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One of the most famous sites in the world, Stonehenge is believed to have been<br />

erected around 2500 B.C. and is still standing today. Similar to this historic<br />

monument, Readymix (West Indies) Limited, through effective leadership,<br />

has been built to last for generations. Stability, security and strength have been<br />

embedded into the very foundation of the organisation to create a company<br />

that can stand the test of time and weather the storms of the economy.<br />

Readymix (West Indies) Limited, a Caribbean icon that is here to stay!


Our MISSION<br />

To lead as a customer-driven producer and supplier of high quality pre-mixed concrete and related products and services, providing a superior<br />

rate of return to our shareholders, whilst being committed to the development of our human resources and the preservation of the environment.<br />

TABLE OF CONTENTS<br />

1 Mission Statement<br />

2 Board of Directors<br />

3 Corporate Information/Notice of Annual Meeting<br />

4 Management Team<br />

5 New Appointment<br />

6 Chairman’s Review<br />

8 Directors’ & Substantial Interests<br />

9 Independent Auditors’ Report<br />

10 Consolidated Statement of Financial Position<br />

11 Consolidated Income of Statement<br />

12 Consolidated Statement of Comprehensive Income<br />

13 Consolidated Statement of Changes in Equity<br />

14 Consolidated Statement of Cashflows<br />

16 Notes to the Consolidated Financial Statements<br />

46 Management Proxy Circular<br />

47 Proxy Form (Detachable)


2<br />

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(L-R)<br />

1 Mr. Satnarine Bachew<br />

2 Mr. Hollis Hosein<br />

3 Dr. Rollin Bertrand<br />

4 Mr. C.H. Wayne Manning<br />

5 Ms. Eutrice Carrington - Chairman<br />

6 Mr. Lawford Dupres<br />

7 Mr. Anton Ramcharan<br />

8 Mr. Lincoln Parmasar<br />

9 Mr. Arun K. Goyal


NOTICE OF ANNUAL MEETING<br />

Notice is hereby given that the ANNUAL MEETING of READYMIX<br />

(WEST INDIES) LIMITED for the year ended 31st December, 2010<br />

will be held at the CLR James Conference Room, Cipriani College<br />

of Labour and Co-operative Studies, Churchill Roosevelt Highway,<br />

Valsayn on 21st July, 2011 at 2:30 p.m. for the transaction of the<br />

following business:<br />

ORDINARY BUSINESS<br />

1. To receive and consider the Report of the Directors and the Audited<br />

Financial Statements for the financial year ended 31st December,<br />

2010, with the Report of the Auditors thereon.<br />

2. To elect Directors.<br />

3. To appoint Auditors and authorize the Directors to fix their<br />

remuneration for the ensuing year.<br />

4. To transact any other business which may be properly brought<br />

before the meeting.<br />

CORPORATE INFORMATION<br />

Company Secretary:<br />

Mrs. Isha Reuben-Theodore<br />

Registered Office:<br />

Tumpuna Road, Guanapo<br />

Arima, Trinidad, W.I.<br />

Tel: (868) 643-2429/2430<br />

Fax: (868) 643-3209<br />

Email: rmlinfo@tclgroup.com<br />

Registrar:<br />

Trinidad & Tobago Central Depository Limited<br />

10th Floor, Nicholas Tower<br />

63-65 Independence Square<br />

Port of Spain, Trinidad, W.I.<br />

Auditors:<br />

Ernst & Young<br />

5-7 Sweet Briar Road, St. Clair<br />

Port of Spain, Trinidad, W.I.<br />

Attorneys At Law:<br />

J.D. Sellier & Company<br />

129–131 Abercromby Street<br />

Port of Spain, Trinidad, W.I.<br />

NOTES<br />

1. Record Date<br />

The Directors have fixed Tuesday 21st June, 2011 as the record<br />

date for shareholders entitled to receive notice of the Annual<br />

Meeting. Formal notice of the Meeting will be sent to shareholders<br />

on the Register of Members as at the close of business on that<br />

date. A list of such shareholders will be available for examination<br />

by shareholders at the registered office of The Trinidad &<br />

Tobago Central Depository, 10th Floor, Nicholas Tower, 63-65<br />

Independence Square, Port of Spain during usual business hours<br />

and at the Annual Meeting.<br />

2. Proxies<br />

Members of the Company entitled to attend and vote at the<br />

Meeting are entitled to appoint one or more proxies to attend<br />

and vote instead of them. A proxy need not also be a member.<br />

Where a proxy is appointed by a corporate member, the form of<br />

proxy should be executed under seal or signed by some officer or<br />

attorney duly authorized.<br />

To be valid, the Proxy Form must be completed and deposited at<br />

the registered office of The Trinidad & Tobago Central Depository,<br />

10th Floor, Nicholas Tower, 63-65 Independence Square, Port of<br />

Spain, not less than 48 hours before the time fixed for holding the<br />

Meeting.<br />

BY ORDER OF THE BOARD<br />

…………………………………................<br />

ISHA REUBEN-THEODORE<br />

COMPANY SECRETARY<br />

13th June, 2011<br />

3<br />

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(L-R)<br />

1 Mr. Richard Dash (Materials Manager)<br />

2 Mr. Dexter East (Operations Manager)<br />

3 Ms. Nicole Giuseppi (Senior Human Resource Specialist)<br />

4 Mr. Malcolm Smith (Plant Manager - Premix & Precast Concrete Inc.)<br />

5 Mr. Manan Deo (General Manager)<br />

6 Mr. Austin Rodriguez (Technical Services Manager)<br />

7 Mrs. Isha Reuben-Theodore (Corporate Services Manager)<br />

8 Mr. John Cardenas (Marketing Manager)<br />

4<br />

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Lincoln Parmasar<br />

Lincoln Parmasar has been with the <strong>TCL</strong> <strong>Group</strong> since April 1995, holding a<br />

number of senior positions. He is currently the <strong>Group</strong>’s Finance Manager,<br />

having assumed the position from August 1, 2009. Mr. Parmasar has many years<br />

of experience in the field of accounting, having previously worked at a public<br />

auditing firm and in the energy sector. He is a Fellow of the Chartered Association<br />

of Certified Accountants (FCCA) and a member of the Institute of Chartered<br />

Accountants of Trinidad and Tobago (ICATT), as well as a graduate (Upper<br />

Second Class Honours) of the University of the West Indies with a Bachelor’s<br />

Degree in Accounting.<br />

5<br />

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CHAIRMAN’S REVIEW - 2010<br />

RML <strong>Group</strong> sales and profit performance continued its decline<br />

in 2010, a trend which started in 2008 when evidence of the<br />

global economic recession took hold, affecting the markets<br />

of the Region, particularly Trinidad & Tobago, Barbados, and<br />

St Maarten/St Martin, where RML operations were located.<br />

Those respective territories were further affected by political<br />

uncertainty during the year. In the second quarter of 2010,<br />

a general election was announced and held in Trinidad &<br />

Tobago. In Barbados, Prime Minister David Thompson became<br />

terminally ill and subsequently passed away during his term<br />

of office, while in St Maarten, the island took a further step<br />

towards self-government from the Netherlands, and with it, the<br />

announcement of further fiscal measures including the increase<br />

of Turnover Tax from 2% to 5%. These critical events created<br />

additional uncertainty in construction activity in the respective<br />

territories.<br />

In Trinidad & Tobago, where government-initiated projects<br />

and large commercial ventures generally account for more<br />

than 60% of all concrete sales, there was a continued decline in<br />

activity with the shutdown of several projects and the shelving<br />

of others previously earmarked for start-up. In Barbados, the<br />

economy remained weak, characterized by high fiscal deficit,<br />

slowing revenues and high expenditure on government’s current<br />

account. Investor confidence was generally soft and many<br />

construction projects in the tourism sector previously approved<br />

did not commence. In St Maarten/St Martin, new resident and<br />

resort developments which were at various stages of progress<br />

were halted, without news of a potential date for resumption.<br />

Given the depressed state of the market, the RML Board took a<br />

decision to cease operations in St Maarten/ St Martin and to put<br />

up for sale the shares of the company (ICNV / IC SARL). At<br />

year-end, there were no firm buyers identified for the company.<br />

6<br />

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The Company improved its safety performance throughout<br />

