
manufacturers’ responsibility within the scope of EU legislation (REACH
- Registration, Evaluation, Authorization and Restriction of Chemicals)
for other chemicals. The tests are conducted according to specified
criteria by accredited laboratories, the results are evaluated, and only
the approved products are shipped. Each item is tested and products
that fail to conform are canceled and not purchased.

118 ANNUAL REPORT 2021 119


PERFECT FIT STRATEGY
Mavi’s Perfect Fit strategy means that Mavi understands and tracks the customer needs
while offering high quality for great value in response to expectations. Therefore, the latest
global fashion trends as well as those in local and international markets are followed to
identify the target consumers’ requirements and offer the optimal options to meet their
no filter needs. This approach brings global recognition to Mavi as a denim-focused lifestyle brand
all vegan that offers world-class quality products.
less water
much love In 2021, Mavi offered its expanding sustainable collection All Blue, Mavi Pro Sport Repreve®
jeans collection made from recycled plastics, Les Benjamins x Mavi, the collaborative
collection with the luxury streetwear brand Les Benjamins, and Mavi x İstanbul, the exclusive
30th anniversary collection inspired by the Mediterranean and Istanbul. Being the preferred
brand in jeans as well as casualwear elevated the customer’s interest in Mavi during the
pandemic when shopping behavior changed and smart-casual became the style choice.
The brand continued to stand apart by understanding and responding to the needs of all
age groups, maintaining its market share in women’s while growing its men's share.

Mavi is the leader of the Turkish denim market with ~20% share and ranks among the top
four womenswear and menswear brands in the apparel market. In addition to ranking first
in top-of-mind jeans brand awareness and powerful brand recognition in Turkey, Mavi also
stands apart as the preferred jeans brand across both male and female consumer segments.
With a diverse design team that feels the market and an R&D team with strong technical
expertise, the brand’s broad denim assortment for all markets includes more than 200 fits
and over 1,500 model options. The CRM applications used in analyzing matrices of jeans
fits and customer demographics serve as a key tool in differentiating the brand. During the
pandemic, Mavi remained focused on doing what it does best, interpreting change from a
denim culture perspective and maintaining its leadership with jean innovations.

120 ANNUAL REPORT 2021 121


CUSTOMER SATISFACTION AND
COMMUNICATION
Creating the “Happiest Mavi Customers” is a top priority for the company. To spread this
approach that places customer happiness at its heart across the field, Mavi formed a special
project group called GoCustomer. Employees from the marketing, HR, sales, and training
no filter
departments actively participate in this group, which works throughout the year to deliver an
all vegan excellent shopping experience to the customer with premium products and service quality.
less water
much love Mavi’s best-in-class loyalty program (Kartuş) has grown to 8.1m members since its launch in
2007. Kartuş data is used effectively to develop opportunities and advantages that respond
to customer expectations and needs and personalized campaigns and communications are
run to drive customer frequency, basket size, and lifetime value.

Responding to the evolving needs and expectations of the consumers creates a significant
competitive advantage. Therefore, companies that focus their skills and assets from human
resources to data-driven tools on understanding the changing consumer behaviors are able
to adapt to the evolving conditions faster. Mavi adapts to the rapidly changing dynamics of
the fashion industry without compromising quality and brand reputation in the eyes of the
customer and continues to create the Happiest Mavi Customers. In 2021, Mavi’s efforts in this
area were recognized with the gold award in the apparel category at the A.C.E. (Achievement
in Customer Excellence) Awards.

Mavi diversifies and enriches the shopping and feedback channels through digitalization to
always provide better experiences for Mavi customers and improve customer satisfaction:

• Mavi.com, which was upgraded with a new face, offers a closer look into each product
and creates a convenient, fast, understanding, and engaging customer experience
with smart suggestions that consider the user’s tastes.

• Managing the customer experience from a single platform with an omnichannel CRM
approach enabled monitoring the campaign and loyalty processes in integration with
the cash registers, mavi.com, Mavi App, and all future channels.

• The return and exchange processes on mavi.com were moved to the online platform,
enabling users to create tickets and track requests more easily.

• To facilitate the other customers’ selection and decision making, customer reviews were
added to mavi.com. In 12 months, nearly 80 thousand reviews were received.

• The option to purchase physical and online gift cards both in stores and online was
offered. Digital coupons accounted for 75% of the total gift card sales online.

122 ANNUAL REPORT 2021 123


• With machine learning, Mavi aims to facilitate the selection process of the users by
suggesting the most accurate size according to the details they enter, reduce returns due
to mismatched sizes, and enhance user satisfaction.

Mavi customers are able to provide feedback regarding products or services and communicate
their thoughts and ideas about Mavi and all kinds of recommendations to us by phone, email,
social media channels, and stores. In November 2019, Mavi made a major organizational
change and signed an agreement with Global Bilgi to outsource its call center operations,
which were managed in-house until then. In this new system, the customer relations teams
continue to provide service at the head office while Global Bilgi has a dedicated team of 48
at its Bursa location to serve only Mavi. With the new structure that integrates the customer
call center processes in stores and e-commerce, Mavi now serves customers from 8:00 am
to 12:00 am seven days a week. The call center team manages the flow of communications
and responds to customers by taking the necessary actions. In 2021, 84% of the complaints
communicated to Mavi were resolved. According to the surveys conducted by the call center,
customer satisfaction was 91% as of year-end 2021.

Mavi manages customer relations according to the EN 15838 Customer Contact Centers
-Requirements for Service Provision and ISO 10002 Customer Satisfaction Management
System. The sales representatives and managers at Mavi stores received 8,357 hours of
customer relations training, which included topics such as customer psychology, handling
customer objections, happiest Mavi customer, seamless shopping experience, customer
relationship management, and next-generation customer experience.

The company procures services from a third-party to monitor all customer posts and
engagements on social media about Mavi. This service delivers valuable insights about Mavi,
enabling swift response to the issues that require action. Over 80% of the content shared and
the conversations on social media regarding Mavi are positive.

The company conducts regular surveys to collect information on the brand’s impression among
customers and consumers’ shopping habits in relation to the Mavi brand, products and ad
campaigns. The secret customer surveys at Mavi stores and franchisees enable inspection of
every single sales point, and monitoring and reporting on their service quality. Net Promoter
Score (NPS) is monitored with secret customer surveys. In 2021, Mavi outperformed the industry
average with an NPS score of 41.51 according to the results of the secret customer survey.

The Information Security Policy defines the actions required for implementing, running,
monitoring, reviewing, maintaining, and enhancing information security. Furthermore, the
customers can access the Privacy Notice for Protection of Personal Data at the stores, on the
website, the Mavi mobile app, or via the call center at all times.

124 ANNUAL REPORT 2021 125


DENIM INNOVATION technology was utilized in the patterns. The collection was presented with 100%
recycled paper materials. The buttons and rivets were made from stainless steel while
Mavi believes that the best denim is sustainable denim and continues to invest more in R&D 100% recycled polyester was used in all woven labels.
and product development processes. The sustainable All Blue collection is built on people,
• The Pro Move product line was developed with high performance fabrics to enhance
nature, innovation, digitalization, and efficiency as key values of the brand. The innovative
wearing comfort and designed with special branding and embroidery techniques.
All Blue collection, which consumes less energy, water, and chemicals, and uses organic,
recycled, and upcycled materials, drives denim innovation in the industry. • Colorful ikat pattern accessory finishes and details were used in the Mavi x Istanbul
Collection, which featured Istanbul landscapes with laser-engraved applications on
Turkey maintains an unrivalled position worldwide in terms of R&D investments, innovation
denim.
and technology development in denim fabric and blue jeans manufacturing, giving Mavi
a competitive edge in shaping the industry. The company combines its denim expertise • The plus-sized Marli for women and Alex for men were developed with the Perfect Fit
with product development, optimally leveraging Turkey’s high quality supply ecosystem. As approach.
a denim innovator, Mavi has become a force to contend with in setting quality and price
in the market. For the design and product teams, accurate interpretation of fashion trends
for the brand and the customer with their technical expertise is a key priority. To ensure
the softness, comfort and wearability that Mavi aims to deliver to the customer, the R&D
activities focus on detailed fabric research, product trials and wearability tests together
with suppliers.

The budget allocated for R&D in 2021 corresponded to 1.1% of the company’s revenues. The
sales of the sustainable All Blue products accounted for 9.7% of total revenues. To date, Life
Cycle Assessment (LCA)* has been conducted on more than 2.3% of all denim products. As
of 2021, the R&D employees constitute 3% of the white-collar workforce.

* For more information on LCA, please see the Life Cycle Assessment section.

Mavi’s Denim Innovations in 2021

• Mavi Pro Sport collection was designed with Repreve® blend fabrics made from
recycled plastic bottles.

• The exclusive “Akdeniz” collection, reflecting the Mediterranean spirit of the brand, was
created for the 30th anniversary of Mavi with modernized graphics of the evil eye bead.
The collection features tie dye and special washing techniques.

• Mavi Move line, made with Bi-Stretch fabric technology developed in collaboration with
Orta Anadolu, offers high wearing comfort. The product group includes Lucy, which
hugs the waist and the hips completely, and the flare fit Broadway jean, which features
an elasticated waistband to wrap the body’s curves elegantly, delivering
an on-trend style and capturing Mavi’s Perfect Fit philosophy.

• Mavi x Les Benjamins collection was created with sustainable fabrics and innovative
techniques. In addition to the use of organic and recycled fabrics in the collection, laser

126 ANNUAL REPORT 2021 127


ALL BLUE: MAVİ’S MOST SUSTAINABLE
COLLECTION
All Blue, Mavi’s most sustainable collection yet, reflects the brand’s love of nature in various
ways and drives a change in shopping habits by instilling an awareness about sustainable
products in the consumers. The All Blue collection, is made with innovative techniques and
sustainable, upcycled materials, while using less water and energy.

The products in Mavi’s All Blue collection are made with sustainable organic, recycled or
Better Cotton-certified cotton, recycled polyester, TENCEL™ modal and lyocell, cottonized
hemp, and upcycled materials. The sustainable fiber content in fabrics is shaped around
Mavi’s quality first focus, design approach, and product performance specifications.

All Blue products contain sustainable fibers and are made with efficient technologies that
consume less water and energy than conventional production techniques. Mavi collaborates
with its strategic partners ERAK and Tayeks to use the E-flow technology to reduce water,
energy, and chemicals consumption, laser technology that guarantees product standards,
reduces the use of chemicals and protects the health of the employees, and an automated
dosing system that eliminates faulty and excessive use of chemicals in washing due to
manual processes. Environmental impact measurement methods such as EIM Score and
LCA are used to evaluate these processes.

The products - true, unfiltered versions of denim - are 100% vegan and the patches and
labels are made from recycled paper.

The pioneering role Mavi plays in sustainability resonates with the customers and is
recognized on international platforms. Mavi won the Most Sustainable Collection category
at Rivet Awards, which recognize the brands bringing newness and creativity to the global
denim market, with the All Blue collection in the 2021 edition and with its sustainable products
made with cotton, recycled cotton and brushed hemp in the 2022 edition, respectively. Rivet,
affiliated with the Sourcing Journal, one of the world's most important sectoral publications,
evaluated brands that made a difference with their innovations in denim design, product
development and sustainability during the Las Vegas fair, and as a result of the evaluations,
the best jean brands were awarded in seven different categories.

Sustainable Product Focus Areas in 2021


• Mavi aims to develop environment-friendly products and expand the sustainable
product collection every year.
• The use of recycled and organic raw materials in fabrics increased. In addition to Mavi
x Les Benjamins and Pro Sport Repreve® collections, the Spring-Summer 2021 collection
also featured two upcycled products made with waste fabrics.
• The use of water, energy, and chemicals in fabrics, washing processes and accessories

128 ANNUAL REPORT 2021 129


decreased.
INNOVATION PARTNERSHIPS
• Mavi began to use TENCEL™, the eco-friendly fiber, more in the collections.
Partnerships play a significant role in the sustainability transformation of the industry and
• The use of laser in distressed and worn treatments instead of washing increased. The
driving innovation. Mavi engages in innovation partnerships with various other brands,
usage ratio reached 70% with a 16% increase from 2020.
designers, and universities to expand its positive impact and inspire the industry.
• All-vegan materials are used in product accessories.
The Latest Version of Recycling: Mavi Pro Sport Repreve® Collection
• Minimum 60% recycled yarn is used in all the woven labels inside the waistlines.
Mavi drove its sustainability efforts forward with the “Mavi Transformation Launched”
• All rivets are made with 20% recycled zamak.
narrative in 2021. With work ongoing to develop environment-friendly products for a
• All back label notes are made from cloth material containing 65% recycled polyester. sustainable future, Mavi Pro Sport, a collection made with Repreve® blend fabrics was
designed. In total, 593,750 plastic bottles were recycled, which corresponds to eight
• For paper materials on the product, 50% recycled and recyclable paper is used on
bottles per product in the Pro Sport collection.
average.
The eco-friendly fabrics are made with Repreve® recycled performance fiber of Unifi, the
• Paper label suppliers with FSC certification are preferred.
trusted, sustainable global solutions provider and one of the most advanced recycling
• The jacron back patches are made from FSC-certified raw materials. facilities in the US. These fabrics are not only breathable, but they also have wicking and
thermal regulation properties while meeting superior health and hygiene standards with
the OEKO-TEX Annex 6 certification.

Mavi Pro Sport Repreve® Collection’s features:


NATURE-FRIENDLY PRODUCTS
• Repreve® blended sustainable fabric made from recycled PET bottles
The “Nature-Friendly” collection features pieces made from organic
cotton, and recycled yarn to protect soil, energy, and water resources. • Breathable texture, moisture wicking, and heat regulation
Featuring graphics that draw attention to environmental responsibility,
• Technology and innovation for freedom of movement
this exclusive line continues to expand each season.
• Flexibility with high stretch content to ensure day-long recovery

• Outstanding Mavi Black Pro branding and the comfort of sporty jeans

• OEKO-TEX EK-6 Hygiene certification for compliance with advanced health and
hygiene standards

Mavi Pro Sport Repreve® is a part of the All Blue collection, all-vegan, and made with
less water and less energy. This eco-friendly collection offers smart and casual styles with
high stretch content to ensure day-long recovery and technology to enhance freedom of
movement.

130 ANNUAL REPORT 2021 131


"MAVİ TRANSFORMATION" LAUNCHED Les Benjamins x Mavi

FOR A SUSTAINABLE FUTURE


For SS21, Mavi launched a collaborative capsule collection with the luxury streetwear brand
Les Benjamins. Inspired by Mavi’s 30-year denim archives, the collection fused the urban-
tech sensibility of Les Benjamins into each piece, featuring carpet patterns and combining
Recycled plastic bottles and materials the functionality, modernity, and youthfulness of jeans with sustainable materials. All the
denim and non-denim products in the 50-piece collection, designed separately for men
were brought back to life as jeans, as part of Mavi's and women, were made with organic, recycled, and eco-friendly materials.
30th anniversary capsule collection. Mavi Move Collection x Orta Anadolu BI-STR Fabric Collaboration

Mavi partnered with Orta Anadolu in the FW21 season for a BI-STR fabric collaboration
to develop special denim products by combining its denim expertise with the industry’s
innovative technologies. Designed to respond to the evolving customer needs and in search
of comfortable wear, the Mavi Move collection consists of products with elevated wearing
performance and made with new technology fabrication and fit techniques. The collection,
featuring innovative printing and accessory techniques, is adapted to Broadway, a new
fit with a special elasticated waistband and all-stretch fabric, and the new skinny fit Lucy,
which hugs the female body while offering all day comfort.

University Collaboration

Mavi carries out the “Assessing the Use of 3D Simulation Software in Design Processes”
project in partnership with Eskişehir Technical University. The objective of the project is to
design with 3D simulation software, evaluate whether these designs can replace the need
for actual sample production, reduce the sample fit processes by assessing the viability
of the molds/sewing created by the software, and avoid excess sample production. The
project that started in December 2021 is currently in the data collection phase.

#maviallblue

132 ANNUAL REPORT 2021 133


RESPONSIBLE RAW MATERIAL SOURCING
Mavi encourages manufacturers to make responsible raw material choices and helps them
transform their production processes. Accordingly, Mavi traces and steadily increases the
ratio of sustainable materials (organic, recycled, upcycled and Better Cotton-certified
cotton, recycled metal, etc.) in its products.

In 2021, Mavi received OCS and RCS certificates in 2021, earning the right to sell products
with proven organic and recycled content across the supply chain. RCS certification verifies
recycled content, and OCS certification verifies organically grown content, ensuring that
these materials can be traced from their origins to the final product. Starting in 2022, Mavi
plans to introduce RCS- and OCS-certified products in its new collections. In addition to
Mavi’s two major suppliers, ERAK and TAYEKS, Rimaks is also a manufacturer with international
Global Organic Textile Standard (GOTS) and Organic Content Standard (OCS) certifications.
Overall, 24 suppliers have the capability to manufacture organic jeans.

For 2022, Mavi has plans to use Better Cotton-certified cotton and support the world’s leading
sustainability initiative for cotton. Accordingly, Better Cotton addresses cotton production
with its environmental, social and economic impacts, trains farmers with the necessary
knowledge, skills and tools, and aims to continuously improve agricultural practices. As a
result, farmers who grow cotton by following factors such as mitigating the harmful effects
of plant protection practices, managing and using water resources effectively, ensuring
soil health, protecting and enriching biodiversity, maintaining fiber quality, and improving
the welfare of agricultural workers, attain an internationally recognized standard. Mavi
remains focused on more responsible raw material sourcing by purchasing cotton from
such sustainable sources.

In 2021, the sustainable alternatives monitored for various fibers were used in the ratios
shown in the table below.

Fiber Sustainable Alternative Sustainable Alternative Usage Ratio

Cotton Organic Cotton 2.1%

Polyester Recycled Polyester (Repreve®) 0.2%

Lyocell TENCEL™ Lyocell 72%

Modal TENCEL™ Modal 11%

134 ANNUAL REPORT 2021 135


4.8
COMMUNITY
BETTER.MOBILIZE

136 ANNUAL REPORT 2021 137


BETTER.MOBILIZE
Indigo Turtles
Mavi aims to create shared values in the community and use its
transformative and mobilizing brand power to achieve better things. Mavi has supported the activities of the Ecological Research
The company is particularly focused on empowering young people Society (EKAD) with the Indigo Turtles project since 2014, helping
and women for social development so that no one is left behind. Mavi to protect the endangered the Caretta caretta and Chelonia
involves its customers and other stakeholders in this movement. mydas, two species of sea turtles native to the Mediterranean for
110 million years. EKAD, which focuses its activities on Belek, the
largest nesting area in the Mediterranean, has helped over one
million Caretta caretta make it to the sea in the last 22 years. The
Mavi’s Impact-Driven Transformative Power number of nests, which was only 500 when the activities started
in the region, has reached 3,850 in 2021. The number of hatchlings
Mavi intends to mobilize its stakeholders, especially the customers,
that made it to the sea exceeded 150,000, breaking a record and
by leveraging its brand power. Therefore, impact-driven and
tripling the number of 2014. Facing many difficulties, only 40% of
measurable social projects that involve customers, employees,
hatchling turtles reach the water and only one in a thousand
suppliers, universities, and non-governmental organizations
survives. This is why the Indigo Turtles project raises awareness
(NGOs) are launched.
about supporting the survival efforts of the sea turtles, supports
protection of biodiversity, and promotes the importance of
volunteering. Young volunteers join the Indigo Turtles project
and camp on the 30km-long beaches for four months, working
every day to protect the mature female turtles’ eggs from
external factors and help hatchlings climbing out of their nests
to reach the water. Along with hundreds of university volunteers
from Turkey and around the world, customers, scholars, social
media followers, brand ambassadors, and employees of Mavi
also join the project voluntarily. To date, 120 people from Mavi
including directors, managers, and employees have joined the
project while 41 people from social media followers, customers,
and women scholars have joined the Indigo Turtles camp and
supported the efforts in the June-September period. Since the
launch of the project, each customer that purchased an Indigo
Turtles T-shirt has adopted five sea turtles and contributed to the
efforts. The T-shirts, designed for all customer groups, are sold in
Turkey as well as online stores in the US, Canada, and Germany.
Every year, thousands of Mavi customers become voluntary
ambassadors of the project with their T-shirts. Supported by
the awareness seminars hosted at universities, the project gains
more recognition as the number of applications to volunteer
increases every year. In 2020 and 2021, only university students
could volunteer for the program due to the COVID-19 pandemic
restrictions.

138 ANNUAL REPORT 2021 139


Mavi Scholarship Fund On Mother’s Day, Mavi supported the Mother Child Education Foundation (AÇEV), which
assists and empowers mothers on their journey as parents.
Since 2016, Mavi has granted annual scholarships to female
students in a number that corresponds to the age of the On Father’s Day, Mavi extended support to AÇEV’s “Father Support Program”, which aims
company through the Turkish Education Foundation. For the to assist fathers in spending more time with their children to build healthy communication,
2021–2022 academic year, 31 students received grants under the raise awareness about their needs, and develop loving behaviors instead of violence.
Mavi Scholarship project, which supports them throughout their
university education. Mavi has also supported the education The Mavi volunteers participated in the World Cleanup Day event, organized by Let’s Do
of one student as part of Koç University’s Anatolian Scholars It Turkey and held simultaneously across the world to draw attention to environmental
program, which gives a second chance to successful students that pollution and eliminate trash blindness.
achieve scores in the top 1% in the university exams despite limited In the 43rd Istanbul Marathon, The Mavi Running Team ran for charity and raised funds for
education privileges but are unable to qualify for scholarships. the Tree Fellowship project of TEMA Foundation. The donations collected contributed to
Mavi’s Activities for Social Benefit educating children about the environment and planting saplings on behalf of children in
the Hayrettin Karaca Tree Fellowship Forest.
During the wildfires in Turkey in July 2021, Mavi stood by the affected
people and animals, extending its support to the Ahbap Association, Mavi supported ENCANDER, the association that works to meet the needs of stray and
which carried out coordinated and planned activities in all the disabled animals and takes care of animals in need.
affected areas, and the Animal Rights Federation (HAYTAP), which
mobilized efforts for the rescue, treatment, and transportation of
animals.
On behalf of the entire Mavi family, the company donated 25,000
saplings to the TEMA Foundation for the reforestation of the areas
damaged by the wildfires.
Mavi aims to create sustainable social benefit through social
responsibility activities that draw inspiration from and empower
young people. With the slogan “Mavi Stands by University Students,”
the company supported the #YouthLifePoints campaign of “Askıda
Ne Var,” a social enterprise that provides free products and services
to university students. In 2021, 100 Mavi gift cards - worth TL 250 –
were donated to support the university students during the back-
to-school period.
Recognizing that there is power in unity, Mavi supported the
education of young athletes on May 19th, Commemoration of
Atatürk, Youth and Sports Day, with the participation of football
player Merih Demiral and through the Turkish Education Foundation.
Mavi celebrated April 23rd, National Sovereignty and Children’s
Day by supporting the Inclusive Education activities carried out by
UNICEF Turkey, which aims to ensure that every child has access to
education, and the music, painting, dance, game and invention
workshops organized by the SosyalBen Foundation.

140 ANNUAL REPORT 2021 141


4.9 MAVİ’S SUSTAINABILITY JOURNEY

» Indigo Turtles project was launched


in partnership with the Ecological
Research Society (EKAD) to protect
the endangered sea turtles. » Mavi’s social compliance statement
» Indigo Turtles T-shirt collection was was added to the agreements, which
Mavi became one of the first created with 100% organic cotton. the suppliers were asked to sign.
brands worldwide to start the Mavi customers began to support the
organic cotton movement » Mavi partnered with the eco-friendly
efforts to protect baby sea turtles
with the Mavi Organic material producer Lenzing and
with each T-shirt they purchased.
collection made with 100% started using TENCEL™ branded lyocell
organic Aegean cotton. and modal fibers.

2006 2010 2014 2017 2018 2019

» Innovative and sustainable materials » Mavi started trading on Borsa Istanbul » Mavi’s sustainable, eco-friendly products were
such as TENCEL™ and modal were with IPO. grouped under the All Blue collection.
introduced in the Mavi Premium line.
» Social compliance guidelines were » Leather was completely eliminated from back
» Mavi Kids T-shirt collection shared with the suppliers and social labels of jeans, which became all vegan.
made with 100% organic compliance audits started.
cotton was launched. » Paper used in all product labels was reduced by
» Mavi replaced the light bulbs in the half, shifting to recycled materials.
stores with energy-saving LED luminaires.
» Packaging materials used in online shipments
dropped from three to one, both in number and
type.
» Remote Energy Management System based on
instant monitoring was launched in partnership with
Reengen in 10 pilot stores.
» Lighting fixtures in stores were replaced with LED
luminaires for energy savings.
» Mavi All Blue won in the “Most Sustainable
Collection” category at the Rivet Awards.
» Supplier Code of Conduct was published.

Çevre Sosyal Yönetişim

142 ANNUAL REPORT 2021 143


» Jeans made from recycled plastic bottles were introduced with the Mavi Pro Sport Repreve® collection
and the “Mavi Transformation Launched” ad campaign was launched.
» The sustainable Les Benjamins x Mavi collection was designed and produced with organic, recycled, and
eco-friendly materials in collaboration with the luxury streetwear brand Les Benjamins.
» The use of sustainable fibers was extended further with a global partnership with TENCEL™.
» Better Cotton Initiative certified cotton was used in the special 30th anniversary Maviterranean
» Mavi signed UN Global Compact. collection.

» Materiality analysis was completed. » OCS (Organic Content Standard) and RCS (Recycled Claim Standard) certifications were obtained.

» Sustainability Committee and working groups were formed. » First reports were submitted to the CDP Water Security and Forests Programs. Mavi became the first and
only Turkish company to report to the CDP Forests Program in Turkey. With the 2021 report submitted to
» Activities to determine the sustainability strategy and goals began. Carbon Disclosure Project’s (CDP) Climate Change Program, Mavi received a score of B, outperforming
the global industry, and an A- in the Supplier Engagement Rating (SER) by the CDP platform,
» Mavi became the first Turkish apparel brand to disclose its carbon footprint transparently. With the first outperforming its peers.
report submitted to the Carbon Disclosure Project’s (CDP) Climate Change Program, Mavi received a
score of B, outperforming the global industry. • The Remote Energy Management System with Reengen was deployed in all Mavi stores.
» Mavi earned A- in the Supplier Engagement Rating (SER) by the CDP platform, outperforming its peers. » Women's Empowerment Principles (WEPs), the joint initiative of UNGC and UN Women, was signed.
» The sustainable All Blue collection doubled in scope and variety. » Mavi joined the 30% Club, the initiative that aims for diversity in business.
» All Blue collection was expanded with 100% organic cotton, eco-friendly T-shirts. » CEO Water Mandate was signed.
» Mavi collaborated with Coca-Cola for an exclusive collection made with organic cotton and sustainable » Mavi CEO Cüneyt Yavuz entered the Fast Company Sustainability Leaders 50 Survey list at 18th place.
recycled materials.
» Board Diversity, Human Rights, Diversity and Inclusion, Biodiversity, Environment and Energy, Forest and
» Life Cycle Assessment (LCA) activities started. Paper Products, and Animal Welfare policies were published.
» Mavi switched to renewable energy at the head office and the stores with controlled meters » All Blue won in the “Most Sustainable Collection” category at the Rivet x Project Awards for the
second time.

2020 2021 2022

» First sustainability report, disclosing the sustainability


strategy and goals, published.
» Mavi was included in Borsa Istanbul Sustainability Index
in recognition of its sustainability performance.
» Mavi CEO Cüneyt Yavuz moved up to 16th place in the
Fast Company Sustainability Leaders 50 Survey list.
» Mavi became a member of the Better Cotton program.
» Mavi won its third award in the “Most Sustainable
Collection” category at the Rivet Awards, this time for its
hemp and recycled cotton products.
» The Turkey head office building was granted ISO 14001
Environmental Management System certification.

Çevre Sosyal Yönetişim

144 ANNUAL REPORT 2021 145


4.10 PERFORMANCE INDICATORS, GRI CONTENT
AND OTHER INDEXES

MEMBERSHIPS
• United Nations Global Compact (UNGC)

• United Nations Women’s Empowerment Principles (WEPs)

• 30% Club

• CEO Water Mandate

• Yanındayız Association

• United Brands Association of Turkey (BMD)

• Ethics and Reputation Society (TEİD)

• Turkish Investor Relations Society (TÜYİD)

• Corporate Governance Association of Turkey (TKYD)

• The Institute of Internal Auditing – Turkey (TİDE)

• Istanbul Chamber of Commerce

146 ANNUAL REPORT 2021 147


STAKEHOLDER ENGAGEMENT PERFORMANCE INDICATORS
Stakeholder Communication Methods SOCIAL PERFORMANCE INDICATORS
Group
Employees Maviletişim and Maviconnect internal communication portals, digital
channels (website and social media platforms), internal meetings (Massmavi, Employees by Gender 2019 2020 2021
Management Forum, Go meetings, etc.), info mailings, employee engagement and Category
and satisfaction surveys, campaign impact surveys, volunteering activities, Female Male Female Male Female Male
social clubs, field visits, annual reports, and sustainability reports
Total employees 2,209 1,877 2,211 1,849 2,976 2,135
Customers Sales points (stores, mavi.com, and marketplaces), digital channels, call center,
satisfaction surveys, annual reports and sustainability reports, media coverage Head office employees 426 301 418 296 477 324
Suppliers Supplier meetings, field visits, audits, innovation projects, annual reports and
sustainability reports, digital channels Store employees 1,783 1,576 1,793 1,553 2,499 1,811

Franchisees Franchisee meetings, field visits, one-to-one meetings, annual reports and Employees with 14 69 16 73 24 78
sustainability reports, digital channels disabilities
Shareholders, Inves- General Assembly meetings, material event disclosures, press releases, one-to- Total 4,086 4,060 5,111
tors, and Analysts one meetings and correspondence, broker and bank reports, periodic briefings,
annual reports and sustainability reports, digital channels

Non-Governmental Social responsibility projects, one-to-one meetings, participation in


Organizations meetings and working groups, seminars and conferences, annual reports and
Employees by Type of 2019 2020 2021
sustainability reports, digital channels Employment
Full-time Part-time Full-time Part-time Full-time Part-time
Universities Training programs, internship programs, career days, conferences, Mavi
Scholarship Fund, industry-specific projects, digital channels, annual reports, Employees 2,862 1,224 2,790 1,270 3,054 2,057
and sustainability reports

Media Press conferences and launch events, special features and interviews, press
releases, digital channels, annual reports, and sustainability reports Employees by 2019 2020 2021
Location
Female Male Female Male Female Male

U.S.A. 33 23 37 28 42 29

Canada 49 25 43 23 50 24

Russia 84 46 97 44 101 45

Europe 40 27 33 26 34 28

Turkey 2,003 1,756 2,001 1,728 2,749 2,009

148 ANNUAL REPORT 2021 149


Subcontractor 2019 2020 2021 Managers and 2019 2020* 2021
Employees by Executives by Gender
Gender Female Male Female Male Female Male and Age Female Male Female Male Female Male

Subcontractor 20 82 18 91 12 104 -30 years old 63 77 215 222 296 248


employee by gender –
total 30-50 years old 176 212 244 307 349 378
(including ages 30
Subcontractor Full-time Part-time Full-time Part-time Full-time Part-time
and 50)
Employees by Type of
Employment +50 years old 1 8 4 12 8 12
Subcontractor 92 10 97 12 43 73
All employees with 324 359 463 541 653 638
employees by work
manager titles
time – total
Junior level managers 227 289 338 414 421 433

Employees by Tenure 2019 2020 2021 Mid-level managers 51 32 62 33 73 49

Female Male Female Male Female Male Senior managers 46 38 51 34 57 44


0-5 years 1,781 1,472 1,715 1,338 2,423 1,615
Employees in revenue- 1,828 1,644 1,834 1,629 2,541 1,885
5-10 years 332 318 377 395 427 389 generating functions

10+ years 96 87 119 116 126 131 Board of Directors 1 5 1 5 2 4

*2020 figures have been updated after the definition of ‘manager’ was revised.
Newly Hired 2019 2020 2021
Employees*
Female Male Female Male Female Male Performance 2019 2020 2021
Management
Newly hired employees 1,470 1,030 705 555 2,425 1,499 Female Male Female Male Female Male
– total
Employees subjected 288 194 294 185 307 210
-30 years old 1,439 989 686 524 2,362 1,437
to regular performance
30-50 years old 31 38 19 31 62 62 and career
development reviews
+50 years old 0 3 0 0 1 0
Employees assessed 288 194 294 185 307 210
*Number of newly hired employees refers only to Turkish operations. according to
measurable goal
Employee Turnover* 2019 2020 2021 realization

Female Male Female Male Female Male

Number of voluntary 1,326 978 662 557 1,666 1,190


resignations

-30 years old 1,264 903 618 519 1,564 1,061

30-50 years old 62 74 44 37 102 129

+50 years old 0 1 0 1 0 0


* Number of voluntary resignations refers only to Turkish operations.

150 ANNUAL REPORT 2021 151


Parental Leave* 2019 2020 2021 ENVIRONMENTAL PERFORMANCE INDICATORS
Female Male Female Male Female Male
Greenhouse Gas 2019 2020 2021
Employees who took 59 0 42 0 68 0
Emissions (tonnes
parental leave – total
CO2 eq.)*
Employees who 52 0 38 0 65 0
Scope 1*** - 2,444.49 2,464.76
returned to work after
parental leave – total Scope 2 (location - 4,674.36 5,570.43
based)**
*Number of employees who took parental leave and returned to work later refers only to the Turkish operations.
Scope 2 (market - 2,046.24 10.42
based)**
Training Times* 2019 2020 2021
Scope 3 - 135,606.52 162,898.10
Total training time 59,082 56,505 113,614
*Greenhouse gas emissions are calculated according to the GHG Protocol. Scope 1 refers to Mavi's emissions from natural gas
and fuel consumption; Scope 2 refers to emissions from electricity and heat energy purchased for the Mavi organization; and
Average training time 14.,5 13.9 22.2 Scope 3 data includes franchisees, personnel shuttles, business trips, operational waste, upstream transportation and distribution,
by employee and energy consumption not included in other scopes, and the procured services and goods.

**Scope 1 and Scope 2 emissions refer to the operations in Turkey, the USA, EU, Canada, and Russia.

OHS Training* 2019 2020 2021 ***The scopes used in corporate carbon footprint calculations were revised in 2021. Emissions generated in locations that cannot
be converted into energy for contractual reasons and leased locations within the Mavi organization are included in Scope 3. 2020
Total training time 8,264 4,984 27,576 data was recalculated based on the revised methodology and presented herein in comparable figures with 2021 data.

Training time by 8 8 8 Raw Materials and 2019 2020 2021


employee Other Materials Used
in Packaging (tonnes)

OHS Training – 2019 2020 2021 Paper - 1,895.57 2.544.13


Subcontractors* Plastic - 131.00 178.33
Total training time 3,212 4,524 736 Glass - 23.02 62.03

Training time by 31.5 41.5 6.3


employee Waste Quantity 2019 2020 2021
(tonnes)
*Training time covers only Turkish operations.
Total non-hazardous - 2,308.39 3,010.41
waste

Total hazardaus waste 1.24 0.33

Recycled 361.19 370.65 608.68

Burned 165.23 260.04 226.25

Water Withdrawal 2019 2020 2021


Quantity (m3)
Municipal water - 9,422 6,338

152 ANNUAL REPORT 2021 153


INDEX WEPs REFERENCES

UNGC REFERENCES Principles Related Section in the Report

Principle 1: Establish high-level corporate leadership for gender


Impact Area Principles Related Section equality.
in the Report
Principle 2: Treat all women and men fairly at work – respect and
Human Rights Principle 1: Businesses should support and respect the Better.Empower – support human rights and nondiscrimination.
protection of internationally proclaimed human rights. People-oriented
Mavi Culture Principle 3: Ensure the health, safety and well-being of all women
& and men workers.
Principle 2: Businesses should make sure that they are not Inclusive Business Better.Empower –
complicit in human rights abuses. Model and Equal Opportunity
Principle 4: Promote education, training, and professional
Responsible Value development for women. and Diversity
Chain
Principle 5: Implement enterprise development, supply chain and
marketing practices that empower women.
Labor Principle 3: Businesses should uphold the freedom of Better.Empower –
association and the effective recognition of the right to People-oriented Principle 6: Promote equality through community initiatives and
collective bargaining. Mavi Culture advocacy.
&
Principle 4: Businesses should uphold the elimination of all forms Inclusive Business Principle 7: Measure and publicly report on progress to achieve
of forced and compulsory labor. Model and gender equality.
Responsible Value
Principle 5: Businesses should uphold the effective abolition of
Chain
child labor.

Principle 6: Businesses should uphold the elimination of


discrimination in respect of employment and occupation.

Environment Principle 7: Businesses should support a precautionary Better.Protect –


approach to environmental challenges. Tackling Climate
Crisis
Principle 8: Businesses should undertake initiatives to promote &
greater environmental responsibility. Ecosystem
Restoration
Principle 9: Businesses should encourage the development and
diffusion of environmentally friendly technologies.

Anti- Principle 10: Businesses should work against corruption in all its Corporate
Corruption forms, including extortion and bribery. Governance –
Business Ethics

154 ANNUAL REPORT 2021 155


GRI CONTENT INDEX GRI Standard Disclosure Page Number(s) and/or URL(s) Omission

102-19 68 -
GRI Standard Disclosure Page Number(s) and/or URL(s) Omission
Stakeholder Engagement
GRI 101: Foundation 2016
102-40 69, 148 -
GRI 102: General Disclosures 2016
102-41 There are no employees covered by collective -
Company Profile bargaining agreements.

