Annual Report 2011/2012 - Colombo Stock Exchange

TO BE UPDATED
MERCANTILE SHIPPING COMPANY PLC
ANNUAL REPORT OF THE BOARD OF DIRECTORS
ON THE AFFAIRS OF THE COMPANY Contd...
06
Remuneration Committee
Following are the names of the Directors comprising the
Remuneration Committee of the Board.
1. Mr. C. P. P. G. Hapudeniya (Chairman)
2. Mr. T. N. Jayasinghe
Details are given under Corporate Governance on page 10.
Share Information and Substantial Shareholdings
The distribution of shareholding, market value of shares and
Twenty largest Shareholders are given in pages 38 to 40.
The earnings per share, dividends per share, net assets per
share are given in Financial Highlights on page 41 of this
Annual Report.
Directors
The Directors of the Company as at 31st March 2012 and their
brief profiles are given on page 08 in this Report.
During the year under review the Board met on 09 occasions.
The attendance at these meetings was
Name of Director
A.N.U Jayawardena
Capt. K Kriwat
T. Kriwat
H.A.R.K. Wickramatileka
T.N. Jayasinghe
C.P.P.G. Hapudeniya
I.A.H. Esufally
G.M. Vikum Pradeepa
S. Obadage
(Appointed on 12th Sept 2011)
Ms. K.A.C. Wilson
(Appointed on 9th Nov 2011 )
Attendance
9/9
5/9
9/9
9/9
9/9
6/9
6/9
9/9
5/5
3/3
In accordance with Section 210 of the Companies Act No 7 of
2007, Mr. A. N. U. Jayawardena who is 75 years of age retires
and being eligible has offered himself for re-election.
In accordance with Section 210 of the Companies Act No 7 of
2007, Captain K Kriwat who has reached the age of 71 retires
and being eligible has offered himself for re-election.
In terms of Article 84 of the Articles of Association of the
Company, Mr T.N. Jayasinghe retires by rotation and being
eligible has offered himself for re-election.
In terms of Article 91 of the Articles of Association of the
Company, the following Directors who were appointed during
the year subsequent to the last Annual General Meeting retire
and have offered themselves for election.
Mr. S. Obadage
Ms. K.A.C. Wilson
Directors' Shareholding
The interest of the Directors in the shares of the Company as at
31st March were as follows;
Mr. A. N. U. Jayawardena
Mr. H. A. R. K. Wickramatileka
No. of Ordinary Shares as at
31.03.2012
01
11,414
31.03.2011
01
11,414
Independence of Directors
In accordance with Rule 7.10.2 of Colombo Stock Exchange
Rules on Corporate Governance('CSECGRules'),
A.N.U Jayawardena
Capt. K Kriwat
H.A.R.K. Wickramatileka
T.N. Jayasinghe
C.P.P.G. Hapudeniya
I.A.H. Esufally
G.M. Vikum Pradeepa
S. Obadage
(Appointed on 12th Sept 2011)
Ms. K.A.C. Wilson
(Appointed on 9th Nov 2011)
who are Non-Executive Directors of the Company, have
submitted a signed and dated declaration to the Board of their
Independence.
Donations
There were no donations made during the year .
Auditors
The resolution to reappoint the present Auditors, Messrs. Ernst
& Young, Chartered Accountants, who have expressed their
willingness to continue in office, will be proposed at the Annual
General Meeting.
The following payments were made to them during the year: -
Audit Fees
Fees for other services
(Tax related work)
Company
Rs.
275,000
383,096
Group
Rs.
756,869
908,479
As far as the Directors are aware, the Auditors do not have any
relationship or interest in the Company.
The Audit Committee reviews the appointment of the Auditors,
its effectiveness and its relationship with the Company
including the level of audit and non-audit fees paid to the
Auditors. Details on the work of the Audit Committee are set out
under Corporate Governance.