the workplace, which coincided with workers displaying a<br />

heightened sense of safety awareness and ownership of the<br />

“Safety First” motto. In particular, there was a 77% decline<br />

in the number of vehicular accidents compared with the prior<br />

year. This improvement is directly attributed to a number of<br />

initiatives started in 2009, including programs in Defensive<br />

Driving and Vehicle Inspections, and a Management decision<br />

controlling the use of Company vehicles outside of employees’<br />

work duties.<br />

For the financial year 2010, the <strong>Group</strong> recorded an overall<br />

net loss of $7.7M; this represented a significant shortfall<br />

compared with the profit of $9.7M of the prior year.<br />

During the year, RML remained the overall market leader,<br />

with 17 active participants in the pre-mix concrete market.<br />

Of these, 75% of the operators were involved in a more<br />

diversified offering, including the supply of concrete blocks,<br />

general construction, and asphalt paving services. As a result<br />

of the supply/demand relationship for concrete, average price<br />

fell during the year by 25%, in comparison with the prior<br />

year. In the Trinidad & Tobago market, RML sold 106,278m3<br />

in 2010, representing a 28% decline from 147,818m3 of the<br />

prior year.<br />

RML considered plans for diversifying outside of its core<br />

business, and entered into discussions which would involve<br />

joint venture arrangements and mutual sales agreements with<br />

reputable complementary-type business in the industry. The<br />

Company also increased the sale of quarry products, including<br />

pitrun and aggregates, to third-party purchasers, with overall<br />

revenue of $20.9M, an increase of 100% over the prior year.<br />

Other internal cost-cutting and efficiency-improvement<br />

initiatives were implemented, such as reduction in the areas<br />

of Wages, External Plant Hire, and Repairs and Maintenance,<br />

which yielded positive results in terms of cost; however, they<br />

could not reverse the overall loss which was realized.<br />

At the RML quarry, a comprehensive study was initiated to<br />

determine the location and extent of mineable pitrun reserves,<br />

and to develop a new mining and rehabilitation plan for the<br />

quarry lands. This project, due for completion in 2011, will<br />

assist in streamlining pitrun production for purposes such as<br />

for supply to the building of highways and agricultural access<br />

roads, in addition to the production of high quality aggregates.<br />

The Company is also reviewing the feasibility of establishing<br />

a modern wash plant at the quarry to replace the existing<br />

aggregates wash plant, which is over 25 years old, and which<br />

is characterized by issues such as frequent breakdowns, high<br />

maintenance cost, and lack of spares by suppliers.<br />

During the year, the Company continued the process of bilateral<br />

negotiations with the Union for a new Collective<br />

Agreement for employees. This matter started in 2009,<br />

and remained outstanding at year-end 2010, as there was a<br />

substantial difference in the positions between the respective<br />

parties. The matter was referred to the Ministry of Labour for<br />

conciliation, but has since been sent to the Industrial Court.<br />

The Company also pursued its thrust to diversify its operations<br />

into other territories, on the basis of a confirmed project.<br />

Particular focus was placed on Haiti, where parent Company<br />

<strong>TCL</strong> was involved in discussions for entering the market. A<br />

firm opportunity has not yet been identified, but the company<br />

will continue to explore potential projects in the New Year.<br />

For the year in review, PPCI sold 13,636m3 of concrete, a<br />

19% fall below the budgeted sales volume of 16,800m3<br />

and 1.9% below that of 2009.The depressed sales reflect the<br />

challenges during the year, as prospective home-builders<br />

remained cautious in the face of the prevailing economic<br />

difficulties and private investors further delayed construction<br />

of their approved projects until a clearer picture of economic<br />

recovery could be envisaged.<br />

During the year there was a decrease in the <strong>Group</strong>’s cash and<br />

cash equivalents of $19.5M. Challenges were experienced<br />

in the collection of receivables owed from contractors who<br />

worked on government-related projects. The Company<br />

used its lobby with business groups such as the Trinidad<br />

and Tobago Manufacturers Association and the Contractors<br />

Association to assist in eliciting payments on behalf of its<br />

clients. However, payments trickled, and at year-end almost<br />

60% of the Company’s receivables represented amounts due<br />

from government-related projects.<br />

Despite the challenging market and economic conditions of<br />

2010, RML maintained a strong financial position, and met<br />

and exceeded all of its financial covenants. In the midst of<br />

the challenges, the Company has positioned itself to improve<br />

its position as market leader, and to take advantage of<br />

opportunities which are anticipated in the various sectors in<br />

the economy.<br />

For the year ended, the stock price traded firm, with no change,<br />

at $31.35 per share for the entire year. The Board has agreed<br />

that no dividend will be paid to shareholders for the financial<br />

year 2010.<br />

Ms. Eutrice Carrington<br />

Chairman<br />

7<br />

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DIRECTORS’ & SUBSTANTIAL INTERESTS<br />

DIRECTORS’ INTERESTS:<br />

In accordance with the provisions of Section 64 of the<br />

Securities Industry Act 1981 and the provisions of our<br />

Listing Agreement with the Stock Exchange, particulars<br />

of the interest of each Director in the Share Capital of the<br />

Company are set out below:<br />

Directors<br />

Ordinary Shares<br />

E. Carrington Nil<br />

R. Bertrand Nil<br />

A. Goyal Nil<br />

L. Dupres Nil<br />

H. Hosein Nil<br />

A. Ramcharan Nil<br />

C.H. Wayne Manning<br />

Nil<br />

S. Bachew Nil<br />

L. Parmasar Nil<br />

SUBSTANTIAL INTERESTS:<br />

A substantial interest means a holding of 5% or more of the<br />

issued share capital of the Company.<br />

No. of % of Issued<br />

Shares Share Capital<br />

Trinidad Cement 8,531,977 71.1%<br />

Limited<br />

Republic Bank 1,529,953 12.75%<br />

Limited -1162<br />

Colonial Life Ins. 670,646 5.59%<br />

Co. Trinidad Ltd.<br />

CONTRACTS<br />

No Director of the Company had any material interest in any<br />

contract relating to the business of the Company during or at<br />

the end of the financial year.<br />

DIRECTORS’ REPORT<br />

The Directors present their Report to the Members together<br />

with the Financial Statements for the year ended 31st<br />

December, 2010.<br />

FINANCIAL RESULTS<br />

Turnover 138,525<br />

Net Profit for the year (7,690)<br />

Translation Difference (85)<br />

Dividends<br />

Nil<br />

Retained Earnings Carried Forward 84,428<br />

DIVIDENDS<br />

The Board of Directors does not consider it prudent to<br />

approve a dividend for 2010, in light of the net losses<br />

recorded for the year.<br />

DIRECTORS<br />

In accordance with Clause 4.6.1 of By Law No. 1, Ms. Eutrice<br />

Carrington, Mr. Hollis Hosein and Mr. C.H. Wayne Manning<br />

retire by rotation and being eligible, offer themselves for reelection<br />

for a period up to the conclusion of the third Annual<br />

Meeting following.<br />

In accordance with Clause 4.4.2 of By Law No. 1, Mr.<br />

Lincoln Parmasar, having been appointed by the Board to<br />

fill a casual vacancy, is subject to re-election at the Annual<br />

Meeting for a period up to the conclusion of the third Annual<br />

Meeting following.<br />

AUDITORS<br />

The Auditors, Ernst & Young retire and being eligible, offer<br />

themselves for re-election.<br />

BY ORDER OF THE BOARD<br />

ISHA REUBEN-THEODORE<br />

Company Secretary<br />

8<br />

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INDEPENDENT AUDITORS’ REPORT<br />