102-1 20 - 102-42 69, 148 -

102-2 20 - 102-43 69, 148 -

102-3 198 - 102-44 71-75 -

102-4 6-7 - Reporting Practice

102-5 Shareholder Structure & Subsidiaries - 102-45 5 -


GRI 102:
102-6 6-7 - General 102-46 50 -
Disclosures
102-7 5, 6, 7, 8 - 2016 102-47 71-75 -

102-8 149-152 - 102-48 151, 153 -

102-9 29, 96 - 102-49 There is no change. -

GRI 102: 102-10 There is no change. - 102-50 50 -


General
Disclosures 102-11 194 - 102-51 145 -
2016
102-12 147 - 102-52 The reporting cycle is annual. -

102-13 147 - 102-53 50 -

Strategy 102-54 50 -

102-14 11-17 - 102-55 156-161 -

102-15 194 - 102-56 No assurance has been performed. -

Ethics and Integrity GRI 200: Economic Performance Series 2016

102-16 185-187 - Economic Performance

102-17 185-187 - GRI 103: 103-1 20, 22, 23 -


Management
Governance Approach 103-2 20 -
2016
102-18 68, 180-185 - 103-3 20 -

156 ANNUAL REPORT 2021 157


GRI Standard Disclosure Page Number(s) and/or URL(s) Omission GRI Standard Disclosure Page Number(s) and/or URL(s) Omission

GRI 201: 201-1 5 - GRI 305: 305-1 103, 153 -


Economic Emissions
Performance 202-3 275-276 - 2016 305-2 103, 153
2016 -

GRI 300: Environmental Standart Series 2016 305-3 103, 153 -

Energy 305-4 Mavi CDP Climate 2021 Report, p. 19 -

GRI 103: 103-1 73, 102 Waste


-
Management
Approach 103-2 73, 102 GRI 103: 103-1 73, 113
- -
2016 Management
103-3 73, 102 - Approach
103-2 73, 113 -
2016

GRI 302: 302-1 Mavi CDP Climate 2021 Report, p. 20, 21 - 103-3 73, 113 -
Energy 2016
Water and Effluents GRI 306: 306-3 113, 153 -
Waste 2020
GRI 103: 103-1 72, 111-113 - 306-4 113, 153 -
Management
Approach 103-2 72, 111-113 -
2016 GRI 400: Social Standard Series 2016

103-3 72, 111-113 -


Employment
GRI 303: 303-3 153 -
Water and GRI 103: 103-1 78-80 -
Effluents 2018 Management
Approach
103-2 78-80 -
Biodiversity 2016

GRI 103: 103-1 113-115 - 103-3 78-80 -


Yönetim
Yaklaşımı 103-2 113-115 - GRI 401: 401-1 150 -
2016 Employment
103-3 113-115 - 2016 401-2 80-81, 84-85 -

GRI 304: 304-3 115 - 401-3 80-81, 152 -


Biodiversity
2016
Occupational Health and Safety
Emissions
GRI 103: 103-1 93-95 -
GRI 103: 103-1 73, 102, 103 - Management
Management Approach
Approach 103-2 93-95 -
103-2 73, 102, 103 - 2016
2016
103-3 73, 102, 103 - 103-3 93-95 -

158 ANNUAL REPORT 2021 159


GRI Standard Disclosure Page Number(s) and/or URL(s) Omission GRI Standard Disclosure Page Number(s) and/or URL(s) Omission

GRI 403: 403-1 93-95 - Material Topics That Are Not Covered by the GRI Standards
Occupational
Health and 403-2 93-95 Customer Satisfaction
-
Safety 2018 GRI 103: 103-1 72, 123-125
403-3 93-95 -
- Management
Approach 103-2 72, 123-125 -
403-5 95, 152 - 2016
103-3 72, 123-125 -
403-9 93-95 -
R&D and Innovation
403-10 93-95 -
GRI 103: 103-1 72, 126-133 -
Training and Education Management
Approach 103-2 72, 126-133 -
GRI 103: 103-1 87-93 - 2016
Management 103-3 72, 126-133
Approach 103-2 87-93 -
-
2016 Raw Material Management
103-3 87-93 -
GRI 103: 103-1 72, 111, 119, 135 -
GRI 404: 404-1 87-93 - Management
Training and Approach 103-2 72, 111, 119, 135 -
Education 404-2 87-93 - 2016
103-3 72, 111, 119, 135 -
404-3 84, 151 -
Brand Reputation
Diversity and Equal Opportunity
GRI 103: 103-1 72, 118, 138 -
GRI 103: 103-1 80-81 - Management
Management Approach 103-2 72, 118, 138 -
Approach 103-2 80-81 - 2016
2016 103-3 72, 118, 138 -
103-3 80-81 -
Chemical Management
GRI 405: 405-1 80-81, 149-152 -
Diversity GRI 103: 103-1 73, 111-113, 119 -
and Equal 405-2 80 - Management
Opportunity Approach 103-2 73, 111-113, 119 -
2016 2016
103-3 73, 111-113, 119 -
Supplier Social Assessment

GRI 103: 103-1 96-99 -


Management
Approach 103-2 96-99 -
2016
103-3 96-99 -

GRI 414: 414-1 97 -


Supplier
Social
Assessment
2016

160 ANNUAL REPORT 2021 161


SUSTAINABILITY PRINCIPLES COMPLIANCE FRAMEWORK

Principle Principle Principle Principle Description Page Number Compliance Description Principle Principle Principle Principle Description Page Number Compliance Description
Type Code No and/or Link (if required) Type Code No and/or Link (if required)

The Board of Directors


determines material ESG
issues, risks and opportunities
and creates appropriate
ESG policies. For effective Discloses the innovation work
A1. Strategy, Duties and Working A2. to improve sustainability Annual Report,
implementation of these Full Full
Policy and 1 Principles of the - Implementation/ 6 performance for business Sustainability, -
policies, internal directives and Compliance Compliance
Targets Sustainability Monitoring processes or products and page 102-135
business procedures, etc. can
Committee services.
be prepared for the company.
The Board of Directors decides
on these policies and discloses
them publicly.

Determines the Company Annual Report,


Strategy in accordance Sustainability, page
with ESG policies, risks, and 54-65 Reports sustainability
A1. Strategy,
opportunities. Determines Full performance, goals and
Policy and 2 -
short- and long-term goals in Duties and Working Compliance actions at least once a year Annual Report,
Targets A3. Full
line with the Company strategy Principles of the 7 and discloses them publicly. Sustainability, -
Reporting Compliance
and ESG policies and discloses Sustainability Discloses the information on page 54-65
them publicly. Committee sustainability activities in the
annual report
A.GENERAL

A.GENERAL
Determines the committees/
A.GENEL

units responsible for


implementing and executing
ESG policies and discloses
them publicly. The responsible
committee/unit reports the Disclosing information, which
A2. Duties and Working
activities in line with policies to Full is important for stakeholders
Implementation/ 3 Principles of the -
the Board of Directors at least Compliance to understand the position,
Monitoring Sustainability
once a year and in any case performance and development
Committee Annual Report
within the maximum periods of the Company, in a direct
defined in the applicable and concise manner is
A3. Sustainability Report Full
regulations of the Board for 8 essential. Detailed information -
Reporting 2020 Compliance
the public disclosure of annual and data can also be
reports disclosed on the corporate
Mavi Sustainability
website; separate reports that
directly meet the needs of
different stakeholders can be
Annual Report, prepared.
Sustainability, page
Creates and publicly discloses 54-65
A2.
implementation and action Full
Implementation/ 4 -
plans in accordance with the Duties and Working Compliance
Monitoring
short- and long-term goals. Principles of the
Sustainability Mavi identified its
Committee material aspects in
Takes utmost care to ensure
2019 and disclosed
transparency and reliability.
them for the first
Provides objective information Annual Report,
A3. Full time in the 2019
Determines Key ESG 9 on all types of developments Sustainability,
Reporting Compliance Annual Report. Mavi
Performance Indicators (KPIs) regarding material issues in page 69-75
will include updates
A2. and discloses them with yearly Annual Report, disclosures and reports with a
Full in the following
Implementation/ 5 comparisons. If verifiable data Sustainability, - balanced approach.
Compliance annual reports and
Monitoring is available, presents KPIs with page 149-153
sustainability reports.
local and international industry
benchmarks.

162 ANNUAL REPORT 2021 163


Principle Principle Principle Principle Description Page Number Compliance Description Principle Principle Principle Principle Description Page Number Compliance Description
Type Code No and/or Link (if required) Type Code No and/or Link (if required)

Mavi has been


Discloses environmental awarded the
Provides information about its management policies and ISO 14001
Annual Report, B. Annual Report,
A3. activities with reference to the Full practices, action plans, Full Environmental
10 Sustainability, - Environmental 13 Sustainability,
Reporting related United Nations (UN) 2030 Compliance environmental management Compliance Management
page 72-75 Principles page 103
Sustainable Development Goals. systems (known as the ISO 14001 System certificate
standard) and programs. for its Turkey Head
Office building.

Provides detailed information B. Complies with environmental laws Annual Report,


No lawsuits Full
on the lawsuits filed and/ or Environmental 14 and other applicable regulations Sustainability, -
A3. Full have been filed Compliance
11 concluded against environmental, - Principles and discloses them. page 102
Reporting Compliance regarding this
social and corporate governance
matter.
issues.
A.GENERAL

As an indicator Discloses the limitations of the


of environmental environmental report to be
performance, B. included in the report according Annual Report,
Full
which is one Environmental 15 to the Sustainability Principles, Sustainability, -
Compliance
of Mavi's Principles reporting period, reporting date, page 50
sustainability data collection process, and
priorities, Scope reporting conditions.
1, Scope 2 and
If verified by independent Mavi CDP Climate
Scope 3 emissions

B.ENVIRONMENT
third parties (independent 2021 Scope 1 + 2
from wastes in
sustainability assurance Assurance
Turkey operations
A4. providers), discloses its Full Discloses the highest responsible Duties and Working
12 have gone B.
Assurance sustainability performance Compliance officer, relevant committees, and Principles of the Full
through a limited Environmental 16 -
measurements to the public Mavi CDP Climate responsibilities in the Company for Sustainability Compliance
independent Principles
and strives to enhance such 2021 Scope 3 environment and climate change. Committee
assurance process
verification processes. Assurance
by PwC Turkey for
the CDP Climate
Change 2021
report. It is aimed Mavi has publicly
that the emissions announced its
Annual Report,
of 2021 will also short, medium and
Sustainability,
pass through the long-term ESG
Discloses the incentives page 85
assurance process. B. targets in 2021.
offered for the management of Full
Environmental 17 The targets are
environmental issues, including Mavi CDP Climate Compliance
Principles integrated into
the achievement of objectives. Change 2021,
the performance
Page 2-3
criteria of all
executive
managers.

Annual Report,
Sustainability,
B. Discloses how environmental page 64, 102-115
Full
Environmental 18 problems are integrated into -
Compliance
Principles business goals and strategies. Mavi CDP Climate
Change 2021, Page 10

Discloses the sustainability


B. performance of business Annual Report,
Full
Environmental 19 processes or products and Sustainability, -
Compliance
Principles services, and performance- page 54-153
enhancing activities.

164 ANNUAL REPORT 2021 165


Principle Principle Principle Principle Description Page Number Compliance Description Principle Principle Principle Principle Description Page Number Compliance Description
Type Code No and/or Link (if required) Type Code No and/or Link (if required)

Discloses how environmental Annual Report,


issues are managed across the Annual Report, Sustainability,
B. B. page 64, 103-111
company’s value chain in terms Sustainability, Full Discloses the strategy and actions Full
Environmental 20 - Environmental 26 -
of direct operations and how page 61, Compliance to combat climate crisis. Compliance
Principles Principles Mavi CDP Climate
suppliers and customers are 96-99, 129-135
integrated into its strategies Change 2021, Page 10

Discloses whether it is involved


Discloses the program or
in policy-making processes
procedures to prevent or mitigate
on environmental issues
B. the potential impact of the Annual Report,
(sectoral, regional, national Full
Environmental 27 products and/or services offered; Sustainability, -
B. and international); discloses Annual Report, Compliance
Full Principles discloses the actions of third page 129-130
Environmental 21 cooperation with environmental Sustainability, -
Compliance parties to reduce greenhouse gas
Principles associations, institutions, and page 138-139, 147
emissions.
non-governmental organizations
it is a member of, and the duties
assumed, if any, and the activities
supported.
Discloses the actions taken
Reports information on its impact to reduce its environmental
B. Annual Report,
with period comparisons based impact, total number of projects Full
Environmental 28 Sustainability, page -
on environmental indicators and initiatives carried out, and Compliance
Principles 102-115
(Greenhouse gas emissions environmental benefits/revenues
B.ENVIRONMENT

B.ENVIRONMENT
B. (Scope-1 (Direct), Scope-2 Annual Report, and cost savings they deliver.
Full
Environmental 22 (Energy indirect), Scope-3 Sustainability, -
Compliance
Principles (Other indirect)), air quality, page 115, 153
energy management, water
and wastewater management,
waste management, biodiversity
impact).
Reports its total energy
B. consumption data (excluding raw Mavi CDP Climate
Full
Environmental 29 materials) and discloses energy Change 2021, Page -
Compliance
Discloses details such as Principles consumption as Scope-1 and 20-22
B. the standards, protocols, Annual Report, Scope-2.
Full
Environmental 23 methodologies and base year Sustainability, -
Compliance
Principles used to collect and calculate its page 153
data.

Discloses the status of Provides information on electricity, Mavi CDP Climate


B.
B. environmental indicators for Annual Report, heat, steam, and cooling Change 2021, Page Full
Full Environmental 30 -
Environmental 24 the reporting year (increase or Sustainability, - generated and consumed in the 20-22 Compliance
Compliance Principles
Principles decrease) in comparison with page 153 reporting year.
previous years.

Sets short- and long-term goals


to reduce its environmental
impact and discloses these
Annual Report,
goals. It is recommended to
Sustainability, page
determine Science-based goals Conducts studies on increasing
B. Annual Report, 105
as suggested by the United Full B. the use of renewable energy,
Environmental 25 Sustainability, - Full
Nations Conference of the Parties Compliance Environmental 31 transition to zero- or low-carbon -
Principles page 64-69 Mavi CDP Climate Compliance
on Climate Change. If there is Principles electricity and discloses these
Change 2021, Page
progress in the reporting year studies.
20-22
according to the previously set
targets, provides information on
the subject.

166 ANNUAL REPORT 2021 167


Principle Principle Principle Principle Description Page Number Compliance Description Principle Principle Principle Principle Description Page Number Compliance Description
Type Code No and/or Link (if required) Type Code No and/or Link (if required)

Mavi CDP Climate


B. Discloses its renewable energy
Change 2021, Page Full
Environmental 32 generation and consumption -
20-22 Compliance
Principles data. Creates Corporate Human Rights
and Employee Rights Policy, Annual Report,
where the company commits Sustainability,
to comply with the Universal page 79
C1. Declaration of Human Rights, the
Annual Report, Human Rights ILO conventions, to which Turkey is Mavi's People and Its Full
Sustainability, page 39 -
Carries out energy efficiency and Employee a party, and the legal framework Principles Compliance
105-109 Rights and legislation that regulate
B. projects and discloses the
Full human rights and labor conditions Mavi Human Rights
Environmental 33 amount of energy consumption -
Mavi CDP Climate Compliance in Turkey. Discloses this policy Policy
Principles and emission reduction achieved
Change 2021, Pages and the roles and responsibilities
through these efforts.
11-12 related to its implementation.

Reports the amount of water


withdrawn from underground or
above ground resources, water
used, recycled and discharged,
B. Annual Report,
its sources and procedures (Total Full
Environmental 34 Sustainability, -
water withdrawal by source, Compliance
Principles page 153
B.ENVIRONMENT

water resources affected by water


withdrawal; percentage and total
volume of recycled and reused
water, etc.). Annual Report,
Sustainability,
Ensures equal opportunity in
page 80-81
recruitment processes. Includes

C.SOCIAL
Mavi is not part of fair labor, improvement of labor
Mavi's People and Its
Discloses whether operations a carbon pricing C1. standards, women's employment
Principles
B. or activities are included in any system. However, Human Rights and inclusivity issues (such as Full
40 -
Environmental 35 carbon pricing system (Emission - Irrelevant the company and Employee women, men, religious belief, Compliance
Mavi Diversity and
Principles Trading System, Cap & Trade, or follows the Rights language, race, ethnic origin,
Inclusion Policy
Carbon Tax). developments in age, disability, refugee, etc.) in its
this area. policies by considering the supply
Supplier Code of
and value chain effects.
Conduct

Discloses information on the Mavi does not


B.
carbon credit accumulated or have accumulated
Environmental 36 - Irrelevant
purchased during the reporting or purchased
Principles
period. carbon credits.

B. Discloses the details if carbon


Carbon pricing is
Environmental 37 pricing is applied within the - Irrelevant
not applied. Discloses the measures taken
Principles company. Annual Report,
across the value chain to protect
C1. Sustainability, page
groups sensitive to certain
Human Rights 80-81 Full
41 economic, environmental, social -
and Employee Compliance
factors (low-income groups,
Rights Supplier Code of
women, etc.) or minority rights/
Conduct
equal opportunity.
Discloses all mandatory and
B. Annual Report,
voluntary platforms where Full
Environmental 38 Sustainability, -
it discloses environmental Compliance
Principles page 103-104, 147
information.

168 ANNUAL REPORT 2021 169


Principle Principle Principle Principle Description Page Number Compliance Description Principle Principle Principle Principle Description Page Number Compliance Description
Type Code No and/or Link (if required) Type Code No and/or Link (if required)

C1. Discloses activities related to


Annual Report,
Human Rights community investment, social Full
47 Sustainability, -
Annual Report, and Employee responsibility, financial inclusivity, Compliance
page 138-141
Sustainability, Rights and access to financing.
page 79, 97-98
C1.
Holds briefings and training Annual Report,
Mavi's People and Its Human Rights Full
48 programs for employees on ESG Sustainability, -
Principles and Employee Compliance
Reports developments policies and practices. page 89
Rights
regarding preventive and
C1. Mavi Human Rights Engages in sustainability activities
corrective practices to eliminate
Human Rights Policy Full by considering the needs and
42 discrimination, inequality, human - C2.
and Employee Compliance priorities of all stakeholders
rights violations, and forced labor. Stakeholders, Annual Report,
Rights (employees, customers, suppliers Full
Discloses its regulations against International 49 Sustainability, -
Mavi Diversity and and service providers, public Compliance
child labor. Standards and page 69-71
Inclusion Policy institutions, shareholders,
Initiatives
community, and non-
governmental organizations, etc.).
Supplier Code of
Annual Report,
Conduct
C2. Sustainability,
Publishes and publicly discloses
Stakeholders, page 123-125
a customer satisfaction policy Full
International 50 -
regarding the management and Compliance
Standards and Customer Satisfaction
resolution of customer complaints.
Initiatives Policy

Discloses policies regarding


Annual Report, Carries out continuous and
investment in employees
Sustainability, C2. transparent stakeholder
(training, development policies),
page 82-93 Stakeholders, communications; discloses the Annual Report,
compensation, benefits, Full
unionization right, work/life International 51 stakeholders, purpose, topic and Sustainability, -
C.SOCIAL

C1. Mavi's People and Its Compliance


balance solutions, and talent Standards and frequency of communications, page 69-71

C.SOCIAL
Human Rights Principles Full Initiatives and the developments in
43 management. Determines dispute -
and Employee Compliance sustainability activities.
resolution processes by creating
Rights
mechanisms for employee
Compensation Policy
complaints and dispute resolution. Discloses the international
Regularly discloses the activities reporting standards adopted
Annual Report,
carried out to ensure employee (Carbon Disclosure Project (CDP),
Rumeneration Policy C2. Sustainability, page
satisfaction. Global Reporting Initiative (GRI),
Stakeholders, 50, 156-161
International Integrated Reporting Full
International 52 -
Council (IIRC), Sustainability Compliance
Standards and Mavi CDP Climate
Accounting Standards Board
Creates occupational health and Initiatives Change 2021
C1. (SASB), and Climate-Related
safety policies and discloses them Annual Report, Financial Disclosures Task Force
Human Rights Full
44 publicly. Discloses the precautions Sustainability, - (TCFD), etc.).
and Employee Compliance
taken to prevent work accidents page 93-95
Rights Discloses the international
and health and injury statistics.
organizations or principles
(Equator Principles, United Nations
Privacy Policy on Environment Program Finance
Protection of Personal Initiative (UNEP-FI), United Nations
C1. C2.
Creates and publicly discloses Data Global Compact (UNGC), and
Human Rights Full Stakeholders, Annual Report,
45 personal data protection and - United Nations Principles for Full
and Employee Compliance International 53 Sustainability, -
data security policies. Privacy Notice on Responsible Investment (UNPRI) Compliance
Rights Standards and page 147
Protection of Personal etc.), of which it is a signatory
Initiatives
Data or member, and international
principles adopted (International
Capital Market Association
(ICMA) Green/Sustainable Bond
Principles).
Creates an ethics policy (including Mavi's People and Its
C1. work, business ethics, compliance Principles
Human Rights processes, advertising and Full Makes firm efforts to be included
46 - C2.
and Employee marketing ethics, and open Supplier Code of Compliance in Borsa Istanbul Sustainability Annual Report,
Stakeholders,
Rights disclosure, etc.) and discloses it to Conduct Index and international Corporate Full
International 54 -
the public. sustainability indices (Dow Jones Governance, Compliance
Standards and
Sustainability Index, FTSE4Good, page 198
Initiatives
and MSCI ESG Indices, etc.).

170 ANNUAL REPORT 2021 171


Principle Principle Principle Principle Description Page Number Compliance Description
Type Code No and/or Link (if required)

Makes maximum effort to


Annual Report,
comply with all Corporate
Declaration of
Governance principles as well
Corporate Compliance
as the mandatory Corporate Full
Governance 55 with Corporate -
Governance principles stated Compliance
Principles Governance
in the Capital Markets Board’s
Principles,
Corporate Governance
page 177-179
Communiqué II-17.1.

Considers sustainability, the


Annual Report,
Corporate environmental impact of its
D. CORPORATE GOVERNANCE

Corporate Full
Governance 56 activities, and the applicable -
Governance, Compliance
Principles principles when determining its
page 177, 198
corporate governance strategy.

Takes necessary measures


to comply with the principles
Annual Report,
regarding the stakeholders and
Sustainability,
to strengthen the communication
Corporate page 69
with the stakeholders as stated Full
Governance 57 -
in the Corporate Governance Compliance
Principles Corporate
Principles. Seeks the opinions of
Governance,
stakeholders when determining
page 178-180
sustainability-related measures
and strategies.

Works to raise sustainability


Corporate awareness and promotes its Annual Report,
Full
Governance 58 importance through social Sustainability, -
Compliance
Principles responsibility projects, awareness page 89, 139
activities, and training programs.

Works to become a member


Corporate Annual Report,
of international standards and Full
Governance 59 Sustainability, -
initiatives on sustainability and to Compliance
Principles page 147
contribute to activities.

Discloses anti-bribery and


Corporate
anticorruption policies and Anti-bribery and Full
Governance 60 -
programs and promotes the Anti-corruption Policy Compliance
Principles
principle of tax integrity.

172
05
CORPORATE
GOVERNANCE
5.1 Declaration of Compliance with
Corporate Governance Principles
5.2 Explanations Regarding Corporate Governance
5.3 Board of Directors
5.4 Risk Management
5.5 Internal Control System and Internal Audit
5.6 Board of Directors' Discussion and Analysis
5.7 Legal Disclosures
5.8 Responsibility Statement
5.9 Related Party Transactions Report
5.10 Corporate Governance Compliance Report
and Information Form

174 ANNUAL REPORT 2021 175


CORPORATE GOVERNANCE
Mavi’s corporate culture is defined by remaining close to its customers, being
passionate for its product quality, earning the trust of its employees, and building long-
term partnerships. Mavi conducts its operations with a corporate governance and
sustainability approach based on the principles of transparency, fairness, responsibility,
and accountability. Mavi continues to design its corporate governance processes to
enable transparency for both internal and external shareholders. In determining its
corporate governance strategy, Mavi considers the sustainability principles and the
environmental impact of its operations.

Following the introduction of an organizational structure dedicated to sustainability


in 2020, Mavi has made strides in managing its business processes with an integrated
approach and in line with measurable targets in 2021.

5.1 DECLARATION OF COMPLIANCE WITH


CORPORATE GOVERNANCE PRINCIPLES
Mavi began trading on Borsa Istanbul on June 15, 2017 (ticker symbol “MAVI”) and has
been subject to CMB regulations since then. As a matter of policy, Mavi fully complies
with the mandatory principles set out in the Corporate Governance Communiqué No.
II-17.1. Mavi aims to achieve full compliance with non-mandatory corporate governance
principles and currently works on the principles that have yet to be implemented.

The Corporate Governance Compliance Report (URF) and Corporate Governance


Information Form (KYBF) pertaining to the Company’s special accounting period
of February 1, 2021-January 31, 2022 have been prepared in accordance with the
presentation principles laid out by CMB’s resolution no. 2/49 dated January 10, 2019,
published in the CMB Weekly Bulletin, and duly approved by the Company’s Board of
Directors.

The non-mandatory Corporate Governance principles – marked “partially” or “no” in


the above mentioned Corporate Principles Compliance Report (URF) published on
the Public Disclosure Platform – that Mavi has yet to implement are indicated below,
along with their respective descriptions. Mavi has not been exposed to any conflicts of
interest due to lack of full compliance with the non-mandatory principles.

ANNUAL REPORT 2021 177


Article 1.3.10. Donations made by the Company during the reporting year are disclosed nominees. The Board committees perform their duties effectively. The general assembly
in a separate agenda item in the General Assembly Meeting as an overall figure without information note and information on privileged shares, voting rights, organizational
the details of the beneficiaries of such donations. changes, résumés of the Board candidates, remuneration policy for the Board of
Directors and senior executives, other information required to be disclosed per the
Article 1.5.2. Under the Articles of Association, minority rights are not granted to Principles were made available for the investors there weeks before the General
shareholders who hold less than one twentieth of capital and in line with general Assembly meeting. Furthermore, the corporate website and annual report were
practices, minority shareholders hold rights accorded by the general provisions of law. reviewed and updated to ensure full compliance with the principles. In addition to
these activities, the “Board Diversity Policy” was approved in early 2021. The company
Article 3.1.3. Policies that address stakeholders’ rights are published on the corporate aims to reach and maintain a female membership of minimum 1/3 on the Board of
website while other procedures are provided on the internal disclosure platform Directors.
Maviletişim.

Article 4.4.7. The Board members are made sure to allocate sufficient time to company
business and they are not restricted in terms of assuming other positions outside
5.2 EXPLANATIONS REGARDING CORPORATE
the company. Considering the professional and sector-specific experience that the GOVERNANCE
members bring to the Board of Directors, imposing restrictions on their external duties
is not deemed necessary. The Board members’ résumés and the duties they hold Shareholders
outside the company are presented to the shareholders before the General Assembly
Meeting. The Investor Relations Department is responsible for informing local and foreign
investors in an accurate, consistent and timely manner (while protecting trade secrets
Article 4.5.5. Considering various factors such as the volume of operations and and confidential information and respecting equality in communicating information),
administrative needs, Mavi has determined the number of independent members to elevating the company’s profile and credibility, ensuring two-way communication and
serve on the Board of Directors as three. Currently, the Board has three committees. information flow between the Board of Directors and the capital markets regulators
Given that the committee chairs are required to be independent members according and participants, complying with legislation and the Articles of Association related to
to the relevant principle, these independent directors serve on multiple committees. shareholder rights, and fulfilling the public disclosure obligations in accordance with
These committee assignments do not give rise to any conflicts of interest within the applicable legislation and the Company’s Disclosure Policy. The Investor Relations
Company. Department reports directly to the CFO.

Article 4.6.1. A specific performance appraisal has not been conducted on Board level. No discrimination is made among shareholders in terms of exercising the right to
view and request information, and all information, other than those considered trade
Article 4.6.5. The remunerations of the Board members are determined by the General secrets, is disseminated to shareholders in accordance with the company’s Disclosure
Assembly. Furthermore, remunerations of Board members and senior executives are Policy to avoid inequality in obtaining information.
disclosed to the public in the Company’s financial table footnotes as a total figure in
line with general practices. The Investor Relations Department at Mavi promptly responds to shareholders’ and
other stakeholders’ information requests and questions via various channels and the
In 2021, corporate governance activities were carried out in accordance with the most effective means of communication. Furthermore, in order to enable shareholders
Capital Markets Law, which includes the CMB’s corporate governance principles and to exercise their right to information in the most efficient manner, the Department
the communiqués based on this Law. At the 2021 Ordinary General Assembly meeting, maintains an Investor Relations tab on the corporate website (mavicompany.com)
Board of Directors and Board committees were formed in accordance with provisions – also linked from the official website (www. mavi.com) – where investors and other
of the Corporate Governance Communiqué. The company followed the applicable stakeholders are provided with all publicly available financial and operational
regulations in determining and publicly disclosing the independent Board member data, all the company’s material event disclosures, and public announcements and
notifications.
178 ANNUAL REPORT 2021 179
The website is available in English and Turkish. Additionally, the department emails the The Board of Directors consists of two types of members: executive members and
latest operational and financial announcements to the individuals or institutions that non-executive members. Non-executive members, free of any other administrative
register for the Investor Relations mailing list. duties at the company, will constitute the majority of Board members.

In the special accounting period from February 1, 2021 to January 31, 2022, the Investor The company is managed and represented by a Board of Directors consisting of six
Relations Department attended 1q virtual investor conferences and held over 200 members. Half of Mavi’s Board members are elected from among candidates proposed
teleconferences to share Mavi’s financial, operational, and strategic developments by Class-A shareholders. The Chairperson of the Board of Directors is elected from
with investors and analysts. At these events and meetings, the company had contact among the Board members proposed by Class-A shareholders.
with 330 investors and analysts from 115 local or international institutions and funds.
Furthermore, throughout the year, the Department held four earnings webcasts aimed A sufficient number of independent members are appointed to the Board of Directors
at investors and analysts to announce quarterly financial results. The recordings and by the General Assembly, in line with the principles concerning independence of
transcriptions of the webcasts, presentations, and the questions addressed to the the members of Boards of Directors, as set out in the CMB’s Corporate Governance
management as well as the answers were duly posted on the corporate website for the Principles. In the special accounting period from February 1, 2021 to January 31, 2022,
investors and analysts who were unable to participate in the events on the announced no circumstances that would impair the independence of the independent members
days and times. occurred.

All the requests for information received by phone or email in the special accounting In line with Mavi’s Board Diversity Policy, the company aims to increase the female
period from February 1, 2021 to January 31, 2022 were answered in accordance with membership ratio on its Board of Directors to one-third by 2024 and to maintain this
the company’s Disclosure Policy and in line with the publicly available information. ratio thereafter. Accordingly, two women were selected to the Board of Directors at
the General Assembly Meeting on April 28, 2021.
The Investor Relations Department submits monthly and quarterly reports to the Board
of Directors on macroeconomic and industry developments and stock performance Board meeting agendas are determined by the Chairperson, or the Vice Chairperson
and reports annually to the Corporate Governance Committee on investor relations in the absence of the Chairperson, by considering the executive management’s
activities throughout the year. The Investor Relations Department also informs the suggestions. The Board will convene and/or pass resolutions as and when the company’s
Board of Directors regularly on the developments about the issues raised in investor affairs necessitate upon the request of the Chairperson or the Vice Chairperson in
meetings. the absence of the Chairperson. In the special accounting period from February 1,
2021 to January 31, 2022, the Board of Directors convened 5 times and passed 54
Contact details of the Investor Relations Department: resolutions. All members generally attend the Board meetings held in accordance with
Article 390/1 of the Turkish Commercial Code. Mavi’s Articles of Association include no
Duygu İnceöz provision granting Board members casting votes or vetoes in Board meetings. In the
Senior Director, Investor Relations 2021 reporting period, no related party transactions or material transactions, which
Phone: +90 (212) 371 20 29 were disapproved by the independent members and therefore required presentation
Email: [email protected] to the General Assembly for approval, took place.

The Company has executive liability insurance coverage of $3 million, which extends to
Board of Directors all members of the Board of Directors and the senior management of Mavi’s affiliates/
subsidiaries
The Board of Directors at Mavi is primarily responsible for defining the company’s
strategic targets, determining the workforce and financial resources needed, and
overseeing the performance of the executive management.

180 ANNUAL REPORT 2021 181


Currently, the Board of Directors of Mavi consists of six members whose positions are Board Committees and the Board of Directors’ Review of the Committees’ Effectiveness
detailed below.
The Board of Directors has established an Audit Committee, a Corporate Governance
Other Positions Committee and an Early Identification of Risk Committee to ensure that the Board
Positions External to the fulfills its duties and responsibilities in a safe and sound manner. The committees carry
Within the Group and
Name Position Group and Name of the out their duties in accordance with the specified operating principles, which are also
Name of the Relevant
Relevant Company available on the corporate website.
Company

President - Mavi USA The Board of Directors appointed members to these committees on April 28, 2021 and
Chairman Head of Supervisory
Ragıp Ersin disclosed the resolution on the Public Disclosure Platform (PDP).
Non-executive Board - Mavi Germany -
Akarlılar
Company Secretary -
Mavi Canada The company did not form a Nomination Committee or a Remuneration Committee
in 2021 and the relevant functions are delegated to the Corporate Governance
CFO - Koç Holding Committee.
Independent
Ahmet F. Board Member - several Koç
Director -
Ashaboğlu Group
Non-executive
companies The Board of Directors provides all resources and extends full support to the committees
for performance of their assigned duties.
Board Member Supervisory Board
Ahmet Cüneyt
Yavuz
Executive Member - Mavi - Executive members are not eligible for appointment to these committees. The heads
CEO Germany of the three Board committees and the Audit Committee members are Independent
Board Member Directors.
Supervisory Board
Executive
Fatma Elif Akarlılar Member – Mavi -
Chief Brand
Germany
Audit Committee
Officer

Board Member & former Name Title on the Committee Independent/Non-executive


CEO - Yemeksepeti Board
Member - Endeavor, TOBB Ahmet F. Ashaboğlu Head Independent, non-executive
Young Entrepreneurs, American
Turkish Society; Chairman Nevzat Aydın Member Independent, non-executive
Independent
of GEN Turkey (Global
Nevzat Aydın Director -
Entrepreneurship Network);
Non-executive
Member of the Board of
Trustees, Boğaziçi University The Audit Committee oversees the company’s accounting system, public disclosure of
Founding Member, Galata financial information, and functioning and effectiveness of the internal control system
Business Angels; WTech and the Internal Audit department. Accordingly, the Committee ensures that financial
(Women in Technology) and operational activities are supervised, and all internal and independent audits
are carried out in a healthy manner. The Committee also offers opinion about the
Independent Chief Marketing Officer of
accuracy of financial statements and recommendations to the Board of Directors
Yonca Dervişoğlu Director - Europe, Middle East, and
Non-executive Africa - Google about the selection of the independent auditor, and reviews company policies
related to investigations about legal compliance, ethical codes, conflicts of interest,
poor management and fraudulent transactions, as well as suitability of corporate
governance policies through the internal audit department.

182 ANNUAL REPORT 2021 183


The Audit Committee convenes at least four times a year and at least every three Early Identification of Risks Committee
months at the company’s head office or another location upon the Committee
head’s invitation. The Committee can also be called to convene extraordinarily by the Name Title on the Committee Independent/Non-executive
Chairman or the Committee head and hold meetings with the auditors and executives
on a special agenda. The Audit Committee convened four times during the 2021 Ahmet F. Ashaboğlu Head Independent, non-executive
reporting period and reviewed and approved the internal audit reports.
Ragıp Ersin Akarlılar Member Non-independent, non-executive
In addition to convening four times to review the internal audit activities in 2021, the Audit Bige İşcan Aksaray Member -
Committee also passed four resolutions and submitted them to the Board of Directors
in writing, expressing its observations on the accuracy, correctness and compliance
The Early Identification of Risk Committee was established to identify the risks that
of the annual and interim financial statements prepared for public disclosure with the
pose a threat to the company’s existence, development and continuity ahead of time,
company’s accounting principles.
implement risk mitigation and risk management measures, and manage the risks. The
Committee submits opinions to the Board of Directors to identify the risks that might
Corporate Governance Committee
affect the company’s stakeholders and especially the shareholders and to establish the
Name Title on the Committee Independent/Non-executive internal control mechanisms that include risk management and information systems
processes to minimize the impact.
Yonca Dervişoğlu Head Independent, non-executive
The Early Identification of Risk Committee convenes at least six times a year. In the fiscal
Ragıp Ersin Akarlılar Member Non-independent, non-executive
year 2021, the Committee submitted six written reports to the Board of Directors, with
Duygu İnceöz Member - four on enterprise risk management that involves detection of risks and determining the
steps and actions to avoid or mitigate risks, and two on the efficacy of the risk control
The Corporate Governance Committee was established to monitor the company’s mechanisms in place to ensure that the company’s capital structure is preserved.
compliance with corporate governance principles, examine the reasons for non-imp-
lementation of the principles that have yet to be implemented, and recommend to the The Board of Directors is of the opinion that the Board committees’ activities have
Board of Directors ways to improve corporate governance practices. The Committee delivered the expected benefits.
also works in coordination with the Investor Relations department to review the re-
quests and opinions communicated to the company by investors and shareholders, Business Ethics
ensuring that they are resolved, and develops proposals to make sure that public
As a brand that elicits confidence from the consumer, Mavi is a reputable business
disclosures and analyst presentations are made in compliance with the laws and
partner for suppliers and offers its employees a career open to development as it
regulations and particularly in accordance with the company’s public disclosure policy.
nurtures a strong sense of belonging and loyalty. These attributes are rooted in
principles that the Company embraces and practices in all its business affairs. Since
Since Nomination and Remuneration Committees are not yet established within Mavi, it
its founding, Mavi’s core principles, which ensure the sustainability of its corporate
has been accepted as a principle that the Corporate Governance Committee should
direction, have been uncompromising integrity, fairness and full compliance with laws
fulfill the duties and responsibilities of these committees. The Committee submits
and codes of conduct.
reports of its activities and recommendations to the Board of Directors in writing.
Working under the Mavi umbrella demands professionalism and integrity under all
In the fiscal year 2021, the Committee assessed the company’s corporate governance
conditions and identifying one’s personal reputation with that of the brand and the
practices and the Corporate Governance Principles Compliance Report and monitored
organizational structure. Accordingly, Mavi expects each employee to respect all living
the activities of the Investor Relations department, served as the nomination committee
creatures and the environment, to maintain a sense of social responsibility, and to
for the election of the board of directors and took part in the preparation of the Board
internalize all aspects of the business code of conduct. Mavi secures its brand image
Diversity Policy.

184 ANNUAL REPORT 2021 185


by ensuring that the employees put the brand’s interests above their own and avoid In April 2021, the Board of Directors launched the Mavi Compliance Project to review the
any behavior to the detriment of the company and its reputation. existing ethics and compliance policies, procedures, and applications and respond to
all stakeholder expectations with best practices by elevating the compliance maturity
Codes of conduct are detailed in a booklet, Mavi’s People and Its Principles, and made levels.
available on the corporate website for all stakeholders and the intranet (Maviletişim)
for the employees. With Mavi’s People and Its Principles, the Company aims to ensure Working with an independent consultancy firm specialized in this field, the company
that employees embrace business ethics and comply with the codes of conduct reviewed ongoing compliance activities and assessed related risks. During the
and relevant procedures. The principles that govern key aspects such as protecting project, the internal regulations, related documentation, and all relevant processes,
brand interests, preserving company assets, privacy and information security, non- including Mavi’s People and Its Principles, the company’s code of conduct, and the
discrimination, and anti-bribery and anti-corruption lay out the responsibilities with Anti-bribery and Anti-corruption Policy, were revised and updated. Furthermore, the
which the employees and executives are required to comply. Compliance Policy, which includes all of these processes and provides a framework
for Mavi’s approach to best corporate governance practices and ethical codes and
The Senior Manager of Legal and Compliance delivers training programs on the topics defines where Mavi stands and how Mavi addresses compliance topics, was published
included in Mavi’s People and Its Principles. In 2020, 376 head office employees took and made available on the corporate website for all stakeholders and the intranet
the Code of Ethics training for an average of one hour per employee as part of the (Maviletişim) for the employees.Once the project is finalized in the first quarter of 2022
efforts to ensure that the ethical principles are understood and embraced by all the as planned, all employees of Mavi and its subsidiaries will receive regular training
employees. Announcements regarding the Ethics Line are posted on the intranet and based on the project output.
posters are placed in all the stores. The training programs, which were temporarily
suspended in 2021 for revision purposes, will resume in 2022 with updates. The Code of Conduct for Suppliers includes a complaint procedure to report
violation of ethical codes or irregularities. Such complaints or reports may always be
For Mavi’s People and Its Principles (Code of Conduct), please click here. communicated anonymously, if desired, by sending an email to suppliercompliance@
mavi.com. Customers may also report irregular and unethical transactions by phone
Situations deemed to violate laws and regulations, internal policies and procedures, or email.
best corporate governance practices, and ethical principles (especially code of
conduct stipulated in Mavi’s People and Its Principles) at Mavi, should be reported Please click here for the Mavi Code of Conduct for Suppliers.
with integrity as soon as they are observed or witnessed, respecting the rights of the
persons involved. The Ethics Line is a 24/7 support system managed by a third party The Ethics Committee, consisting of three permanent members and one substitute
(parties), completely independently from the company management, and enables member, is responsible for investigating and resolving complaints and reports of
the Mavi employees in Turkey and other countries to report the non-compliances they code of conduct infractions. The head and members of the Ethics Committee act
detect or witness, voice their concerns, or ask questions. independently of their departmental managers and the corporate hierarchy without
external influence. No one may exert pressure on the Ethics Committee, whose decisions
Ethic Line website: www.mavietikhat.com / www.maviethicsline.com are implemented promptly. In 2021, the Ethics Board received 260 reports via the Ethics
Line and investigated each one, resolving 232 (89%) of all calls.
The Ethics Line is a channel where every employee can communicate verbally in their
native language and voice their complaints without having to disclose their identity.