TO THE SHAREHOLDERS OF READYMIX (WEST INDIES) LIMITED<br />

We have audited the accompanying consolidated financial statements of Readymix (West Indies) Limited and its subsidiaries (“the <strong>Group</strong>”)<br />

which comprise the consolidated statement of financial position as at 31 December 2010 and the consolidated income statement, consolidated<br />

statement of comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the year then<br />

ended, and a summary of significant accounting policies and other explanatory information.<br />

Management’s responsibility for the financial statements<br />

Management is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with International<br />

Financial Reporting Standards, and for such internal control as management determines is necessary to enable the preparation of consolidated<br />

financial statements that are free from material misstatement, whether due to fraud or error.<br />

Auditors’ responsibility<br />

Our responsibility is to express an opinion on these consolidated financial statements based on our audit. We conducted our audit in accordance<br />

with International Standards on Auditing. Those standards require that we comply with ethical requirements and plan and perform the audit to<br />

obtain reasonable assurance whether the consolidated financial statements are free from material misstatement.<br />

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements.<br />

The procedures selected depend on the auditors’ judgment, including the assessment of the risks of material misstatement of the consolidated<br />

financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the<br />

entity’s preparation and fair presentation of the consolidated financial statements in order to design audit procedures that are appropriate for<br />

the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes<br />

evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as<br />

evaluating the overall presentation of the consolidated financial statements.<br />

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.<br />

Opinion<br />

In our opinion, the consolidated financial statements give a true and fair view of the financial position of the <strong>Group</strong> as at 31 December 2010,<br />

and of its financial performance and its cash flows for the year then ended in accordance with International Financial Reporting Standards.<br />

Emphasis of matter<br />

Without qualifying our opinion, we draw attention to Note 26 in the consolidated financial statements which indicates that subsequent to<br />

year end, on 14 January 2011, the ultimate parent company, Trinidad Cement Limited, publicly declared a moratorium on all debt service<br />

obligations due by all entities in the Trinidad Cement Limited <strong>Group</strong>, inclusive of Readymix (West Indies) Limited and its subsidiaries.<br />

Subsequent to the declaration date, debt service payments falling due have not been made.<br />

This condition, along with the matters set forth in the Note 26, indicates the existence of a material uncertainty that may impact the <strong>Group</strong>’s<br />

ability to continue as a going concern.<br />

Chartered Accountants<br />

5-7 Sweet Briar Road<br />

St. Clair, Port-Of-Spain<br />

Trinidad, West Indies<br />

17 May 2011<br />

9<br />

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CONSOLIDATED STATEMENT OF FINANCIAL POSITION<br />

AS AT 31 DECEMBER 2010<br />

(Expressed in Thousands of Trinidad and Tobago Dollars, except where otherwise stated)<br />

31 December<br />

Notes 2010 2009<br />

$ $<br />

Non–current assets<br />

Property, plant and equipment 7 39,859 46,419<br />

Goodwill 8 1,764 1,764<br />

Employee benefits asset 15 2,446 1,828<br />

Deferred tax assets 16 (b) 1,100 959<br />

45,169 50,970<br />

Current assets<br />

Inventories 9 47,412 42,867<br />

Receivables and prepayments 10 66,889 75,400<br />

Cash and cash equivalents 11 643 4,313<br />

114,944 122,580<br />

Assets classified as held for sale 25 3,178 –<br />

118,122 122,580<br />

Current liabilities<br />

Bank overdraft and advances 12 18,148 3,259<br />

Payables and accruals 13 29,104 46,974<br />

Current portion of borrowings 14 3,095 3,846<br />

50,347 54,079<br />

Liabilities associated with assets classified<br />

as held for sale 25 4,207 –<br />

Net current assets 63,568 68,501<br />

Non–current liabilities<br />

Borrowings 14 4,950 8,004<br />

Deferred tax liabilities 16 (b) 6,077 5,982<br />

11,027 13,986<br />

Total net assets 97,710 105,485<br />

Equity attributable to the parent<br />

Stated capital 17 12,000 12,000<br />

Retained earnings 84,428 91,876<br />

96,428 103,876<br />

Non-controlling interests 1,282 1,609<br />

Total equity 97,710 105,485<br />

The accompanying notes form an integral part of these financial statements.<br />

On 17 May 2011 the Board of Directors of Readymix (West Indies) Limited authorised these financial statements for<br />

issue and were signed on their behalf by:<br />

______________________ Director<br />

______________________ Director<br />

10<br />

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CONSOLIDATED INCOME OF STATEMENT<br />

FOR THE YEAR ENDED 31ST DECEMBER, 2010<br />

(Expressed in Thousands of Trinidad and Tobago Dollars, except where otherwise stated)<br />

Year ended<br />

31 December<br />

Notes 2010 2009<br />

Continuing operations $ $<br />

Revenue 3 138,525 195,474<br />

Operating (loss)/profit 3 (2,580) 26,075<br />

Finance costs 4 (1,446) (1,637)<br />

Interest income 610 479<br />

(Loss)/profit before taxation from continuing operations (3,416) 24,917<br />

Taxation 5 (21) (5,864)<br />

(Loss)/profit for the year from continuing operations (3,437) 19,053<br />

Discontinued operations<br />

Loss for the year from discontinued operations 25 (4,253) (9,322)<br />

(Loss)/profit for the year (7,690) 9,731<br />

Attributable to:<br />

Equity holders of the Parent (7,362) 9,926<br />

Non-controlling interests (328) (195)<br />

(7,690) 9,731<br />

Basic and diluted (loss)/earnings per share:<br />

From continuing operations 6 ($0.26) $1.60<br />

From discontinued operations 6 ($0.35) ($0.78)<br />

($0.61) $0.82<br />

The accompanying notes form an integral part of these financial statements.<br />

11<br />

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CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME<br />

FOR THE YEAR ENDED 31ST DECEMBER, 2010<br />

(Expressed in Thousands of Trinidad and Tobago Dollars, except where otherwise stated)<br />

Year ended<br />

31 December<br />

2010 2009<br />

$ $<br />

(Loss)/profit for the year (7,690) 9,731<br />

Other comprehensive income<br />

Exchange differences on translation of foreign operations (85) 18<br />

Total comprehensive (loss)/income for the year, net of tax (7,775) 9,749<br />

Attributable to:<br />

Equity holders of the Parent (7,448) 9,932<br />

Non-controlling interests (327) (183)<br />

(7,775) 9,749<br />

The accompanying notes form an integral part of these financial statements.<br />

12<br />

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CONSOLIDATED STATEMENT OF CHANGES IN EQUITY<br />

FOR THE YEAR ENDED 31ST DECEMBER, 2010<br />

(Expressed in Thousands of Trinidad and Tobago Dollars, except where otherwise stated)<br />

Year ended 31st December, 2010<br />

Equity attributable to the parent<br />

Non<br />

Stated Retained Controlling Total<br />

capital earnings Total interests equity<br />

$ $ $ $ $<br />

Balance at 1 January 2010 12,000 91,876 103,876 1,609 105,485<br />

Other comprehensive loss – (86) (86) 1 (85)<br />

Profit after taxation – (7,362) (7,362) (328) (7,690)<br />

Total comprehensive loss – (7,448) (7,448) (327) (7,775)<br />

Balance at 31 December 2010 12,000 84,428 96,428 1,282 97,710<br />

Year ended 31 December 2009<br />

Balance at 1 January 2009 12,000 84,344 96,344 1,792 98,136<br />

Other comprehensive income – 6 6 12 18<br />

Profit after taxation – 9,926 9,926 (195) 9,731<br />

Total comprehensive income – 9,932 9,932 (183) 9,749<br />

Dividends (Note 24) – (2,400) (2,400) – (2,400)<br />

Balance at 31 December 2009 12,000 91,876 103,876 1,609 105,485<br />

The accompanying notes form an integral part of these financial statements.<br />

13<br />

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CONSOLIDATED STATEMENT OF CASH FLOWS<br />

FOR THE YEAR ENDED 31ST DECEMBER, 2010<br />

(Expressed in Thousands of Trinidad and Tobago Dollars, except where otherwise stated)<br />