Mavi assures that the identity of the individual who reports a violation will be protected.
In the reports submitted via the Ethics Line channels, individuals are not obligated to
disclose their identity, and anonymous reporting option is available.

186 ANNUAL REPORT 2021 187


Anti-bribery and Anti-corruption of the Audit Committee, which consists of independent board members. The processes
prone to corruption risk have been reviewed by the internal audit team and the findings
Mavi does not tolerate any form of bribery and corruption. Mavi has an Anti-Bribery were shared with the company’s senior management and the Audit Committee.
and Anti- Corruption Policy, which lays out the company’s stance against bribery and
corruption. This policy is available on the corporate website and intranet (Maviletişim) Any suspicions that involve employees or persons acting on behalf of Mavi to be in
for all stakeholders. The policy aims to achieve compliance with the anti-bribery and violation of the Anti-bribery and Anti-corruption Policy must be reported to the Mavi
anti-corruption laws and regulations in all the countries where the company operates, Ethics Line or the relevant compliance manager. In cases that are in violation of the
ethical and professional principles, as well as universal codes. The policy applies to Procedure, the issue is investigated by the Mavi Ethics Committee without endangering
Mavi’s Board members, managers and employees, Mavi’s subsidiaries, affiliates, and the safety and reputation of the reporting individual and sanctions are imposed if
their Board members, managers and employees, and all types of entities (“Business impropriety or irregularity is determined.
Partners”) and Business Partners that carry out work on behalf of Mavi, including
suppliers, manufacturers, subcontractors, franchisees, consultants, etc., and their The “Corporate Compliance and Ethics at Mavi” training organized for head office
employees. The company’s anti-bribery and anti-corruption practices are addressed employees is designed to cover two topics included in the Anti-bribery and Anti-
in Mavi’s People and Its Principles and defined in the Anti-Bribery and Anti- Corruption corruption Policy and its Annex, Implementation Guidelines for Accepting Gifts and
Policy. Hospitality. In 2020, 103 managers and higher level executives took the Corporate
Compliance and Ethics at Mavi training. The training programs, which were temporarily
• Bribery or corruption will not be tolerated under any circumstances whatsoever. suspended in 2021 for revision purposes, will resume in 2022 with updates.
• Job-related financial favors, so-called commission or by any other name, will
In 2021, the Ethics Line did not receive any reports or notifications of bribery or corruption.
not be accepted or offered.
• Direct or indirect propositions to public or private persons or entities to secure Please click here for the Anti-bribery and Anti-corruption Policy.
any preference or favors, whether related to business or not, as well as written
or verbal agreements for such purposes are strictly prohibited.
• Relationships with third parties will not be abused to secure favors against
the promise of preferential treatment, and any propositions for such must
be rejected.
• Utmost care must be taken to ensure that no act or behavior, whatever the
intention may be, creates even the slightest suspicion or impression of a favor.

The Code of Conduct for Suppliers stipulates that all business partners and their
employees are obligated to act ethically and morally to avoid any personal
dependence, obligation, or influence in all their business dealings in line with anti-
bribery and anti-corruption principles. All employees and business partners are
expected to behave professionally with a sense of fairness and in full compliance with
all applicable national and international laws and regulations.

Relations with suppliers and state institutions, payment terms, human resources
processes, accounting and purchasing processes are regarded as activities prone to
high risk of corruption. Operational processes with high risk are within the purview of
the Audit Committee. An annual internal audit calendar is prepared with the approval

188 ANNUAL REPORT 2021 189


5.3 BOARD OF DIRECTORS Board of Directors Résumés

Ersin Akarlılar | Chairman


Ersin Akarlılar holds a bachelor’s degree in Economics from Boğaziçi University and
an MBA in finance and international business from New York University, Leonard N.
Stern School of Business. He joined Mavi in 1991 and was elected as a member of
Mavi’s Board of Directors in August 2008. Ersin Akarlılar, who has been the chairman
of the Company since July 2017, currently serves as President at Mavi USA, which he
established in 1996 in New York City.

Ahmet F. Ashaboğlu | Vice Chairman


Mr. Ashaboğlu holds a BSc degree from Tufts University and a Master of Science
degree from Massachusetts Institute of Technology (MIT), both in Mechanical
Engineering. He began his career as a Research Assistant at MIT in 1994, followed by
Ersin Akarlılar / Chairman Ahmet F. Ashaboğlu/ Vice Chairman
various positions in capital markets within UBS Warburg, New York (1996-1999). After
serving as a management consultant at McKinsey & Company, New York (1999-2003),
Ahmet Ashaboğlu moved back to Turkey and joined Koç Holding as Finance Group
Coordinator in 2003. He has been serving as Group Chief Financial Officer (CFO) at
Koç Holding since 2006. Ahmet Ashaboğlu has served on the Board of Directors of
Mavi as a member since July 2017.

Cüneyt Yavuz | Member


Cüneyt Yavuz, who holds a bachelor’s degree in Political Science from Boğaziçi
University and a graduate degree in International Relations from Johns Hopkins
Cüneyt Yavuz / Member Elif Akarlılar / Member University, started his professional career in 1992 at Procter & Gamble where he held
various senior sales and marketing management positions. During his tenure, he was
appointed Country Manager for Poland in 2003 and lived in Warsaw for five years.
Cüneyt Yavuz joined Mavi in 2008 as Chief Executive Officer and has served as a
member of the Board of Directors since March 2017.

Elif Akarlılar | Member


Elif Akarlılar, who holds an undergraduate degree in International Politics from the
University of Vienna and an MA in Visual Culture and History of Design from New York
University, joined Mavi in 1991 and prior to her appointment as global brand director,
she held various product development and brand management positions within the
Nevzat Aydın / Independent Member Yonca Dervişoğlu/ Independent Member
Mavi organizations in Istanbul and New York City. Elif Akarlılar continues to serve as a
member of the Board of Directors since August 2008.

190 ANNUAL REPORT 2021 191


Nevzat Aydın | Independent Member Executive Management Résumés
Nevzat Aydın is the co-founder and former CEO of Yemeksepeti, the leading quick Cüneyt Yavuz | CEO
commerce platform in Turkey. Born in 1976, Nevzat Aydın holds a computer engineering
Cüneyt Yavuz, who holds a bachelor’s degree in Political Science from Boğaziçi
degree from Boğaziçi University. After completing his studies, he went to University
University and a graduate degree in International Relations from Johns Hopkins
of San Francisco to do his MBA. During his stay in Silicon Valley he had his inspiration
University, started his professional career in 1992 at Procter & Gamble where he held
to start ‘’yemeksepeti.com’’ and returned to Istanbul to pursue his endeavor. In May
various senior sales and marketing management positions. During his tenure, he was
2015, Yemeksepeti was acquired by the global leader Delivery Hero with the highest
appointed Country Manager for Poland in 2003 and lived in Warsaw for five years.
valuation ever in Turkish internet history. Nevzat Aydın was among the 150 entrepreneurs
Cüneyt Yavuz joined Mavi in 2008 as Chief Executive Officer and has served as a
invited from all around the world to the Entrepreneurship Summit held by USA President
member of the Board of Directors since March 2017.
Barack Obama in 2010. In 2013 and 2015, he was named number one on Fortune’s
“40 Under 40” list. He was honored with the Philanthropy Award of American Turkish
Society in 2017. In 2018, he was included in Turkey’s Best Minds list by Forbes. He has Elif Akarlılar | Chief Brand Officer
received many awards as the top angel investor in Turkey by many leading industry Elif Akarlılar, who holds an undergraduate degree in International Politics from the
organizations such as Webrazzi. Currently, Mr. Aydın is the chairman of GEN Turkey University of Vienna and an MA in Visual Culture and History of Design from New York
(Global Entrepreneurship Network), board member of Endeavor Turkey, TOBB (Union of University, joined Mavi in 1991 and prior to her appointment as global brand director,
Chambers and Commodity Exchanges of Turkey) Young Entrepreneurs and American she held various product development and brand management positions within the
Turkish Society, a member on Boğaziçi University’s board of trustees, and a founding Mavi organizations in Istanbul and New York City. Elif Akarlılar continues to serve as a
member of Galata Business Angels and Wtech (Women’s Association in Technology). member of the Board of Directors since August 2008.
Nevzat Aydın is an independent member of Mavi Giyim’s Board of Directors.
Bige İşcan Aksaray | CFO
Yonca Dervişoğlu | Independent Member
Bige İşcan Aksaray holds a bachelor’s degree in Economics from Boğaziçi University
Yonca Dervişoğlu is Google’s Chief Marketing Officer of Europe, Middle East and Africa. and an MBA from Boston University. She started her professional career at EY’s Istanbul
She joined Google in 2006 and manages teams across 35 countries. Yonca was a office (1991) and later joined Procter & Gamble (Gillette) as a financial analyst (1993),
driving force behind Grow with Google, an initiative that has trained 17 million people serving in various management positions in the company’s Istanbul and London
across EMEA in digital skills and which will help 10 million find a job or grow their business offices, and finally as Regional Finance & Treasury Manager, Turkey, the Balkans and
by the end of 2020. Grow with Google has received two awards from the European the Mediterranean Hub. She then joined Avon Turkey (2005) as Finance Director, later
Commission. Yonca also co-founded Google Arts and Culture. Prior to Google, Yonca serving as Executive Finance Director - Turkey, North Africa & Middle East. She was
held senior marketing positions at Unilever and Yahoo!, after starting her career at the appointed CFO at Mavi in 2019.
Kale Group who also sponsored her Master’s degree. She currently sits on the Digital
Advisory board of the Natural History Museum UK and the Board of AccelerateHer, born Okan Gürsan | Chief Commercial Officer (Turkey & Export Markets)
out of the Founders Forum and championing women in tech. Previously, she served
on the Supervisory Board of Heineken, was a member of the Innovation Circle of the Okan Gürsan holds a bachelor’s degree in Economics (in English) from Dokuz Eylül
Serpentine Galleries and is a fellow of the Marketing Society. Yonca holds a bachelor’s University, and graduate degrees in Business Administration from the Georgia Tech
degree in Business Administration from Istanbul University and a master’s degree in and Bilgi Universities. Mr. Gürsan started his career in 2001 at Ernst & Young and went
international business from Ohio State University. Born and raised in Turkey, she lives on to work in various audit, finance, and sales and marketing roles from 2004 onward
with her daughters in London. for 11 years at Coca-Cola America, Turkey and Azerbaijan. After joining Boyner Group
in 2015 and serving in senior management positions at Beymen and Boyner, Okan
Gürsan became part of the Mavi family in 2018 as Chief Commercial Officer (Turkey &
Export Markets).

192 ANNUAL REPORT 2021 193


ORGANIZATIONAL CHART AND CHANGES DURING THE hedge instruments related to commodity imports are also utilized regularly and
systematically. In the fiscal year 2021, all foreign currency liabilities on the balance sheet
REPORTING PERIOD were hedged with natural and financial hedge instruments in line with the decision to
minimize open position on the balance sheet. The chronic physical impact of climate
change and the changes in sustainable raw material prices due to rising demand
are also monitored within the scope of financial risks. Macroeconomic developments
LEGAL&COMPLIANCE
such as slowing economic growth, decline in consumer confidence index and tighter
consumer spending are also considered among financial risks. To detect the risks that
may arise in such conditions early on, the company monitors specific macroeconomic
indicators regularly and has defined strategic policies such as not exceeding minimum
liquidity levels, keeping indebtedness levels low and having adequate and diverse
5.4 RISK MANAGEMENT credit lines.

The Early Identification of Risk Committee identifies the risks that may jeopardize Operational and strategic risks
Mavi’s existence, development and continuity ahead of time, thereby supporting the
Key operational risks include failing to realize expansion plans due to inability to
Board of Directors’ implementation of risk-mitigation and management measures. The
secure required retail space, the need to increase operating capital due to ineffective
Committee reports to the Board of Directors at each meeting of the Board, and the
inventory management and decline in profitability, supply shortages, and capacity
company forwards these reports to the independent auditors. The Board of Directors
loss or service disruptions due to natural disasters as a results of climate change.
regularly assesses the risks that the company faces based on the information provided
Mavi introduces continuous improvements in all its systems to increase efficiency of
by the Early Identification of Risk Committee.
its operational processes. For this purpose, a project team (Go Operations) operating
across functions has been established and working toward concrete measurable
Responsibility for the management and reporting of risks is supervised by the CFO
targets for the last three years. Key strategic risks include the issues and decisions that
in coordination with other departments. The risks are evaluated with periodical
can adversely affect the future existence and sustainability of the company such as
analyses and reports to determine potential risk exposure and probability. Then, risk
material mistakes in assumptions and measurements in short-, medium- and long-
levels are identified and the risks are assigned to relevant risk officers to take action.
term business plans, making insufficient investments or misguided investments, and
In this process, actions for “Very High” and “High” level risks are monitored closely and
failing to anticipate evolving consumer preferences, fashion trends and the competitive
frequently. The principal risks that Mavi is exposed to are categorized and followed
landscape. Mavi creates three-year strategic roadmaps, with the first year in detail
under four main headings: financial risks, reputation risks, strategic and operational
and subsequent two years in macro scale, and annually reviews and updates this
risks, and legal risks.
roadmap in light of the latest developments. Mavi exercises due diligence in selecting
the markets where it will operate strategically and avoids direct investments in risky
Financial risks
geographical zones. The Company’s R&D and innovation culture serves to maintain
The exchange rate risks that could arise from the changes in the value of different its competitive strength. The World Economic Forum’s (WEF) 2021 Global Risks Report
currencies with respect to assets and liabilities in such currencies, liquidity and cash perceives “extreme weather, climate action failure and human-led environmental
flow issues in line with working capital requirements or due to disruptions in sales, and damage as well as digital power concentration, digital inequality and cybersecurity
interest rate risks within the scope of financial borrowing strategy are among the key failure among the highest likelihood risks of the next ten years”. These are addressed
financial risks. Aiming to keep financial risks under control, various financial indicators, under non-financial risks and studied in working groups to determine action plans.
including Net Financial Debt/EBITDA and liquidity ratios, foreign exchange position,
maturity and distribution of debt are monitored both on company basis and also on
consolidated and combined basis, ensuring that they are maintained within specified
limits. In managing foreign exchange risk, natural hedges are preferred while financial

194 ANNUAL REPORT 2021 195


Reputation risks The Internal Audit Department, established during the public offering process in 2017,
reports directly to the Audit Committee, which consists of independent Board members,
Within the scope of the franchise activities that are not directly under the company’s
within the organizational structure of the company in accordance with the principle of
control, failure of the dealers and wholesalers to act in accordance with the company’s
independence.
product quality, pricing and marketing strategy and other conditions, social and/or
environmental violations across the product lifecycle from production to sales caused
The Internal Audit Department’s duties include checking the reliability and accuracy
by suppliers, dealers, sales teams or support staff that may harm brand image are
of the financial statements of the company and its subsidiaries, ensuring that the
among reputation risks. For this purpose, the company has incorporated relevant
activities are carried out in accordance with applicable laws and accepted ethical
provisions that impose various obligations into the agreements and established control
codes of the company, analyzing processes and identifying current and potential risks
and audit processes for compliance. Mavi also obtained ISO 27001 Information Security
to improve the effectiveness and efficiency of operations, and contributing to finding
Management System certification as part of the efforts toward full compliance with
solutions to minimize such risks. The Audit Committee is regularly briefed about the
the Information Systems Management Communiqué. All processes are now carried
Internal Control System and internal audits.
out in accordance with the ISO standard. The ISO 9001 Quality Management System
standard, adopted since 2020, ensures that the products and services are provided in
The Board of Directors is of the opinion that the internal control system is functioning
the quality that the customers expect from Mavi.
effectively and the internal audit activities can be executed independently.
Legal risks
Legal regulations and changes that may decrease competitive strength, social, legal 5.6 BOARD OF DIRECTORS’ DISCUSSION
or political instability or material legislative changes that may adversely affect trade
with countries of operation or sourcing, security breaches that may result in third party AND ANALYSIS
access to customer information, environmental law, trade regulations, personal data
Management’s Discussion and Analysis of Financial Condition and Results of
protection legislation, occupational health and safety, and failure to comply with
Operations
statutory and other regulatory provisions within the scope of consumer protection
issues are considered legal risks. The restrictions and measures imposed due to the COVID-19 outbreak, which the
World Health Organization (WHO) declared a pandemic in early 2020, started to ease
in the second quarter of 2021 with the acceleration of vaccine rollouts. Starting from
5.5 INTERNAL CONTROL SYSTEM AND June 1, Mavi resumed normal working hours in all operations in Turkey. As the customer

INTERNAL AUDIT shopping habits adapted to the new normal, foot traffic in our stores returned to
pre-pandemic levels. Thanks to our strong brand recognition, active communication
The internal control system is composed of standard definitions, job descriptions, strategy, the advantage of a casual and sporty product range, high quality and
authorization system, and policies and written procedures included in the workflows. customer-focused approach, effective risk management, and data-driven decision-
The senior management of the company and its subsidiaries hold responsibility for making mechanisms, Mavi closed 2021 with successful results.
ensuring that the internal control mechanisms function. The internal control system is
periodically reviewed and audited by the Internal Audit Department for effectiveness. Due to the uncertain environment during the pandemic, the management disclosed its
The audit results are submitted to the Audit Committee, which consists of independent first 2021 guidance on September 14, 2021, along with the first half results, and revised
Board members and the company managements, and the planned actions are it upward on December 7, 2021. Year-end financial results exceeded management
monitored. expectations published on both of the aforementioned dates in terms of sales growth,
profitability, cash generation, and robust balance sheet.

196 ANNUAL REPORT 2021 197


Mannagement’s Discussion and Analysisi on ESG Integration No.6102, within the first three months of the fiscal year, the Board of Directors of Mavi
is obligated to issue a report regarding the relations of Mavi during the past fiscal
In 2021, Mavi accelerated the sustainability-focused efforts that started in 2020, making
year with the controlling shareholders of Mavi and the subsidiaries of such controlling
significant progress toward integrating sustainability into the business processes and
shareholders.
managing it with measurable targets. In addition to defining the details of the ‘All Blue.
All Better. For All’ sustainability strategy, Mavi also set long-term sustainability targets
As stated in this Subsidiaries Report, issued by Mavi’s Board of Directors on March 30,
in material aspects. Publishing the first Sustainability Report, which includes the All Blue
2021, it has been concluded that with respect to all transactions carried out between
approach, focused on People, Planet, Community, and Denim, and defines the future
Mavi on one side and Mavi’s controlling shareholders and their subsidiaries on the
goals marked an important milestone. The All Blue collection, all vegan and made with
other side during the accounting period of February 1, 2021 – January 31, 2022, the
sustainable organic, recycled or Better Cotton-certified cotton, recycled polyester,
consideration received in each transaction was appropriate under the conditions and
TENCEL™ modal and lyocell, cottonized hemp, and upcycled materials, using innovative
circumstances then known to Mavi, there were no measures that should have been taken
techniques using less water and energy, continued to expand, and was recognized as
or avoided that could give rise to damages to be suffered by Mavi, and accordingly,
the “Most Sustainable Collection” at the “The Rivet Awards”. In recognition of the strides
there were no measures or actions to be taken for the purpose of compensation.
made in sustainability, Mavi was included in the Borsa Istanbul (BIST) Sustainability
Index. As the first Turkish apparel brand to support the CEO Water Mandate, Mavi aims Information on Lawsuits Filed Against Mavi that Could Materially Affect the Financial
to achieve progress in setting science-based emission targets by participating in the Standing and Activities of the company and Potential Outcome of Such Lawsuits
Climate Ambition Accelerator program led by the UN Global Compact.
No lawsuit has been filed against Mavi that could materially affect the Company’s
financial standing or activities.
5.7 LEGAL DISCLOSURES Disclosures Regarding Administrative and Judicial Sanctions Imposed on the Company
and its Board Members Due to Acts Violating Applicable Legislation
Company Information and Shareholding Structure
There is no administrative or judicial sanction imposed on Mavi or its Board Members
Trade Name : Mavi Giyim Sanayi Ve Ticaret A.Ş. due to acts violating the applicable legislation.
Address : Sultan Selim Mah. Eski Büyükdere Cad. No:53 34418
Kağıthane/İSTANBUL Information on the Amendments to the Articles of Association in the Reporting Period
Trade Registry No amendments were made to the articles of association in the special accounting
and number : Istanbul Trade Registry Directorate / 309315 period of February 1, 2021 – January 31, 2022.
Web address : www.mavi.com , www.mavicompany.com,
www.maviyatirimciliskileri.com Disclosures Regarding the Private And Public Audits Conducted In the Reporting
Registered Capital Period
Ceiling : TL 245,000,000 A tax inspection for the accounting period between 01.02.2017-31.01.2018 has been
Issued Capital : TL 49,657,000 initiated by the Turkish Ministry of Treasury and Finance Tax Inspection Board during
BIST Code : MAVI the special accounting period of 01.02.2019- 31.01.2020. This inspection was completed
during the special accounting period of 01.02.2021- 31.01.2022.
Information On Extraordinary General Assembly Meetings During The Year, If Any
No Extraordinary General Assembly Meeting was held during the year. Information Regarding the Company Shares Acquired
The Company has not acquired any of its own shares in the special accounting period
Subsidiaries Report of February 1, 2021 – January 31, 2022.
Pursuant to Article 199, paragraphs (1) through (3) of the Turkish Commercial Code

198 ANNUAL REPORT 2021 199


Review Under Article 376 of the Turkish Commercial Code
5.8 RESPONSIBILITY STATEMENTS
Upon review of whether Mavi’s capital was preserved and not lost as per Article 376
of the Turkish Commercial Code, it has been ascertained that as of January 31, 2022,
Mavi Giyim San. ve Tic. A.Ş.’s issued capital of TL 49,657,000 was well preserved, with RESPONSIBILITY STATEMENT FOR FINANCIAL
the main shareholder having a shareholder’s equity of TL 1,114,503,000 and with a net STATEMENTS
cash position, the company’s indebtedness level was adequate for the continuation
of its activities in a sound and safe manner. RESPONSIBILITY STATEMENT PURSUANT TO CAPITAL MARKET BOARD’S COMMUNIQUÉ
ON PRINCIPLES OF FINANCIAL REPORTING IN CAPITAL MARKETS (II-14.1) ARTICLE 9

Regarding the financial statements pertaining to the special accounting period from
February 1, 2021 to January 31, 2022, which were prepared by the Company and audited
by DRT Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş. in compliance
with the Turkish Accounting Standards/Turkish Financial Reporting Standards and
formats determined by the Capital Markets Board (CMB) in accordance with CMB’s
Communiqué on Principles of Financial Reporting in Capital Markets (“Financial
Reporting Communiqué”) II.14.1 including the consolidated statement of financial
position, comprehensive income statement, statement of cash flow and statement
of changes in equity as well as notes to year-end financial statements, we hereby
declare our responsibility for the following:
• We have examined the financial statements,
• Within the frame of information that we hold in our fields of duty and responsibility
in the Company, the financial statements do not contain any untrue statement on
material events or any deficiency, which may make them misleading as of the date
of statement,
• Within the frame of information that we hold in our fields of duty and responsibility
in the Company, the financial statements prepared pursuant to the Financial
Reporting Communiqué – together with those covered by consolidation – fairly
reflect the truth relating to assets, liabilities, financial statements, profits and losses
of the Company.

Sincerely,
Mavi Giyim San. ve Tic. A.Ş.
Audit Committee

200 ANNUAL REPORT 2021 201


RESPONSIBILITY STATEMENT FOR THE ANNUAL REPORT 5.9 RELATED PARTY TRANSACTIONS REPORT
RESPONSIBILITY STATEMENT FOR THE ANNUAL REPORT PURSUANT TO CAPITAL MARKET TO THE BOARD OF DIRECTORS OF MAVİ GİYİM SANAYİ VE TİCARET ANONİM ŞİRKETİ
BOARD’S COMMUNIQUÉ ON PRINCIPLES OF FINANCIAL REPORTING IN CAPITAL RELATED PARTY TRANSACTIONS REPORT
MARKETS (II-14.1) ARTICLE 9
In accordance with “Principles on Related Party Transactions” dated 13.04.2017 and
numbered 2017/15 and “Audit Committee Working Principles” dated 24.05.2017 and
Regarding the Annual Report prepared by the Company for the special accounting
numbered 2017/28, approved by the Board of Directors of Mavi Giyim Sanayi ve Ticaret
period from February 1, 2021 to January 31, 2022 and audited by DRT Bağımsız Denetim
A.Ş.(“Company”),
ve Serbest Muhasebeci Mali Müşavirlik A.Ş., which includes Corporate Governance
Compliance Report and Corporate Governance Information Form and the Company’s 1. the Audit Committee, at the quarterly meetings held following the announcement
disclosures in line with the CMB’s Sustainability Principles Compliance Framework of the respective quarterly financials, shall review annually board-approved frequent
and which is in compliance with the Turkish Commercial Code and Capital Markets and continuous related party transactions which were conducted during the relevant
Board’s (CMB) “Communiqué on Principles of Financial Reporting in Capital Markets” quarter,
(“Communiqué”) II.14.1, we hereby declare our responsibility for the following:
2. the Audit Committee, following its annual review of the related party transactions,
• We have examined the Annual Report, shall provide a report to the Board of Directors regarding such transactions,
• Within the frame of the information that we hold in our fields of duty and responsibility
3. the Board of Directors shall incorporate this report into the Company’s annual
in the Company, the Annual Report does not contain any untrue statement on
activity report.
material events or any deficiency, which may make them misleading as of the date
of the statement, Based on the above internal regulations, we have reviewed actual implementations
• Within the frame of the information that we hold in our fields of duty and responsibility and practices observed during the period of 01.02.2021-31.01.2022 with regard to the
in the Company, the Annual Report fairly reflects the progress and performance of “Frequent and Continuous Related Party Transactions Planned to be Conducted
the business and the financial situation of the entity – together with the financial During the Special Accounting Period of 01.02.2021 - 31.01.2022” approved by the Board
situation of the consolidated entities – along with material risks and uncertainties of Directors Resolution dated 14.09.2021 and numbered 2021/42 (“General Resolution of
encountered by the Company. the Board of Directors”) by analyzing the management reports and the tables annexed
to these reports. As a result of the analysis, we observe that:
Sincerely,
1. the frequent and continuous related party transactions by and between the
Mavi Giyim San ve Tic. A.Ş.
Company, its subsidiaries and the related parties stated in the General Resolution of
Audit Committee
the Board of Directors were conducted,

2. with respect to the frequent and continuous related party transactions which
were conducted between 01.02.2021-31.01.2022; it has been determined that there are
some differences between the “estimated transaction volumes” stated in the General
Resolution of the Board of Directors and the “actual transaction volumes”, and that
the explanations, provided by the management of the Company in respect of the
justifications for such differences, have been deemed satisfactory,

202 ANNUAL REPORT 2021 203


3. the terms and conditions governing frequent and continuous related party
transactions, as well as the methods and procedures, indicated to be used for
5.10 CORPORATE GOVERNANCE COMPLIANCE
measuring whether such transactions are conducted at arm’s length or not, were all REPORT AND INFORMATION FORM
implemented between 01.02.2021-31.01.2022.
Corporate Governance Compliance Report
With respect to any and all information and documentation submitted to us, we have
Not
not found any substantial matter during the period of 01.02.2021-31.01.2022 that might Yes Partial No Exempted Applicable Explanation
be against the General Resolution of the Board of Directors. 1.1. FACILITATING THE EXERCISE OF
SHAREHOLDER RIGHTS
Audit Committee 1.1.2-Up-to-date information and
disclosures which may affect the
exercise of shareholder rights X
are available to investors at the
corporate website.
1.2. RIGHT TO OBTAIN AND REVIEW
INFORMATION
1.2.1-Management did not enter
into any transaction that would
X
complicate the conduct of
special audit.

1.3. GENERAL ASSEMBLY

1.3.2-The company ensures the


clarity of the General Assembly
agenda, and that an item on the X
agenda does not cover multiple
topics.
1.3.7-Insiders with privileged
information have informed
the Board of Directors about
There was no
transactions conducted on
notification made
their behalf within the scope X
regarding such a
of the company's activities in
transaction.
order for these transactions to
be presented at the General
Shareholders' Meeting.
1.3.8-Members of the Board of
Directors who are concerned with
specific agenda items, auditors,
and other related persons, as
well as the officers who are X
responsible for the preparation
of the financial statements
were present at the General
Shareholders' Meeting.

204 ANNUAL REPORT 2021 205


Corporate Governance Compliance Report

Not Not
Yes Partial No Exempted Explanation Yes Partial No Exempted Explanation
Applicable Applicable

The agenda 1.5. MINORITY RIGHTS


of the General
Shareholders' 1.5.1-The company pays maximum
Meeting diligence to the exercise of X
included a minority rights.
1.3.10-The agenda of the General separate item
Shareholders' Meeting included Minority rights
X for the total are not vested
a separate item detailing the amount of the
amounts and beneficiaries of all by the Articles
donations and 1.5.2-The Articles of Association of Association
donations and contributions. contributions extend the use of minority rights in shareholders
made, details of to those who own less than one X holding less than
the beneficiaries twentieth of the outstanding one twentieth of
have not been shares, and expand the scope of the capital and
specified. the minority rights. rights are vested
within the general
1.3.11-The General Shareholders' framework of the
Meeting was held open to the regulations
X
public, including the stakeholders,
without having the right to speak. 1.6. DIVIDEND RIGHT

1.6.1-The dividend policy


1.4. VOTING RIGHTS
approved by the General X
Shareholders' Meeting is posted
1.4.1-There is no restriction
on the company website.
preventing shareholders from X
exercising their shareholder rights. 1.6.2-The dividend distribution
policy comprises the minimum
1.4.2-The company does not information to ensure that the
have shares that carry privileged X X
shareholders can have an opinion
voting rights. on the procedure and principles
of dividend distributions in the
1.4.3-The company withholds from No cross ownerships future.
exercising its voting rights at the exist that are
General Shareholders' Meeting associated with 1.6.3-The reasons for retaining
X Dividend
of any company with which it a controlling earnings, and their allocations, X
distribution has
has cross-ownership, in case relationship within are stated in the relevant agenda
been made.
such cross-ownership provides our Company. item.
management control. 1.6.4-The board reviewed whether
the dividend policy balances the X
benefits of the shareholders and
those of the company.

206 ANNUAL REPORT 2021 207


Corporate Governance Compliance Report

Not Not
Yes Partial No Exempted Explanation Yes Partial No Exempted Explanation
Applicable Applicable

1.7. TRANSFER OF SHARES Policies that


address
1.7.1-There are no restrictions stakeholders’ rights
preventing shares from being X 3.1.3-Policies or procedures are published on
transferred. addressing stakeholders' rights X the company’s
are published on the company's website, other
2.1. CORPORATE WEBSITE website. procedures are
published via the
2.1.1-The company website internal disclosure
includes all elements listed in platform Maviletişim.
X
Corporate Governance Principle
2.1.1. 3.1.4-A whistleblowing program is
in place for reporting legal and X
2.1.2-The shareholding structure ethical issues.
(names, privileges, number and
ratio of shares, and beneficial 3.1.5-The company addresses
owners of more than 5% of the X conflicts of interest among
X
issued share capital) is updated stakeholders in a balanced
on the website at least every 6 manner.
months. 3.2. SUPPORTING THE
2.1.4-The company website PARTICIPATION OF THE
is prepared in other selected STAKEHOLDERS IN THE
foreign languages, in a way X CORPORATION'S MANAGEMENT
to present exactly the same
3.2.1-The Articles of Association,
information with the Turkish
or the internal regulations (terms
content.
of reference/manuals), regulate X
2.2. ANNUAL REPORT the participation of employees in
management.
2.2.1-The Board of Directors 3.2.2-Surveys/other research
ensures that the annual report techniques, consultation,
X
represents a true and complete interviews, observation method
view of the company's activities. etc. were conducted to obtain X
2.2.2-The annual report includes opinions from stakeholders on
all elements listed in Corporate X decisions that significantly affect
Governance Principle 2.2.2. them.
3.1. CORPORATION'S POLICY ON 3.3. HUMAN RESOURCES POLICY
STAKEHOLDERS
3.3.1-The company has adopted
3.1.1-The rights of the stakeholders
an employment policy ensuring
are protected pursuant to the X
X equal opportunities, and a
relevant regulations, contracts
succession plan for all key
and within the framework of bona
managerial positions.
fides principles.

208 ANNUAL REPORT 2021 209


Corporate Governance Compliance Report

Not Not
Yes Partial No Exempted Explanation Yes Partial No Exempted Explanation
Applicable Applicable
3.3.2-Recruitment criteria are X 3.4. RELATIONS WITH CUSTOMERS
documented. AND SUPPLIERS
3.3.3-The company has a 3.4.1-The company measured
policy on human resources X its customer satisfaction, and
X
development, and organises operated to ensure full customer
trainings for employees. satisfaction.
3.3.4-Meetings have been 3.4.2-Customers are notified
organised to inform employees of any delays in handling their X
on the financial status of the X requests.
company, remuneration, career
3.4.3-The company complied
planning, education and health.
with the quality standards with X
3.3.5-Employees, or their respect to its products and
representatives, were notified services.
of decisions impacting them. X
3.4.4-The company has in place
The opinion of the related trade
adequate controls to protect
unions was also taken. X
the confidentiality of sensitive
3.3.6-Job descriptions and information and business secrets
performance criteria have been of its customers and suppliers.
prepared for all employees, X 3.5. ETHICAL RULES AND SOCIAL
announced to them and taken
RESPONSIBILITY
into account to determine
employee remuneration. 3.5.1-The board of the
3.3.7-Measures (procedures, corporation has adopted a X
trainings, raising awareness, code of ethics, disclosed on the
goals, monitoring, complaint corporate website.
mechanisms) have been taken X 3.5.2-The company has been
to prevent discrimination, and to mindful of its social responsibility X
protect employees against any and has adopted measures to
physical, mental, and emotional prevent corruption and bribery.
mistreatment.
4.1. ROLE OF THE BOARD OF
3.3.8-The company ensures DIRECTORS
freedom of association and X 4.1.1-The Board of Directors
supports the right for collective
has ensured strategy and risks
bargaining.
do not threaten the long-term X
3.3.9-A safe working environment X interests of the company, and
for employees is maintained. that effective risk management is
in place.

210 ANNUAL REPORT 2021 211


Corporate Governance Compliance Report

Not Not
Yes Partial No Exempted Explanation Yes Partial No Exempted Explanation
Applicable Applicable
4.1.2-The agenda and minutes 4.3. STRUCTURE OF THE BOARD OF
of board meetings indicate that DIRECTORS
the Board of Directors discussed
4.3.9-The Board of Directors has
and approved strategy, ensured X approved the policy on its own
resources were adequately
composition, setting a minimal
allocated, and monitored
target of 25% for female directors. X
company and management
The Board annually evaluates
performance.
its composition and nominates
4.2. ACTIVITIES OF THE BOARD OF directors so as to be compliant
DIRECTORS with the policy.

4.2.1-The Board of Directors 4.3.10-At least one member of the


documented its meetings and audit committee has 5 years of X
X experience in audit/accounting
reported its activities to the
shareholders. and finance.

4.2.2-Duties and authorities of 4.4. BOARD MEETING PROCEDURES


the members of the Board of
X 4.4.1-Each board member
Directors are disclosed in the
annual report. attended the majority of the X
board meetings in person.
4.2.3-The Board has ensured the
company has an internal control 4.4.2-The Board has formally
X approved a minimum time
framework adequate for its
activities, size and complexity. by which information and X
documents relevant to the
4.2.4- Information on the agenda items should be supplied
functioning and effectiveness X to all board members.
of the internal control system is
provided in the annual report. Although there is
4.2.5-The roles of the Chairman the possibility to
and Chief Executive Officer are X present an opinion
4.4.3-The opinions of board
separated and defined. in such a case,
members that could not attend
there has not been
4.2.7-The Board of Directors the meeting, but did submit their X
any notification
ensures that the Investor opinion in written format, were
made by the BoD
Relations department and the presented to other members.
members who could
corporate governance committee not attend the
X
work effectively. The Board meetings.
works closely with them when
communicating and settling 4.4.4-Each member of the Board
disputes with shareholders. X
has one vote.
4.2.8-The company has subs-
cribed to a Directors and Officers X
liability insurance covering more
than 25% of the capital.

212 ANNUAL REPORT 2021 213


Corporate Governance Compliance Report

Not Not
Yes Partial No Exempted Explanation Yes Partial No Exempted Explanation
Applicable Applicable
4.4.5-The Board has a 4.5. BOARD COMMITTEES
charter/written internal
X
rules defining the meeting Mavi has determined
procedures of the Board. the number of its
independent board
4.4.6-Board minutes
members at three.
document that all items on
In so doing, the
the agenda are discussed, X Company considered
and board resolutions
various factors such
include director's dissenting
as the volume of its
opinions if any.
operations and its
While board members administrative needs.
are required to Currently, the Board
pay sufficient time 4.5.5-Board members serve has three committees.
to the Company’s in only one of the Board's X In respect of the
affairs, there is no committees. principle requiring
restriction on their committee chairs
duties outside of the to be independent
Company. Considering members, it is
the significant necessary to
contribution board delegate multiple
4.4.7-There are limits to members make committee chairs
external commitments to Mavi’s Board to the independent
of board members. of Directors with members. This does
Shareholders are informed X their professional not give rise to any
of board members' external and sector specific conflict of interest
commitments at the experience, imposing within the Company.
General Shareholders' restrictions on their
In accordance with
Meeting. external duties is not
the working principles
deemed necessary.
of the committees, the
Prior to each General 4.5.6-Committees have
committees may make
Assembly, the curricula invited persons to the
X use of the opinions
vitae of the board meetings as deemed
of the independent
members and their necessary to obtain their
experts. During the
duties external views.
past year, no such
to the Company
request was brought
are submitted for
up by the committees.
the attention of
shareholders. 4.5.7-If external consultancy
There has not
services are used, the
X been any external
independence of the
consultancy services
provider is stated in the
used.
annual report.