2010 2009<br />

$ $<br />

Operating activities<br />

(Loss)/profit before taxation from continuing operations (3,416) 24,917<br />

Loss before taxation from discontinued operations (4,253) (9,286)<br />

(Loss)/profit before taxation (7,669) 15,631<br />

Adjustments to reconcile profit before taxation to<br />

net cash generated by operating activities:<br />

Depreciation 9,211 9,798<br />

Increase in provision for doubtful debts 4,909 2,607<br />

Other non–cash items (35) (58)<br />

Interest expense (net) 1,540 1,924<br />

Employee benefits expense 1,914 2,076<br />

Loss/(gain) on disposal of property, plant and equipment 297 (4)<br />

10,167 31,974<br />

Changes in net current assets<br />

Increase in inventories (5,084) (2,511)<br />

Increase/(decrease) in receivables and prepayments 4,664 (8,506)<br />

(Decrease)/increase in payables and accruals (14,782) 7,332<br />

Cash (used in)/generated by operating activities (5,035) 28,289<br />

Taxation paid (1,222) (7,810)<br />

Net interest paid (1,399) (1,938)<br />

Pension contributions paid (2,532) (2,427)<br />

Net cash (used in)/generated from operating activities (10,188) 16,114<br />

Investing activities<br />

Additions to property, plant and equipment (5,518) (7,561)<br />

Proceeds from sale of property, plant and equipment – 38<br />

Net cash used in investing activities (5,518) (7,523)<br />

The accompanying notes form an integral part of these financial statements.<br />

14<br />

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CONSOLIDATED STATEMENT OF CASH FLOWS<br />

FOR THE YEAR ENDED 31ST DECEMBER, 2010<br />

(Expressed in Thousands of Trinidad and Tobago Dollars, except where otherwise stated)<br />

(Continued)<br />

2010 2009<br />

Financing activities $ $<br />

Repayment of borrowings (3,805) (4,387)<br />

Dividends paid – (2,400)<br />

Net cash used in financing activities (3,805) (6,787)<br />

Net (decrease)/increase in cash and cash equivalents (19,511) 1,804<br />

Net cash/(borrowings) – beginning of year 1,054 (750)<br />

Net (borrowings)/cash – end of year (18,457) 1,054<br />

Represented by:<br />

Cash at bank and on hand (Note 11) 660 4,313<br />

Bank overdraft and advances (Note 11) (19,117) (3,259)<br />

(18,457) 1,054<br />

The accompanying notes form an integral part of these financial statements.<br />

15<br />

BUILD TO LAST FOR GENERATIONS


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />

FOR THE YEAR ENDED 31ST DECEMBER, 2010<br />

(Expressed in Thousands of Trinidad and Tobago Dollars, except where otherwise stated)<br />

1. Incorporation and activities<br />

Readymix (West Indies) Limited (the “Company”) is a limited liability company incorporated and resident in the Republic of Trinidad and<br />

Tobago and its shares are publicly listed on the Trinidad and Tobago Stock Exchange. The Company is the parent company of subsidiaries<br />

located in Barbados, St. Maarten and St. Martin. The registered office of the parent company is Tumpuna Road, Guanapo, Arima. Trinidad<br />

Cement Limited, also incorporated in the Republic of Trinidad and Tobago, is the ultimate parent company and as at 31 December 2010<br />

holds 71% (2009: 71%) of the issued ordinary shares of the Company. Readymix (West Indies) Limited has a 100% shareholding in<br />

Island Concrete Products N.V and Island Concrete SARL companies, which are registered and located in St. Maarten and St. Martin<br />

respectively. The Company also holds a 60% shareholding in Premix & Precast Concrete Incorporated, a company incorporated and<br />

operating in Barbados.<br />

Readymix (West Indies) Limited and its subsidiaries (the “<strong>Group</strong>”) operate in Trinidad and Tobago and Barbados. As described in Note<br />

25, the operations of the St. Maarten and St. Martin subsidiaries were discontinued in 2010.<br />

The principal business activities of the <strong>Group</strong> are the manufacture and sale of pre–mixed concrete and the winning and sale of sand and<br />

gravel.<br />

2. Significant accounting policies<br />

a) Basis of preparation<br />

The consolidated financial statements of the <strong>Group</strong> are prepared under the historical cost convention.<br />

Statement of Compliance<br />

The consolidated financial statements of the <strong>Group</strong> have been prepared in accordance with International Financial Reporting Standards<br />

(IFRS) as issued by the International Accounting Standards Board (IASB).<br />

Changes in accounting policy and disclosures<br />

The accounting policies adopted are consistent with those of the previous financial year except that the <strong>Group</strong> has adopted the<br />

following new and amended IFRS and IFRIC (International Financial Reporting Interpretations Committee) interpretations as of 1<br />

January 2010:<br />

• IFRS 2 Share-based Payment: <strong>Group</strong> Cash-settled Share-based Payment Transactions effective 1 January 2010<br />

• IFRS 3 Business Combinations (Revised) and IAS 27 Consolidated and Separate Financial Statements (Amended)<br />

effective 1 July 2009<br />

• IAS 39 Financial Instruments; Recognition and Measurement – Eligible Hedged Items effective 1 July 2009<br />

• IFRIC 17 Distributions of Non-cash Assets to Owners effective 1 July 2009<br />

• Improvements to IFRSs (May 2008 and April 2009)<br />

Adoption of these Standards and Interpretations did not have any effect on the financial performance or position of the <strong>Group</strong>.<br />

The <strong>Group</strong> has not adopted early the following new and revised IFRS’s and IFRIC interpretations that have been issued but are not<br />

yet effective or not relevant to the <strong>Group</strong>’s operations:<br />

IAS 24 Related Party Disclosures (Amendment) (effective 1 January 2011) It clarified the definition of a related party to simplify<br />

the identification of such relationships and to eliminate inconsistencies in its application. The revised standard introduces a partial<br />

exemption of disclosure requirements for government related entities. The <strong>Group</strong> does not expect any impact on its financial position or<br />

performance. Early adoption is permitted for either the partial exemption for government-related entities or for the entire standard.<br />

16<br />

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />

FOR THE YEAR ENDED 31ST DECEMBER, 2010<br />

(Expressed in Thousands of Trinidad and Tobago Dollars, except where otherwise stated)<br />

(Continued)<br />

2. Significant accounting policies (continued)<br />

a) Basis of preparation (continued)<br />

Changes in accounting policy and disclosures (continued)<br />

The <strong>Group</strong> has not adopted early the following new and revised IFRS’s and IFRIC interpretations that have been issued but are not<br />

yet effective or not relevant to the <strong>Group</strong>’s operations:(continued)<br />

IAS 32 Financial Instruments: Presentation Classification of Rights Issue (Amendment) (effective 1 February 2010). Amended the<br />

definition of a financial liability in order to classify rights issues (and certain options or warrants) as equity instruments in cases where<br />

such rights are given pro rata to all of the existing owners of the same class of an entity’s non-derivative equity instruments, or to<br />

acquire a fixed number of the entity’s own equity instruments for a fixed amount in any currency. The amendment will have no impact<br />

on the <strong>Group</strong> after intial application.<br />

IFRS 9 Financial Instruments: Classification and Measurement (effective 1 January 2013) IFRS 9 as issued reflects the first phase<br />

of the IASB’s work on the replacement of IAS 39 and applies to classification and measurement of financial assets as defined in<br />

IAS 39. In subsequent phases, the IASB will address classification and measurement of financial liabilities, hedge accounting and<br />

de-recognition. The adoption of the first phase of IFRS 9 will have an effect on the classification and measurement of the <strong>Group</strong>’s<br />

financial assets.<br />

IFRIC 14 Prepayments of a minimum funding requirement (Amendment) (effective 1 January 2011) The amendment provides guidance<br />

on assessing the recoverable amount of a net pension asset. The amendment permits an entity to treat the prepayment of a minimum<br />

funding requirement as an asset. The amendment is deemed to have no impact on the financial statement of the <strong>Group</strong>.<br />

IFRIC 19 Extinguishing Financial Liabilities with Equity Instruments (effective 1 July 2010) The interpretation clarifies that equity<br />

instruments issued to a creditor to extinguish a financial liability qualify as consideration paid. The equity instruments issued are<br />

measured at their fair value. In case that this cannot be reliably measured, the instruments are measured at the fair value of the liability<br />

extinguished. Any gain or loss is recognized immediately in consolidated income statement. The adoption of this interpretation will<br />

have no effect on the financial statements of the <strong>Group</strong>.<br />

Improvements to IFRSs (issued in May 2010)<br />

The IASB issued Improvements to IFRSs, an omnibus of amendments to its IFRS standards. The amendments have not been adopted<br />

as they become effective for annual periods on or after 1 July 2010 or 1 January 2011. The amendments listed below are considered<br />

to have a reasonable possible impact on the <strong>Group</strong> or are not relevant to the <strong>Group</strong>’s operations:<br />

• IFRS 3 Business Combinations<br />

• IFRS 7 Financial Instruments: Disclosures<br />

• IAS 1 Presentation of Financial Statements<br />

• IAS 27 Consolidated and Separate Financial Statements<br />

• IFRIC 13 Customer Loyalty Programmes<br />

17<br />

BUILD TO LAST FOR GENERATIONS


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />

FOR THE YEAR ENDED 31ST DECEMBER, 2010<br />

(Expressed in Thousands of Trinidad and Tobago Dollars, except where otherwise stated)<br />

(Continued)<br />

2. Significant accounting policies (continued)<br />

b) Basis of consolidation<br />

These consolidated financial statements comprise the financial statements of Readymix (West Indies) Limited (the “Parent”) and its<br />

subsidiaries. The financial statements of the subsidiaries are prepared for the same reporting period as the Parent, using consistent<br />

accounting policies. Subsidiary undertakings, being those companies in which the <strong>Group</strong>, directly or indirectly has an interest of more<br />

than one half of the voting rights, are fully consolidated from the date of acquisition, being the date on which the <strong>Group</strong> obtained<br />

control. All intercompany transactions, balances and unrealised surpluses and deficits on transactions between group companies are<br />

eliminated in full.<br />

Non-controlling interests represent the portion of profit or loss and net assets not held by the <strong>Group</strong> and are presented separately in the<br />

consolidated statement of income, comprehensive income and within equity in the consolidated statement of financial position.<br />

c) Significant accounting judgments, estimates and assumptions<br />

The preparation of the consolidated financial statements requires management to make judgments, estimates and assumptions that<br />

affect the reported amounts of revenues, expenses, assets and liabilities and the disclosure of contingent liabilities, at the reporting<br />

dates. However, uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to<br />

the carrying amount of the asset or liability affected in future periods. The key judgments, estimates and assumptions concerning<br />

the future and other key sources of estimation uncertainty at the reporting date, that have a significant risk of causing a material<br />

adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below:<br />

Deferred tax assets<br />

Deferred tax assets are recognized for all unused tax losses to the extent that it is probable that taxable profit will be available against<br />

which the losses can be utilized. Significant management judgment is required to determine the amount of deferred tax assets that can<br />

be recognized, based upon the likely timing and the level of future taxable profits together with future tax planning strategies.<br />

Pension benefits<br />

The cost of defined benefit pension plans as well as the present value of the pension obligation is determined using actuarial valuations.<br />

The actuarial valuation involves making judgments and assumptions in determining discount rates, expected rates of return on assets,<br />

future salary increases and future pension increases. Due to the long-term nature of these plans, such assumptions are subject to<br />

significant uncertainty. All assumptions are reviewed at the reporting date.<br />

Property, plant and equipment<br />

Management exercises judgment in determining whether cost incurred can accrue significant future economic benefits to the <strong>Group</strong><br />

to enable the value to be treated as a capital expense. Management also exercises judgment in the annual review of the useful lives of<br />

all categories of property, plant and equipment and the resulting depreciation charge determined thereon.<br />

Impairment of goodwill<br />

The <strong>Group</strong> determines whether goodwill is impaired at least on an annual basis. This requires an estimation of the ‘value-in-use’ of the<br />

cash generating units to which the goodwill is allocated. Estimating a value-in-use amount requires management to make an estimate<br />

of the expected future cash flows from the cash generating units and also to choose a suitable discount rate in order to calculate the<br />

present value of those cash flows. Further details are provided in Note 8.<br />

18<br />

BUILD TO LAST FOR GENERATIONS


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />

FOR THE YEAR ENDED 31ST DECEMBER, 2010<br />

(Expressed in Thousands of Trinidad and Tobago Dollars, except where otherwise stated)<br />

(Continued)<br />

2. Significant accounting policies (continued)<br />

d) Business combinations and goodwill<br />

Business combinations from 1 January 2010<br />

Business combinations are accounted for using the acquisition method. The cost of an acquisition is measured as the aggregate of the<br />

consideration transferred, measured at acquisition date fair value and the amount of any non-controlling interest in the acquiree. For<br />

each business combination, the acquirer measures the non-controlling interest in the acquiree either at fair value or at the proportionate<br />

share of the acquiree’s identifiable net assets. Acquisition costs incurred are expensed and included in administrative expenses.<br />

When the <strong>Group</strong> acquires a business, it assesses the financial assets and liabilities assumed for appropriate classification and designation<br />

in accordance with the contractual terms, economic circumstances and pertinent conditions as at the acquisition date. This includes the<br />

separation of embedded derivatives in host contracts by the acquiree.<br />

If the business combination is achieved in stages, the acquisition date fair value of the acquirer’s previously held equity interest in the<br />

acquiree is remeasured to fair value at the acquisition date through the consolidated income statement.<br />

Any contingent consideration to be transferred by the acquirer will be recognized at fair value at the acquisition date. Subsequent<br />

changes to the fair value of the contingent consideration which is deemed to be an asset or liability, will be recognized in accordance<br />

with IAS 39 either in the consolidated income statement or as a change to other comprehensive income. If the contingent consideration<br />

is classified as equity, it should not be remeasured until it is finally settled within equity.<br />

Goodwill is initially measured at cost being the excess of the aggregate of the consideration transferred and the amount recognized<br />

for non-controlling interest over the net identifiable assets acquired and liabilities assumed. If this consideration is lower than the fair<br />

value of the net assets of the subsidiary acquired, the difference is recognized in consolidated statement of income.<br />

After initial recognition, goodwill is measured at cost less any accumulated impairment losses. For the purpose of impairment testing,<br />

goodwill acquired in a business combination is, from the acquisition date, allocated each of the <strong>Group</strong>’s cash-generating units that<br />

are expected to benefit from the combination, irrespective of whether other assets or liabilities of the acquiree are assigned to those<br />

units.<br />

Where goodwill forms part of a cash-generating unit and part of the operation within that unit is disposed of, the goodwill associated<br />

with the operation disposed of is included in the carrying amount of the operation when determining the gain or loss on disposal of<br />

the operation. Goodwill disposed of in this circumstance is measured based on the relative values of the operation disposed of and the<br />

portion of the cash-generating unit retained.<br />

Business combinations prior to 1 January 2010<br />

In comparison to the above-mentioned requirements, the following differences applied:<br />

Business combinations were accounted for using the purchase method. Transaction costs directly attributable to the acquisition formed<br />

part of the acquisition costs. The non-controlling interest (formerly known as minority interest) was measured at the proportionate<br />

share of the acquiree’s identifiable net assets.<br />

Business combinations achieved in stages were accounted for as separate steps. Any additional acquired share of interest did not affect<br />

previously recognized goodwill.<br />

When the <strong>Group</strong> acquired a business, embedded derivatives separated from the host contract by the acquiree were not reassessed on<br />

acquisition unless the business combination resulted in a change in the terms of the contract that significantly modified the cash flows<br />

that otherwise would have been required under the contract.<br />

Contingent consideration was recognized if, and only if, the <strong>Group</strong> had a present obligation, the economic outflow was more likely<br />

than not and a reliable estimate was determinable. Subsequent adjustments to the contingent consideration were recognized as part<br />

of the goodwill.<br />

19<br />

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />

FOR THE YEAR ENDED 31ST DECEMBER, 2010<br />

(Expressed in Thousands of Trinidad and Tobago Dollars, except where otherwise stated)<br />