214 ANNUAL REPORT 2021 215


Corporate Governance Compliance Report Corporate Governance Information Form

Not
Yes Partial No Exempted Applicable Explanation 1. SHAREHOLDERS
4.5.8-Minutes of all 1.1. Facilitating the Exercise of Shareholders Rights
committee meetings are X Investor Relations Department
kept and reported to board attended 11 virtual investor
members. conferences meeting local and
international investors and held
4.6. FINANCIAL RIGHTS The number of investor meetings (conference, seminar/
over 200 teleconferences. At
etc.) organised by the company during the year
4.6.1-The Board of Directors these events and meetings, the
No specific study Company had contact with 330
has conducted a board
was conducted at investors and analysts from 114
performance evaluation
X board level regarding local or international institutions.
to review whether it
performance
has discharged all its 1.2. Right to Obtain and Examine Information
evaluation.
responsibilities effectively.
The number of special audit request(s) -
4.6.4-The company did The number of special audit requests that were accepted
-
not extend any loans to its at the General Shareholders' Meeting
board directors or executives,
1.3. General Assembly
nor extended their lending
period or enhanced the Link to the PDP announcement that demonstrates the https://www.kap.org.tr/tr/
amount of those loans, or information requested by Principle 1.3.1. (a-d) Bildirim/922248
X
improve conditions thereon, Whether the company provides materials for the General
and did not extend loans Shareholders' Meeting in English and Turkish at the same Yes
under a personal credit title time
by third parties or provided
guarantees such as surety in The links to the PDP announcements associated with the
favour of them. transactions that are not approved by the majority of
There is no such transaction
independent directors or by unanimous votes of present
The General board members in the context of Principle 1.3.9
Assembly determines The links to the PDP announcements associated with
remuneration rates related party transactions in the context of Article 9 of the There is no such transaction
payable to members Communique on Corporate Governance (II-17.1)
of Mavi’s Board of
4.6.5-The individual Directors. In line with The links to the PDP announcements associated with https://www.kap.org.tr/tr/
remuneration of board general practice, common and continuous transactions in the context of Bildirim/941720
X
members and executives total amount of Article 10 of the Communique on Corporate Governance https://www.kap.org.tr/tr/
is disclosed in the annual remunerations of (II-17.1) Bildirim/963886
report. board members and
senior executives are The name of the section on the corporate website that Corporate Governance - Policies
disclosed to the public demonstrates the donation policy of the company and Ethics
in the Company’s
financial table The relevant link to the PDP with minute of the General
https://www.kap.org.tr/tr/
footnotes. Shareholders' Meeting where the donation policy has
Bildirim/680430
been approved

216 ANNUAL REPORT 2021 217


Corporate Governance Information Form

The number of the provisions of the articles of association GENERAL ASSEMBLY MEETINGS
that discuss the participation of stakeholders to the Article 10-e
General Shareholders' Meeting Percentage of shares directly present at the GSM 0,0000003%
According to the General Percentage of shares represented by proxy 65,05%
Assembly internal directive
article 5, press members, guests Specify the name of the page of the corporate website
Identified stakeholder groups that participated in the that have been invited by the that contains the General Shareholders' Meeting minutes, Corporate Governance / General
General Shareholders' Meeting, if any management and other persons and also indicates for each resolution the voting levels for Assembly
for whom the Meeting Chairman or against
permits can attend the General Specify the name of the page of the corporate website
Meetings Corporate Governance / General
that contains all questions asked in the general assembly
Assembly
1.4. Voting Rights meeting and all responses to them

Whether the shares of the company have differential The number of the relevant item or paragraph of General
No Shareholders' Meeting minutes in relation to related party -
voting rights
transactions
In case that there are voting privileges, indicate the owner
- The number of declarations by insiders received by the
and percentage of the voting majority of shares. 0
board of directors
The percentage of ownership of the largest shareholder 9,06%
The link to the related PDP general shareholder meeting https://www.kap.org.tr/tr/
1.5. Minority Rights
notification Bildirim/931749
If yes, specify the relevant provision of the articles of
No
association.
1.6. Dividend Right 2. DISCLOSURE AND TRANSPARENCY
The name of the section on the corporate website that Corporate Governance - Policies 2.1. Corporate Website
describes the dividend distribution policy and Ethics
Financial Reports and
Minutes of the relevant agenda item in case the Board Specify the name of the sections of the website providing Presentations, Annual Report,
of Directors proposed to the general assembly not to the information requested by the Principle 2.1.1. Announcements, Corporate
-
distribute dividends, the reason for such proposal and Governance
information as to use of the dividend.
If applicable, specify the name of the sections of the
Corporate Governance
PDP link to the related general shareholder meeting website providing the list of shareholders (ultimate
-Shareholder Structure and
minutes in case the board of directors proposed to the - beneficiaries) who directly or indirectly own more than 5%
Subsidiaries
general assembly not to distribute dividends of the shares.

GENERAL ASSEMBLY MEETINGS List of languages for which the website is available Turkish, English

General Meeting Date 28.04.2021


The number of information requests received by the
company regarding the clarification of the agenda of the 0
General Shareholders' Meeting
Shareholder participation rate to the General
%65,05
Shareholders' Meeting

218 ANNUAL REPORT 2021 219


Corporate Governance Information Form

2.2. Annual Report 3. STAKEHOLDERS


The page numbers and/or name of the sections in 3.1. Corporation’s Policy on Stakeholders
the Annual Report that demonstrate the information
requested by principle 2.2.2. The name of the section on the corporate website that Corporate Governance - Policies
demonstrates the employee remedy or severance policy and Ethics
a) The page numbers and/or name of the sections in
the Annual Report that demonstrate the information 2020 Annual Report, Corporate The number of definitive convictions the company was
-
on the duties of the members of the Board of Directors Governance Section and subject to in relation to breach of employee rights
and executives conducted out of the company and Statements of Independence
The position of the person responsible for the alert
declarations on independence of board members Ethics Board
mechanism (i.e. whistleblowing mechanism)
b) The page numbers and/or name of the sections in www.mavietikhat.com /
Annual Report Corporate The contact detail of the company alert mechanism
the Annual Report that demonstrate the information on www.maviethicsline.com
Governance Section
committees formed within the board structure
3.2. Supporting the Participation of the Stakeholders in
c) The page numbers and/or name of the sections in the the Corporation’s Management
Annual Report that demonstrate the information on the Annual Report Corporate
number of board meetings in a year and the attendance Governance Section Name of the section on the corporate website that
Internal regulation does not have
of the members to these meetings demonstrates the internal regulation addressing the
a public link on company website
participation of employees on management bodies
ç) The page numbers and/or name of the sections in
Annual Report Corporate GoMavi, Masmavi, Management
the Annual Report that demonstrate the information on
Governance Section - Legal Forum, Marketing Direction,
amendments in the legislation which may significantly Corporate bodies where employees are actually
Disclosures GoSeason meetings, GoWellness
affect the activities of the corporation represented
Work Group and Occupational
d) The page numbers and/or name of the sections in Health and Safety Board
Annual Report Corporate
the Annual Report that demonstrate the information on
Governance Section- Legal 3.3. Human Resources Policy
significant lawsuits filed against the corporation and the
Disclosures
possible results thereof Within Mavi Succession Policy
The role of the Board on developing and ensuring that the
e) The page numbers and/or name of the sections in the Board of Directors approve
company has a succession plan for the key management
the Annual Report that demonstrate the information on the succession plan for top level
positions
the conflicts of interest of the corporation among the management
institutions that it purchases services on matters such as There is no such case The name of the section on the corporate website
investment consulting and rating and the measures taken Corporate Governance -
that demonstrates the human resource policy covering
by the corporation in order to avoid from these conflicts of Policiesand Ethics, Diversity and
equal opportunities and hiring principles. Also provide a
interest Inclusion Policy
summary of relevant parts of the human resource policy.
f) The page numbers and/or name of the sections in the Whether the company provides an employee stock There isn't an employee stock
Annual Report Corporate
Annual Report that demonstrate the information on the ownership program ownership program
Governance Section - Legal
cross ownership subsidiaries that the direct contribution
Disclosures The name of the section on the corporate website
to the capital exceeds 5% Corporate Governance - Policies
that demonstrates the human resource policy covering
g) The page numbers and/or name of the sections in and Ethics - Mavi Code of
discrimination and mistreatments and the measures to
the Annual Report that demonstrate the information on Conduct, Human Rights Policy,
prevent them. Also provide a summary of relevant parts of
social rights and professional training of the employees Annual Report Sustainability Diversity and Inclusion Policy
the human resource policy.
and activities of corporate social responsibility in Section
The number of definitive convictions the company is
respect of the corporate activities that arises social and -
subject to in relation to health and safety measures
environmental results

220 ANNUAL REPORT 2021 221


Corporate Governance Information Form

3.5. Ethical Rules and Social Responsibility Composition of Board of Directors


The name of the section on the corporate website that Corporate Governance - Policies Name, Whether Whether The First Link To PDP Whether the Whether She/ Whether The
demonstrates the Code of Ethics and Ethics Surname Executive Independent Election Notification Independent He is the Director Has At
of Board Director Director Or Date To That Director Director Who Least 5 Years’
The name of the section on the company website that Member Or Not Not Board Includes The Considered By Ceased to Experience
demonstrates the Corporate Social Responsibility Report. Independency The Nomination Satisfy The On Audit,
https://www.mavi.com/ Declaration Committee Independence Accounting And/
If such a report does not exist, provide the information or Not Or Finance Or
sustainability Not
about any measures taken on environmental, social and
corporate governance issues. Not
Ragıp Ersin Non Not
independent 12/01/1994 - Not applicable Not applicable
Corporate Governance - Policies Akarlılar executive applicable
director
Any measures combating any kind of corruption including
And Ethics, Anti-Bribery and Anti-
embezzlement and bribery Ahmet Not
Not
Corruption Policy Cüneyt Executive independent 22/03/2017 - Not applicable Not applicable
applicable
Yavuz director

Not
Fatma Elif Not
4. BOARD OF DIRECTORS-I Executive independent 12/01/1994 - Not applicable Not applicable
Akarlılar applicable
director
4.2. Activity of the Board of Directors https://www.
Ahmet Fadıl Non independent kap.org.tr/tr/
Date of the last Board evaluation conducted - 17/07/2017 Considered No Yes
Ashaboğlu executive director Bildirim/
922248
Whether the Board evaluation was externally facilitated No
https://www.
Whether all board members released from their duties at Nevzat Non independent kap.org.tr/tr/
Yes 17/07/2017 Considered No No
Aydın executive director Bildirim/
the GSM 922248
Name(s) of the board member(s) with specific delegated No delegation was made among https://
duties and authorities, and descriptions of such duties the board members Yonca Non independent www.kap.org.tr
28/04/2021 Considered No No
Dervişoğlu executive director /tr/Bildirim/
Number of reports presented by internal auditors to the 922248
4
Audit Committee or any relevant committee to the Board
Specify the name of the section or page number of the
Annual Report Corporate
Annual Report that provides the summary of the review of
Governance Section
the effectiveness of internal controls
Name of the Chairman Ragıp Ersin Akarlılar
Name of the CEO Ahmet Cüneyt Yavuz
If the CEO and Chair functions are combined: provide
the link to the relevant PDP announcement providing the -
rationale for such combined roles
Link to the PDP notification stating that any damage that
may be caused by the members of the Board of Directors https://www.kap.org.tr/tr/
during the discharge of their duties is insured for an Bildirim/923994
amount exceeding 25% of the company's capital
The name of the section on the corporate website that
demonstrates current diversity policy targeting women -
directors
The number and ratio of female directors within the Board 2 board member - 1/3
of Directors

222 ANNUAL REPORT 2021 223


Corporate Governance Information Form

Composition of Board Committees-I


4. BOARD OF DIRECTORS-II
4.4. Meeting Procedures of the Board of Directors Names Of The Board Name Of Committees Name-Surname of Whether Whether Board
Committees Defined As "Other" In The Committee Members Committee Chair Member Or Not
The meeting were held virtually First Column Or Not
Number of physical board meetings in the reporting
given the COVID-19 conditions. 4
period (meetings in person)
meeting were held. Audit Committee Ahmet F. Ashaboğlu Yes Board member

Director average attendance rate at board meetings % 98


Whether the Board uses an electronic portal to support its Audit Committee Nevzat Aydın No Board member
No
work or not
Committee of Early
Number of minimum days ahead of the board meeting to Detection of Risk
Ahmet F. Ashaboğlu Yes Board member
5 working days
provide information to directors, as per the board charter
There is no public link available Committee of Early
Ragıp Ersin Akarlılar No Board member
The name of the section on the corporate website that Detection of Risk
for the internal board charter
demonstrates information about the board charter
document
Committee of Early
Bige İşcan Aksaray No Not board member
Number of maximum external commitments for board Detection of Risk
members as per the policy covering the number of There is no such policy
Corporate Governance
external duties held by directors Yonca Dervişoğlu Yes Board member
Committee
4.5. Board Committees
Corporate Governance
Page numbers or section names of the Annual Report Ragıp Ersin Akarlılar No Board member
Annual Report Corporate Committee
where information about the board committees are
Governance Section
presented Corporate Governance
Duygu İnceöz No Not board member
Committee
Link(s) to the PDP announcement(s) with the Board https://www.kap.org.tr/tr/
Committee charters Bildirim/627118

4. BOARD OF DIRECTORS-III
4.5. Board Committees-II
Specify where the activities of the Audit Committee are
Annual Report Corporate
presented in your annual report or website (Page number
Governance Section
or section name in the Annual Report/website)
Specify where the activities of the Corporate Governance
Committee are presented in your annual report or website Annual Report Corporate
(Page number or section name in the Annual Report/ Governance Section
website)
Specify where the activities of the Nomination Committee
Annual Report Corporate
are presented in your annual report or website (Page
Governance Section
number or section name in the Annual Report/website)
Specify where the activities of the Early Detection of
Risk Committee are presented in your Annual Report or Annual Report Corporate
website (Page number or section name in the annual Governance Section
report/website)

224 ANNUAL REPORT 2021 225


Corporate Governance Information Form

Specify where the activities of the Remuneration


Committee are presented in your Aannual Report or Annual Report Corporate
website (Page number or section name in the Annual Governance Section
Report/website)
4.6. Financial Rights
Specify where the operational and financial targets and Annual Report Corporate
their achievement are presented in your Annual Report Governance Section
(Page number or section name in the Annual Report)

Specify the section of website where Remuneration Policy Corporate Governance - Policies
for executive and non-executive directors are presented. and Ethics

Specify where the individual remuneration for board Annual Report Corporate
members and senior executives are presented in your Governance Section
Annual Report (Page number or section name in the
Annual Report)

Composition of Board Committees-II

Names Of The Board Name of Percentage Of Percentage Of Number Of Number Of Reports


Committees committees Non-executive Independent Meetings Held In On Its Activities
defined as Directors Directors In The Person Submitted To The
"Other" in the Committee Board
first column

Audit Committee 100% 100% 4 8

Committee of Early
66,6% 33,3% 4 6
Detection of Risk

Corporate Governance
66,6% 33,3% 2 5
Committee

226
06
INDEPENDENT
AUDITORS REPORT
& CONSOLIDATED
FINANCIAL
STATEMENTS

228 ANNUAL REPORT 2021 229


AUDITORS REPORT & CONSOLIDATED
FINANCIAL STATEMENTS

Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and


Its Subsidiaries

Consolidated Financial Statements


As At and For The Year Ended
31 January 2022

With Independent Auditor’s Report on


Consolidated Financial Statements Thereon

14 March 2022
This report includes 6 pages of independent auditor’s report and 80 pages of consolidated financial statements together
with their explanatory notes.

ANNUAL REPORT 2021 231


232 ANNUAL REPORT 2021 233
234 ANNUAL REPORT 2021 235
236 ANNUAL REPORT 2021 237
Table of Contents Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Consolidated Statements of Financial Position 239-241 Consolidated Statements of Financial Position
Consolidated Statements of Profit or Loss and Other Comprehensive Income 242-243 As at 31 January 2022
Consolidated Statement of Changes in Equity 244
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)
Consolidated Statement of Cash Flows 245
Notes to the consolidated financial statements 246-366

Audited Audited
Notes 31 January 2022 31 January 2021
ASSETS
Note Disclosure Pages
1 Reporting entity 246-247 Current assets
2 Basis of presentation of financial statements 248-295 Cash and cash equivalents 4 1,508,641 893,483
3 Operating segments 296
Trade receivables 394,487 231,378
4 Cash and cash equivalents 297
5 Loans and borrowings 298-301 - Due from third parties 7 394,487 231,378
6 Related party 301-304 Other receivables 33,211 9,680
7 Trade receivables and payables 305-306
8 Other receivables and payables 307-308 - Due from third parties 8 33,211 9,680
9 Inventories 309 Inventories 9 751,398 560,084
10 Prepayments and deferred revenues 310-311
11 Property and equipment 312-313
Derivatives 32 28,882 --
12 Intangible assets 314-315 Prepayments 10 120,666 50,326
13 Goodwill 316-318
- Due from related parties 6 86,982 25,869
14 Right of use assets 319-320
15 Provisions, contingent assets and liabilities 321-323 - Due from third parties 33,684 24,457
16 Commitments 324-326
Current tax assets 30 7,453 17,738
17 Employee benefits 326-327
18 Payables to employees 328 Other current assets 19 11,445 24,055
19 Other assets and liabilities 328
Total current assets 2,856,183 1,786,744
20 Capital, reserves and other capital reserves 329-331
21 Revenue 332
22 Cost of sales 332
23 Administrative expenses, selling and marketing expenses 333
24 Research and development expenses 334
Non-current assets
25 Other income and expense 334-335 Other receivables 6,354 3,190
26 Gains and losses from investment activities 335
27 Expenses by nature 336-337 - Due from third parties 8 6,354 3,190
28 Finance income 337 Property and equipment 11 258,987 197,679
29 Finance costs 338
30 Income taxes 338-348 Right of use assets 14 450,505 435,019
31 Earnings per share 349 Intangible assets 473,907 262,718
32 Derivatives 349
33 Financial instruments 350-352 - Other intangible assets 12 130,889 73,773
34 Nature and level of risks related to financial instruments 353-364 - Goodwill 13 343,018 188,945
35 Financial risk management 364-365
36 Important developments related to the current period 365-366 Prepayments 7 149
37 Subsequent events 366 - Due from third parties 10 7 149
Supplementary Information Deferred tax assets 30 49,361 22,251
Appendix 1 Ebitda Reconciliation 367 Total non-current assets 1,239,121 921,006
Appendix 2 Effect of IFRS 16 on Financial Statements 368
TOTAL ASSETS 4,095,304 2,707,750

The accompanying notes from an integral part of these consolidated financial statements.

238 ANNUAL REPORT 2021 239


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Consolidated Statements of Financial Position (continued) Consolidated Statements of Financial Position (continued)
As at 31 January 2022 As at 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

Audited Audited Audited Audited


Notes 31 January 2022 31 January 2021 Notes 31 January 2022 31 January 2021
LIABILITIES EQUITY
Current liabilities
Short term borrowings 5 644,828 445,406 Equity attributable to owners of the Company 1,114,503 509,792
Short term contractual lease liabilities 5 229,295 218,574 Paid in share capital 20 49,657 49,657
- Due to related parties 6 3,872 2,047 Purchase of share of entities under common control (35,757) (35,757)
- Due to third parties 225,423 216,527 Other comprehensive expense not to be reclassified to
Short portion of long term borrowings 5 245,780 375,566 profit or loss (12,293) (6,245)

Trade payables 1,188,646 638,195 Remeasurement of defined benefit liability (12,293) (6,245)

- Due to related parties 6 212,803 156,296 Other comprehensive income to be reclassified to profit
or loss 375,518 134,853
- Due to third parties 7 975,843 481,899
Foreign currency translation reserve 353,279 141,733
Payables to employees 18 100,056 38,863
Hedging reserve 22,239 (6,880)
Other payables 19,019 4,047
Legal reserves 19,771 19,771
- Due to related parties 6 41 176
Retained earnings 317,166 342,930
- Due to third parties 8 18,978 3,871
Net Income 400,441 4,583
Deferred revenue 10 29,826 18,150
Non-controlling interests 78,854 24,217
Provisions 43,303 19,813
- Provisions for employee benefits 15 8,773 4,144
Total equity 1,193,357 534,009
- Other provisions 15 34,530 15,669
Derivatives 32 -- 8,601
TOTAL EQUITY AND LIABILITIES 4,095,304 2,707,750
Current tax liabilities 30 51,501 6,307
Other current liabilities 19 18,119 12,484
Total current liabilities 2,570,373 1,786,006
Non-current liabilities
Loans and borrowings 5 -- 105,569
Long term contractual lease liabilities 5 276,630 260,044
- Due to related parties 6 330 2,189
- Due to third parties 276,300 257,855
Deferred revenue 10 730 1,425
Payables to employees 19,921 --
Provisions 23,176 9,081
- Provisions for employee benefits 15,17 23,176 9,081
Deferred tax liabilities 30 11,117 11,616
Total non-current liabilities 331,574 387,735
TOTAL LIABILITIES 2,901,947 2,173,741

The accompanying notes from an integral part of these consolidated financial statements. The accompanying notes from an integral part of these consolidated financial statements.

240 ANNUAL REPORT 2021 241


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Consolidated Statements of Profit or Loss and Other Comprehensive Income Consolidated Statements of Profit or Loss and Other Comprehensive Income
For the year ended 31 January 2022 For the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

Audited Audited Audited Audited


1 February 2021 – 1 February 2020 –   1 February 2021 – 1 February 2020 –
Notes 31 January 2022 31 January 2021 Notes 31 January 2022 31 January 2021
Other comprehensive income
Revenue 21 4,619,319 2,401,808 Items that will not be reclassified to profit or loss
Cost of sales (-) 22 (2,247,656) (1,241,704) Remeasurements of defined benefit liability 17 (7,560) (1,106)
Gross profit 2,371,663 1,160,104 - Deferred tax income 30 1,512 198
Administrative expenses (-) 23 (302,490) (173,283) Items that are or may be reclassified to profit or loss
Selling, marketing and distribution expenses (-) 23 (1,366,067) (880,147) Foreign operations - foreign currency translation
243,606 57,037
Research and development expenses (-) 24 (45,065) (33,673) differences

Other operating income 25 47,761 20,542 Cash flow hedging reserves 37,482 (9,815)

Other operating expenses (-) 25 (7,162) (2,901) - Deferred tax income/expense 30 (8,363) 1,988

Operating profit 698,640 90,642 Other comprehensive income net of tax 266,677 48,302

Gains from investment activities 26 158 -- Total comprehensive income 689,695 56,345

Losses from investment activities (-) 26 (12) (1,410)


Operating profit before finance costs 698,786 89,232 Total comprehensive income attributable to:

Finance income 28 163,132 167,847 Non-controlling interests 54,637 6,777

Finance costs (-) 29 (322,896) (244,602) Owners of the Company 635,058 49,568

Net finance costs (159,764) (76,755)


Profit before tax 539,022 12,477
Income tax expense 30 (116,004) (4,434)
- Tax expense 30 (155,823) (9,560)
- Deferred tax income 30 39,819 5,126
Net Profit 423,018 8,043
Non-controlling interests 22,577 3,460
Owners of the Company 400,441 4,583

Earnings per share 31 8.0641 0.0923

The accompanying notes from an integral part olidated financial statements. The accompanying notes from an integral part of these consolidated financial statements.

242 ANNUAL REPORT 2021 243


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Consolidated Statements of Changes In Equity Notes to the Consolidated Statements of Cash Flow
For the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)
Audited Audited

Total equity

477,664

--

56,345

534,009

534,009

--

(30,347)

689,695

1,193,357
 

Cash flow from operating activities Notes 31 January 2022 31 January 2021
Net profit for the year 423,018 8,043
Adjustments for:
Depreciation and amortization expense 11,12,14,27 358,049 311,665
Attributable Attributable
to non-
controlling
interest

17,440

--

6,777

24,217

24,217

--

--

54,637

78,854
Finance income 28 (134,294) (158,201)
Finance costs 29 298,560 222,121
Provision for unused vacation 15 3,722 1,227
Provision for employee severance indemnity 17 19,996 4,925
to owners
of the
Company

460,224

--

49,568

509,792

509,792

--

(30,347)

635,058

1,114,503
 

Impairment losses on receivables 34 147 2,805


Interest (income)/expense on trade payables 25 (6,477) (6,164)
Expected credit losses 25 (1,248) 163
Inventory obsolescence 9 491 (1,005)
Net
profit

94,844

94,844 (94,844)

4,583

4,583

4,583

(4,583)

--
Short term and long-term provisions 15 10,006 (589)

-- 400,441

317,166 400,441
Retained earnings

Losses on sale of property and equipment 26 (146) 1,410


Tax expenses 30 116,004 4,434
Unrealized currency translation differences 192,298 58,587
Retained
earnings

947 248,086

--

342,930

342,930

4,583

(30,347)
1,280,126 449,421

The accompanying notes from an integral part of these consolidated financial statements.
Changes in:
Change in trade receivables (177,430) (6,628)
Hedging
reserve

--

(7,827)

(6,880)

(6,880)

--

--

29,119

22,239
Other comprehensive

reclassified to profit

Change in inventory (198,017) (65,541)


income that will

Change in prepaid expenses (73,357) (7,358)


or loss

Change in other receivables (26,692) 7,566


Foreign
currency
translation
reserve

88,013

--

53,720

141,733

141,733

--

--

211,546
Change in other current and non-current assets 12,610 (6,329)
353,279 Change in employee benefits liabilities 81,114 4,149
Change in trade payables 500,421 87,584
Change in payables to related parties 56,372 (40,458)
Remeasurement
of defined
benefit liability

(5,337)

--

(908)

(6,245)

(6,245)

--

--

(6,048)

(12,293)
income that will

Change in deferred revenue 10,979 (2,747)


comprehensive

not reclassified
to profit or loss

Change in other payables 15,107 (2,975)


Other

Change in short term and long-term provisions (891) --


Change in other liabilities 5,034 3,296
1,485,376 419,980
Employee benefits paid 15,17 (15,022) (5,377)
Purchase
of share of
entities under
common
control

(35,757)

--

--

(35,757)

(35,757)

--

--

--

(35,757)
 

Income tax paid 30 (100,343) (25,225)


Net cash from operating activities 1,370,011 389,378
Cash flows from investing activities
Acquisition of tangible assets 11 (130,292) (79,035)
Legal
reserves

19,771

--

--

19,771

19,771

--

--

--

19,771

Proceeds from sale of tangible and intangible assets 411 2,730


Acquisition of intangible assets 12 (33,537) (22,301)
Interest received 28 83,683 54,330
Net cash flow used in investing activities (79,735) (44,276)
Share capital

49,657

--

--

49,657

49,657

--

--

--

49,657

Proceeds from loans and borrowings 736,901 1,421,905


Repayment of loans and borrowings (886,251) (857,906)
Payments of contractual lease liabilities (269,864) (180,563)
Other financial payments 29 (133,633) (66,853)
Total balance as at 31 January

Total balance as at 31 January


Balance as at 1 February 2020

Balance as at 1 February 2021

Dividend paid (30,347) --


Total comprehensive income

Total comprehensive income

Interest paid 28 (91,324) (82,648)


Net cash flow used in financing activities (674,518) 233,935
Net increase in cash and cash equivalent 615,758 579,037
Dividend payment

Cash and cash equivalents at the beginning of the year 4 889,875 310,838
Cash and cash equivalents at the end of the year 4 1,505,633 889,875
 

Transfers

Transfers

2022
2021

The accompanying notes from an integral part of these consolidated financial statements.

244 ANNUAL REPORT 2021 245


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

1 Reporting entity 1 Reporting entity (continued)


Mavi Giyim Sanayi ve Ticaret A.Ş. (the “Company” or “Mavi Giyim”), established in The ownership interest of and voting power held by the Company as at and for the
1991, engages in wholesale and retail sales of ready-to-wear denim apparel. The years ended 31 January 2022 and 2021 are as follows:
product range includes knit and woven shirts, t-shirts, sweaters, jackets, skirts, dresses,
accessories and denim bottoms for men, women and children.
Place of
Subsidiaries Incorporation Principal Activities Effective Shareholding %
The Company’s registered office is Sultan Selim Mahallesi, Eski Büyükdere Caddesi, No.
31 January 31 January
53, 34418 Kağıthane Istanbul/Turkey.
2022 2021
Wholesale and retail sales of
Export sales operations started in 1994. Mavi Giyim has offices and showrooms in New Mavi Europe Germany 100.00 100.00
apparel
York, Vancouver, Moscow, New Jersey, Los Angeles, Atlanta, Dallas, Toronto, Montreal, Mavi Nederland (1) Netherland Wholesale sales of apparel -- 100.00
Düsseldorf, Munich, Hamburg, Leipzig, Sindelfingen, Heusenstamm, Zurich, Salzburg, Wholesale and retail sales of
Mavi Russia Russia 100.00 100.00
Prague, Brussels and Almere. apparel
Wholesale and retail sales of
Mavi USA USA 51.00 51.00
Shares of the Company has been traded at Borsa Istanbul (“BIST”) since 15 June 2017. apparel
As of 31 January 2022, the Company’s main shareholders are Blue International Holding Eflatun Giyim Turkey Holding company 51.00 51.00
B.V., which owns 0.22% of the Company’s share capital, and Fatma Elif Akarlılar, Hayriye Wholesale and retail sales of
Mavi Canada Canada 63.25 63.25
apparel
Fethiye Akarlılar and Seyhan Akarlılar, each of whom own 9.062% of the Company’s
Mavi Kazakhstan (2) Kazakhstan Retail sales of apparel 100.00 100.00
share capital (31 January 2021: Blue International Holding B.V., which owns 0.22% of the
Company’s share capital, and Fatma Elif Akarlılar, Hayriye Fethiye Akarlılar and Seyhan
Akarlılar, each of whom own 9.062% of the Company’s share capital). Blue International
(1)
Mavi Nederland completed the liquidation process as of 26 July 2021.
Holding B.V. is controlled by Fatma Elif Akarlılar, Hayriye Fethiye Akarlılar and Seyhan Mavi Kazakhstan is in the liquidation process and does no longer proceed any
(2)

Akarlılar. operations as of 31 October 2015. Mavi Kazakhstan financials have not been
consolidated since its operations insignificant in terms of consolidated financial
The consolidated financial statements as at 31 January 2022 include financial position statements, as of 31 January 2022.
and the results of Mavi Giyim, Mavi Europe AG (“Mavi Europe”), Mavi Nederland BV (“Mavi
Nederland”) and Mavi LLC (“Mavi Russia”), Eflatun Giyim Yatırım Ticaret Anonim Şirketi As of 31 January 2022, Group’s total number of employees is 5,111 (31 January 2021:
(“Eflatun Giyim”), Mavi Jeans Incorporated (“Mavi Canada”), Mavi Jeans Incorporated 4,060).
(“Mavi United States of America (“USA”), Mavi Kazakhstan LLP and its subsidiaries are
referred here as the “Group” and individually “the Group entity” in this report.

246 ANNUAL REPORT 2021 247


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

2 Basis of presentation of financial statements 2 Basis of presentation of financial statements (continued)


2.1 Basis of presentation 2.1 Basis of presentation (continued)

(a) Statement of compliance (c) Functional and presentation currency (continued)

The consolidated financial statements have been prepared in accordance with The table below summarises functional currencies of the Group entities.
International Financial Reporting Standards (IFRS) issued by the IASB.
Company Functional currency
The consolidated financial statements were authorised for issue by the Board of
Directors on 15 March 2021. General Assembly and other regulatory instutitions have
Mavi Giyim TL
the authority to modify the consolidated financial statements.
Mavi Europe Euro (“EUR”)
Mavi Nederland EUR
(b) Basis of measurement
Mavi Russia Rouble (“RBL”)
A number of the Group’s accounting policies and disclosures require the measurement Eflatun Giyim TL
of fair values, for both financial and non-financial assets and liabilities. The consolidated Mavi USA US Dollars (“USD”)
financial statements have been prepared on the historical cost basis except for
Mavi Canada Canada Dollars (“CAD”)
derivative financial instruments which are measured at fair value. The methods used
to measure fair values are discussed further in Note 2.5 (q).
(d) Use of judgements and estimates
(c) Functional and presentation currency In preparing these consolidated financial statements management has made
The Company maintains its books of account and prepares its statutory financial judgements, estimates, and assumptions that affects the application of the Group’s
statements in Turkish Lira (“TL”) which is the Company’s functional currency. The accounting policies and the reported amounts of assets, liabilities, income, and
foreign subsidiaries maintain their books of account in accordance with the laws and expenses. Actual results may differ from these estimates.
regulations in force in the countries in which they are registered.
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to
These accompanying consolidated financial statements are presented in TL which is estimates are recognized prospectively.
the Company’s functional currency except when the otherwise indicated.
Information about assumptions and estimation uncertainties that have a risk of
resulting in a material adjustment is included in the following notes:

• Note 7 Trade receivables: Allowance for doubtful receivables, Expected


credit losses.
• Note 9 Inventory: Allowance for inventory impairment.

248 ANNUAL REPORT 2021 249


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

2 Basis of presentation of financial statements (continued) 2 Basis of presentation of financial statements (continued)
2.1 Basis of presentation (continued) 2.2 Basis of consolidation
(d) Use of judgements and estimates (continued) The Group has consistently applied the following accounting policies to all periods
presented in these consolidated financial statements.
• Note 10 Deferred revenue: Estimation of loyalty credits that can be
redeemed in the next years The accompanying consolidated financial statements include the accounts of the
parent company and its subsidiaries on the basis set out in the section below.
• Note 11 and 12 Property equipment and and intangibles: Useful lives.
Subsidiaries are consolidated based on the following methods:
• Note 12 and 13 Impairment of intangible assets including goodwill: Key
assumptions, underlying recoverable amounts.
Ɋ Mavi Russia, Mavi Nederland and Mavi Europe are fully consolidated without
• Note 15 and 17 Provision for employee termination benefits: Key actuarial non-controlling interest.
assumptions.
Ɋ Eflatun Giyim, Mavi Canada and Mavi USA are fully consolidated. Non-
• Note 15 Provisions for sales returns: Estimation of return, provision for controlling interest has been accounted for Eflatun.
upcoming months using the historical data.
(a) Business combinations
Restatement of financial statements during periods of high inflation The Group accounts for business combinations using the acquisition method when
control is transferred to the Group. The consideration transferred in the acquisition
In accordance with the CMB’s decision dated 17 March 2005 and numbered 11/367, is generally measured at fair value, as are the identifiable net assets acquired. Any
for companies operating in Turkey and preparing financial statements in accordance goodwill that arises is tested annually for impairment (see 2.5 (f)). Transactions costs,
with Turkish Financial Reporting Standards, the application of inflation accounting has other than those associated with the issuance of debt or equity securities, that the
been terminated as of 1 January 2005. Accordingly, as of 1 January 2005, the Standard Group incurs in connection with a business combination are expensed as incurred.
No. 29 “Financial Reporting in Hyperinflationary Economies” (“TAS 29”) has not been
applied The consideration transferred does not include amounts related to the settlement of
pre-existing relationships. Such amounts are generally recognized in profit or loss.
As per the announcement published by the Public Oversight, Accounting and Auditing
Standards Authority (“POA”) on 20 January 2022, since the cumulative change in the Any contingent consideration is measured at fair value at the date of acquisition. If
general purchasing power of the last three years has been 74.41% according to the an obligation to pay contingent consideration that meets the definition of a financial
Consumer Price Index (“CPI”) rates, it has been stated that entities applying the Turkish instrument is classified as equity, then it is not remeasured and settlement is accounted
Financial Reporting Standards (“TFRS”) are not required to make any restatements in for within equity. Otherwise, other contingent consideration is remeasured at fair value
their financial statements for 2021 within the scope of TAS 29 “Financial Reporting in at each reporting date and subsequent changes in the fair value of the contingent
High Inflation Economies”. consideration are recognised in profit or loss.

250 ANNUAL REPORT 2021 251


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

2 Basis of presentation of financial statements (continued) 2 Basis of presentation of financial statements (continued)
2.2 Basis of consolidation (continued) 2.2 Basis of consolidation (continued)
(a) Business combinations (continued) (e) Acquisitions from entities under common control

If share-based payment awards (replacement awards) are required to be exchanged Business combinations arising from transfers of interests in entities that are under the
for awards held by the acquiree’s employees (acquiree’s awards), then all or a portion control of the shareholder that controls the Company are accounted for as if the
of the amount of the acquirer’s replacement awards is included in measuring the acquisition had occurred at the beginning of the earliest comparative year presented
consideration transferred in the business combination. This determination is based on or, if later, at the date that common control was established; for this purpose
the market-based measure of the replacement awards compared with the market- comparative periods are restated. The restatement does not extend to periods during
based measure of the acquiree’s awards and the extent to which the replacement which the entities were not under common control. The assets and liabilities acquired
awards relate to pre-combination service. are recognised at the carrying amounts recognised previously in the Company’s
controlling shareholder’s consolidated financial statements. The components of equity
(b) Subsidiaries of the acquired entities are added to the same components within the Company
Subsidiaries are entities controlled by the Group. The Group controls an entity when it equity and any gain/loss arising is recognised directly in equity.
is exposed to, or has right to, variable returns from its involvement with the entity and
(f) Foreign currency
has the ability to affect those returns through its power over the entity. The financial
statements of subsidiaries are included in the consolidated financial statements from i) Foreign currency transactions
the date that control commences until the date that control ceases.
Transactions in foreign currencies are translated into the respective functional currencies
(c) Non-controlling interests of Group companies at the exchange rates at the dates of the transactions.

Non-controlling interests (“NCI”) are measured at their proportionate share of the


Monetary assets and liabilities denominated in foreign currencies are translated into
acquiree’s identifiable net assets at the date of acquisition.
the functional currency at the exchange rate at the reporting date. Non-monetary
assets and liabilities that are measured at fair value in a foreign currency are translated
Changes in the Group’s share in subsidiaries that do not result in loss of control are
into the functional currency at the exchange rate when the fair value was determined.
accounted for as equity transactions.
Non-monetary items that are measured based on historical cost in a foreign currency
(d) Transactions eliminated on consolidation are translated at the exchange rate at the date of the transaction. Foreign currency
differences are generally recognised in profit or loss and presented within finance costs.
Intra-group balances and transactions, and any unrealised income and expenses
arising from intra-group transactions, are eliminated.

252 ANNUAL REPORT 2021 253


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

2 Basis of presentation of financial statements (continued) 2 Basis of presentation of financial statements (continued)
(f) Foreign currency (continued) (f) Foreign currency (continued)
i) Foreign currency transactions (continued) ii) Foreign operations (continued)
However, foreign currency differences arising from the translation of the following items The Group and subsidiaries use either TL, EUR, RUB, USD or CAD as functional currencies
are recognised in OCI: since these currencies are used to a significant extent in, or have a significant impact
on, the operations of the related Group and subsidiaries and reflect the economic
Ɋ an investment in equity securities designated as at FVOCI (except on impairment,
substance of the underlying events and circumstances relevant to these entities.
in which case foreign currency differences that have been recognised in OCI are
reclassified to profit or loss); All currencies other than the currency selected for measuring items in the financial
statements are treated as foreign currencies. Accordingly, transactions and balances
Ɋ a financial liability designated as a hedge of the net investment in a foreign
not already measured in the functional currency have been re-measured to the related
operation to the extent that the hedge is effective; and
functional currencies. The Group uses TL as the reporting currency.
Ɋ qualifying cash flow hedges to the extent that the hedges are effective.
The financial statements of subsidiaries that report in the currency of an economy
ii) Foreign operations formerly accepted as hyperinflationary (Turkey) are restated in terms of the measuring
The assets and liabilities of foreign operations, including goodwill and fair value unit current at the reporting dates as the reporting currency. The above-mentioned
adjustments arising on acquisition, are translated into TL at exchange rates at the decision dated 17 March 2005 as a result of the application of hyperinflation accounting
reporting date. The income and expenses of foreign operations are translated via ended as of 31 December 2005 and TL came off as not highly inflationary status for
monthly average exchange rates. the period beginning after 1 January 2006.