(Continued)<br />

2. Significant accounting policies (continued)<br />

e) Property, plant and equipment<br />

It is the <strong>Group</strong>’s policy to account for property, plant and equipment at cost less accumulated depreciation and/or accumulated<br />

impairment losses, if any (Note 7). Such cost includes the cost of replacing part of the property, plant and equipment and borrowing<br />

costs for long-term construction projects if the recognition criteria are met. All other repairs and maintenance are recognised in the<br />

consolidated income statement.<br />

Depreciation is provided on the straight line basis at rates estimated to write–off the assets over their expected useful lives. The<br />

estimated useful lives of assets are reviewed periodically, taking account of commercial and technological obsolescence as well as<br />

normal wear and tear, and the depreciation rates are adjusted if appropriate.<br />

Current rates of depreciation are:<br />

Buildings – 2% – 4%<br />

Plant, machinery and equipment – 3% – 40%<br />

Motor vehicles – 10% – 20%<br />

Office furniture and equipment – 10% – 25%<br />

Leasehold improvements are amortised over the remaining term of the lease. Land and work–in–progress are not depreciated.<br />

An item of property, plant and equipment is derecognised upon disposal or when no future economic benefits are expected from its use<br />

or disposal. Any gain or loss arising on the derecognition of the asset (calculated as the difference between the net disposal proceeds<br />

and the carrying amount of asset) is included in the statement of income in the year the asset is derecognised.<br />

f) Inventories<br />

Plant spares and raw materials are valued at the lower of cost and net realizable value using the average cost method. Work in progress<br />

and finished goods are valued at the lower of cost, including attributable production overheads, and net realizable value. Net realizable<br />

value is the estimate of the selling price less costs of completion and direct selling expenses.<br />

g) Foreign currency translation<br />

The consolidated financial statements are presented in Trinidad and Tobago dollars (expressed in thousands), which is the <strong>Group</strong>’s<br />

functional and presentation currency. That is the currency of the primary economic environment in which the <strong>Group</strong> operates. Each<br />

entity in the <strong>Group</strong> determines its own functional currency and items included in the financial statements of each entity are measured<br />

using that functional currency.<br />

Foreign currency transactions and balances<br />

Transactions in foreign currencies are initially recorded in the functional currency at the rate ruling at the date of the transaction.<br />

Monetary assets and liabilities denominated in foreign currencies are translated into Trinidad and Tobago dollars at the rate of exchange<br />

ruling at the reporting date. Non–monetary assets and liabilities are translated using exchange rates that existed when the values were<br />

determined. Exchange differences on foreign currency transactions are recognized in the consolidated income statement.<br />

Foreign entities<br />

On consolidation, assets and liabilities of foreign entities are translated into Trinidad and Tobago dollars at the rate of exchange<br />

ruling at the reporting date and their income statements are translated at exchange rates at the date of the transaction. The exchange<br />

differences arising on re-translation are taken directly to Consolidated Statement of Comprehensive Income. On disposal of the<br />

foreign entity, the deferred cumulative amount recognized in equity relates to that particular foreign operation is recognized in the<br />

consolidated income statement.<br />

20<br />

BUILD TO LAST FOR GENERATIONS


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />

FOR THE YEAR ENDED 31ST DECEMBER, 2010<br />

(Expressed in Thousands of Trinidad and Tobago Dollars, except where otherwise stated)<br />

(Continued)<br />

2. Significant accounting policies (continued)<br />

h) Taxation<br />

Current income tax<br />

Current income tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from<br />

or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively<br />

enacted by the reporting date.<br />

Deferred income tax<br />

A deferred tax charge is provided, using the liability method, on all temporary differences between the tax bases of assets and<br />

liabilities and their carrying amounts for financial reporting purposes.<br />

Deferred tax assets are recognized for all deductible temporary differences, carry–forward of unused tax credits and unused tax losses,<br />

to the extent that it is probable that future taxable profit will be available against which these deductible temporary differences, and<br />

carry-forward of unused tax credits and tax losses can be utilised. The carrying amount of deferred tax assets is reviewed at each<br />

reporting date and reduced to the extent that it is no longer probable that sufficient future taxable profit will be available to allow all<br />

or part of the deferred tax assets to be utilised.<br />

i) Employee benefits<br />

The parent company employees are members of the Trinidad Cement Limited Employee’s pension plan, while Premix & Precast<br />

Concrete Incorporated’s employees are members of the Arawak Cement Limited Employee’s pension plan. The pension plans are<br />

generally funded by payments from employees and by the relevant <strong>Group</strong> companies, taking account of the rules of the pension plans<br />

and recommendations of independent qualified actuaries.<br />

The <strong>Group</strong> accounts for this defined benefit plan using the projected unit credit method. Under this method, the cost of providing<br />

pensions is charged to the consolidated income statement so as to spread the regular cost over the service lives of the employees<br />

in accordance with the advice of independent actuaries who carry out a full valuation every three years. The pension obligation<br />

is measured at the present value of the estimated future cash outflows using interest rates of long term government securities. All<br />

actuarial gains and losses are spread forward over the average remaining service lives of employees.<br />

j) Financial instruments<br />

Financial instruments carried on the statement of financial position include cash and bank balances including advances/overdrafts,<br />

accounts payables, accounts receivables and borrowings. The particular recognition methods adopted are disclosed in the individual<br />

policy statements associated with each items.<br />

k) Cash and cash equivalents<br />

For the purpose of the statement of cash flows, cash and cash equivalents include all cash and bank balances and overdraft balances<br />

with maturities of less than three months from date of establishment.<br />

l) Revenue recognition<br />

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the <strong>Group</strong> and the revenue can be reliably<br />

measured. Revenue is measured at the fair value of the consideration received, excluding discounts, rebates and sales taxes. The<br />

following specific recognition criteria must be met before revenue is recognised:<br />

Sales of concrete and other materials<br />

Revenue from the sale of concrete and other materials is recognised when the significant risks and rewards of ownership of the goods<br />

have passed to the buyer, usually on delivery of the goods.<br />

Interest income<br />

Interest income is recognized as interest accrues.<br />

21<br />

BUILD TO LAST FOR GENERATIONS


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />

FOR THE YEAR ENDED 31ST DECEMBER, 2010<br />

(Expressed in Thousands of Trinidad and Tobago Dollars, except where otherwise stated)<br />