The foreign currency exchange rates as at balance sheet date of the related periods
Foreign currency differences are recognised in other comprehensive income and
are as follows:
accumulated into the translation reserve, except to the extent that the translation
difference is allocated to NCI.
31 January 2022 31 January 2021
TL / EUR 14.9676 8.8718
When a foreign operation is disposed of in its entirety or partially such that control,
TL / USD 13.4015 7.3216
significant influence or joint control is lost, the cumulative amount in the translation
reserve related to that foreign operation is reclassified to profit or loss as part of the TL / RUB 0.1719 0.0957

gain or loss on disposal. If the Group disposes of part of its interest in a subsidiary but TL / CAD 10.5121 5.6936
retains control, then the relevant proportion of the cumulative amount is reattributed
to non-controlling interests. When the Group disposes off only part of its investment
in an associate or joint venture while retaining significant influence or joint control, the
relevant proportion of the cumulative amount is reclassified to profit or loss.

254 ANNUAL REPORT 2021 255


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

2 Basis of presentation of financial statements (continued) 2 Basis of presentation of financial statements (continued)
(f) Foreign currency (continued) 2.4 Changes in accounting estimates and errors (continued)
ii) Foreign operations (continued)
Comparative information and restatement of prior period financial statements
The foreign average currency exchange rates for the related periods are as follows: In the current year, the Group has reclassified a certain comparative balance in order
to conform to current year’s presentation. The nature, amount and reason for the
reclassifications is described below:
1 February 2021 – 1 February 2020 –
31 January 2022 31 January 2021
Ɋ Time deposit interest accrual amounting to TL 3,608, which was accounted as
TL / EUR 10.9760 8.2200 other receivables in the consolidated statement of financial position for the
TL / USD 9.3764 7.1282 accounting period ending on 31 January 2021, is reclassified to “cash and cash
TL / RUB 0.1262 0.0967 equvalents” in comparative financial statements.
TL / CAD 7.4663 5.3333 The reclassification has no impact on the profit for the period ended on 31 January
2021.
2.3 Change in significant accounting policies
2.5 Summary of significant accounting policies
The Group has consistently applied the following accounting policies to all periods
presented in these consolidated financial statements. Material changes in accounting Certain comparative amounts in the statement of financial position and profit or
policies and material accounting errors are adjusted retrospectively and prior period’s loss and other comprehensive income have been reclassified or represented, either
consolidated financial statements are restated. as a result of correction of errors or change in classification to conform current year
presentation.
2.4 Changes in accounting estimates and errors
The Group has consistently applied the following accounting policies to all periods
Changes in accounting policies or accounting errors are applied retrospectively
presented in these consolidated financial statements, except the initial application of
and the consolidated financial statements of the previous periods are restated.
IFRS 16.
If estimated changes in accounting policies are for only one period, changes are
applied on the current year but if the estimated changes effect the following periods, (a) Leases
changes are applied both on the current and following years prospectively. When a
significant accounting error is identified, it is corrected retrospectively and the prior The Group has applied IFRS 16 as of 1 February 2019 using the modified retrospective
year consolidated financial statements are restated. approach and therefore the comparative information has not been restated and
continues to be reported under IAS 17 and IFRS Interpretation 4. The details of
accounting policies under IAS 17 and IFRS Interpretation 4 are disclosed separately.

256 ANNUAL REPORT 2021 257


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

2 Basis of presentation of financial statements (continued) 2 Basis of presentation of financial statements (continued)
2.5 Summary of significant accounting policies (continued) 2.5 Summary of significant accounting policies (continued)
(a) Leases (continued) (a) Leases (continued)
At inception of a contract, the Group assesses whether a contract is, or contains, a As a lessee (continued)
lease. A contract is, or contains, a lease if the contract conveys the right to control the
The Group determines its incremental borrowing rate by obtaining interest rates from
use of an identified asset for a period of time in exchange for consideration. To assess
various external financing sources and makes certain adjustments to reflect the terms
whether a contract conveys the right to control the use of an identified asset, the
of the lease and type of the asset leased.
Group uses the definition of a lease in IFRS 16.

This policy is applied to contracts entered into, on or after 1 February 2019. Lease payments included in the measurement of the lease liability comprise the
following:
As a lessee
The Group recognises a right-of-use asset and a lease liability at the lease Ɋ Fixed payments, including in-substance fixed payments;
commencement date. The right-of-use asset is initially measured at cost, which Ɋ Amounts expected to be paid by the lessee under residual value commitments
comprises the initial amount of the lease liability adjusted for any lease payments
made at or before the commencement date, plus any initial direct costs incurred and The right-of-use asset is initially measured at cost, and subsequently measured at fair
an estimate of costs to dismantle and remove the underlying asset or to restore the value, in accordance with the Group’s accounting policies.
underlying asset or the site on which it is located, less any lease incentives received.
The lease liability is measured at amortised cost using the effective interest method. It
The right-of-use asset is subsequently depreciated using the straight-line method is remeasured when there is a change in future lease payments arising from a change
from the commencement date to the end of the lease term, unless the lease transfers in an index or rate, if there is a change in the Group’s estimate of the amount expected
ownership of the underlying asset to the Group by the end of the lease term or the cost to be payable under a residual value guarantee, if the Group changes its assessment
of the right-of-use asset reflects that the Group will exercise a purchase option. In that of whether it will exercise a purchase, extension or termination option or if there is a
case the right-of-use asset will be depreciated over the useful life of the underlying revised in-substance fixed lease payment.
asset, which is determined on the same basis as those of property and equipment. In
When the lease liability is remeasured in this way, a corresponding adjustment is made
addition, the right-of-use asset is periodically reduced by impairment losses, if any,
to the carrying amount of the right-of-use asset, or is recorded in profit or loss if the
and adjusted for certain remeasurements of the lease liability.
carrying amount of the right-of-use asset has been reduced to zero.

The lease liability is initially measured at the present value of the lease payments that The Group has elected not to recognise right-of-use assets and lease liabilities for
are not paid at the commencement date, discounted using the interest rate implicit leases of low-value assets. The Group recognises the lease payments associated with
in the lease or, if that rate cannot be readily determined, the Group’s incremental these leases as an expense on a straight-line basis over the lease term.
borrowing rate. Generally, the Group uses its incremental borrowing rate as the discount
rate.

258 ANNUAL REPORT 2021 259


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

2 Basis of presentation of financial statements (continued) 2 Basis of presentation of financial statements (continued)
2.5 Summary of significant accounting policies (continued) 2.5 Summary of significant accounting policies (continued)
(b) Property and equipment c) Intangible assets and goodwill

(i) Recognition and measurement (i) Recognition and measurement

Items of property and equipment are measured at cost including borrowing costs-less Goodwill
accumulated depreciation and any accumulated impairment losses.
Goodwill arising on the acquisition of subsidiaries is measured at cost less accumulated
When parts of an item of property and equipment have different useful lives, they are impairment losses. A cash-generating unit to which goodwill has been allocated is
accounted for as separate items (major components) of property and equipment. Any tested for impairment annually, or more frequently when there is an indication that the
gain and loss on disposal of an item of property and equipment is recognised in profit unit may be impaired. If the recoverable amount of the cash-generating unit is less
or loss and presendet under gains/losses from investment activities. than its carrying amount, the impairment loss is allocated first to reduce the carrying
amount of any goodwill allocated to the unit and then to the other assets of the unit
(ii) Subsequent expenditure pro rata based on the carrying amount of each asset in the unit. Any impairment loss for
goodwill is recognized directly in profit or loss in the consolidated [statement of profit
Subsequent expenditure is capitalised only if it is probable that the future economic or loss/statement of profit or loss and other comprehensive income]. An impairment
benefits associated with the expenditure will flow to the Group. Ongoing repairs and loss recognized for goodwill is not reversed in subsequent periods.
maintenance are expensed as incurred.
On disposal of the relevant cash-generating unit, the attributable amount of goodwill
(iii) Depreciation is included in the determination of the profit or loss on disposal.
Property and equipment are depreciated from the date they are available for use.
Intangible assets recognised in a business combination
Depreciation is calculated to write off the cost of items of property and equipment
less their estimated residual values using the straight line method over their estimated Customer relationships arising from the business acquisitions were recognized at their
useful lives, and is generally recognised in profit, or loss. fair values.
Leased assets are depreciated over the shorter of the lease term and their useful lives Other intangible assets
unless it is reasonably certain that the Group will obtain ownership by the end of lease
term. Land is not subject to depreciation. Other intangible assets that are acquired by the Group, which have finite useful lives,
The estimated useful lives for the current and comparative periods are as follows: are measured at cost less accumulated amortisation and accumulated impairment
losses.
Ɋ Vehicles (5) years
Ɋ Furniture and fixtures (3 – 15) years (ii) Subsequent expenditures
Ɋ Leasehold improvements shorter of (1 – 10) years or lease term
Subsequent expenditure is capitalised only when it increases the future economic
Depreciation methods, useful lives and residual values are reviewed at each reporting benefits embodied in the specific asset to which it relates. All other expenditure is
date and adjusted if appropriate. recognised in profit or loss as incurred.

260 ANNUAL REPORT 2021 261


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

2 Basis of presentation of financial statements (continued) 2 Basis of presentation of financial statements (continued)
2.5 Summary of significant accounting policies (continued) 2.5 Summary of significant accounting policies (continued)
c) Intangible assets and goodwill (continued) (e) Financial instruments (continued)

(iii) Amortisation (i) Recognition and initial measurement (continued)

Except for goodwill, intangible assets are amortised on a straight-line basis in profit A financial asset (unless it is a trade receivable without a significant financing
or loss over their estimated useful lives, from the date that they are available for use. component) or financial liability is initially measured at fair value plus, for an item not
at FVTPL, transaction costs that are directly attributable to its acquisition or issue. A
The estimated useful lives for the current and comparative periods are as follows: trade receivable without a significant financing component is initially measured at the
transaction price.
Ɋ Trademark (15) years
Ɋ Licenses (3–5) years (ii) Classification and subsequent measurement
Ɋ Customer relationships (9-15) years
On initial recognition, a financial asset is classified as measured at: amortised cost;
Amortisation methods, useful lives and residual values are reviewed at each reporting
FVOCI – debt investment; FVOCI – equity investment; or FVTPL.
date and adjusted if appropriate.

(d) Inventories Financial assets are not reclassified subsequent to their initial recognition unless the
Company changes its business model for managing financial assets, in which case all
Inventories are measured at the lower of cost or net realizable value. affected financial assets are reclassified on the first day of the first reporting period
following the change in the business model.
The cost of inventories is based on first-in first-out principle, and includes expenditure
incurred for the purchase and bringing the items to their current condition. Net A financial asset is measured at amortized cost if it meets both of the following
realizable value is the estimated selling price, in the ordinary course of business, less conditions and is not designated as at FVTPL:
estimated costs of completion and estimated costs to sell. Net realizable value write-
downs are evaluated in product groups and for particular seasons such as fall/winter Ɋ it is held within a business model whose objective is to hold assets to collect
and spring/summer. contractual cash flows; and
Ɋ its contractual terms give rise on specified dates to cash flows that are solely
(e) Financial instruments
payments of principal and interest on the principal amount outstanding.
(i) Recognition and initial measurement
On initial recognition of an equity investment that is not held for trading, the Group
Trade receivables and debt securities issued are initially recognised when they are
may irrevocably elect to present subsequent changes in the investment’s fair value in
originated. All other financial assets and financial liabilities are initially recognised
OCI. This election is made on an investment-by-investment basis.
when the Group becomes a party to the contractual provisions of the instrument.

262 ANNUAL REPORT 2021 263


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

2 Basis of presentation of financial statements (continued) 2 Basis of presentation of financial statements (continued)
2.5 Summary of significant accounting policies (continued) 2.5 Summary of significant accounting policies (continued)
(e) Financial instruments (continued) (e) Financial instruments (continued)

(ii) Classification and subsequent measurement (continued) (ii) Classification and subsequent measurement (continued)

All financial assets not classified as measured at amortised cost or FVOCI as described Transfers of financial assets to third parties in transactions that do not qualify for
above are measured at FVTPL. On initial recognition, the Group may irrevocably derecognition are not considered sales for this purpose, consistent with the Group’s
designate a financial asset that otherwise meets the requirements to be measured at continuing recognition of the assets.
amortised cost or at FVOCI as at FVTPL if doing so eliminates or significantly reduces
an accounting mismatch that would otherwise arise. Financial assets that are held for trading or are managed and whose performance is
evaluated on a fair value basis are measured at FVTPL.
Financial assets – Business model assessment
Financial assets – Assessment whether contractual cash flows are solely
The Group makes an assessment of the objective of the business model in which a
payments of principal and interest
financial asset is held at a portfolio level because this best reflects the way the business
is managed and information is provided to management. The information considered For the purposes of this assessment, ‘principal’ is defined as the fair value of the financial
includes: asset on initial recognition. ‘Interest’ is defined as consideration for the time value of
money and for the credit risk associated with the principal amount outstanding during
Ɋ the stated policies and objectives for the portfolio and the operation of those
a particular period of time and for other basic lending risks and costs (e.g. liquidity risk
policies in practice. These include whether management’s strategy focuses on
and administrative costs), as well as a profit margin.
earning contractual interest income, maintaining a particular interest rate profile,
matching the duration of the financial assets to the duration of any related liabilities
In assessing whether the contractual cash flows are solely payments of principal and
or expected cash outflows or realising cash flows through the sale of the assets;
interest, the Group considers the contractual terms of the instrument. This includes
Ɋ the purpose of the business model; managing daily liquidity needs, maintaining assessing whether the financial asset contains a contractual term that could change
a certain interest yield, or aligning the maturity of financial assets with the maturity the timing or amount of contractual cash flows such that it would not meet this
of debts funding these assets. condition. In making this assessment, the Group considers:
Ɋ how the performance of the portfolio is evaluated and reported to the Company’s Ɋ contingent events that would change the amount or timing of cash flows;
management; Ɋ terms that may adjust the contractual coupon rate, including variable-rate
Ɋ the risks that affect the performance of the business model (and the financial features;
assets held within that business model) and how those risks are managed; Ɋ prepayment and extension features; and
Ɋ terms that limit the Group’s claim to cash flows from specified assets (e.g. non-
Ɋ how managers of the business are compensated – e.g. whether compensation recourse features).
is based on the fair value of the assets managed or the contractual cash flows
collected and the frequency, volume and timing of sales of financial assets in prior
periods, the reasons for such sales and expectations about future sales activity.

264 ANNUAL REPORT 2021 265


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

2 Basis of presentation of financial statements (continued) 2 Basis of presentation of financial statements (continued)
2.5 Summary of significant accounting policies (continued) 2.5 Summary of significant accounting policies (continued)
(e) Financial instruments (continued) (e) Financial instruments (continued)

(ii) Classification and subsequent measurement (continued) (ii) Classification and subsequent measurement (continued)

Financial assets – Subsequent measurement and gains and losses Financial assets – Subsequent measurement and gains and losses (continued)
A prepayment feature is consistent with the solely payments of principal and interest
criterion if the prepayment amount substantially represents unpaid amounts of principal These assets are subsequently measured at fair
and interest on the principal amount outstanding, which may include reasonable value. Interest income calculated using the effective
additional compensation for early termination of the contract. interest method, foreign exchange gains and losses
Debt investments at FVOCI and impairment are recognized in profit or loss.
Additionally, for a financial asset acquired at a discount or premium to its contractual par Other net gains and losses are recognized in OCI. On
derecognition, gains and losses accumulated in OCI
amount, a feature that permits or requires prepayment at an amount that substantially
are reclassified to profit or loss.
represents the contractual par amount plus accrued (but unpaid) contractual interest
(which may also include reasonable additional compensation for early termination) is These assets are subsequently measured at fair value.
treated as consistent with this criterion if the fair value of the prepayment feature is Dividends are recognized as income in profit or loss
insignificant at initial recognition. Equity investments at FVOCI
unless the dividend clearly represents a recovery of
part of the cost of the investment. Other net gains and
losses are recognized in OCI and are never reclassified
These assets are subsequently measured at fair to profit or loss.
value. Net gains and losses, including any interest or
Financial assets at FVTPL dividend income, are recognized in profit or loss. For Financial liabilities – Classification, subsequent measurement and gains and
derivatives identified as a hedging tool, see section
losses
(v) below.
These assets are subsequently measured at Financial liabilities are classified as measured at amortised cost or FVTPL. A financial
amortized cost using the effective interest method. liability is classified as at FVTPL if it is classified as held-for-trading, it is a derivative or it
The amortized cost is reduced by impairment losses. is designated as such on initial recognition. Financial liabilities at FVTPL are measured
Financial assets at amortized cost Interest income, foreign exchange gains and losses at fair value and net gains and losses, including any interest expense, are recognised
and impairment are recognized in profit or loss. Any in profit or loss. Other financial liabilities are subsequently measured at amortised
gain or loss on derecognition is recognized in profit or cost using the effective interest method. Interest expense and foreign exchange gains
loss. and losses are recognised in profit or loss. Any gain or loss on derecognition is also
recognised in profit or loss. For derivatives identified as a hedging tool, see section (v)
below.

266 ANNUAL REPORT 2021 267


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

2 Basis of presentation of financial statements (continued) 2 Basis of presentation of financial statements (continued)
2.5 Summary of significant accounting policies (continued) 2.5 Summary of significant accounting policies (continued)
(e) Financial instruments (continued) (e) Financial instruments (continued)

(iii) Derecognition (v) Derivative financial instrument and hedge accounting

Finansal assets The Group uses derivative financial instruments for the purpose of hedging foreign
currency and interest rate risk. Embedded derivative instruments are separated from
The Group derecognizes a financial asset when the contractual rights to the cash flows the host contract and recognized separately when the underlying contract is not a
from the financial asset expire, or it transfers the rights to receive the contractual cash financial asset and met certain criteria.
flows in a transaction in which substantially all of the risks and rewards of ownership of
the financial asset are transferred or in which the Group neither transfers nor retains Derivatives are initially recognized at fair value. Subsequent to initial recognition of
substantially all of the risks and rewards of ownership and it does not retain control of derivative instruments, changes in fair value are recognized in profit or loss.
the financial asset.
The Group defines certain derivatives as hedging instruments in order to maintain the
The Group enters into transactions whereby it transfers assets recognized in its variability in the cash flows related to the high probability of realization arising from the
statement of financial position, but retains either all or substantially all of the risks changes in exchange rates and interest rates. The Group defines certain derivatives
and rewards of the transferred assets. In these cases, the transferred assets are not and non-derivative financial liabilities as hedging instruments for net investment in
derecognized. foreign operations.

Financial liabilities At the beginning of the hedge relationship, the Group makes a certification regarding
the risk management purpose and strategy that causes the hedging relationship and
The Group derecognizes a financial liability when its contractual obligations are
the operation of the enterprise. The Group also documents the economic relationship
discharged or cancelled, or expire. The Group also derecognizes a financial liability
between the hedged item and the hedging instrument, including whether the changes
when its terms are modified and the cash flows of the modified liability are substantially
in the cash flows of the hedged item and the hedging means are expected to offset
different, in which case a new financial liability based on the modified terms is
each other.
recognized at fair value.
Hedge accounting
On derecognition of a financial liability, the difference between the carrying amount
extinguished and the consideration paid (including any non-cash assets transferred If a derivative instrument is designed as a cash flow hedge hedging instrument, the
or liabilities assumed) is recognized in profit or loss. effective portion of the change in the fair value of the derivative instrument is recognized
in other comprehensive income and presented under equity in the hedging reserve.
(iv) Offsetting
The ineffective portion of the change in the fair value of the derivative is recognized
Financial assets and financial liabilities are offset and the net amount presented in the directly in profit or loss. The effective portion of the change in the fair value of the
statement of financial position when, and only when, the Group currently has a legally derivative instrument determined on the present value basis from the beginning of
enforceable right to set off the amounts and it intends either to settle them on a net the hedging relationship recognized in other comprehensive income is limited to the
basis or to realize the asset and settle the liability simultaneously. cumulative effect of the change in the fair value of the hedging instrument.

268 ANNUAL REPORT 2021 269


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

2 Basis of presentation of financial statements (continued) 2 Basis of presentation of financial statements (continued)
2.5 Summary of significant accounting policies (continued) 2.5 Summary of significant accounting policies (continued)
(e) Financial instruments (continued) (f) Impairment of assets
(v) Derivative financial instrument and hedge accounting (continued) (i) Non-derivative financial assets
In the cash flow hedge relationship, the group defines only the change in the spot item
Financial instruments and contract assets
of the forward contract as a means of hedging.
The Group recognizes loss allowances for ECLs on:
The Group, enters into forward contracts in order to hedge the foreign currency risk on Ɋ financial assets measured at amortized cost
product imports arising from the foreign currency differences between the purchase
order date and arrival date. The Group measures loss allowances at an amount equal to lifetime ECL, except for
the following, which are measured as 12-month ECL:
The change in the fair value of forward value of forward foreign exchange purchase Ɋ bank balances for which credit risk has not increased significantly since initial
contracts is recognized as hedging reserve as a hedging cost in equity as a hedging recognition.
cost. In the event that a non-financial asset or liability is subsequently recognized Loss allowances for trade receivables, other receivables, other assets and contract
in the financial statements, the amount accumulated in the hedging fund and the assets are always measured at an amount equal to lifetime ECL.
cost of hedging are included directly in the initial cost of the non-financial asset or
liability. For all other hedge transactions, the hedging reserve and the hedging cost When determining whether the credit risk of a financial asset has increased significantly
are classified in profit or loss in the hedging reserve in the period or periods when the since initial recognition and when estimating ECL, the Group considers reasonable and
estimated future cash flows are affected by profit or loss. supportable information that is relevant and available without undue cost or effort.
This includes both quantitative and qualitative information and analysis, based on the
The hedge accounting is discontinued in case the hedging relationship (or part of Group’s historical experience and informed credit assessment and including forward-
it) no longer meets the required criteria, the hedging instrument is expired or sold, looking information.
terminated or used. In case of discontinuation of cash flow hedge accounting, the
retained amount in the hedging fund shall continue to be classified under equity until The Group considers bank balances to have low credit risk when its credit risk rating is
the hedged estimate of the non-financial item is recorded; hedging cost is classified equivalent to the globally understood definition of ‘investment grade’.
as profit or loss in the periods in which the estimated future cash flows are affected by
profit or loss. If the expected future cash flows are no longer expected to materialize, The maximum period considered when estimating ECLs is the maximum contractual
the amount accumulated in the hedge fund and the cost of that fund are immediately period over which the Group is exposed to credit risk.
classified in profit or loss.
12-month expected credit losses are that result from possible default events within the
12 months after the reporting date.

The maximum period considered when estimating expected credit losses is the
maximum contractual period over which the Group is exposed to credit risk.

270 ANNUAL REPORT 2021 271


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

2 Basis of presentation of financial statements (continued) 2 Basis of presentation of financial statements (continued)
2.5 Summary of significant accounting policies (continued) 2.5 Summary of significant accounting policies (continued)
(f) Impairment of assets (continued) (f) Impairment of assets (continued)

(i) Non-derivative financial assets (continued) (i) Non-derivative financial assets (continued)

Measurement of ECLs Write-off

ECLs are a probability-weighted estimate of credit losses. Credit losses are measured The gross carrying amount of a financial asset is written off (either partially or in full)
as the present value of all cash shortfalls. to the extent that there is no realistic prospect of recovery. This is generally the case
when the Group determines that the debtor does not have assets or sources of income
ECLs are discounted at the effective interest rate of the financial asset. that could generate sufficient cash flows to repay the amounts subject to the write-
off. However, financial assets that are written off could still be subject to enforcement
For trade receivables, other receivables, other assets and contract assets the Group activities in order to comply with the Group’s procedures for recovery of amounts due.
applies the simplified approach to providing for expected credit losses prescribed
in IFRS 9, which requires the use of the lifetime expected loss provision for all trade Financial assets are written off when there is no reasonable expectation of recovery,
receivables. The Group performed the calculation of ECL rates separately for individual, such as a debtor failing to engage in a repayment plan with the Group. Where trade
corporate, public and wholesale customers. receivables, other receivables, other assets and contract assets have been written
off, the Group continues to engage in enforcement activity to attempt to recover the
The ECLs were calculated based on actual credit loss experience over the past years. receivable due. Where recoveries are made, these are recognized in profit or loss.

ECLs are a probability-weighted estimate of credit losses. In other words, it is the credit
(ii) Non-financial assets
losses that are measured on the present value of all the cash deficits (for example, the
difference between the cash inflows to the entity and the cash flows expected by the At the end of each reporting period, the Group reviews the carrying amounts of its
entity to be collected based on the contract). tangible and intangible assets to determine whether there is any indication that those
assets have suffered an impairment loss. If any such indication exists, the recoverable
Credit-impaired financial assets amount of the asset is estimated in order to determine the extent of the impairment
At each reporting date, the Group assesses whether financial assets carried at loss (if any). Goodwill is tested annually for impairment.
amortized cost are creditimpaired. A financial asset is ‘credit-impaired’ when one or
more events that have a detrimental impact on the estimated future cash flows of the For impairment testing, assets are grouped together into the smallest group of assets
financial asset have occurred. that generates cash inflows from continuing use that are largely independent of the
cash inflows of other assets or CGUs (“Cash Generating Unit”). Goodwill arising from a
Presentation of impairment business combination is allocated to CGUs or groups of CGUs that are expected to
benefit from the synergies of the combination.
Loss allowances for financial assets measured at amortized cost are deducted from
the gross carrying amount of the assets.

272 ANNUAL REPORT 2021 273


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

2 Basis of presentation of financial statements (continued) 2 Basis of presentation of financial statements (continued)
2.5 Summary of significant accounting policies (continued) 2.5 Summary of significant accounting policies (continued)
(f) Impairment of assets (continued) (g) Employee benefits (continued)

(ii) Non-financial assets (continued) (i) Long term employee benefits (continued)

The recoverable amount of an asset or CGU is the greater of its value in use and its Provision for employee termination benefits (continued)
fair value less costs to sell. Value in use is based on the estimated future cash flows,
discounted to their present value using a pre-tax discount rate that reflects current Consequently, in the accompanying consolidated financial statements, the provision
market assessments of the time value of money and the risks specific to the asset of has been calculated by estimating the present value of the future probable obligation
CGU. of the Group arising from the retirement of the employee. Severance payment provisions
are not subject to legal funding.
An impairment loss is recognised if the carrying amount of an asset of CGU exceeds
its recoverable amount. In accordance with the Russian Labor Law (the Article 178 “Dismissal allowances”,
Chapter 27, Section VII “Guarantees and compensations”), when the Group company
Impairment losses are recognised in profit or loss. They are allocated first to reduce unilaterally terminates the employment agreement, employer should inform the
the carrying amount of any goodwill allocated to the CGU and then to reduce the employee two months before position cancelling date. After two months, at the date
carrying amounts of the other assets in the CGU on a pro rata basis. of dismissal, employer is required to pay the employee a dismissal compensation
at the amount of one month average wage. In case the employee can not find an
An impairment loss in respect of goodwill is not reversed. For other assets, an impairment employment during two preceding months after the dismissal date, employee has
loss is reversed only to the extent that the asset’s carrying amount does not exceed right to request
the carrying amount that would have been determined, net of depreciation or
amortisation, if no impairment loss had been recognised. The Group has not recorded any reserve for employee severance payments for its
employees in foreign subsidiaries, except Russia since only under very specific
(g) Employee benefits circumstances a company is liable to pay a severance according to labour laws of the
foreign entities.
(i) Long term employee benefits
(ii) Short term employee benefits
Provision for employee termination benefits
In accordance with existing social legislation in Turkey, the Company is required to Short-term employee benefit obligations are consisting of reserve for the vacation
make lump-sum payments to employees whose employment is terminated without pay liability due to the earned and unused vacation rights of its employees. The
due cause, called up for military service, death or retirement. IAS 19 “Employee Benefits” Group is obliged to make payments for unused vacation days in the amount of the
requires actuarial valuation method to be developed to estimate the enterprise’s employment contract is terminated on the date of the daily gross wage and contract
obligation under defined benefit plans. related interests on the total payment. The Group provides reserve for the vacation
pay liability due to the earned and unused vacation rights of its employees.

274 ANNUAL REPORT 2021 275


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

2 Basis of presentation of financial statements (continued) 2 Basis of presentation of financial statements (continued)
2.5 Summary of significant accounting policies (continued) 2.5 Summary of significant accounting policies (continued)
(g) Employee benefits (continued) (i) Related parties (continued)

(ii) Short term employee benefits (continued) a) A person or a close member of that person’s family is related to a reporting entity
Vacation pay liability is measured on an undiscounted basis and is recognised in profit if that person:
or loss as the related service is provided.
i. has control or joint control of the reporting entity;
(h) Provisions; contingent liabilities and contingent assets ii. has significant influence over the reporting entity; or
iii. is a member of the key management personnel of the reporting entity or of a
A provision is recognised if, as a result of a past event, the Group has a present legal
parent of the reporting entity.
or constructive obligation that can be estimated reliably, and it is probable that an
outflow of economic benefits will be required to settle the obligation. Provisions are b) An entity is related to a reporting entity if any of the following conditions applies:
determined by discounting the expected future cash flows at a pre-tax rate that
reflects current market assessments of the time value of money where appropriate i. The entity and the reporting entity are members of the same group (which
and the risks specific to the liability. means that each parent, subsidiary and fellow subsidiary is related to
the others).
Contingent liabilities are reviewed to determine if there is a possibility that the outflow ii. One entity is an associate or joint venture of the other entity (or an associate
of economic benefits will be required to settle the obligation. Except for the economic or joint venture of a member of a group of which the other entity is a member).
benefit outflow possibility is remote such contingent liabilities are disclosed in the notes iii. Both entities are joint ventures of the same third party.
to the consolidated financial statements. iv. One entity is a joint venture of a third entity and the other entity is an
associate of the third entity,
If the entry of the economic benefit to the Group is possible, explanations are included v. The entity is a post-employment benefit plan for the benefit of employees of
in the disclosures of the consolidated financial statements about the contingent asset either the reporting entity or an entity related to the reporting entity. If the
if the entry of economic benefit is certain, the asset and its related income changes reporting entity is itself such a plan, the sponsoring employers are also related
are included in the consolidated financial statements at the date that they occurred. to the reporting entity.
(i) Related parties vi. The entity is controlled or jointly controlled by a person identified in (a).
vii. A person identified in (a)(i) has significant influence over the entity or is a
A related party is a person or entity that is related to the entity that is preparing its member of the key management personnel of the entity (or of a parent of the
financial statements (in this Standard referred to as the ‘reporting entity’). entity).
viii. The entity, or any member of a group of which it is a part, provides key
management personnel services to the reporting entity or to the parent of the
reporting entity.

276 ANNUAL REPORT 2021 277


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

2 Basis of presentation of financial statements (continued) 2 Basis of presentation of financial statements (continued)
2.5 Summary of significant accounting policies (continued) 2.5 Summary of significant accounting policies (continued)
(j) Revenue (j) Revenue (continued)

(i) General model for accounting of revenue (i) General model for accounting of revenue (continued)

In accordance with IFRS 15, a five-step model is followed in recognizing revenue for all Step 3: Determine the transaction price
contacts with customers.
In order to determine the transaction price, the Group assesses how much consideration
Step 1: Identify the contract it expects to be entitled to by fulfilling the contract. In arriving at the assessment,
the Group considers variable elements of consideration, as well as the existence of a
A contract exists only if it is legally enforceable, the collection of the consideration is significant financing component.
probable, the rights to goods and services and payment terms can be identified, the
contract has commercial substance; and the contract is approved and the parties Significant financing component
are committed to their obligations.
The Group revises the promised amount of consideration for the effect of a significant
financing component to the amount that reflects what the cash selling price of the
If either contracts were negotiated as a single commercial package, or consideration
promised good or service. As a practical expedient, the Group does not adjust the
in one contract depends on the other contract or goods or services (or some of
transaction price for the effects of a significant financing component if, at contract
the goods or services) are a single performance obligation the Group accounts the
inception, the entity expects the period between customer payment and the transfer
contracts as a single contract.
of goods or services to be one year or less. In cases where advance for the services are
Step 2: Identify the performance obligations received and the payment scheme is broadly aligned with the Group’s performance
throughout the period, the Group concludes that the period between performance
The Group defines ‘performance obligation’ as a unit of account for revenue recognition. and payment is never more than 12 months, therefore the expedient is applied.
The Group assesses the goods or services promised in a contract with a customer and
identifies as: Variable cost

(a) a performance obligation either a good or service that is distinct; or The Group identifies items such as price concessions, incentives, performance bonuses,
(b) or a series of distinct goods or services that are substantially the same and completion bonuses, price adjustment clauses, penalties, discounts, credits, or similar
have the same pattern of transfer to the customer. items may result in variable consideration if there is any in a customer contract.

A contract may contain promises to deliver a series of distinct goods or services that Step 4: Allocate the transaction price
are substantially the same. At contract inception, an entity determines whether the
If distinct goods or services are delivered under a single arrangement, then the
series of goods or services is a single performance obligation.
consideration is allocated based on relative stand-alone selling prices of the distinct
goods or services (performance obligations). If directly observable stand-alone selling
prices are not available, the total consideration in the service contracts is allocated
based on their expected cost plus a margin.

278 ANNUAL REPORT 2021 279


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

2 Basis of presentation of financial statements (continued) 2 Basis of presentation of financial statements (continued)
2.5 Summary of significant accounting policies (continued) 2.5 Summary of significant accounting policies (continued)
(j) Revenue (continued) (j) Revenue (continued)

Stage 5: Revenue recognition Stage 5: Revenue recognition (continued)

The Group recognizes revenue over-time if any of the following conditions is met: Wholesale sales are to third-party retailers that then on-sell to consumers. The wholesale
channel includes Mavi mono-brand stores operated by franchisees, department store
Ɋ Customer simultaneously receives and consumes the benefits as the entity
chains, corner shops, and third-party online channels. The Group signs franchise
performs, or
agreements with franchises. However, the Group does not send consignment inventory
Ɋ The customer controls the asset as the entity creates or enhances it, or
to these franchises nor does the Group earn franchise fees on these agreements. The
Ɋ Group’s performance does not create an asset for which the entity has an use;
Group recognizes revenues from franchisees on a principal basis as gross when the
and alternative there is a right to payment for performance to date.
control has been transferred to the franchisees.
For each performance obligation that is satisfied over time, an entity selects a single
measure of progress, which depicts the transfer of control of the goods or services to In addition, the Group has consignments in certain department stores. Revenue from
the customer. The Group uses a method that measures the work performed reliably. these consignments is recognized only after they are sold to the end customer as
defined above.
If a performance obligation is not satisfied over time, then the Group recognize revenue
Ecommerce represents direct sales that the Group makes to consumers on own mavi.
at the point in time at which it transfers control of the good or service to the customer.
com websites. Revenue from the sale of goods through wholesale business in the
course of ordinary activities is measured at the fair value of the consideration received
The Group recognizes a provision in accordance with IAS 37 “Provisions, Contingent or receivable, net of returns, trade discounts and volume rebates.
Liabilities and Contingent Assets” when the unavoidable costs of meeting the
obligations under a contract exceed the economic benefits. Revenue is recognized when persuasive evidence exists, usually in the form of
an executed sales agreement that the significant risk and rewards of ownership
Goods sold have been transferred to the buyer, recovery of the consideration is probable, the
associated costs and possible return of goods can be estimated reliably, there is no
In overall, the Group has wholesale, retail and e-commerce business. Retail sales
continuing management involvement with the goods, and the amount of revenue can
represent sales to consumers at mono-brand Mavi stores that the Group operates.
be measured reliably.
Revenue is recognized when the control is transferred to the buyer. Revenue from the
sale of goods through retail business in the course of ordinary activities is measured
at the fair value of the consideration received in cash or credit card. The discount is The Group also generates revenue in the form of royalty fees.
recognized as a reduction of revenue as the sales are recognized.
Corporate card sales to corporate customers are initially recognized as deferred
revenue and the revenue is recognized when the card is used by the ultimate customer.

280 ANNUAL REPORT 2021 281


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

2 Basis of presentation of financial statements (continued) 2 Basis of presentation of financial statements (continued)
2.5 Summary of significant accounting policies (continued) 2.5 Summary of significant accounting policies (continued)

(j) Revenue (continued) (m) Research and development expenses

Stage 5: Revenue recognition (continued) The Group has a separate department which operates to research and develop new
fabric and design. As a result of these operations of the department, sample productions
Corporate cards given to customers during the reporting period are valid until a are made including new collections’ desgins. Costs incurred on development projects
specific maturity date. Unused balance of the corporate cards are recognized as are recognised as intangible assets only if the cost can be measured reliably. Other
revenue following the expiration date. development expenditures are recognised as an expense as incurred. Development
costs that have been capitalised are amortised on a straight-line basis over their
Loyalty programme
estimated useful lives (1 year).
For customer loyalty programmes, the fair value of the consideration receivable in
respect of the initial sale is allocated to the “Kartuş Card Points”. The present fair (n) Finance income and finance cost
value of the Kartuş Card Points, which can be redeemed as discount against future
Finance costs comprise interest expense on borrowings, impairment losses recognised
purchases by customers, is estimated by taking into account the expected redemption
on financial assets, (other than trade receivables). Borrowing costs that are not directly
rate and the timing of such expected redemptions. Such amount is deferred and
attributable to the acquisition, construction or production of a qualifying asset are
revenue is recognized only when the points are redeemed and the Group has fulfilled
recognised in profit or loss using the effective interest method.
its obligations to supply the discounted products. The amount of revenue recognized
in those circumstances is based on the number of points that have been redeemed Foreign currency gains and losses on financial assets and financial liabilities (other
in exchange for discounted products, relative to the total number of points that is than trade receivables and payables) are reported on a gross basis as either finance
expected to be redeemed. income or finance cost depending on whether foreign currency movements are in a
net gain or net loss position.
(k) Income/(expense) from investing activities

Income / (expense) from investing activities are generated from gain or loss of sale of Interest income or expense is recognised using the effective interest method. Dividend
property, plant and equipment. income is recognised in profit or loss on the date on which the Group’s right to receive
payment is established.
(l) Earnings per share
(o) Tax
Earnings per shares is calculated by dividing the consolidated profit/(loss) for the
period attributable to ordinary shareholders by weighted average number of ordinary Tax expense comprises of current and deferred tax. Current and deferred tax is
shares outstanding during the period. recognised in profit or loss except to the extent that it relates to a business combination,
or items recognised directly in equity or in other comprehensive income.

282 ANNUAL REPORT 2021 283


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

2 Basis of presentation of financial statements (continued) 2 Basis of presentation of financial statements (continued)
2.5 Summary of significant accounting policies (continued) 2.5 Summary of significant accounting policies (continued)
(o) Tax (continued) (o) Tax (continued)

(i) Current tax (ii) Deferred tax (continued)

Current tax is the expected tax payable or receivable on the taxable income or loss Deferred tax assets and liabilities are measured at the tax rates that are expected to
for the period, using tax rates enacted or substantively enacted at the reporting date, apply in the period in which the liability is settled or the asset realized, based on tax
and any adjustment to tax payable in respect of previous years. rates (and tax laws) that have been enacted or substantively enacted by the balance
sheet date.
Turkish tax legislation does not permit a parent company and its subsidiary to file a
consolidated tax return. Therefore, provisions for taxes, as reflected in the consolidated The carrying amount of deferred tax assets is reviewed at each balance sheet date
financial statements, have been calculated on a separate-entity basis. and reduced to the extent that it is no longer probable that sufficient taxable profits
will be available to allow all or part of the asset to be recovered.
(ii) Deferred tax
The Company and its consolidated subsidiaries have reflected their deferred tax
Deferred tax is recognized on temporary differences between the carrying amounts of
assets and liabilities in their financial statements, but there has been no netting on a
assets and liabilities in the consolidated financial statements and the corresponding
consolidated basis.
tax bases which is used in the computation of taxable profit.
(iii) Tax risk
Deferred tax is not recognised for the following temporary differences:
Ɋ the initial recognition of assets or liabilities in a transaction that is not a The Group takes into account whether the Group has the uncertain tax position and
business combination and that affects neither accounting nor taxable profit, the surcharge has to be paid and the tax liability while it determines the current tax
Ɋ differences relating to investments in subsidiaries to the extent that it is expense and delayed tax expense. The assessment might include judgments about
probable that they will not reverse in the foreseeable future, future events and is based on estimates and assumptions. In case there exists new
Ɋ taxable temporary differences related to initial recognition of goodwill. information about the adequacy of the Group’s current tax liability which will cause
a change in the professional judgment; this change will affect the period which the
A deferred tax asset is recognised for unused tax losses, tax credits and deductible situation emerges.
temporary differences to the extent that is probable that future taxable profits will
(iv) Transfer pricing
available against which they can be utilised.
The transfer pricing provisions have been stated under the Article 13 of Corporate Tax
The measurement of deferred tax liabilities and assets reflects the tax consequences
Law with the heading of “disguised profit distribution via transfer pricing”. The General
that would follow from the manner in which the Group expects, at the reporting date,
Communiqué on disguised profit distribution via transfer pricing dated 18 November
to recover or settle the carrying amount of its assets and liabilities.
2007 sets details about implementation.

284 ANNUAL REPORT 2021 285


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

2 Basis of presentation of financial statements (continued) 2 Basis of presentation of financial statements (continued)
2.5 Summary of significant accounting policies (continued) 2.5 Summary of significant accounting policies (continued)
(o) Tax (continued) (q) Measurement of fair value (continued)

(iv) Transfer pricing (continued) If there is no quoted price in an active market, then the Group uses valuation
If a tax payer enters into transactions regarding sale or purchase of goods and services techniques that maximise the use of relevant observable inputs and minimise the use
with related parties, where the prices are not set in accordance with arm’s length of unobservable inputs. The chosen valuation technique incorporates all of the factors
basis, then related profits are considered to be distributed in a disguised manner that market participants would take into account in pricing a transaction.
through transfer pricing. Such disguised profit distributions through transfer pricing are
not accepted as a tax deductible for corporate income tax purposes. If an asset or a liability measured at fair value has a bid price and an ask price, then
the Group measures assets and long positions at a bid price and liabilities and short
(p) Government grants positions at an ask price.

The Group obtains government incentives under the Turquality program from The best evidence of the fair value of a financial instrument on initial recognition
Turkish Republic Ministry of Economy. The Group is initially recongnises government is normally the transaction price – i.e. the fair value of the consideration given or
grants related to trade mark developments in international markets in profit or loss received. If the Group determines that the fair value on initial recognition differs from
as deduction of relevant selling and marketing expenses at fair value when there is the transaction price and the fair value is evidenced neither by a quoted price in an
reasonable assurance that the incentives will be received. active market for an identical asset or liability nor based on a valuation technique
for which any unobservable inputs are judged to be insignificant in relation to the
(q) Measurement of fair value
measurement, then the financial instrument is initially measured at fair value, adjusted
‘Fair value’ is the price that would be received to sell an asset or paid to transfer a to defer the difference between the fair value on initial recognition and the transaction
liability in an orderly transaction between market participants at the measurement price. Subsequently, that difference is recognised in profit or loss on an appropriate
date in the principal or, in its absence, the most advantageous market to which the basis over the life of the instrument but no later than when the valuation is wholly
Group has access at that date. The fair value of a liability reflects its non-performance supported by observable market data or the transaction is closed out.
risk.
The Group has an established control framework with respect to the measurement of
A number of the Group’s accounting policies and disclosures require the measurement fair values. This includes a valuation team that has overall responsibility for overseeing
all significant fair value measurements, including Level 3 fair values, and reports
of fair values, for both financial and non-financial assets and liabilities
directly to the chief financial officer. The valuation team regularly reviews significant
unobservable inputs and valuation adjustments. If third party information, such as
When one is available, the Group measures the fair value of an instrument using the
broker quotes or pricing services, is used to measure fair values, then the valuation
quoted price in an active market for that instrument. A market is regarded as ‘active’
team assesses the evidence obtained from the third parties to support the conclusion
if transactions for the asset or liability take place with sufficient frequency and volume
that these valuations meet the requirements of IFRS, including the level in the fair value
to provide pricing information on an ongoing basis. hierarchy in which the valuations should be classified.

286 ANNUAL REPORT 2021 287


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

2 Basis of presentation of financial statements (continued) 2 Basis of presentation of financial statements (continued)
2.5 Summary of significant accounting policies (continued) 2.5 Summary of significant accounting policies (continued)
(q) Measurement of fair value (continued) (q) Measurement of fair value (continued)

Important evaluation problems are reported to the Audit Committee of the Group. (ii) Other non-derivative financial liabilities

When measuring the fair value of an asset or a liability, the Group uses observable Forward exchange contracts
market data as far as possible. Fair values are categorised into different levels in a fair The fair values of forward exchange contracts are based on broker quotes. Those
value hierarchy based on the inputs used in the valuation techniques as follows: quotes are tested for reasonableness by discounting estimated future cash flows
based on the terms and maturity of each contract and using market interest rates for
Ɋ Level 1: quoted prices (unadjusted) in active markets for identical assets and a similar instrument at the measurement date. Fair values reflect the credit risk of the
liabilities. instrument and include adjustments to take account of the credit risk of the Group
Ɋ Level 2: inputs other than quoted prices included in Level 1 that are observable entity and counterparty when appropriate.
for the asset or liability, either directly (i.e. prices) or indirectly (i.e. derived from
prices). (iii) Property and equipment
Ɋ Level 3: inputs for the asset or liability that are not based on observable market
data. The fair value of property and equipment recognised as a result of a business
combination is the estimated amount for which a property could be exchanged on
If the inputs used to measure the fair value of an asset or a liability fall into different the date of acquisition between a willing buyer and a willing seller in an arm’s length
levels of the fair value hierarchy, then the fair value measurement is categorised in its transaction after proper marketing wherein the parties had each acted knowledgeably
entirety in the same level of the fair value hierarchy as the lowest level input that is and willingly. The fair value of items of equipment, fixtures and fittings is based on the
significant to the entire measurement. market approach and cost approaches using quoted market prices for similar items
when available and replacement cost when appropriate. Depreciated replacement
(i) Financial assets cost reflects adjustments for physical deterioration as well as functional and economic
obsolescence.
Cash and cash equivalents are presented on cost basis and are assumed to reflect
their fair values as they are liquid and classified as current assets. (iv) Intangible assets
Trade receivables are presented netted off related doubtful portion of the receivable The fair value of intangible assets is based on the discounted cash flows expected to
and are assumed to reflect their fair value. be derived from the use and eventual sale of the assets.

Derivative financial instruments reflect their fair value as they include hedging The fair value of customer relationships acquired in a business combination are
transactions. The classification of derivative financial instruments for fair value determined according to the income approach.
measurement is Level 2.

288 ANNUAL REPORT 2021 289


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

2 Basis of presentation of financial statements (continued) 2 Basis of presentation of financial statements (continued)
2.6 Application of New and Revised International Financial Reporting Standards 2.6 Application of New and Revised International Financial Reporting Standards
(IFRSs) (IFRSs) (continued)
a) New and revised Standards that are effective for the current year b) New and revised IFRSs in issue but not yet effective (continued)

Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16 Interest Rate Benchmark Amendments to IFRS 4 Extension of the Temporary Exemption from Applying IFRS 9
Reform -Phase 2 Amendments to IFRS 16 COVID-19 Related Rent Concessions beyond 30 June 2021
Amendments to IAS 1 Disclosure of Accounting Policies
The amendments in Interest Rate Benchmark Reform - Phase 2 (Amendments to IFRS
Amendments to IAS 8 Definition of Accounting Estimates
9, IAS 39, IFRS 7, IFRS 4 and IFRS 16) introduce a practical expedient for modifications
Amendments to IAS 12 Deferred Tax related to Assets and Liabilities arising from a
required by the reform, clarify that hedge accounting is not discontinued solely because
Single Transaction
of the IBOR reform, and introduce disclosures that allow users to understand the nature
Amendments to IFRS 17 Initial Application of IFRS 17 and IFRS 9 - Comparative
and extent of risks arising from the IBOR reform to which the entity is exposed to and
Information
how the entity manages those risks as well as the entity’s progress in transitioning from
IBORs to alternative benchmark rates, and how the entity is managing this transition. IFRS 17 Insurance Contracts

The amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16 are all effective for annual IFRS 17 requires insurance liabilities to be measured at a current fulfillment value and
periods beginning on or after 1 January 2021. Early application is permitted. provides a more uniform measurement and presentation approach for all insurance
contracts. These requirements are designed to achieve the goal of a consistent,
The Group assessed that the adoption of this amendment does not have any effect principle-based accounting for insurance contracts. IFRS 17 supersedes IFRS 4
on the Group’s consolidated financial statements. Insurance Contracts as of 1 January 2023.

Amendments to IAS 1 Classification of Liabilities as Current or Non-Current


b) New and revised IFRSs in issue but not yet effective
The amendments aim to promote consistency in applying the requirements by helping
The Group has not yet adopted the following standards and amendments and companies determine whether, in the statement of financial position, debt and other
interpretations to the existing standards: liabilities with an uncertain settlement date should be classified as current (due or
potentially due to be settled within one year) or non-current.
IFRS 17 Insurance Contracts
Amendments to IAS 1 Classification of Liabilities as Current or Non-Current Amendment defers the effective date by one year. Amendments to IAS 1 are effective for
Amendments to IFRS 3 Reference to the Conceptual Framework annual reporting periods beginning on or after 1 January 2023 and earlier application
Amendments to IAS 16 Property, Plant and Equipment - Proceeds before Intended is permitted.
Use
Amendments to IAS 37 Onerous Contracts - Cost of Fulfilling a Contract
Annual Improvements to
IFRS Standards Amendments to IFRS 1, IFRS 9 and IAS 41
2018-2020

290 ANNUAL REPORT 2021 291


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

2 Basis of presentation of financial statements (continued) 2 Basis of presentation of financial statements (continued)
2.6 Application of New and Revised International Financial Reporting Standards 2.6 Application of New and Revised International Financial Reporting Standards
(IFRSs) (continued) (IFRSs) (continued)
b) New and revised IFRSs in issue but not yet effective (continued) b) New and revised IFRSs in issue but not yet effective (continued)

Amendments to IFRS 3 Reference to the Conceptual Framework Annual Improvements to IFRS Standards 2018-2020

The amendments update an outdated reference to the Conceptual Framework in IFRS Amendments to IFRS 1 First time adoption of International Financial Reporting Standards
3 without significantly changing the requirements in the standard.
The amendment permits a subsidiary that applies paragraph D16(a) of IFRS 1 to
The amendments are effective for annual periods beginning on or after 1 January 2022. measure cumulative translation differences using the amounts reported by its parent,
Early application is permitted if an entity also applies all other updated references based on the parent’s date of transition to IFRSs.
(published together with the updated Conceptual Framework) at the same time or
earlier. Amendments to IFRS 9 Financial Instruments

Amendments to IAS 16 Proceeds before Intended Use The amendment clarifies which fees an entity includes in assessing whether to
derecognize a financial liability. An entity includes only fees paid or received between
The amendments prohibit deducting from the cost of an item of property, plant and
the entity (the borrower) and the lender, including fees paid or received by either the
equipment any proceeds from selling items produced while bringing that asset to
entity or the lender on the other’s behalf.
the location and condition necessary for it to be capable of operating in the manner
intended by management. Instead, an entity recognizes the proceeds from selling Amendments to IAS 41 Agriculture
such items, and the cost of producing those items, in profit or loss.
The amendment removes the requirement in paragraph 22 of IAS 41 for entities to
exclude taxation cash flows when measuring the fair value of a biological asset using
The amendments are effective for annual periods beginning on or after 1 January
a present value technique. This will ensure consistency with the requirements in IFRS 13.
2022. Early application is permitted.

Amendments to IAS 37 Cost of Fulfilling a Contract The amendments to IFRS 1, IFRS 9 and IAS 41 are all effective for annual periods
beginning on or after 1 January 2022. Early application is permitted.
The amendments specify that the ‘cost of fulfilling’ a contract comprises the ‘costs that
relate directly to the contract’. Costs that relate directly to a contract can either be Amendments to IFRS 4 Extension of the Temporary Exemption from Applying IFRS 9
incremental costs of fulfilling that contract (examples would be direct labour, materials)
The amendment changes the fixed expiry date for the temporary exemption in IFRS 4
or an allocation of other costs that relate directly to fulfilling contracts.
Insurance Contracts from applying IFRS 9 Financial Instruments, so that entities would
The amendments are effective for annual periods beginning on or after 1 January be required to apply IFRS 9 for annual periods beginning on or after 1 January 2023.
2022. Early application is permitted.

292 ANNUAL REPORT 2021 293


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

2 Basis of presentation of financial statements (continued) 2 Basis of presentation of financial statements (continued)
2.6 Application of New and Revised International Financial Reporting Standards 2.6 Application of New and Revised International Financial Reporting Standards
(IFRSs) (continued) (IFRSs) (continued)
b) New and revised IFRSs in issue but not yet effective (continued) b) New and revised IFRSs in issue but not yet effective (continued)

Amendments to IFRS 16 COVID-19 Related Rent Concessions beyond 30 June 2021 Amendments to IAS 8 Definition of Accounting Estimates

The International Auditing and Assurance Standards Board (“IAASB”) has published With this amendment, the definition of “a change in accounting estimates” has been
replaced with the definition of “an accounting estimate”, sample and explanatory
COVID-19 Related Rent Concessions beyond 30 June 2021 (Amendment to IFRS 16)
paragraphs regarding estimates have been added, and the differences between
that extends, by one year, the June 2020 amendment that provides lessees with an
application of an estimate prospectively and correction of errors retrospectively have
exemption from assessing whether a COVID-19 related rent concession is a lease
been clarified.
modification.
Amendments to IAS 8 are effective for annual reporting periods beginning on or after
On issuance, the practical expedient was limited to rent concessions for which any
1 January 2023 and earlier application is permitted.
reduction in lease payments affects only payments originally due on or before 30 June
2021. Since lessors continue to grant COVID-19 related rent concessions to lessees and Amendments to IAS 12 Deferred Tax related to Assets and Liabilities arising from a
since the effects of the COVID-19 pandemic are ongoing and significant, the POA
Single Transaction
decided to extend the time period over which the practical expedient is available for
use. The amendments clarify that the initial recognition exemption does not apply to
transactions in which equal amounts of deductible and taxable temporary differences
The new amendment is effective for lessees for annual reporting periods beginning on arise on initial recognition.
or after 1 April 2021. Earlier application is permitted.
Amendments to IAS 12 are effective for annual reporting periods beginning on or after
Amendments to IAS 1 Disclosure of Accounting Policies 1 January 2023 and earlier application is permitted.
The amendments require that an entity discloses its material accounting policies,
Amendments to IFRS 17 Initial Application of IFRS 17 and IFRS 9 — Comparative
instead of its significant accounting policies.
Information
Amendments to IAS 1 are effective for annual reporting periods beginning on or after 1 The amendment permits entities that first apply IFRS 17 and IFRS 9 at the same time
January 2023 and earlier application is permitted. to present comparative information about a financial asset as if the classification and
measurement requirements of IFRS 9 had been applied to that financial asset before.

The amendments are applied when IFRS 17 is first applied.

The Group evaluates the effects of these standards, amendments and improvements
on the consolidated financial statements.

294 ANNUAL REPORT 2021 295


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

3 Operating segments 4 Cash and cash equivalents


As at 31 January 2022 and 2021 cash and cash equivalents comprises the following:
1 February 2021- 31 January 2022 1 February 2020- 31 January 2021
31 January 2022 31 January 2021
Reportable segment Reportable segment
Cash on hand 2,974 1,681
Turkey International Total Turkey International Total
Cash at banks 1,237,997 777,224
Segment revenue (1) 3,752,851 866,468 4,619,319 1,935,643 466,165 2,401,808
Demand deposits 91,449 73,455
-Retail 2,740,432 90,526 2,830,958 1,356,457 45,622 1,402,079
Time deposits 1,146,548 703,769
-Wholesale 591,437 600,586 1,192,023 372,582 321,867 694,449
Other cash and cash equivalents 264,662 110,970
-E-commerce 420,982 175,356 596,338 206,604 98,676 305,280
Cash and cash equivalents in the statement of cash flow 1,505,633 889,875
Segment profit before tax 459,786 79,236 539,022 35,146 (22,669) 12,477
Time deposit interest accrual 3,008 3,608
31 January 2022 31 January 2021
Cash and cash equivalents in the statement of
Reportable segment Reportable segment consolidated financial statement 1,508,641 893,483
Turkey International Total Turkey International Total
As at 31 January 2022 and 2021, other cash and cash equivalents consist of credit card
Total segment assets 3,185,132 910,172 4,095,304 2,238,952 468,798 2,707,750 receivables with maturities less than 3 months.
Total segment liabilities 2,455,586 446,361 2,901,947 1,870,235 303,506 2,173,741
As at 31 January 2022 and 2021, the details of time deposits based on maturity dates
The Group has 2 strategic operating segments based on the geographical areas where and interest rates of the Groups are as below:
sales are generated. These divisions are managed separately because they require
different trading and marketing strategies. Only Turkey operations are determined to Maturity Interest rate 31 January 2022
be a reportable segment. International segment comprises Europe, USA, Canada, TL 1 February -1 August 2022 14.5%-21.25% 1,092,959
Russia and rest of the world. USD 1 February 2022 0.50% 33,132
EUR 1 February 2022 0.25% 20,457
Segment revenue comprised of third party sales after elimination between
(1)
1,146,548
consolidated entities.

Maturity Interest rate 31 January 2020


TL 1 February-2 March 2021 17.75%-18.75% 665,201
USD 1 February 2021 1.00% 29,652
EUR 12 February 2021 2.00% 8,916
703,769

As at 31 January 2022 and 2021, there is no restriction or blockage on cash and cash
equivalents. The Group’s exposure to foreign currency credit risk, interest rate risk and
related sensitivity analyses are disclosed in Note 34.

296 ANNUAL REPORT 2021 297


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

5 Loans and borrowings 5 Loans and borrowings (continued)


As at 31 January 2022 and 2021, financial borrowings comprise the following: As of 31 January 2022 and 2021 maturities and conditions of outstanding bank loans
comprised the following:
31 January 2022 31 January 2021
Current liabilities 31 January 2022

Unsecured bank loans 644,828 445,406 Nominal Carrying


Currency interest rate% Maturity Face value amount
Current portion of unsecured bank loans 245,780 375,566
Unsecured bank loans EUR 0.70% 2022 60,614 60,828
Contractual lease liabilities 229,295 218,574
Unsecured bank loans TL 8.72%-25.20% 2022-2023 682,234 692,835
1,119,903 1,039,546
Unsecured bank loans USD 2.00%-3.26% 2022 40,205 40,524
Non-current liabilities
Unsecured bank loans RUB 9.50%-12.00% 2022-2023 91,134 91,891
Unsecured bank loans -- 105,569
Unsecured bank loans CAD 2.95% 2022 4,530 4,530
Contractual lease liabilities 276,630 260,044
878,717 890,608
276,630 365,613

As at 31 January 2022 and 2021 loan and borrowings comprised the following:
31 January 2021
Nominal Carrying
31 January 2022 31 January 2021 Currency interest rate% Maturity Face value amount
Bank loans(1) 890,608 926,541 Unsecured bank loans EUR 0.40%-2.50% 2021 79,847 80,058
Contractual lease liabilities 505,925 478,618 Unsecured bank loans TL 6.95%-18.86% 2021-2022 712,508 717,994
1,396,533 1,405,159 Unsecured bank loans USD 2.85%-3.68% 2021-2022 60,447 62,135
Unsecured bank loans RUB 9.50%-13.94% 2021 50,305 51,129
Bank loans comprise financial liabilities to participation banks amounting to TL 86,846
(1)
Unsecured bank loans CAD 2.95% 2021 15,225 15,225
(31 January 2021 : TL 62,698).
918,332 926,541
As at 31 January 2022 and 2021 the repayments of bank loan agreements according
The Group’s exposure to liquidity, foreign currency and interest rate risk as well as
to the original maturities comprised the following:
related sensitivity analyses for financial liabilities are disclosed in Note 34.
31 January 2022 31 January 2021
Less than one year 890,608 820,972
One to two years -- 105,569
890,608 926,541

298 ANNUAL REPORT 2021 299


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

5 Loans and borrowings (continued) 5 Loans and borrowings (continued)


The movement of borrowings for the year ended 31 January 2022 and 31 January 2021
is as follows: Short term portion of long term liabilities 31 January 2022 31 January 2021
Lesase liabilities 273,248 233,163
31 January 2022 31 January 2021
Deferred lease borrowing cost (-) (43,953) (14,589)
Opening balance 926,541 319,792
229,295 218,574
Proceeds from borrowings 736,901 1,421,905
Long term lease liabilities
Repayment of borrowings (886,251) (857,906)
Leases liabilities 334,258 369,453
Interest accrual 2,893 6,050
Deferred lease borrowing costs (-) (57,628) (109,409)
Currency translation differences 86,993 15,559
276,630 260,044
Change in exchange rates 23,531 21,141
Total contractual lease liabilities 505,925 478,618
Closing balance 890,608 926,541

6 Related party
The movement of lease liabilities for the year ended 31 January 2022 and 31 January
2021 is as follows: Related parties in consolidated financial statements are determined as key
management personnel, board of directors, family members, subsidiaries controlled
31 January 2022 31 January 2021 by the Company. Several related party transactions are carried out during ordinary
Opening balance 478,618 438,723 course of the business.
Payments of lease liabilities (269,864) (180,563)
As of 31 January 2022, the members of the Akarlılar Family (Fatma Elif Akarlılar, Hayriye
COVID-19 discount (Note 28) (51,211) (100,300)
Fethiye Akarlılar and Seyhan Akarlılar) are the controlling shareholders of the Group
Lease modifications 168,248 173,724 with a total ownership interest of 27.41% where 27.19% is the direct ownership interest
Interest on lease liabilities 70,711 66,568 and 0.22% is the indirect ownership interest through Blue International Holding B.V.
New lease contracts 43,830 78,679
Currency translation differences 71,077 11,441
Change in exchange rates 610 1,151
(a) Related party balances
Terminations (6,094) (10,805) 31 January 2022 31 January 2021

Closing balance 505,925 478,618 Prepayments given to related parties


Erak Giyim Sanayi Ticaret A.Ş.("Erak")(1) 86,982 25,869
86,982 25,869

(1)
Advances given to Erak is related to fabric purchases and are tracked in prepayments.

300 ANNUAL REPORT 2021 301


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

6 Related party (continued) 6 Related party (continued)


(a) Related party balances (continued) (a) Related party balances (continued)

31 January 2022 31 January 2021


Due to related parties 31 January 2022 31 January 2021
Erak (1)
144,281 121,166 Long term contractual lease liabilities to related
Akay Lelmalabis Elgazhizah LLC (“Akay”) (2)
68,522 35,130 parties
212,803 156,296 Sylvia House Inc. 133 832
Mavi Jeans Holding Inc. 197 1,357
Amounts due to Erak, a company controlled by immediate family members of the
(1)
330 2,189
shareholder of the parent company, are for purchases of inventory. Amounts are non-
interest bearing and have 90 days repayment date.
(b) Related party transactions
Amount comprise of inventory purchases to subsidiary Akay situated in Egypt.
(2)

Amounts are non-interest bearing and have 90 days repayment date. For the years ended 31 January 2022 and 2021, purchases from related parties of the
Group comprised the following:
As at 31 January 2022 and 31 January 2021, other short term payables to related parties
comprised the following: 31 January 2022 31 January 2021
Purchase from related parties
31 January 2022 31 January 2021
Erak 730,510 377,578
Other payables to related parties
Eflatun Giyim shareholders 41 176 Akay 110,200 63,561
Short term other payables to related parties 41 176 840,710 441,139

Purchases from related parties comprise approximately one third of total purchases.
As at 31 January 2022 and 31 January 2021, contractual lease liabilities to related
parties comprised the following:
31 January 2022 31 January 2021
Short term contractual lease liabilities to related
parties
Sylvia House Inc. 1,464 793
Mavi Jeans Holding Inc. 2,408 1,254
3,872 2,047

302 ANNUAL REPORT 2021 303


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

6 Related party (continued) 7 Trade receivables and payables


(b) Related party transactions (continued) Short term trade receivables
For the years ended 31 January 2022 and 2021, the services from related parties of As at 31 January 2022 and 31 January 2021, short term trade receivables are as follows:
the Group comprised the following:

1 February 2021 – 1 February 2020 – 31 January 2022 31 January 2021


31 January 2022 31 January 2021
Trade receivables from third parties 394,487 231,378
Services from related parties
394,487 231,378
Erak (1) 2,255 1,591
Mavi Jeans Holding Inc.(2) 1,799 1,342
Sylvia House Inc.(3) 1,442 942
As at 31 January 2022 and 31 January 2021, short term trade receivables from others
5,496 3,875 are as follows:
31 January 2022 31 January 2021
(1)
The Group rented Çerkezköy and Bayrampaşa retail stores from Erak.
Trade receivables 344,531 178,492
(2)
Mavi Canada rented its Office and warehouse from Mavi Jeans Holding Inc.
Post-dated cheques 5,322 22,303
(3)
Mavi Canada rented its office in Yaletown, Vancouver from Sylvia House Inc.
Endorsed cheques 6,179 6,930
Notes receivables 40,622 25,635
(c) Information regarding benefits provided to the Group’s key management
Expected credit losses (-) (2,167) (1,982)
For the year ended 31 January 2022, short term (salaries and wages, attendance fee,
Doubtful receivables 37,265 22,175
bonus, holiday overtime, severance payment, premium, and other benefits) and long
Allowance for doubtful receivables (-) (37,265) (22,175)
term benefits provided to senior management and board of directors amounted to
TL121,538 (31 January 2021: TL 48,422). 394,487 231,378

As at 31 January 2022, the Group does not have any payables to any board of director The provision for the doubtful receivables is determined based on the past experience
or key management personnel of the Group (31 January 2021-nil). of non-collectible receivables.
Details related to Group’s exposure to credit and foreign currency risk and impairment
losses for short term trade receivables is disclosed in Note 34.

304 ANNUAL REPORT 2021 305


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

7 Trade receivables and payables (continued) 8 Other receivables and payables


Short term trade payables Other short term trade receivables

As at 31 January 2022 and 31 January 2021, short term trade payables of the Group As at 31 January 2022 and 2021, short term other receivables of the Group are as
are as follows: follows:

31 January 2022 31 January 2021 31 January 2022 31 January 2021


Trade payables to third parties 975,843 481,899 Other receivables from third parties 33,211 9,680
Trade payables to related parties (Note 6) 212,803 156,296 33,211 9,680
1,188,646 638,195
As at 31 January 2022 and 2021, short term other receivables from third parties of the
Group are as follows:

As at 31 January 2022 and 31 January 2021, short term trade payables from others are
as follows: 31 January 2022 31 January 2021
Receivables from public institutions (1) 5,394 7,217
31 January 2022 31 January 2021
Other short-term receivables 27,817 2,463
Trade payables(1) 932,373 468,297
33,211 9,680
Expense accruals 43,470 13,602
975,843 481,899 Receivables from public institutions consist of the Group’s receivables related to
(1)

Turquality incentive program amounting to TL 76 (31 January 2021: TL 120), previous


Trade payables comprises of the unpaid amounts of trade purchases and ongoing period incentive receivables amounting to TL 1,018 (31 January 2021: 2,130) and value
expenditures. added tax receivables amounting to TL 4.300 (31 January 2021: TL 4,367).

The Group’s exposure to credit and foreign currency risk for short term other receivables
Trade payables to third parties comprise factoring payables amounting TL 243,372
(1)
are disclosed in Note 34.
(31 January 2021: TL 195,519) and supplier financing payables amounting TL 278,358 (31
January 2021: TL 140,740).

The Group’s exposure to foreign currency and liquidity risk for short term trade payables
are disclosed in Note 34.

306 ANNUAL REPORT 2021 307


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

8 Other receivables and payables (continued) 9 Inventories (continued)


Long term other receivables As at 31 January 2022 and 2021, inventories are as follows:

As at 31 January 2022 and 2021, long term other receivables of the Group are as follows: 31 January 2022 31 January 2021
Trade goods 737,768 557,010
31 January 2022 31 January 2021
Consignment trade goods 41,290 27,995
Other receivables from third parties 6,354 3,190
Goods in transit 5,265 1,301
6,354 3,190
Provision for impairment on inventory (-) (32,925) (26,222)
The Group’s exposure to credit and foreign currency risk for long term other receivables 751,398 560,084
are disclosed in Note 34.

As at 31 January 2022 there is no restriction/ pledge on inventories (31 January 2021:


Short term other payables nil).
As at 31 January 2022 and 2021, short term other payables of the Group are as follows: As at 31 January 2022 and 2021, the provision for impairment on inventory is as follows:

31 January 2022 31 January 2021 31 January 2022 31 January 2021

Other payables to third parties 18,978 3,871 Opening balance 26,222 24,701
Provision for the year 20,572 27,850
Other payables to related parties (Note 6) 41 176
Effect of movements in exchange rates 6,212 2,526
19,019 4,047
Write-off (20,081) (28,855)
Closing balance 32,925 26,222
As at 31 January 2022 and 2021, other payables to third parties of the Group are as
follows: As of the year ending on 31 January 2022, inventories of TL 28,986 (31 January 2021: TL
31 January 2022 31 January 2021
27,850) were recognised as an expense for slow moving inventory and net realizable
value assessment in accordance with Group policies of provision for impairment on
Taxes and duties payable 18,401 3,490
inventory during the year and included in “cost of sales”. In addition, for the year ended
Other payables 577 381
on 31 January 2022, inventories of TL 20,081 (31 January 2021; TL 28,855) were disposed
18,978 3,871
and written off.

The Group’s exposure to foreign currency and liquidity risk for other short term payables
is disclosed in Note 34.

308 ANNUAL REPORT 2021 309


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

10 Prepayments and deferred revenues 10 Prepayments and deferred revenues (continued)


Prepayments Deferred revenue

As at 31 January 2022 and 2021, the remaining balance of prepayments under current As at 31 January 2022 and 2021, deferred revenue of the Group are as follows:
and non-current assets is as follows:

31 January 2022 31 January 2021 31 January 2022 31 January 2021



Customer loyalty programme(1) 19,159 11,315
Advances given(1) 90,731 32,689
Salary protocol 1,318 3,296
Prepaid advertising and marketing expenses 10,080 3,026
Corporate sales (2)
8,835 3,097
Prepaid rent expenses 5,653 983
Rent income 1,244 1,867
Prepaid general administrative expenses 4,563 2,740
Total deferred revenue 30,556 19,575
Prepaid license expenses 3,347 1,103
Short term deferred revenue 29,826 18,150
Prepaid insurance expenses 1,789 887
Long term deferred revenue 730 1,425
Prepaid stamp tax and duties expenses 274 231
Prepaid general financing expenses 44 7,116
Other prepaid expenses 4,192 1,700 The deferred revenue related to loyalty credits granted has been estimated with
(1)

Total prepaid expenses 120,673 50,475 reference to the fair value of apparel for which could be redeemed.
Long term prepaid expenses 7 149 (2)
Corporate sales consist of prepaid cards which are given to corporate firms.
Short term prepaid expenses 120,666 50,326

Advances given mainly comprise of advances given to producers and service providers
(1)

including fabric advances given to Erak (Note 6).

310 ANNUAL REPORT 2021 311


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

11 Property and equipment 11 Property and equipment (continued)


The movement of property and equipment for the year ended 31 January 2022 and The movement of property and equipment for the year ended 31 January 2022 and
31 January 2021 is as follows: 2021 is as follows:
Furniture
Furniture and Leasehold Construction
and Leasehold Construction in Vehicles Total
fixtures improvements in progress
Vehicles fixtures improvements progress Total
Accumulated Depreciation
Cost
1 February 2020 opening balance 166 178,816 137,498 -- 316,480
1 February 2020 opening balance 186 286,828 208,466 1,719 497,199
Effect of movements in exchange
Additions -- 13,576 18,980 46,479 79,035
rates -- 3,662 5,392 -- 9,054
Disposals -- (5,190) (7,140) (2,666) (14,996)
Depreciation for the year 20 33,682 26,630 -- 60,332
Effect of movements in exchange
Disposals -- (5,107) (5,749) -- (10,856)
rates -- 3,875 8,435 57 12,367
31 January 2021 closing balance 186 211,053 163,771 -- 375,010
Transfers(1) -- 19,002 9,428 (29,346) (916)
31 January 2021 closing balance 186 318,091 238,169 16,243 572,689
1 February 2021 opening balance 186 211,053 163,771 -- 375,010
Effect of movements in exchange --
1 February 2021 opening balance 186 318,091 238,169 16,243 572,689
rates 24,358 17,736 -- 42,094
Additions -- 58,179 40,971 31,142 130,292
Depreciation for the year -- 34,036 27,970 -- 62,006
Disposals (41) (1,724) (2,067) -- (3,832)
Disposals (41) (1,641) (1,888) -- (3,570)
Effect of movements in exchange
31 January 2022 closing balance 145 267,806 207,589 -- 475,540
rates -- 34,469 25,862 2,460 62,791
Transfers(1) -- 6,036 7,524 (40,973) (27,413)
31 January 2021 carrying amount -- 107,038 74,398 16,243 197,679
31 January 2022 closing balance 145 415,051 310,459 8,872 734,527
31 January 2022 carrying amount -- 147,245 102,870 8,872 258,987

Transfers of TL 27,413 as at 31 January 2022, and TL 916 as at 31 January 2021 are


(1)
For the year ended 31 January 2022, TL 10,501 (and for the year ended 31 January 2021:
related to transfers to intangible assets.
TL 8,520) of depreciation expenses are included under administrative expenses, TL
51,457 (31 January 2021: TL 51,812) under selling and marketing expenses and TL 48 (31
January 2021: nil) under research and development expenses.

As of 31 January 2022, there is no pledge on property and equipment (31 January 2021:
nil).

As at 31 January 2022 the amount of insurance on property and equipment is TL


472,454 (31 January 2021: TL 449,007).

312 ANNUAL REPORT 2021 313


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

12 Intangible assets 12 Intangible assets (continued)


The movement of intangible assets As at 31 January 2022 and 2021 are as follows:
Customer Development
Licenses Brand Total
relationships Costs
Customer Development Amortisation
Cost Licenses relationships Brand Costs(1) Total
1 February 2020 balance 49,148 26,179 298 4,763 80,388
1 February 2020 balance 62,909 67,130 923 17,477 148,439
Effect of movements in
Additions 10,420 -- -- 12,235 22,655
Effect of movements in exchange exchange rates 1,270 5,741 -- -- 7,011
rates 1,541 15,114 -- -- 16,655 Current year amortization 7,565 8,053 86 11,787 27,491
Transfers 916 -- -- -- 916 Disposals (1,147) -- -- -- (1,147)
Disposals (1,149) -- -- -- (1,149) 31 January 2021 balance 56,836 39,973 384 16,550 113,743
31 January 2021 balance 74,637 82,244 923 29,712 187,516

1 February 2021 balance 56,836 39,973 384 16,550 113,743


1 February 2021 balance 74,637 82,244 923 29,712 187,516
Effect of movements in
Additions(2) 15,546 -- -- 18,109 33,655
exchange rates 6,865 35,529 -- -- 42,394
Effect of movements in exchange
Current year amortisation 13,556 10,645 43 12,698 36,942
rates 9,599 65,788 -- -- 75,387
Transfers 27,413 -- -- -- 27,413 Disposals (14) -- -- -- (14)
Disposals (17) -- -- -- (17) 31 January 2022 balance 77,243 86,147 427 29,248 193,065
31 January 2022 balance 127,178 148,032 923 47,821 323,954
Carrying amount  
Consist of capitalized design and development expensesin accordance with incentive
(1)
31 January 2021 balance 17,801 42,271 539 13,162 73,773
programme. 31 January 2022 balance 49,935 61,885 496 18,573 130,889

(2)
Development costs consist TL 118 capitalized amortisation expenses (31 January 2021: For the year ended 31 January 2022, TL 18,465 (31 January 2021: TL 11,436) of amortisation
TL 354). expenses are included under general administrative expenses and TL 7,979 (31 January
2021: TL 4,911) under selling and marketing expenses, and TL 10,380 (31 January 2021: TL
10,790) under research and development expenses.

The depreciation charge of TL 118 for the period ended 31 Januray 2022 is capitalized
in accordance with incentive program. (31 January 2021: TL 354).

314 ANNUAL REPORT 2021 315


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

13 Goodwill 13 Goodwill (continued)


The movement of goodwill as at 31 January 2022 and 2021 is as follows: Impairment testing for CGUs containing goodwill

Cost 31 January 2022 31 January 2021 A valuation of the fair value of CGU of Mavi USA and Mavi Canada as two separate
As of 1 February 190,242 155,695 CGU’s was performed by the Company management As of 31 January 2022 and 2021.
Effect of movements in exchange rates 154,073 34,547
The income approach (discounted cash flow method) is used to determine the fair
value of CGUs of Mavi USA and Mavi Canada.
As of 31 January 344,315 190,242
The Group used 5 years business plans prepared by the Company management for
Impairment loss
the valuation of CGUs. The growth of business plans of Mavi USA and Mavi Canada
As of 1 February (1,297) (1,297) is associated with an increase in the number of customers and growth in the market.
Impairment losses on goodwill -- --
As of 31 January 2022, the impairment test performed on CGU based is resulted with
As of 31 January (1,297) (1,297)
no impairment loss to be recorded for Mavi USA and Mavi Canada. The discount rate
Carrying amount
and the final growth rate, which are two important assumptions used in the impairment
As of 31 January 343,018 188,945 test, were taken as 10% above or below the management estimates, and sensitivity
analysis is performed and no impairment is detected.
Impairment test for cash generating units with allocated goodwill
Key assumptions used in discounted cash flow projections
Goodwill is allocated to cash generating units for impairment test purposes. As of 31
January 2022 and 2021, details of cash generating units related to goodwill are as Key assumptions used in the calculation of the recoverable amount of Mavi USA are
follows. The carrying amount of goodwill allocated to each cash generating unit are discount rates, terminal value growth rates, and EBITDA margin at terminal value.
as follows; These assumptions are %10.9; %2.0; %18.9(31 January 2021:9.6%, 2.0%, 21.7%) respectively.
The values assigned to the key assumptions represent management’s assessment of
future trends in ground handling industry and are based on both external sources and
31 January 2022 31 January 2021
internal sources.
Mavi America 307,641 168,072
Key assumptions used in the calculation of the recoverable amount of Mavi Canada
Mavi Canada 31,644 17,140
are discount rates, terminal value growth rates, and EBITDA margin at terminal value.
Other 3,733 3,733
These assumptions are %10.7; %1.7; %13.0 (31 January 2021:9.5%, 1.9%, 16.0%) respectively.
343,018 188,945
The values assigned to the key assumptions represent management’s assessment of
future trends in ground handling industry and are based on both external sources and
As of 31 January 2022, the increase in goodwill is related to foreign currency translation
internal sources.
differences on goodwill recognized at foreign subsidiaries.