(Continued)<br />

2. Significant accounting policies (continued)<br />

m) Trade and other receivables<br />

Trade and other receivables are carried at anticipated realisable value. A provision is made for doubtful receivables based on a review<br />

of all outstanding amounts at year end.<br />

n) Trade and other payables<br />

Liabilities for trade and other amounts payable, which are normally settled on 30–90 day terms are carried at cost, which is the fair<br />

value of the consideration to be paid in the future for goods and services received whether or not billed to the <strong>Group</strong>.<br />

o) Earnings per share<br />

Earnings per share is computed by dividing net profit attributable to the shareholders of the parent for the year by the weighted average<br />

number of ordinary shares in issue during the year. Diluted earnings per share is computed by adjusting the weighted average number<br />

of ordinary shares in issue for the assumed conversion of potential dilutive ordinary shares into issued ordinary shares. The <strong>Group</strong> has<br />

no potential dilutive ordinary shares in issue.<br />

p) Provisions<br />

Provisions are recognized when the <strong>Group</strong> has a present legal or constructive obligation as a result of past events, it is probable that<br />

an outflow of resources will be required to settle the obligation, and a reliable estimate of the amount can be made.<br />

q) Leases<br />

Operating leases<br />

Leases of assets under which all the risks and benefits of ownership are effectively retained by the lessor are classified as operating<br />

leases. Payments made under operating leases are charged to the consolidated income statement on a straight-line basis over the period<br />

of the lease.<br />

Finance leases<br />

Finance leases which transfer to the <strong>Group</strong> substantially all the risks and benefits incidental to ownership of the leased item, are<br />

capitalised at the inception of the lease at the fair value of the leased assets or if lower, at the present value of the minimum lease<br />

payments. Lease payments are apportioned between the finance charges and reduction of the lease liability so as to achieve a constant<br />

rate of interest on the remaining balance of the liability. Finance charges are charged directly against income. Capitalised leased assets<br />

are depreciated over the shorter of the estimated useful life of the asset or the lease term.<br />

r) Interest bearing loans and borrowings<br />

Borrowings are initially stated at cost, being the fair value of the consideration received, net of issue costs associated with the<br />

borrowings. After initial recognition, borrowings are stated at amortised cost using the effective yield method; any difference between<br />

proceeds and the redemption value is recognised in the consolidated income statement over the period of the borrowings.<br />

s) Borrowing costs<br />

Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily takes a substantial<br />

period of time to get ready for its intended use or sale are capitalised as part of the cost of the respective assets. All other borrowing<br />

costs are expensed in the period they occur. Borrowing costs consist of interest and other costs that an entity incurs in connection with<br />

the borrowing of funds.<br />

22<br />

BUILD TO LAST FOR GENERATIONS


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />

FOR THE YEAR ENDED 31ST DECEMBER, 2010<br />

(Expressed in Thousands of Trinidad and Tobago Dollars, except where otherwise stated)<br />

(Continued)<br />

2. Significant accounting policies (continued)<br />

t) Impairment of assets<br />

Non–financial assets<br />

The <strong>Group</strong> assesses at each reporting date whether there is an indication that an asset may be impaired. If any such indication exists,<br />

or when annual impairment testing for an asset is required, the <strong>Group</strong> makes an estimate of the asset’s recoverable amount. An asset’s<br />

recoverable amount is the higher of an asset’s or cash generating unit’s fair value less costs to sell and its value in use and is determined<br />

for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or groups<br />

of assets. When the carrying amount of an asset exceeds its recoverable amount, the asset is considered impaired and is written down<br />

to its recoverable amount. In assessing value in use, the estimated future cash flows are discounted to their present value using a pretax<br />

discount rate that reflects current market assessments of the time value of money and the risks specific to the asset.<br />

Impairment losses of continuing operations are recognized in the statement of income in those expense categories consistent with the<br />

function of the impaired asset.<br />

An assessment is made at each reporting date as to whether there is any indication that previously recognized impairment losses may<br />

no longer exist or may have decreased. If such indication exists, the <strong>Group</strong> makes an estimate of recoverable amount. A previously<br />

recognized impairment loss is reversed only if there has been a change in the estimates used to determine the asset’s recoverable<br />

amount since the last impairment loss was recognized. If that is the case the carrying amount of the asset is increased to its recoverable<br />

amount. That increased amount cannot exceed the carrying amount that would have been determined, net of depreciation, had no<br />

impairment been recognized for the asset in prior years. Such reversal is treated as a revaluation increase.<br />

Financial assets<br />

The carrying value of all financial assets not carried at fair value through the statement of income is reviewed for impairment<br />

whenever events or circumstances indicate that the carrying amount may not be recoverable. The identification of impairment and<br />

the determination of recoverable amounts is an inherently uncertain process involving various assumptions and factors, including the<br />

financial condition of the counterparty, expected future cash flows, observable market prices and expected net selling prices.<br />

u) Non-current assets held for sale and discontinued operations<br />

Non-current assets and disposal groups classified as held for sale are measured at the lower of their carrying amount and fair value<br />

less costs to sell. Non-current assets and disposal groups are classified as held for sale if their carrying amounts will be recovered<br />

principally through a sale transaction rather than through continuing use. This condition is regarded as met only when the sale is highly<br />

probable and the asset or disposal group is available for immediate sale in its present condition. Management must be committed to the<br />

sale, which should be expected to qualify for recognition as a completed sale within one year from the date of classification.<br />

In the consolidated income statement of the reporting period, and of the comparable period of the previous year, income and expenses<br />

from discontinued operations are reported separately from income and expenses from continuing operations, down to the level of<br />

profit after taxes, even when the <strong>Group</strong> retains a non-controlling interest in the subsidiary after the sale. The resulting profit or loss<br />

(after taxes) is reported separately in the income statement.<br />

Property, plant and equipment and intangible assets once classified as held for sale are not depreciated or amortised.<br />

v) Comparative information<br />

Certain changes in the presentation of comparative information have been made in these financial statements. These changes relate<br />

to the reclassification of an amount of $5.1 million previously presented within cash and cash equivalents, now presented within<br />

amounts due from related parties (note 18) as at 31 December 2009. This also resulted in a corresponding reduction in the cash and<br />

cash equivalents balance as at 31 December 2009.<br />

Comparatives were also amended in the consolidated income statement and related notes to reflect the separate presentation of the<br />

results of the discontinued operations as described in Note 25.<br />

These changes had no effect on the net assets or operating results of the previous year.<br />

23<br />

BUILD TO LAST FOR GENERATIONS


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />

FOR THE YEAR ENDED 31ST DECEMBER, 2010<br />

(Expressed in Thousands of Trinidad and Tobago Dollars, except where otherwise stated)<br />

(Continued)<br />

2010 2009<br />

3. Operating (loss)/profit – continuing operations $ $<br />

Revenue 138,525 195,474<br />

Less expenses:<br />

Raw materials and consumables 46,300 64,842<br />

Personnel remuneration and benefits 37,225 40,384<br />

Equipment hire 21,318 30,459<br />

Repairs and maintenance 9,486 9,870<br />

Other operating expenses 17,398 15,108<br />

Provision for doubtful debts 3,397 867<br />

Depreciation 9,211 8,682<br />

Fuel and electricity 3,455 3,005<br />

Insurance 1,460 703<br />

Exchange loss/(gain) 58 (122)<br />

Changes in raw materials and work in progress (7,299) (3,598)<br />

(3,484) 25,274<br />

Other income 904 801<br />

Operating (loss)/profit (2,580) 26,075<br />

Included net in other income is a loss on disposal of property, plant and equipment of $0.297 million (2009: gain<br />

of $0.004 million).<br />

2010 2009<br />

Personnel remuneration and benefits include: $ $<br />

Salaries and wages 31,532 33,496<br />

Pension cost – defined benefit plan (Note 15 (a)) 1,914 2,076<br />

Other benefits 2,303 3,279<br />

National insurance 1,476 1,533<br />

37,225 40,384<br />

24<br />

BUILD TO LAST FOR GENERATIONS


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />

FOR THE YEAR ENDED 31ST DECEMBER, 2010<br />

(Expressed in Thousands of Trinidad and Tobago Dollars, except where otherwise stated)<br />

(Continued)<br />

4. Finance costs<br />

5. Taxation<br />

2010 2009<br />

$ $<br />

Interest costs 1,446 1,637<br />

a) Taxation charge<br />

Deferred taxation (46) 366<br />

Prior year over accrual (55) –<br />

Current taxation 122 5,498<br />

21 5,864<br />

b) Reconciliation of applicable tax charge to effective tax charge<br />

(Loss)/profit before taxation from continuing operations (3,416) 24,917<br />

Loss before taxation from discontinued operations (4,253) (9,286)<br />

(Loss)/profit before taxation (7,669) 15,631<br />

Tax calculated at the rate of 25% (1,917) 3,908<br />

Effect of different tax rates outside Trinidad and Tobago (93) (433)<br />

Net effect of other charges and allowances 1,160 1,185<br />

Prior year over accrual (55) –<br />

Effect of disallowed expenses 804 1,026<br />

Business levy 122 178<br />

Taxation charge reported in the consolidated<br />

income statement – continuing operations 21 5,864<br />

Taxation charge attributable to a discontinued<br />

operation – 36<br />

21 5,900<br />

25<br />

BUILD TO LAST FOR GENERATIONS


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />

FOR THE YEAR ENDED 31ST DECEMBER, 2010<br />

(Expressed in Thousands of Trinidad and Tobago Dollars, except where otherwise stated)<br />