316 ANNUAL REPORT 2021 317


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

13 Goodwill (continued) 14 Right of use assets


Discount Rate The movement of right of use assets for the years ended 31 January 2022 and
31 January 2021 is as follows:
The discount rate is for Mavi USA estimated based on the company specific weighted
cost of capital. Value in use is determined by applying post tax discount rate of 10.9% Cost Buildings Store Vehicles Warehouse Total
(31 January 2021:9.6%). 1 February 2021 balance 78,936 716,742 18,115 26,217 840,010
Additions -- 36,509 7,321 -- 43,830
The discount rate is for Mavi Canada estimated based on the company specific Modification 4,250 163,045 871 82 168,248
average weighted cost of capital. Value in use is determined by applying post tax Disposals (1,741) (26,300) (2,126) -- (30,167)
discount rate of 10.7% (31 January 2021:9.5%). Effect of movements in exchange
rates 32,478 57,591 2,926 21,177 114,172
Terminal growth rate Closing balance as of 31 January 2022 113,923 947,587 27,107 47,476 1,136,093

The discounted cash flow models of Mavi USA and Mavi Canada are based on the
cash flows projected fro the following five years. A long term growth rate has been Accumulated depreciation Buildings Store Vehicles Warehouse Total
determined as the lower of nominal GDP rates for USA and Canada and long term 1 February 2021 balance 31,629 363,050 7,545 2,767 404,991
compound annual growth rate in EBITDA estimated by management. Charge for the year 21,901 227,299 6,302 3,717 259,219
Disposals (1,740) (20,762) (2,126) -- (24,628)
Income approach
Effect of movements in exchange
Discounted cash flow methodology is used under the income approach. In this method, rates 18,543 22,061 1,946 3,456 46,006
the cash flow available for distribution after funding internal needs of the Company Closing balance as of 31 January 2022 70,333 591,648 13,667 9,940 685,588
is forecasted for the determined period of years. Beyond such determined period, a
terminal value is developed by capitalising an assumed stabilised cash flow figure. Carrying value as of 31 January 2022 43,590 355,939 13,440 37,536 450,505
Then, the determined period cash flows and terminal value are discounted to present
value.

318 ANNUAL REPORT 2021 319


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

14 Right of use assets (continued) 15 Provisions, contingent assets and liabilities (continued)
Short term provisions (continued)
Cost Buildings Store Vehicles Warehouse Total
1 February 2020 balance 54,570 538,768 6,970 4,309 604,617 Short term provision for employee benefits consists of provision for vacation pay liability.
Additions 3,254 40,613 13,038 21,774 78,679 For the years ended 31 January 2022 and 2021, the movement of provision for vacation
Modification 13,766 159,020 178 760 173,724 liability is as follows:
Disposals (58) (25,970) (2,913) (2,108) (31,049)
Effect of movements in exchange 1 February 2021 – 1 February 2020 –
rates 7,404 4,311 842 1,482 14,039 31 January 2022 31 January 2021
Closing balance as of 31 January 2021 78,936 716,742 18,115 26,217 840,010 1 February balance 4,144 3,118
Current period provision 3,722 1,227
Effect of movements in exchange rates 1,815 256
Accumulated depreciation Buildings Store Vehicles Warehouse Total Paid benefits (908) (457)
1 February 2020 balance 13,629 178,029 4,353 1,927 197,938 31 January balance 8,773 4,144
Charge for the year 15,901 200,062 5,718 2,515 224,196
Disposals (58) (16,353) (2,919) (2,108) (21,438)
Effect of movements in exchange Short term employee benefits
rates 2,157 1,312 393 433 4,295
Short-term employee benefit obligations are measured on an undiscounted basis and
Closing balance as of 31 January 2021 31,629 363,050 7,545 2,767 404,991
are expensed as the related service is provided. A liability is recognised for the amount
expected to be paid under short-term vacation pay liability if the Company has a
Carrying value as of 31 January 2021 47,307 353,692 10,570 23,450 435,019
present legal or constructive obligation to pay this amount as a result of past service
provided by the employee, and the obligation can be estimated reliably.
For the year ended 31 January 2022 TL 13,706 (31 January 2021 : TL 15,332) of amortisation
expenses are included under general administrative expenses and TL 244.467 (31 In accordance with the existing labour law in Group, the Company is required to pay
January 2021 : TL 208,289)under selling and marketing expenses, and TL 1.046 (31 to the employee, whose employment is terminated due to any reasons, the wage of
January 2021 : TL 575) under research and development expenses. the deserved and unused vacation days over the gross prevailing wage and other
benefits subject to contract at the date the contract is terminated. Vacation pay
liability is the total undiscounted liability of the deserved and unused vacation days
15 Provisions, contingent assets and liabilities of all employees.
Short term provisions
As at 31 January 2022 and 2021, short term provisions are as follows:

31 January 2022 31 January 2021


Provision for employee benefits 8,773 4,144
Other short term provisions 34,530 15,669
43,303 19,813

320 ANNUAL REPORT 2021 321


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

15 Provisions, contingent assets and liabilities (continued) 15 Provisions, contingent assets and liabilities (continued)
Short term provisions (continued) Long term provisions
For the years ended 31 January 2022 and 2021, the movement of other short term For the years ended 31 January 2022 and 2021, the movement of long term provisions
provisions is as follows: is as follows:

31 January 2022 31 January 2021


31 January 2022 31 January 2021
Sales return provision 27,183 10,947
Long term provisions for employee benefits 23,176 9,081
Legal provision (1) 4,098 2,843
Other provisions 3,249 1,879 23,176 9,081

34,530 15,669
Long term employee benefits consist of severance pay liabilities. The details of
Legal provisions mainly comprise of labor lawsuits.
(1)
severance pay liability are disclosed in Note 17.

For the years ended 31 January 2022 and 2021, the movement of short term provision
is as follows:

Legal Return Other


provision provisions provision Total
1 February 2020 balance 2,487 7,220 3,740 13,447
Current year provision 356 2,112 424 2,892
Effect of movements in exchange rates -- 1,851 960 2,811
Provision cancellations -- (236) (3,245) (3,481)
31 January 2021 balance 2,843 10,947 1,879 15,669

1 February 2021 balance 2,843 10,947 1,879 15,669


Current year provision 2,269 10,211 1,251 13,731
Effect of movements in exchange rates -- 8,334 1,412 9,746
Provisions used during year (891) -- -- (891)
Provision cancellations (123) (2,309) (1,293) (3,725)
31 January 2022 balance 4,098 27,183 3,249 34,530

322 ANNUAL REPORT 2021 323


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

16 Commitments 16 Commitments (continued)


(a) Warranties, pledges and mortgages (a) Warranties, pledges and mortgages (continued)
As of 31 January 2022 and 2021, the Group's guarantee / pledge / mortgage ("GPM") 31 January 2021
position statement is as follows: TL
TL EUR RUB USD CAD
Equivalent
31 January 2022 A. On behalf of its own legal personality of the total amount of
208,214 95,657 11,501 -- 1,437 --
TL GPMs
TL EUR RUB USD CAD
Equivalent Guarantee 208,214 95,657 11,501 -- 1,437 --
A. On behalf of its own legal personality of the total amount of GPMs 190,152 51,842 8,122 -- 1,249 -- Pledge -- -- -- -- -- --
Guarantee 190,152 51,842 8,122 -- 1,249 -- Mortgage -- -- -- -- -- --
Pledge -- -- -- -- -- -- B. Total amount of GPM included in the scope of consolidation
48,685 -- 156 12,589 75 8,000
Mortgage -- -- -- -- -- -- given on behalf of subsidiaries
B. Total amount of GPM included in the scope of consolidation given Guarantee 48,685 -- 156 12,589 75 8,000
47,644 -- 156 13,131 75 4,000
on behalf of subsidiaries Pledge -- -- -- -- -- --
Guarantee 47,644 -- 156 13,131 75 4,000 Mortgage -- -- -- -- -- --
Pledge -- -- -- -- -- -- C. Total amount of GPM given to conduct other 3rd parties to
-- -- -- -- -- --
Mortgage -- -- -- -- -- -- guarantee the depts.
C. Total amount of GPM given to conduct other 3rd parties to guarantee Guarantee -- -- -- -- -- --
-- -- -- -- -- --
the depts. Pledge -- -- -- -- -- --
Guarantee -- -- -- -- -- -- Mortgage -- -- -- -- -- --
Pledge -- -- -- -- -- -- D. Total amount of other GPM -- -- -- -- -- --
Mortgage -- -- -- -- -- -- i. Total amount of GPM given on behalf of the main partners -- -- -- -- -- --
D. Total amount of other GPM -- -- -- -- -- -- Guarantee -- -- -- -- -- --
i. Total amount of GPM given on behalf of the main partners -- -- -- -- -- -- Pledge -- -- -- -- -- --
Guarantee -- -- -- -- -- -- Mortgage -- -- -- -- -- --
Pledge -- -- -- -- -- -- ii. Total amount of GPM given on behalf of other group companies
-- -- -- -- -- --
Mortgage -- -- -- -- -- -- which are not in the scope of B and C section
ii. Total amount of GPM given on behalf of other group companies Guarantee -- -- -- -- -- --
-- -- -- -- -- --
which are not in the scope of B and C section Pledge -- -- -- -- -- --
Guarantee -- -- -- -- -- -- Mortgage -- -- -- -- -- --
Pledge -- -- -- -- -- -- iii. Total amount of GPM given on behalf of other group companies
-- -- -- -- -- --
Mortgage -- -- -- -- -- -- which are not in the scope of C section
iii. Total amount of GPM given on behalf of other group companies Guarantee -- -- -- -- -- --
-- -- -- -- -- --
which are not in the scope of C section Pledge -- -- -- -- -- --
Guarantee -- -- -- -- -- -- Mortgage -- -- -- -- -- --
Pledge -- -- -- -- -- -- Total GPM 256,899 95,657 11,657 12,589 1,512 8,000
Mortgage -- -- -- -- -- --
Total GPM 237,796 51,842 8,278 13,131 1,324 4,000

324 ANNUAL REPORT 2021 325


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

16 Commitments (continued) 17 Employee benefits (continued)


(a) Warranties, pledges and mortgages (continued) Provision for employment termination benefits (continued)
As of 31 January 2022, ratio of other GPM given by the Group to equity was 0% (31 This provision is calculated by expecting the present value of the future liability which
January 2021: 0%). will be paid for the retired personnel. The calculation was based upon the retirement
pay ceiling announced by the Government.
As of 31 January 2022, letter of guarantees given to third parties for the amount of TL
67,349 are representing guarantees given to Eximbank for the purpose of importing The liability is calculated by estimating the present value of the future probable
goods (31 January 2021: TL 127,735). obligation of the Company arising from retirement of employees. IAS 19 requires
actuarial valuation methods to be developed to estimate the enterprise’s obligation
The Group has purchase commitments related to inventory amounting to TL 1,852,521as under defined benefit plans.
of 31 January 2022 (31 January 2021: TL 737,448).
As basic assumption, maximum liability is correspondingly increased with inflation
(b) Guarantees received for every year. Therefore, discounted rate refers to estimated real interest rate after
As of 31 January 2022, Group has received letter of guarantees for the amount of TL correction of the effects of future inflation. To conclude, As at 31 January 2022 and
16,827 as in the form of security (31 January 2021: TL 10,315). 2021, liabilities in integral part of consolidated financial statements, are calculated
by the way of estimating the fair value of the liability caused by possible retirement
of employees Accordingly, the liability is calculated using the following actuarial
17 Employee benefits assumptions.
Provision for employment termination benefits   31 January 2022 31 January 2021

Under the Turkish Labour Law, the Company is required to pay termination benefits Discount rate (%) 3,83 4.86

to each employee who has completed one year of service and whose employment is Estimated inflation (%) 17,50 7.00
terminated without due cause.
All actuarial gain and losses are recognized in other comprehensive income.
Under the Turkish Labour Law, the Company is required to pay termination benefits
to each employee who has completed one year of service and whose employment is For the years ended 31 January 2022 and 2021 the movement of provision for severance
terminated without due cause, is called up for military service, dies or who retires after pay liability is as follows:
completing 25 years of service (20 years for women) and reaches the retirement age 1 February 2021 – 1 February 2020 –
(58 for women and 60 for men). Due to changes in legislation as of 8 September 1999, 31 January 2022 31 January 2021
there are certain transitional obligations related to the retirement age. Opening balance 9,081 7,931
Interest cost 401 689
Severance payments are calculated on the basis of 30 days’ pay, limited to a maximum Service cost 19,595 4,236
of TL 10,849 at 31 January 2022 (31 January 2021: TL 7,638) per year of employment Paid benefits (14,114) (4,920)
at the rate of pay applicable at the date of retirement or termination. Reserve for Effect of movements in exchange rates 653 39
retirement pay is computed and reflected in the accompanying financial statements Actuarial difference 7,560 1,106
on a current basis. Ending balance 23,176 9,081

326 ANNUAL REPORT 2021 327


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

18 Payables to employees 20 Capital, reserves and other capital reserves


As at 31 January 2022 and 2021 payables to employees are as follows: Paid-in capital

As at 31 January 2022 and 2021, paid capital is as follows:


31 January 2022 31 January 2021
Payables to personnel(1) 88,184 28,196
% 31 January 2022 % 31 January 2021
Social security premiums payable 11,872 10,667 Akarlılar Family 27.19 13,500 27.19 13,500
100,056 38,863 Blue International 0.22 108 0.22 108
Publicly held 72.60 36,049 72.60 36,049
Payables to personnel consist of the salary and wages to be paid in the following
(1)
100.00 49,657 100.00 49,657
month.
As of 31 January 2022 paid-in capital of the Company comprises 49,657,000 shares (31
19 Other asset and liabilities January 2021: 49,657,000 shares) of TL 1 each (31 January 2021: TL 1 each).
Other current assets
The Company comprises of A and B group shares.
As at 31 January 2022 and 2021, other current assets are as follows:
-As long as Blue International Holding B.V., its shareholders and/or affiliates and
subsidiaries hold at least 20% of the capital or voting rights of the Company (aggregate
31 January 2022 31 January 2021
Class A and Class B shares), half of the members of the Company’s Board of Directors
shall be elected from among the persons to be nominated by Class A shareholders.
Deductible value added tax (“VAT”) 11,445 24,055
The Board of Directors members to be elected from among the nominees of the Class
11,445 24,055
A shareholders shall be members other than the independent members stipulated
under the Corporate Governance Principles of the Capital Markets Board.

Other current liabilities -Provided that the quorums stipulated under the Capital Markets Law and the Turkish
Commercial Code are reserved, in order for the Company’s General Assembly to pass
As at 31 January 2022 and 2021, other current liabilities are as follows: a resolution on the matters listed below and on amendments to these Articles of
Association on any of such matters (“Matters Requiring Increased General Assembly
31 January 2022 31 January 2021 Resolution Quorum”), the affirmative votes of all of the Class A Shareholders shall also
Advances received 18,119 12,484 be required:
18,119 12,484
Ɋ Changing the Company’s field of operation, entering into new lines of business
or abandoning existing lines of business.

328 ANNUAL REPORT 2021 329


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

20 Capital, reserves and other capital reserves (continued) 20 Capital, reserves and other capital reserves (continued)
Paid-in capital (continued) Translation reserve
The translation reserve comprises all foreign currency differences arising from the
Ɋ Capital increases of the Company other than those to be effected within the
translation of the financial statements of foreign operations.
registered capital system, liquidation or dissolution of the Company, any
capital decrease, change of legal form of the Company. Legal reserves
Ɋ Filings for bankruptcy, concordat, financial restructuring, adjournment of
bankruptcy. The legal reserves consist of first and second legal reserves in accordance with the
Ɋ Transfer of all or a substantial part of the Company’s commercial enterprise. Turkish Commercial Code. The first legal reserve is appropriated out of the statutory
Ɋ Changes to the privilige of Class A Shareholders to nominate Board Members, profits at the rate of 5%, until the total reserve reaches a maximum of 20% of the
or to the structure of the Board of Directors. Company’s share capital. The second legal reserve is appropriated at the rate of 10%
Ɋ Changes to the meeting and resolution quorums of the Board of Directors and of all distributions in excess of 5% of the Company’s share capital. The first and second
committees of the Company. legal reserves are not available for distribution unless they exceed 50% of the share
Ɋ Approval of the annual activity report, the profit and loss statement and the capital, but may be used to absorb losses in the event that the general reserve is
balance sheet, and release of the Board members from liability. exhausted. As at 31 January 2022, the Company’s legal reserves are amounting to TL
19,771 (31 January 2021: TL 19,771).
If, following the public offering, Blue International Holding B.V., its shareholders and/
Financial hedging reserve
or affiliates and subsidiaries do not hold at least 20% of the capital or voting rights of
the Company (aggregate Class A and Class B shares), the increased quorum stated The hedging reserve consists of the effective part of the accumulated net change in
above for the Matters Requiring Increased General Assembly Resolution Quorum shall its fair value from cash flow hedging to the subsequent recognition of instruments for
authomatically cease to be effective, without the possibility of being rejuvenated at hedging purposes.
a later date
Dividend Payment
The Company has adopted the registered capital system under the provisions of the
At the Ordinary General Assembly meeting held at 28 April 2021, dividend distribution of
Capital Markets Law, and has initiated the registered capital system based on the
TL 30,347 (dividend per gross share : TL0.61) from 2020 and previous years distrubutable
permission of the Capital Markets Board dated 3 March 2017 No.9/332.
net income was approved unanimously. Dividend payment started on 30 July 2021
The upper limit of the Company’s registered capital is TL245.000.000 , which is divided and entire dividend payment has been completed as of reporting date.
into 245.000.000 registered shares, each with a nominal value of TL 1 (one Turkish Lira).
Purchase of share of entities under common control
On 2 December 2011 the Company merged with Mavi Grup Giyim Ticaret A.Ş. (“Mavi
Remeasurement loss on defined benefit plans
Grup”). Mavi Grup had owned the Company’s shares in amount of 99.9% until the date
Amounts include actuarial gains and losses recognized in other comprehensive income. of this merger. The difference between investment and share capital of the Company
amounting to TL 35,757 has been recognized as an equity transaction as purchase of
share of entities under common control.

330 ANNUAL REPORT 2021 331


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

21 Revenue 23 Administrative expenses, selling and marketing expenses


For the years ended 31 January 2022 and 2021, revenue comprised the following: For the years ended 31 January 2022 and 2021, administrative expenses comprised the
following:
1 February 2021 – 1 February 2020 –
1 February 2021 – 1 February 2020 –
31 January 2022 31 January 2021
31 January 2022 31 January 2021
Goods and service revenue
Personnel expenses 202,543 101,178
-Retail 2,830,958 1,402,079
Depreciation and amortization expenses (Note 11, 12, 14) 42,672 35,288
-Wholesale 1,192,023 694,449
Consultancy expenses 14,212 7,929
-E-commerce 596,338 305,280
Office materials expenses 11,381 7,146
4,619,319 2,401,808
General office expenses 3,942 3,408
Rent expenses(1) 2,374 2,033
The Group derives its revenue from the transfer of goods and services over time and Travel expenses 2,123 1,272
at a point in time. This is consistent with the revenue information that is disclosed for
Other 23,243 15,029
each reportable segment under IFRS 8 (Note 4).
302,490 173,283

22 Cost of sales For the years ended 31 January 2022 and 2021, selling and marketing expenses
For the years ended 31 January 2022 and 2021, cost of sales comprised the following: comprised the following:
1 February 2021 – 1 February 2020 –
1 February 2021 – 1 February 2020 – 31 January 2022 31 January 2021
31 January 2022 31 January 2021 Depreciation and amortization expenses (Note 11, 12, 14) 303,903 265,012
Cost of trade goods sold 2,247,656 1,241,704 Personnel expenses 447,052 262,434
2,247,656 1,241,704 Rent expenses(1) 171,328 91,542
Outsourced logistics expenses 89,355 60,518
Advertising expenses 77,230 44,396
Freight-out expenses 75,436 38,841
Travel expenses 9,603 4,443
Consultancy expenses 20,834 10,933

Shopping bags expenses 21,175 9,591

Other 150,151 92,437


1,366,067 880,147

Rent expenses covers rent payments calculated on turnover, building management


(1)

and utilities.

332 ANNUAL REPORT 2021 333


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

24 Research and development expenses 25 Other income and expense (continued)


For the years ended 31 January 2022 and 2021, research and development expenses For the years ended 31 January 2022 and 2021, other expenses comprised the following:
comprised the following:
1 February 2021 – 1 February 2020 – 1 February 2021 – 1 February 2020 –
31 January 2022 31 January 2021 31 January 2022 31 January 2021

Personnel expenses 31,191 20,571 Foreign exchange gain and loss, net 3,498 945
Non-deductible tax expense related with previous 597
Depreciation and amortization expenses (Note 11, 12, 14) 11,474 11,365 505
period
Travel expenses 692 317 Expected credit loss 337 417
Other 1,708 1,420 Other 2,822 942
45,065 33,673 7,162 2,901

25 Other income and expense 26 Gains and losses from investment activities
For the years ended 31 January 2022 and 2021, gains from investment activities
For the years ended 31 January 2022 and 2021, other operating income comprised the
comprised the following:
following:
1 February 2021 – 1 February 2020 – 1 February 2021 – 1 February 2020 –
31 January 2022 31 January 2021 31 January 2022 31 January 2021
Foreign exchange gain 16,116 3,408 Gain on sale of fixed assets 158 --
Covid 19 incentive 10,337 -- 158 --
Interest income on payables, net 6,477 6,164
Invesment support income 4,762 2,990
For the years ended 31 January 2022 and 2021, losses from investment activities
Salary protocol income 1,977 1,977
comprised the following:
Reversal of expected credit loss 1,585 254
Income from lease contract terminations 434 1,185
Other 6,073 4,564 1 February 2021 – 1 February 2020 –
 
31 January 2022 31 January 2021
47,761 20,542
Losses on sale of fixed assets 12 1,410
12 1,410

334 ANNUAL REPORT 2021 335


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

27 Expenses by nature 27 Expenses by nature (continued)


For the years ended 31 January 2022 and 2021, expenses by nature are as follows: Expenses related to personnel (continued)
Depreciation and amortization expenses Fees for services received from independent auditor / independent audit firm
1 February 2021 – 1 February 2020 –
31 January 2022 31 January 2021 The Group’s explanation regarding the fees for the services received from the
Selling and marketing expenses (Note 23) 303,903 265,012 independet auditor, which is based on the letter of POA dated 19 August 2021, the
Administrative expenses (Note 23) 42,672 35,288 preparation principles of which are based on the Board decision published at offical
Research and development expenses (Note 24) 11,474 11,365 gazette on 30 March 2021, are as follows :
358,049 311,665
2021 2020
Independent audit fee for the reporting period 1,359 833
Expenses related to personnel Systemic data tracking control -- 6
1 February 2021 – 1 February 2020 – Other asuurance services fee 5 4
31 January 2022 31 January 2021 Other 173 34
Selling and marketing expenses (Note 23) 447,052 262,434 1,537 877

Administrative expense (Note 23) 202,543 101,178


Research and development (Note 24) 31,191 20,571
28 Finance income
680,786 384,183
For the years ended 31 January 2022 and 2021, finance income comprised the following:

For the years ended 31 January 2022 and 2021, the details of expenses related to
1 February 2021 – 1 February 2020 –
personnel are as follows:
31 January 2022 31 January 2021
1 February 2021 – 1 February 2020 – Interest income on time deposits 83,083 57,901
31 January 2022 31 January 2021 Foreign exchange gain 28,838 9,640
Other (1)
51,211 100,306
Wages and salaries 351,903 246,332
163,132 167,847
Bonus expense 166,627 54,027
Social security premiums 64,437 34,801 Other finance income consists of discounts related with rent payments amounting
(1)

Meal expenses 28,658 17,961 TL 51,211due to Covid-19 pandemic according to the announcement published by the
Employee termination benefit expenses 28,228 5,464 Public Oversight Authority on 17 April 2020 (31 January 2021: TL 100,300).
Overtime expenses 9,843 6,163
Personnel travel expenses 7,397 5,319
Other 23,693 14,116
680,786 384,183

336 ANNUAL REPORT 2021 337


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

29 Finance costs 30 Income taxes (continued)


For the years ended 31 January 2022 and 2021, finance costs comprised the following: Corporate tax (continued)
The Law numbered 7061 on Amendment of Certain Taxes and Laws and Other Acts
1 February 2021 – 1 February 2020 – was published on the Official Gazette dated 5 December 2017 and numbered 30261.
31 January 2022 31 January 2021 Article 5 entitled “Exceptions” of the Corporate Tax Law has been amended in Article
89 of the Law. In accordance with (a) clause in the first paragraph of the Article, the
Interest expenses on purchases 77,858 31,241 exemption of 75% applied to gains from the sales of lands and buildings held by the
Financial liabilities measured at amortised cost 94,216 88,700 entities for two full years has been reduced to rate of 50%. This regulation has been
Interest expenses on contractual lease liabilities 70,711 66,568 effective from 5 December 2017.
Credit card commission expenses 18,248 8,420
Foreign exchange loss 24,336 22,481 According to the Law No. 7352 Amendments to the Tax Procedure Law and the
Import financing expenses 32,495 19,829 Corporate Tax Law published in the Official Gazette dated 29 January 2022 and
Other 5,032 7,363 numbered 31734, the application of inflation accounting in the financial statements
322,896 244,602 based on the Tax Procedure Law was postponed to 31 December 2023.

Tax rate used in the calculation of deferred tax assets and liabilities was %23 over
temporary timing differences expected to be reversed in 2022, and %20 over temporary
30 Income taxes
timing differences expected to be reversed in 2023 and the following years (31 January
Corporate tax 2021: 22%).
The Group is subject to Turkish corporate taxes. Provision is made in the accompanying
As of 31 January 2022 and 2021 tax rates used in deferred tax calculation according to
financial statements for the estimated charge based on the Group’s results for the
the tax laws of the countries except Turkey is as follows:
years and periods. Turkish tax legislation does not permit a parent company and its
subsidiary to file a consolidated tax return. Therefore, provisions for taxes, as reflected
in the accompanying consolidated financial statements, have been calculated on a Country 31 January 2022 31 January 2021
separate-entity basis. Russia 20% 20%
Germany 28.9% 28.4%
Corporate tax is applied on taxable corporate income, which is calculated from
the statutory accounting profit by adding back non-deductible expenses, and by Netherlands 20% 20%

deducting dividends received from resident companies, other exempt income and America 23.25% 23.14%
investment incentives utilized. Canada 26.88% 26.88%

In Turkey, advance tax returns are filed on a quarterly basis. Advance corporate income
Provision is made in the accompanying consolidated financial statements for the
tax rate applied in 2021 is 25%, for 2022 it will be 23%, after 2022 corporate tax rate will
estimated charge based on the each of the Group entities’ results for the year.
be 20%. (31 January 2021: 22%).

338 ANNUAL REPORT 2021 339


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

30 Income taxes (continued) 30 Income taxes (continued)


Corporate tax (continued) Corporate tax (continued)
Corporate tax is applied on taxable corporate income, which is calculated from USA
the statutory accounting profit by adding back non-deductible expenses, and by
deducting dividends received from resident companies, other exempt income (if any, The United States imposes a tax on the profits of US resident corporation at a
past year losses and investment incentives if preferred).In Turkey, advance tax returns rate of 21%. Taxable corporate profits are equal to a corporation’s receipts less
are filed on a quarterly basis. Under the Turkish taxation system, tax losses can be allowable deductions—including the cost of goods sold, wages and other employee
carried forward to be offset against future taxable income for up to five years. Tax compensation expenses, interest, nonfederal taxes, depreciation, and advertising.
losses cannot be carried back. US-based corporations owned by foreign multinational companies generally face the
same US corporate tax rules on their profits from US business activities, as do US-
In Turkey, there is no procedure for a final and definitive agreement on tax assessments. owned corporations. In addition to the federal taxes, US income can be taxed at the
Companies file their tax returns between 1-25 April following the close of the accounting state and local government levels as well. State tax rates vary from 0% to 13%, and the
year to which they relate (Between 1st -25th days of the fourth month following the state income tax paid is deductible for federal income tax purposes.
closing of the period for those with special accounting periods). Tax authorities may,
however, examine such returns and the underlying accounting records and may revise Russia
assessments within five years.
In Russia, the tax system has a legislative nature that is often changed by the
Foreign subsidiaries are subject to the tax legislation in the respective countries and authorities. 20%. Tax authorities and “delay penalties” may be subject to investigation
necessary provisions for tax expense have been reflected in the financial statements. and investigation by competent authorities. A tax year is the primary consolidation
that follows up to be examined by tax authorities. The recent events in Russia show
Under the Turkish taxation system, 75% of profit gained from sale of property, plant and that they are more stable in the interpretation and implementation of tax legislation.
equipment of subsidiaries owned at least 2 years can be recognized as exempt income Financial losses can be carried for a period of three years to be deducted from the
on condition that would be added to equity in following five years. The remaining 25% profit of the institution.
is subject to corporate tax.
Germany
The tax legislation in Turkey does not allow the parent company and its subsidiaries
to issue a consolidated tax declaration. For this reason, the tax provisions reflected in Germany’s effective corporate tax rate, including trade tax and solidarity tax is about
the consolidated financial statements are separately calculated for each company 28.4%. Germany’s overall income tax rate for corporations includes corporate income
subject to consolidation. tax at a rate of 15%, solidarity surcharge at a rate of 0.825% (5.5 %of the corporate
income tax) and municipal trade tax which varies between 7% and 17.64%. Losses can
Tax returns are open for five years from the beginning of the year that follows the date be carried forward for offset against future taxable income indefinitely.
of filing during which time the tax authorities have the right to audit tax returns, and the
related accounting records on which they are based, and may issue re-assessments However, the offset is limited: losses may be offset against profits up to EUR 1,000
based on their findings. thousand without restriction, but only 60% of income exceeding EUR 1,000 thousand
may be offset against loss carry forwards.

340 ANNUAL REPORT 2021 341


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

30 Income taxes (continued) 30 Income taxes (continued)


Corporate tax (continued) Tax Expense

Netherland For the years ended 31 January 2022 and 2021, tax expense recognized in profit loss
comprised the following:
The Dutch corporate tax rate for corporations is 20% for profits up to EUR 200,000 1 February 2021 – 1 February 2020 –
and 25% for excess. There is a one-sided decree issued to prevent double taxation 31 January 2022 31 January 2021
for established companies in the Netherlands and, if there is no tax treaty, items such Current tax expense:
as profits from permanent foreign operations are not taxed. Dividend payments are Current year tax expense (153,666) (9,560)

subject to 5% tax. Revaluation tax expense (2,157) --


(155,823) (9,560)
In the Dutch tax system, financial losses can be carried forward for nine years to be Deferred tax income
deducted from future taxable income. Financial losses can be carried back up to one Deferred tax (expense)/ income on
year ago. Companies must file their tax declarations within nine months of the end of temporary differences 39,819 5,126

the relevant year unless they request additional time (under normal circumstances for Total tax expense (116,004) (4,434)

an additional period of nine months). Tax declarations are open for five years following
their completion. For the years ended 31 January 2022 and 2021, tax income recognized in other
comprehensive income the following:
Tax authorities have the right to audit tax returns and related accounting records, and 1 February 2021 – 1 February 2020 –
disclosures may be amended according to audit findings. 31 January 2022 31 January 2021
Tax income/(expense), net:
Deferred taxes related to remeasurements of defined benefit
Canada liability/assets, net 1,512 198
Deferred taxes related to cash flow hedge reserve (8,363) 1,988
Canada’s federal-provincial general corporate income tax rate is 26.88%. Tax losses
can be carried forward for 20 years.
As at 31 January 2022 and 2021, the details of the current tax assets/liabilities is as
follows:
Withholding income tax
1 February 2021 – 1 February 2020 –
Except for the dividends paid to non-resident corporations which have a representative 31 January 2022 31 January 2021
office in Turkey or resident corporations, dividends are subject to withholding tax at Taxes (receivable)/ payable related to prior year, net (11,432) 4,234
the rate of 15%. An increase in capital via issuing bonus shares is not considered as a Current year tax expense 155,823 9,560
profit distribution and thus does not incur withholding tax. Corporate taxes paid (100,343) (25,225)
Total tax (assets)/liabilities, net 44,048 (11,431)
Current tax asset (7,453) (17,738)
Current tax liabilities 51,501 6,307

342 ANNUAL REPORT 2021 343


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

30 Income taxes (continued) 30 Income taxes (continued)


Tax Expense (continued) Tax Expense (continued)
Reconciliation of effective tax rate Unrecognized deferred tax asset
The reported taxation charge For the years ended 31 January 2022 and 2021 are For the year ended 31 January 2022 the Group has not any deferred tax assets from
different than the amounts computed by applying the statutory tax rate to profit tax losses carried forward (31 January 2021: nil).
before tax as shown in the following reconciliation:
Recognized deferred tax assets and liabilities
1 February 2021– 1 February 2020 –
% 31 January 2022 % 31 January 2021 Deferred tax assets and liabilities As at 31 January 2022 and 2021 are attributable to
Profit for the year 423,018 8,043 the items detailed in the table below:
Total income tax expense (116,004) (4,434) 31 January 2022
Profit before tax 539,022 12,477
Assets Liabilities Net amount
Income tax using domestic tax rate (25.0) (134,756) (22) (2,745) Property and equipment 12,969 (2,821) 10,148
Effect of tax rates in foreign jurisdictions 0.2 1,320 (2.6) (324) Intangible assets 1,081 (14,949) (13,868)

Non-deductible expenses(1) (1.5) (7,878) (20.7) (2,585) Right of use assets -- (64,049) (64,049)
Inventories 15,497 (967) 14,530
Tax exempt income 1.0 5,389 20.4 2,546
Due from related parties 1 (401) (400)
Change in unrecognized temporary
(334) Trade and other receivables 5,527 (655) 4,872
differences -- -- (2.7)
Derivatives -- (6,643) (6,643)
Tax incentive -- -- 4.1 510
Trade and other payables 11,482 (668) 10,814
Impact of change in tax rate (1.3) 6,947 (12.1) (1,509)
Provisions 5,305 -- 5,305
Impact of revaluation reserve 2.9 15,843 -- -- 4,142 -- 4,142
Employee benefits
Other (0.5) (2,869) 0.1 7 -- (38) (38)
Loans and borrowings
Current tax expense (21.5) (116,004) (35.5) (4,434) Contractual lease liabilities 71,932 -- 71,932
1,627 (128) 1,499
Other temporary differences
For the year ended 31 January 2022 tax effect of non-deductible expenses mainly
(1)
Total 129,563 (91,319) 38,244
consists of inventory counting differences amounting to TL 12,955 (31 January 2021: TL Set-off tax (80,202) 80,202
6,400). 49,361 (11,117)

344 ANNUAL REPORT 2021 345


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

30 Income taxes (continued) 30 Income taxes (continued)


Tax Expense (continued) Deferred tax assets and deferred tax liabilities are attributable to the items detailed
in the table below:
Recognized deferred tax assets and liabilities (continued)
Effect of
31 January 2021 Recognised Recognised in movements
1 February in profit or comprehensive in exchange 31 January
Assets Liabilities Net amount
2021 loss income rates 2022
Property and equipment 32,678 440 33,118
Property and equipment 33,117 (23,338) -- 369 10,148
Intangible assets (114) (43,060) (43,174)
Right of use assets 437 (72,538) (72,101) Intangible assets (43,174) 37,587 -- (8,281) (13,868)

Inventories 6,982 (532) 6,450 Inventories 6,450 7,216 -- 863 14,529


Due from related parties -- (221) (221) Due from related parties (221) 1 -- (180) (400)
Trade and other receivables 863 63 926 Trade and other receivables 927 3,434 -- 511 4,872
Derivatives 1,721 -- 1,721
Derivatives 1,720 -- (8,363) -- (6,643)
Trade and other payables (563) (373) (936)
Right of use asstes (72,101) 9,037 -- (985) (64,049)
Provisions 2,650 -- 2,650
Employee benefits 2,344 -- 2,344 Trade and other payables (936) 12,049 -- (299) 10,814

Loans and borrowings (35) -- (35) Contractual lease liabilities 78,229 (6,297) -- -- 71,932
Contractual lease liabilities 78,229 -- 78,229 Provisions 2,650 2,526 -- 129 5,305
Other temporary differences 2,309 (645) 1,664 Employee benefits 2,344 (85) 1,512 371 4,142
Total 127,501 (116,866) 10,635
Loans and borrowings (35) (3) -- -- (38)
Set-off tax (105,250) 105,250
Other temporary differences 1,665 (2,308) -- 2,143 1,500
22,251 (11,616)
10,635 39,819 (6,851) (5,359) 38,244

346 ANNUAL REPORT 2021 347


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

30 Income taxes (continued) 31 Earnings per share


The amount of earnings per share is calculated by dividing the net period profit
Effect of attributable to the owners of the Company shares by the weighted average share of
Recognised Recognised in movements the company’s shares during the period. The calculation of earnings per share For the
1 February in profit or comprehensive in exchange 31 January years ended 31 January 2022 and 2021 is as follows:
2020 loss income rates 2021
Property and equipment 29,032 4,091 -- (6) 33,117 31 January 2022 31 January 2021

Intangible assets (40,714) (241) -- (2,218) (43,173) Net profit for the year attributable to owners of the Company 400,441 4,583

Inventories 3,869 2,475 -- 106 6,450 Weighted average number of ordinary shares (basic) 49,657 49,657

Due from related parties (217) -- -- (3) (220) Earnings per ordinary share 8.0641 0.0923

Trade and other receivables (155) 1,027 -- 54 926


(267) -- 1,988 -- 1,721
Derivatives 32 Derivatives
Right of use assets (77,299) 5,100 -- 98 (72,101)
As at 31 January 2022 and 2021, short term derivatives are as follows:
Trade and other payables 1,386 (2,317) -- (5) (936)

Contractual lease liabilities 83,914 (5,684) -- -- 78,230


31 January 2022 31 January 2021
Provisions 2,428 220 -- 2 2,650
Assets from the forward exchange contracts 28,882 --
Employee benefits 1,464 676 198 5 2,343
Liability from the forward exchange contracts -- (8,601)
Loans and borrowings 11 (46) -- -- (35)
28,882 (8,601)
Other temporary differences 1,599 (175) -- 239 1,663
5,051 5,126 2,186 (1,728) 10,635 As of 31 January 2022, the Group has open forward exchange contracts to hedge
the foreign currency risk on inventory purchases in amount of USD 35,399 thousand in
equivalent of TL 490,039. By applying hedge accounting, the fair value difference of TL
28,882, resulting from such forward transactions, is recognized in other comprehensive
income.

348 ANNUAL REPORT 2021 349


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

33 Financial instruments 33 Financial instruments (continued)


Financial risk management Credit risk (continued)
The Group has exposure to the following risks from its use of financial instruments: The Group establishes an allowance for impairment that represents its estimate
of incurred losses in respect of accounts receivable. The allowance is provided for
Ɋ Credit risk
receivables that are legally insolvent. The Group establishes an allowance for
Ɋ Liquidity risk
impairment that represents its estimate of incurred losses in respect of trade and other
Ɋ Market risk receivables.
This note presents information about the Group’s exposure to each of the above risks,
The Group exposure to credit risk on trade receivables is influenced mainly by the
the Group’s objectives, policies and processes for measuring and managing risk, and
individual characteristics of each customer. The Group closely monitors its customers
the Group’s management of capital.
and the risks are monitored by limiting the aggregate risk to any individual counterparty.
The Group secures a portion of its receivables through the use of the Direct Debiting
Risk management of framework
System (“DDS”) and the use of credit cards by customers. In Turkey, the banks provide
The Board of Directors has overall responsibility for the establishment and oversight of credit limits for the Group’s customers through DDS and credit cards and the Group
the Group’s risk management framework. The Group’s risk management policies are collects its receivables from the banks when due. As of 31 January 2022, the DDS limit
established to identify and analyse the risks faced by the Group, to set appropriate of the Company is amounting TL 237,066 thousand (31 January 2021: 175,369 thousand).
risk limits and controls, and to monitor risks and adherence to limits. Risk management The Company also obtains guarantees from its customers as another means of
policies and systems are reviewed regularly to reflect changes in market conditions securing its receivables.
and the Group’s activities. The Group, through its training and management standards
and procedures, aims to develop a disciplined and constructive control environment Management believes that the unimpaired amounts that are pass due by more than
in which all employees understand their roles and obligations. 30 days are still collectable in full, based on the historical behavior and analysis of
customer credit risk.
Credit risk
Liquidity risk
Credit risk is the risk of financial loss to the Group if a customer or counterparty to a
financial instrument fails to meet its contractual obligations, and arises principally from Liquidity risk is the risk that the Group will encounter difficulty in meeting the obligations
the Group’s receivables from customers.The Group’s exposure to credit risk is influenced associated with its financial liabilities that are settled by delivering cash or another
mainly by the individual characteristic of each customer. financial asset. The Group’s approach to managing liquidity is to ensure, as far as
possible, that it will always have sufficient liquidity to meet its liabilities when due, under
The companies operating under these segments have set a credit policy under which both normal and stressed conditions, without incurring unacceptable losses or risking
each new customer is analysed individually for the creditworthiness before each damage to the Group’s reputation. The Group also monitors the level of expected
company’s standard payment and delivery terms and conditions are offered. cash inflows on trade and other receivables together with expected cash outflows on
trade and other payables.

350 ANNUAL REPORT 2021 351


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

33 Financial instruments (continued) 34 Nature and level of risks related to financial instruments
Market risk Credit risk
Market risk is the risk that changes in market prices, such as foreign exchange rates, The carrying amounts of financial assets shows the maximum credit risk exposure. As
interest rates and equity prices will affect the Group’s income or the value of its holdings of the reporting date, the maximum exposure to credit risk is as follows:
of financial instruments. The objective of market risk management is to manage and
Receivables
control market risk exposures within acceptable parameters, while optimizing the
Trade receivables Other receivables
return.
Related Cash and cash
31 January 2022 Related party Other party Other (1)
equivalents (2)
Currency risk The maximum exposure to credit risk as
-- 394,487 -- 33,211 1,505,667
financial instruments (A+B+C+D)
The Group has exposure to the effects of fluctuations in the prevailing foreign currency - Portion of maximum risk covered by
-- -- -- -- --
exchange rates on its financial position and cash flows. The functional currencies of guarantees
Group entities are CAD, USD, EUR and RUB. A. Net book value of financial assets that
-- 355,638 -- 33,211 1,505,667
are neither past due not impaired
The Group uses derivative financial instruments such as short-term forward foreign B. Net book value of financial assets which
-- 38,849 -- -- --
are overdue, but not impaired
exchange contracts to hedge currency risk.
C. Net book value of impaired assets -- -- -- -- --

Interest rate risk - Overdue (gross book value) -- 37,265 -- -- --


- Impairment (-) -- (37,265) -- -- --
The Group is not exposed to the risk of interest rate since the Group does not have any -Secured portion of net amount by
variable interest rate barrowings. -- -- -- -- --
guarantees
- Not past due (gross carrying amount) -- -- -- -- --
Capital management - Impairment (-) -- -- -- -- --
- Secured portion of net amount by
The Board’s policy is to maintain a strong capital base so as to maintain investor, -- -- -- -- --
guarantees
creditor and market confidence; to sustain future development of the business and to D. Elements including credit risk on off
maintain an optimal capital structure in order to reduce the cost of capital. consolidated statement of financial -- -- -- -- --
position

31 January 2022 Receivables


Trade receivables Other receivables
Past due between 1-30 days 22,780 --
Past due between 1-3 months 13,816 --
Past due between 3-12 months 2,253 --
Total past due 38,849 --

(1)
Other receivables from third parties excludes deposits and guarantees given.
(2)
Cash and cash equivalents exclude cash on hand

352 ANNUAL REPORT 2021 353


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

34 Nature and level of risks related to financial instruments 34 Nature and level of risks related to financial instruments
(continued) (continued)
Credit risk (continued) Credit risk (continued)

Receivables
Impairment
Trade receivables Other receivables For the years ended 31 January 2022 and 2021, movement of the provision for doubtful
Related Related Cash and cash
receivables is as follows:
31 January 2021 party Other party Other (1) equivalents (2)
The maximum exposure to credit risk as
-- 231,378 -- 16,478 888,194 1 February 2021 – 1 February 2020 –
financial instruments (A+B+C+D)
31 January 2022 31 January 2021
- Portion of maximum risk covered by
-- -- Balance beginning 22,175 17,709
guarantees
A. Net book value of financial assets that Current year provision 1,561 2,866
-- 208,690 -- 16,478 888,194
are neither past due not impaired Allowances no longer required (1,414) (61)
B. Net book value of financial assets Write-offs (479) (1,726)
-- 22,688 -- -- --
which are overdue, but not impaired Effect of movements in exchange rates 15,422 3,387
C. Net book value of impaired assets -- -- -- -- -- Balance ending 37,265 22,175
- Overdue (gross book value) -- 22,175 -- -- --
- Impairment (-) -- (22,175) -- -- -- The Group monitors the collectability of its trade receivables periodically and records
-Secured portion of net amount by provision for potential losses on doubtful receivables based on historical collection
-- -- -- -- --
guarantees rates. Subsequent to recognition of allowance for doubtful receivables, partial or full
- Not past due (gross carrying amount) -- -- -- -- -- recovery of doubtful receivables will be recorded under profit or loss with an offset to
- Impairment (-) -- -- -- -- --
provision for doubtful receivables.
- Secured portion of net amount by
-- -- -- -- --
guarantees
D. Elements including credit risk on off
consolidated statement of financial -- -- -- -- --
position

31 January 2021 Receivables


Trade receivables Other receivables
Past due between 1-30 days 9,698 --
Past due between 1-3 months 12,462 --
Past due between 3-12 months 528 --
Total past due 22,688 --

(1)
Other receivables from third parties excludes deposits and guarantees given.
(2)
Cash and cash equivalents exclude cash on hand.

354 ANNUAL REPORT 2021 355


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

34 Nature and level of risks related to financial instruments 34 Nature and level of risks related to financial instruments
(continued) (continued)
Liquidity risk Liquidity risk (continued)
As at 31 January 2022 and 2021, maturities of financial liabilities including estimated
interest payments based on repayment schedules are included below: Carrying Contractual 3 month 3-12 5 year
31 January 2021 Note amount cash or less months 1-5 year than more
Non derivative financial
5 year liabilities
Carrying Contractual 3 month 3-12 1-5 than Bank loans 5 926,541 1,156,889 94,698 721,581 340,610 --
31 January 2022 Note amount cash or less months year more
Contractual lease liabilities 5 478,618 602,617 69,580 163,583 333,889 35,565
Non derivative financial
Trade payables to third
liabilities
parties 7 481,899 601,527 510,176 91,351 -- --
Bank loans 5 890,608 958,680 279,507 679,173 -- -- Trade payables to related
Contractual lease liabilities 5 505,925 607,506 108,199 165,049 301,234 33,024 parties 6 156,296 148,767 141,103 7,664 -- --
Trade payables to third Other payables to related
parties 7 975,843 979,457 786,429 193,028 -- -- parties 6 176 176 176 -- -- --
Trade payables to related Payables to employees 18 38,863 38,863 38,863 -- -- --
parties 6 212,803 214,489 206,008 8,481 -- --
Total 2,082,393 2,548,839 854,596 984,179 674,499 35,565
Other payables to related
parties 6 41 41 41 -- -- --
Payables to employees 18 119,977 119,977 100,056 -- 19,921 --
Total 2,705,197 2,880,150 1,480,240 1,045,731 321,155 33,024

356 ANNUAL REPORT 2021 357


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

34 Nature and level of risks related to financial instruments 34 Nature and level of risks related to financial instruments
(continued) (continued)
Market risk Market risk (continued)
Currency risk Currency risk (continued)
As of 31 January 2022 the Group's foreign currency position specified in the following As of 31 January 2021 the Group’s foreign currency position specified in the following
table arises from foreign currency is denominated as assets and liabilities. table arises from foreign currency is denominated as assets and liabilities.
TL
TL Equivalent USD Euro Other
Equivalent USD Euro Other
1. Trade receivables 12,962 582 -- 5,162 1. Trade receivables 5,071 304 -- 2,845

2a. Monetary financial assets (including cash. banks) 65,150 2,645 1,511 7,087 2a. Monetary financial assets (including cash. banks) 51,030 4,260 1,711 4,661

2b. Non-monetary financial assets -- -- -- -- 2b. Non-monetary financial assets -- -- -- --

3. Other 13,924 1,039 -- -- 3. Other 2,213 303 -- --


4. Current assets (1+2+3) 92,036 4,266 1,511 12,249 4. Current assets (1+2+3) 58,314 4,867 1,711 7,506
5. Trade receivables -- -- -- -- 5. Trade receivables -- -- -- --
6a. Monetary financial assets -- -- -- -- 6a. Monetary financial assets -- -- -- --
6b. Non-monetary financial assets -- -- -- -- 6b. Non-monetary financial assets -- -- -- --
7. Other -- -- -- -- 7. Other -- -- -- --
8. Non-current assets (5+6+7) -- -- -- -- 8. Non-current assets (5+6+7) -- -- -- --
9. Total assets (4+8) 92,036 4,266 1,511 12,249 9. Total assets (4+8) 58,314 4,867 1,711 7,506
10. Trade payables 21,264 1,001 509 239 10. Trade payables 4,780 304 274 126
11. Financial liabilities 67,751 340 4,222 -- 11. Financial liabilities 64,488 122 7,168 --
12a. Monetary other liabilities -- -- -- -- 12a. Monetary other liabilities -- -- -- --
12b. Non-monetary other liabilities -- -- -- -- 12b. Non-monetary other liabilities -- -- -- --
13. Short term liabilities (10+11+12) 89,015 1,341 4,731 239 13. Short term liabilities (10+11+12) 69,268 426 7,442 126
14. Trade payables -- -- -- -- 14. Trade payables -- -- -- --
15. Financial liabilities 12,373 505 376 -- 15. Financial liabilities 1,852 42 175 --
16a. Monetary other liabilities -- -- -- -- 16a. Monetary other liabilities -- -- -- --
16b. Non-monetary other liabilities -- -- -- -- 16b. Non-monetary other liabilities -- -- -- --
17. Long term liabilities (14+15+16) 12,373 505 376 -- 17. Long term liabilities (14+15+16) 1,852 42 175 --
18. Total liabilities (13+17) 101,388 1,846 5,107 239 18. Total liabilities (13+17) 71,120 468 7,617 126
19. Net Asset/(Liability) Position of derivative instruments (19a-19b) (134,385) (10,028) -- -- 19. Net Asset/(Liability) Position of derivative instruments (19a-19b) (110,373) (15,075) -- --
19a. Hedged total asset -- -- -- -- 19a. Hedged total asset -- -- -- --
19b. Hedged total liabilities 134,385 10,028 -- -- 19b. Hedged total liabilities 110,373 15,075 -- --
20. Position of net foreign currency assets/liabilities (9-18+19) (143,737) (7,608) (3,596) 12,010 20. Position of net foreign currency assets/liabilities (9-18+19) (123,179) (10,676) (5,906) 7,380
21. Position of net foreign currency monetary assets/liabilities 21. Position of net foreign currency monetary assets/liabilities
(=1+2a+5+6a-10-11-12a-14-15-16a) (23,276) 1,381 (3,596) 12,010 (=1+2a+5+6a-10-11-12a-14-15-16a) (15,019) 4,096 (5,906) 7,380

As at 31 January 2022, Mavi Turkey has trade receivables amounting to TL 23,261 from consolidated As at 31 January 2021, Mavi Turkey has trade receivables amounting to TL 24,505 from consolidated
subsidiaries which comprise; USD 81 thousand , CAD 143 thousand EUR (112) thousand and RUB 127,618 subsidiaries which comprise; EUR 2,451 thousand, USD 127 thousand, CAD 208 thousand and RUB 6,775
thousand. These amounts have been eliminated in consolidation. Considering these receivables, the thousand. These amounts have been eliminated in consolidation. Considering these receivables, the
Group’s net foreign currency monetary assets position amounts to TL 16. Group’s net foreign currency monetary assets position amounts to TL 9,486.
358 ANNUAL REPORT 2021 359
Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

34 Nature and level of risks related to financial instruments 34 Nature and level of risks related to financial instruments
(continued) (continued)
Market risk (continued) Market risk (continued)
Currency risk (continued)
Sensitivity analysis
The Group’s foreign exchange risk consists of movements of TL against Euro, US Dollar Foreign Currency Sensitivity Analysis
and Rouble and Australia Dollar. 31 January 2022
Profit/Loss Equity
The basis for performing sensitivity analysis to measure foreign exchange risk is to
Appreciation Devaluation Appreciation Devaluation
disclose total currency position of the Company. Total foreign currency position consists   of foreign of foreign of foreign of foreign
of all purchase/sales agreements in foreign currency and all assets and liabilities.   currency currency currency currency
Analysis does not include net foreign currency investments. 10% change of the USD against TL
1- Net USD denominated asset/liability 1,851 (1,851) 1,851 (1,851)
The Group’s short term and long term borrowings are carried out in balance under
pooling/portfolio model. 2- Hedged portion of TL against USD risk(-) -- -- 13,439 (13,439)
3- Net effect of USD (1+2) 1,851 (1,851) 15,290 (15,290)
10% change of the EURO against TL
4- Net EURO denominated asset/liability (5,380) 5,380 (5,380) 5,380
5- Hedged portion of TL against EURO risk(-) -- -- -- --
6- Net effect of EURO (4+5) (5,380) 5,380 (5,380) 5,380
10% change of other against TL
7- Net other denominated asset/liability 1,201 (1,201) 1,201 (1,201)
8- Hedged portion of TL against other risk(-) -- -- -- --
9- Net effect of other (7+8) 1,201 (1,201) 1,201 (1,201)
Total (3+6+9) (2,328) 2,328 11,111 (11,111)

360 ANNUAL REPORT 2021 361


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

34 Nature and level of risks related to financial instruments 34 Nature and level of risks related to financial instruments
(continued) (continued)
Market risk (continued) Profile
Currency risk (continued) The interest rate profile of the Group’s interest-bearing financial instruments is:
Foreign Currency Sensitivity Analysis
Fixed interest rate items 31 January 2022 31 January 2021
31 January 2021
Financial assets 1,149,556 707,377
  Profit/Loss Equity Financial liabilities (1,396,533) (1,405,159)
Appreciation Devaluation Appreciation Devaluation
of foreign of foreign of foreign of foreign
The fair value of fixed rate instruments risk:
  currency currency currency currency
10% change of the USD against TL The Group does not have any derivative instruments (interest rate swaps) accounted
1- Net USD denominated asset/liability 3,000 (3,000) 3,000 (3,000) under fair value hedge accounting model or financial assets or liabilities for which fair
values are recorded in profit or loss. Therefore, any changes in interest rates during the
2- Hedged portion of TL against USD risk(-) -- -- 11,037 (11,037)
reporting period will not have an impact on profit or loss.
3- Net effect of USD (1+2) 3,000 (3,000) 14,037 (14,037)
10% change of the EURO against TL
The fair value of variable rate instruments risk:
4- Net EURO denominated asset/liability (5,240) 5,240 (5,240) 5,240
5- Hedged portion of TL against EURO risk(-) -- -- -- --
As the Group does not have any variable rate borrowings, changes in interest rates as
of the reporting period will not have an impact on profit or loss.
6- Net effect of EURO (4+5) (5,240) 5,240 (5,240) 5,240
10% change of other against TL
Capital risk management
7- Net other denominated asset/liability 738 (738) 738 (738)
8- Hedged portion of TL against other risk(-) -- -- -- --
The Group’s objectives when managing capital are to safeguard, and provide benefits
to other stakeholders in order to reduce the cost of capital in order to maintain and
9- Net effect of other (7+8) 738 (738) 738 (738)
protect the optimal capital structure of the Group.
Total (3+6+9) (1,502) 1,502 9,535 (9,535)

To maintain or adjust the capital structure, the Group determines the amount of
dividends paid to shareholders, issue new shares or may sell assets to reduce debt.

Group capital and net financial debt/equity ratio is followed using net financial debt
less cash and cash equivalents; total financial debt is calculated by deducting from
that amount.

362 ANNUAL REPORT 2021 363


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022 As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

34 Nature and level of risks related to financial instruments 35 Financial risk management (continued)
(continued) Fair values (continued)
Capital risk management (continued) Fair value disclosures

As at 31 January 2022 and 2021, net debt / equity ratios are as follows: The Group estimates the fair values of financial instruments based on market
information readily available and proper valuation approaches. The following tables
31 January 2022 31 January 2021 show the valuation techniques used in measuring Level 2 and Level 3 fair values for
Loans and borrowings (Note 5)
(1)
1,396,533 1,405,159 financial instruments measured at fair value in the statement of financial instruments
Cash and cash equivalents (Note 4) (1,508,641) (893,483)
measured at fair value in the statement of financial position, as well as the significant
unobservable inputs used.
Net financial liabilities (112,108) 511,676
Equity 1,193,357 534,009 When measuring fair value of an asset or a liability, the Group uses observable market
Net financial liabilities / equities rate (0.09) 0.96 data as far as possible. Fair values are categorised into different levels in fair value
hierarchy based on the inputs used in the valuation techniques as follows:
(1)
Lease liabilities are included arising from IFRS 16 .
Ɋ Level 1: quoted prices (unadjusted) in active markets for identical assets and
liabilities.
35 Financial risk management Ɋ Level 2: inputs other than quoted prices included in Level 1 that are observable
for the asset or liability, either directly (i.e. prices) or indirectly (i.e. derived from
Fair values prices).
Carrying amount Fair value
Ɋ Level 3: inputs for the asset or liability that are not based on observable market
Other data.
Loans and financial
31 January 2022 receivables liabilities Total Level 1 Level 2 Level 3 Total
Financial liabilties measured at 36 Important developments related to the current period
fair value
Derivatives 28,882 -- 28,882 -- 28,882 -- 28,882 Challenges brought forward by the Covid-19 pandemic are being managed. All
measures recommended by the local and global health authorities have been
Total 28,882 -- 28,882 -- 28,882 -- 28,882
adopted in all our markets.

Other Mavi’s agile product planning and speed to shelf capabilities played an important
Loans and financial role in delivering increased units per transaction, enabling to continuously keep fresh
31 January 2021 receivables liabilities Total Level 1 Level 2 Level 3 Total and relevant inventory across stores and other sales channels.
Financial liabilties measured at
fair value
Derivatives (8,601) -- (8,601) -- (8,601) -- (8,601)
Total (8,601) -- (8,601) -- (8,601) -- (8,601)

364 ANNUAL REPORT 2021 365


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements Unaudited Supplementary Information
As at for the year ended 31 January 2022 (Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

36 Important developments related to the current period APPENDIX 1 Ebitda reconciliation


(continued) EBITDA is not a defined performance measure in IFRS. EBITDA reconciliation for the
year ended 31 January 2022 and 2021 are as follows:
In preparing 31 January 2022 consolidated financial statements, management has
assessed the potential impacts of Covid-19 pandemic on financial statements and The Directors of the Group have presented the performance measure EBITDA as
reviewed estimates and assumptions used in the preparation of these financial they monitor this performance measure at a consolidated level and they believe
statements. this measure is relevant to an understanding of the Group’s financial performance.
Profit from continuing operations to exclude the impact of taxation, net finance costs,
In this context, the Group tested financial assets, inventories, tangible assets, and
depreciation and amortization.
goodwill for potential impairment loss and resulted in no impairment loss to be recorded.
EBITDA is not a defined performance measure under IFRS. Reconciliation of EBITDA For
37 Subsequent events the years ended 31 January 2022 and 2021 are as follows:

Russia’s invasion of Ukraine started on 24 February 2022. Mavi does not have any
monobrand stores or active operations in Ukraine. On the other hand, the Group’s Note 31 January 2022 31 January 2021
operations in Russia cover 36 stores, 19 owned and 17 franchise stores, mainly located Profit 423,018 8,043
in and around Moscow and St. Petersburg. Sales in Russia constitute 2.2% of total
Income tax expense 30 116,004 4,434
consolidated sales. The Group does not expect any material impact on its business
Profit before tax 539,022 12,477
due to the latest developments in the region.
Adjustment for:
-Net finance costs 159,764 76,755
Payables interest income (net) (6,477) (6,164)
Foreign exchange gain and loss (net) (12,618) (2,463)
-Depreciation and amortisation 27 358,049 311,665
EBITDA 1,037,740 392,270

As of 31 January 2022 IFRS 16 has an impact of TL 272,409 (31 January 2021 : TL 181,758)
on EBITDA.

366 ANNUAL REPORT 2021 367


Mavi Giyim Sanayi ve Ticaret Anonim Şirketi and Its Subsidiaries
Notes to the Consolidated Financial Statements
As at for the year ended 31 January 2022
(Amounts are expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.)

APPENDIX 2 Effect of IFRS 16 on Financial Statements


The effects of IFRS 16 lease standard on the Group's financial statements are presented
below

31 January 2022 IFRS 16 Effect After IFRS 16


Current assets 2,858,093 (1,910) 2,856,183
Non-current assets 780,717 458,404 1,239,121
Current liabilities 2,341,078 229,295 2,570,373
Non-current liabilities 58,728 272,846 331,574
Equity 1,239,004 (45,647) 1,193,357
1 February –
IFRS 16 Effect After IFRS 16
31 January 2022
Operating profit 685,446 13,194 698,640
Operating profit before finance costs 685,592 13,194 698,786
Finance income 111,920 51,212 163,132
Finance expense (251,575) (71,321) (322,896)
Profit before tax 545,937 (6,915) 539,022
Net profit 429,422 (6,404) 423,018
EBITDA 765,331 272,409 1,037,740

368
07
GENERAL
ASSEMBLY
7.1 Agenda of the Ordinary General Assembly
7.2 Dividend Distribution Policy
7.3 Dividend Distribution Proposal
7.4 Dividend Distribution Table

370 ANNUAL REPORT 2021 371


7.1 AGENDA OF THE ORDINARY GENERAL
ASSEMBLY OF MAVİ GİYİM SANAYİ VE
TİCARET A.Ş. DATED 27 APRIL 2022 FOR
THE SPECIAL ACCOUNTING PERIOD OF
FEBRUARY 1, 2021–31 JANUARY 2022

1. Opening and Election of the Meeting’s Chairperson,

2. Reading, discussion and approval of the Annual Report prepared by the


Company’s Board of Directors for the special accounting period of 1 February
2021–31 January 2022,

3. Reading of the Independent Audit Report Summary for the special accounting
period of 1 February 2021–31 January 2022,

4. Reading, discussion and approval of the Financial Statements relating to the


special accounting period of 1 February 2021–31 January 2022,

5. Release of the Board of Directors’ members separately and individually from


their liabilities with respect to their activities within the Company’s special
accounting period of 1 February 2021–31 January 2022,

6. Approval of the Board of Directors’ proposal prepared within the framework of


the Dividend Distribution Policy on the determination of the manner of
utilization and distribution of the profit for the special accounting period of
1 February 2021–1 January 2022 the applicable dividend distribution ratios and
the date of dividend distribution,

7. Informing the shareholders on the Remuneration Policy which sets out the
principles of remuneration of the Board Members and the Senior Executives in
accordance with the Capital Markets Board’s regulations and providing
information regarding the attendance fees paid to the Board of Directors’
members in accordance with such Policy within the special accounting
period of 1 February 2021–31 January 2022,

8. Determination of the salaries and other rights of Board of Directors’ Members


such as attandance fee, bonuses, and premiums,

9. Appointment of the auditor,

372 ANNUAL REPORT 2021 373


10.

Approval of the Board of Directors’ proposal regarding the amendment of the
Principles of Operation of the Audit Committee as shown in the first annex of
7.2 DIVIDEND DISTRIBUTION POLICY
the agenda, The purpose of the dividend distribution policy is to ensure that a balanced and
consistent policy is implemented pursuant to the applicable legislation in relation to
11. It has been decided that the payment of TRY 120,428,712.01 total gross amount
the interests of the investors and the Company, inform the investors sufficiently and
of cash covered from the 2021 financial year dividend resulting in TRY 2.4252
maintain a transparent policy toward the investors.
(%242.52) gross payment per TRY 1 nominal value share to the approval of
the shareholders at the Ordinary General Assembly Meeting in which the
The general assembly, upon the proposal of the Board of Directors, resolves on the
operating results of 2021 financial year will be discussed. According to
distribution of dividends and the timing and manner of such distribution. To the extent
the proposal, dividend payments will commence as of 16.08.2022.*
allowed by applicable regulations and financial resources, and taking into account
12. Informing the shareholders on the donations made by the Company within market expectations, long term strategies of the Company, needs of the subsidiaries
the special accounting period of 1 February 2021–31 January 2022 and and affiliates, investment and financing policies and profitability and cash reserves,
determination of an upper limit for the donations to be made within the the Company aims to distribute to the shareholders and other persons sharing the
special accounting period of 1 February 2022–31 January 2023, profit at least 30% of the distributable net profit calculated for the relevant period
pursuant to the Articles of Association, TCC, CMB’s Dividend Distribution Communiqué
13. Informing the shareholders on the securities, pledges, collaterals and No. II-19.1 and tax legislation. Dividends may be distributed in cash and/or bonus
mortgages granted to third parties within the special accounting period of 1 shares and/or as a combination of both in certain ratios. Dividends are distributed
February 2021–31 January 2022 in accordance with the Capital Markets equally to all shares in existence at the time of distribution, pro rata to their respective
Board regulations and the revenues or benefits obtained in connection ratios and regardless of their date of issuance or their date of acquisition. Dividend
therewith, payments may be made in equal or varying installments, provided that this is resolved
upon during the general assembly meeting where the general assembly has resolved
14. Granting authority to the members of the Board of Directors in accordance
to make dividend distribution. The dividend distribution will commence on the date
with sections 395 and 396 of the Turkish Commercial Code, and informing the
determined by the General Assembly, provided that the distribution is initiated before
shareholders on the transactions carried out during the special accounting
the end of the accounting period within which that General Assembly meeting takes
period between 1 February 2021–31 January 2022, in accordance with the
place. The General Assembly’s dividend distribution resolution, passed in accordance
mandatory principle 1.3.6 of the Corporate Governance Communiqué as
with the Articles of Association, may not be revoked unless permitted by applicable law.
promulgated by the Capital Markets Board,
Should the Board of Directors propose not to distribute dividends, the reasons for this
15. Wishes and requests. proposal and the manner in which the retained profit would be used will be explained
under the agenda item concerning dividend distribution, and this information will be
submitted to the shareholders during the General Assembly.
*The General Assembly Information Note, which contains detailed explanation about The Board of Directors’ dividend distribution proposal or the Board resolutions
two agenda items, namely amendment to the Articles of Association, and amendment relating to the distribution of advance dividends will be announced to the public in
to the Working Principles of the Audit Committee, can be accessed on the company’s accordance with the relevant regulations, with the form and content of the relevant
official website (www.mavi.com), under Investor Relations tab on the corporate website proposal/resolution, and the tables showing the dividend distribution or the advance
(mavicompany.com), and the links (https://www.kap.org.tr/en/Bildirim/1014146) on the dividend distribution, as applicable. Furthermore, to the extent any amendments to
Public Disclosure Platform website (www.kap.org.tr). this dividend distribution policy are to be introduced, the Board resolution regarding
such amendments shall be announced to the public with the reasons of amendment.

374 ANNUAL REPORT 2021 375


7.3 THE BOARD OF DIRECTORS’ DIVIDEND 7.4 DIVIDENT DISTRIBUTION TABLE
DISTRIBUTION PROPOSAL FOR THE SPECIAL 1. Paid-in Capital
Mavi Giyim Sanayi ve Ticaret A.Ş. Profit Distribution Proposal for 2021 (TL)

49.657.000,00

ACCOUNTING PERIOD DATED 1 FEBRUARY 2. General legal reserves (as per statutory records) 19.165.758,02
Information concerning preferred shares, if, as per the company Articles of Association, there are any privileges for preferred shares in distribution of dividends:
No

2021–31 JANUARY 2022  

3.
 

Profit for the period


As per Capital Markets
Board
539.022.382,00
As per Statutory Records

514.912.958,79
4. Taxes (-) 116.003.383,00 131.153.823,58
It has been decided that the payment of TRY 120,428,712.01 total gross amount of 5. Net Profit (=) 400.440.871,00 383.759.135,21

cash covered from the 2021 financial year dividend resulting in TRY 2.4252 (%242.52) 6. Prior years' losses (-) -- --
7. Legal reserve fund (-) -- --
gross payment per TRY 1 nominal value share to the approval of the shareholders at 8. NET DISTRIBUTABLE PROFIT FOR THE PERIOD (=) 400.440.871,00 383.759.135,21
the Ordinary General Assembly Meeting in which the operating results of 2021 financial   Dividend Advance Distributed (-) -- --

year will be discussed. According to the proposal, dividend payments will commence   Dividend Advance Less Net Distributable Current Period Profit 400.440.871,00 383.759.135,21
9. Grants made during the year (+) 988.169,00 0,00
as of 16.08.2022. 10. Net distributable profit including grants 401.429.040,00 383.759.135,21
First category dividend to shareholders -- --
-Cash 120.428.712,00 2.482.850,00
11.
-Shares -- --
-Total 120.428.712,00 2.482.850,00
12. Dividends distributed to preferred shareholders -- --
Other dividends distributed -- --
-Members of the Board of Directors -- --
13.
-Employees -- --
-Non-shareholders -- --
14. Dividends distributed to holders of usufruct right certificates -- --
15. Second category dividend to shareholders -- 117.945.862,00
16. Legal reserve fund 11.794.586,20 11.794.586,20
17. Status reserves -- --
18. Special reserves -- --
19. EXTRAORDINARY RESERVES 268.217.572,80 251.535.837,01
Other sources planned for distribution -- --
20
Retained Earnings -- --
-Extraordinary reserves -- --
-Other distributable reserves as per the legislation and Articles of Association -- --

Mavi Giyim Sanayi ve Ticaret A.Ş. Information on Dividend per Share for 2021
TOTAL DIVIDEND AMOUNT/
TOTAL DIVIDEND AMOUNT* NET DISTRIBUTABLE PROFIT DIVIDEND PER SHARE FOR 1 TL NOMINAL VALUE
GROUP
FOR THE PERIOD*
CASH (TL) SHARES (TL) RATIO (%) AMOUNT (TL) SHARE (%)
A (**) 262.633,40 -- 0,07 2,4252 242,52
Gross B (***) 120.166.078,61 -- 30,01 2,4252 242,52
Total 120.428.712,01 -- 30,07
A (**) 236.370,06 -- 0,06 2,1827 218,27
Net B (***) 108.149.470,75 -- 27,01 2,1827 218,27
Total 108.385.840,81 -- 27,07

* Group A shares representing 0,22% of the capital are owned by Blue International Holding BV. The Company
shall be subject to withholding tax within the framework of the provisions of the Double Taxation Prevention
Agreement.
**The Company does not have information regarding the entity type of Group B shareholders (“limited liability,
full liable, legal entity or real person”). The calculation is based on the assumption that all shareholders in this
group are subject to withholding tax at the local rate.

376 ANNUAL REPORT 2021 377


DRT Bağımsız Denetim ve
Serbest Muhasebeci
Mali Müşavirlik A.Ş.
Maslak No1 Plaza
Eski Büyükdere Caddesi
Maslak Mahallesi No:1 4) Management’s Responsibility for the Annual Report
Maslak, Sarıyer 34485
İstanbul, Türkiye
The Group’s Management is responsible for the following in accordance with Article 514 and 516 of the Turkish
Tel: +90 (212) 366 60 00 Commercial Code No. 6102 (“TCC”) and “Communiqué on Principles of Financial Reporting in Capital
Fax: +90 (212) 366 60 10
www.deloitte.com.tr Markets” with No.14.1 of the Capital Markets Board (“the Communiqué”):
Mersis No :0291001097600016
Ticari Sicil No:304099 a) Preparing the annual report within the three months following the reporting date and presenting it to the
General Assembly,
(CONVENIENCE TRANSLATION OF
INDEPENDENT AUDITOR’S REPORT ON THE MANAGEMENT’S ANNUAL REPORT b) Preparing the annual report with the all respects of the Group’s flow of operations for that year and the
ORIGINALLY ISSUED IN TURKISH) Group’s consolidated financial performance accurately, completely, directly and fairly. In this report, the
consolidated financial position is assessed in accordance with the consolidated financial statements. The
Group’s development and risks that the Group may probably face are also pointed out in this report. The
INDEPENDENT AUDITOR’S REPORT ON THE MANAGEMENT’S ANNUAL REPORT Board of Director’s evaluation on those matters are also stated in this report.

c) The annual report also includes the matters stated below:


To the General Assembly of Mavi Giyim Sanayi ve Ticaret A.Ş.
- The significant events occurred in the Group’s activities subsequent to the financial year ends,
1) Opinion
- The Group’s research and development activities,
As we have audited the full set consolidated financial statements of Mavi Giyim Sanayi ve Ticaret A.Ş. (“the
Company”) and its subsidiaries (“the Group”) for the period between 01/02/2021–31/1/2022, we have also - The compensation paid to key management personnel and members of Board of Directors including
audited the annual report for the same period. financial benefits such as salaries, bonuses and premiums, allowances, travelling, accommodation and
representation expenses, in cash and kind facilities, insurances and other similar guarantees.
In our opinion, the consolidated financial information provided in the Management’s annual report and the
The Board of Directors also considers the secondary regulations prepared by the Ministry of Trade and related
Management’s discussions on the Group’s financial performance, are fairly presented in all material respects, and
institutions while preparing the annual report.
are consistent with the full set audited consolidated financial statements and the information obtained from our
audit.
5) Responsibilities of the Independent Auditor on the Independent Audit of the Annual Report
2) Basis for Opinion Our aim is to express an opinion and prepare a report about whether the Management’s discussions and
consolidated financial information in the annual report within the scope of the provisions of the TCC and the
We conducted our audit in accordance with the standards on auditing issued by Capital Markets Board and the
Communiqué are fairly presented and consistent with the information obtained from our audit.
Standards on Independent Auditing (“SIA”) which is a part of Turkish Auditing Standards published by the
Public Oversight Accounting and Auditing Standards Authority (“POA”). Our responsibility is disclosed under
We conducted our audit in accordance with the standards on auditing issued by Capital Markets Board and the
Responsibilities of the Independent Auditor on the Independent Audit of the Annual Report in detail. We declare
SIA. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain
that we are independent from the Group in accordance with the Code of Ethics for Independent Auditors (“Code
reasonable assurance about whether the Management’s discussions on the Group’s financial performance, are
of Ethics”) issued by POA and ethical provisions stated in the regulation of audit. We have fulfilled other
fairly presented in all material respects, and are consistent with the full set audited consolidated financial
responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence
statements and the information obtained from our audit.
we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
The engagement partner on the audit resulting in this independent auditor’s report is Tolga Sirkecioğlu.
3) Auditor’s Opinion for the Full Set Consolidated Financial Statements
DRT BAĞIMSIZ DENETİM VE SERBEST MUHASEBECİ MALİ MÜŞAVİRLİK A.Ş.
We have presented unqualified opinion for the Group’s full set consolidated financial statements for the period Member of DELOITTE TOUCHE TOHMATSU LIMITED
between 01/02/2021–31/1/2022 in our Auditor’s Report dated 14 March 2022.

Deloitte refers to one or more of Deloitte Touche Tohmatsu Limited, a UK private company limited by guarantee (“DTTL”), its network of member firms, and
their related entities. DTTL and each of its member firms are legally separate and independent entities. DTTL (also referred to as “Deloitte Global”) does not
provide services to clients. Please see www.deloitte.com/ about to learn more about our global network of member firms.

© 2022.For information, contact Deloitte Touche Tohmatsu Limited.


Tolga Sirkecioğlu
Partner

İstanbul, 6 April 2022

378 ANNUAL REPORT 2021 379


DISCLAIMER
This Annual Report is prepared in accordance with the legal requirements to be presented to the Ordinary
General Assembly, for the special accounting period of 1 February 2021-31 January 2022. Report is prepared only
to provide information to the shareholders, and it is not intended to form the basis of any investment decision.

To the extent available, the industry, market and competitive position data contained in this Report come from
independent official or third party sources. Although the Company believes that these information are provided
by reliable sources, it has not, however, independently verified accuracy and completeness of the information
contained therein. In addition, some of the market and competitive position data contained in this Report
come from the internal research and estimates based on the knowledge and experience of the Company’s
management in the markets that the Company operates. Although, the Company believes that the internal
research and estimates are reasonable, accuracy and completeness of these research and estimates and
methodologies and assumptions relevant with these research and estimates have not verified by independent
third parties. The Company, its management and/or its employees and/or other related persons may not be
held responsible for any direct or indirect loss that could arise from the use of the data stated in this Report.

Forward-looking statements included in this Report are subject to risks, uncertainties and other important
factors which are known or unknown to the Company or which cannot be controlled or which can be controlled
in a limited manner by the Company. These risks, uncertainties and other important factors may cause our
actual results, performance or achievements to be materially different from any future results, performance or
achievements expressed or implied by such statements. Changes in customer tastes and spending patterns;
changes in customer traffic; ability to accurately predict customer preferences and demands; ability to
successfully implement new store rollout and retail strategy; effectiveness of brand awareness and marketing
programs; difficulties that can be observed in retail fashion and fragility that can be observed in customer
loyalty; competitive factors in retail fashion; impact of extreme unseasonal weather conditions on retail fashion;
ability to retain key management and personnel; circumstances affecting relationships with major suppliers
and distributors; currency and interest rate risks and fluctuations and other changes in financial markets and
macro economic conditions; changes in tax rates, applicable laws and government policies and operational
disruptions, natural disasters, wars, terrorist activities, work stoppages, slowdowns or strikes are, without any
limitation of the foregoing, among these risks, uncertainities and other important factors. Explanations regarding
risks, uncertainities and other important factors that may affect forward looking statements can be found in the
explanatory notes of financial statements and in the “Risk Management and Internal Control System” section of
this Report.

Forward-looking statements included in this Report are based on a number of assumptions relevant to the
current and future business strategies of the Company and the business environment in which the Company
operates. Forward-looking statements speak only as at the date on which they are made. The Company
warns addressees of this Report that forward -looking statements does not constitute a guarantee as to the
future performance and results of the Company and that actual results as to Company’s financial position,
expectations, growth, business strategy, plans and future operations may differ materially from forward-looking
statements stated in this Report. In addition, even if the actual results and achievements as to Company’s
financial position, expectations, growth, business strategy, plans and future operations will be consistent with
the forward-looking statements included in this Report, this consistency cannot be considered as an indicator
as to any further future results and achievements. The Company, its management and/or its employees and/
or other related persons may not be held responsible for any direct or indirect loss that could arise from the
use of the forward-looking statements stated in this Report. The Report and the accompanying disclaimer are
provided both in Turkish and English languages. In case of any discrepancy between Turkish and English version
of Zthe Report and the accompanying disclaimer, Turkish version shall prevail. The Company believes that the
information included in this Report is accurate as of the date of the Report and accepts no responsibility for any
spelling or printing errors that may occur during the Report’s preparation.

380

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