(Continued)<br />

6. Earnings per share<br />

2010 2009<br />

$ $<br />

The following reflects the income and share data used in the earnings per<br />

share computation:<br />

Net (loss)/profit for the year attributable to equity holders<br />

of the Parent - continuing operations (3,109) 19,248<br />

Net loss for the year attributable to equity holders<br />

of the Parent - discontinued operations (4,253) (9,322)<br />

Net (loss)/profit for the year attributable to equity holders total company (7,362) 9,926<br />

Weighted average number of ordinary shares issued (thousands) 12,000 12,000<br />

Basic and diluted loss per share – continuing operations<br />

(expressed in $ per share) ($0.26) $1.60<br />

Basic and diluted loss per share – discontinued operations ($0.35) ($0.78)<br />

Basic and diluted (loss)/earnings per share – total company<br />

(expressed in $ per share) ($0.61) $0.82<br />

The Company has no dilutive potential ordinary shares in issue.<br />

26<br />

BUILD TO LAST FOR GENERATIONS


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />

FOR THE YEAR ENDED 31ST DECEMBER, 2010<br />

(Expressed in Thousands of Trinidad and Tobago Dollars, except where otherwise stated)<br />

(Continued)<br />

7. Property, plant and equipment<br />

At 31st December, 2010<br />

Plant<br />

machinery<br />

and<br />

Land equipment Office<br />

and and furniture and Capital<br />

buildings motor vehicles equipment WIP Total<br />

$ $ $ $ $<br />

Cost 23,761 119,639 7,716 2,300 153,416<br />

Accumulated depreciation (11,141) (96,120) (6,296) – (113,557)<br />

Net book amount 12,620 23,519 1,420 2,300 39,859<br />

1 January 2010 11,853 29,927 1,706 2,933 46,419<br />

Additions 97 2,680 319 2,422 5,518<br />

Transfer from WIP 2,716 339 – (3,055) –<br />

Discontinued operations (Note 25) (485) (2,065) (72) – (2,622)<br />

Disposals and adjustments – (245) – – (245)<br />

Depreciation charge (1,561) (7,117) (533) – (9,211)<br />

31 December 2010 12,620 23,519 1,420 2,300 39,859<br />

At 31 December 2009<br />

Cost 24,950 126,981 7,908 2,933 162,772<br />

Accumulated depreciation (13,097) (97,054) (6,202) – (116,353)<br />

Net book amount 11,853 29,927 1,706 2,933 46,419<br />

1 January 2009 11,880 32,436 1,455 2,849 48,620<br />

Additions 1,529 2,927 1,127 1,978 7,561<br />

Transfer from WIP 10 1,884 – (1,894) –<br />

Disposals and adjustments – 36 – – 36<br />

Depreciation charge (1,566) (7,356) (876) – (9,798)<br />

31 December 2009 11,853 29,927 1,706 2,933 46,419<br />

The carrying value of plant and equipment held under finance lease at 31 December 2010 amounted to $4.0 million<br />

(2009: $5.4 million). These leased assets are pledged as security for the related finance lease obligation.<br />

27<br />

BUILD TO LAST FOR GENERATIONS


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />

FOR THE YEAR ENDED 31ST DECEMBER, 2010<br />

(Expressed in Thousands of Trinidad and Tobago Dollars, except where otherwise stated)<br />

(Continued)<br />

8. Goodwill<br />

In accordance with International Financial Reporting Standard 3: “Business Combinations”, goodwill acquired<br />

through business combinations has been allocated to the <strong>Group</strong>’s cash generating units that are expected to benefit<br />

from the synergies of the combination. Impairment is determined by assessing the recoverable amount of the cash<br />

generating units to which goodwill relates. Goodwill represents that arising from the acquisition of Premix &<br />

Precast Concrete Incorporated (PPCI) in 2002 as follows:<br />

2010 2009<br />

$ $<br />

Goodwill at cost 1,764 1,764<br />

Accumulated impairment – –<br />

Net carrying amount 1,764 1,764<br />

Impairment testing of goodwill<br />

As required by IAS 36: Impairment of assets goodwill is subject to an annual impairment test. The following<br />

table highlights the goodwill and impairment information used in the impairment test performed at 31 December<br />

2010:<br />

Carrying amount of goodwill 1,764<br />

Basis of recoverable amount<br />

Value in use<br />

Discount rate 10.5%<br />

Cash flow projection term<br />

5 years<br />

Growth rate (extrapolation period) 1.0%<br />

The values assigned to key assumptions reflect past experience. The recoverable amount of business units has<br />

been determined based on value-in-use calculations using pre-tax cash flow projections based on financial budgets<br />

approved by senior management and the Board of Directors.<br />

2010 2009<br />

$ $<br />

9. Inventories<br />

Raw materials and work in progress 38,158 31,744<br />

Plant spares and consumables 9,254 11,123<br />

47,412 42,867<br />

Inventories are shown net of provisions of $1.160 million (2009: $1.160 million) in relation to plant spares and<br />

consumables. Inventories charged against operating profit is disclosed in Note 3.<br />

28<br />

BUILD TO LAST FOR GENERATIONS


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />

FOR THE YEAR ENDED 31ST DECEMBER, 2010<br />

(Expressed in Thousands of Trinidad and Tobago Dollars, except where otherwise stated)<br />

(Continued)<br />

2010 2009<br />

$ $<br />

10. Receivables and prepayments<br />

Trade receivables 63,880 81,772<br />

Less: provision for doubtful debts (18,788) (18,340)<br />

Trade receivables (net) 45,092 63,432<br />

Sundry receivables and prepayments 790 2,437<br />

Due from related parties (Note 18 (a)) 15,683 5,989<br />

Deferred expenditure 1,139 420<br />

Corporation tax recoverable 4,185 3,122<br />

66,889 75,400<br />

As at 31st December, the aging analysis of trade receivables is as follows:<br />

Past due but not impaired<br />

Neither past<br />

Over<br />

Total due nor impaired 1-90 days 91-180days 180 days<br />

$ $ $ $ $<br />

2010 45,092 4,035 6,753 2,420 31,884<br />

2009 63 432 7,954 16,119 16,298 23,061<br />

As at 31 December, trade receivables at a value of $18.8 million (2009: $18.3 million) were impaired and provided<br />

for. Movements in the provision for impairment of receivables were as follows:<br />

2010 2009<br />

$ $<br />

At 1st January 18,340 15,733<br />

Charge for the year 5,107 3,573<br />

Unused amounts reversed (198) (966)<br />

23,249 18,340<br />

Discontinued operations (4,461) –<br />

At 31 December 18,788 18,340<br />

29<br />

BUILD TO LAST FOR GENERATIONS


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />

FOR THE YEAR ENDED 31ST DECEMBER, 2010<br />

(Expressed in Thousands of Trinidad and Tobago Dollars, except where otherwise stated)<br />

(Continued)<br />

11. Cash and cash equivalents<br />

Cash at bank and on hand 643 4,313<br />

Cash at bank earns interest at floating rates based on daily deposits rates.<br />

For the purpose of the consolidated statement of cash flows, cash and cash equivalents comprise the following at<br />

31 December:<br />

2010 2009<br />

$ $<br />

Cash at bank and on hand – continuing operations 643 4,313<br />

Cash at bank and on hand (Note 25) – discontinued operations 17 –<br />

660 4,313<br />

Bank overdraft and advances (Note 12) – continuing operations (18,148) (3,259)<br />

Bank overdrafts (Note 25) – discontinued operations (969) –<br />

(18,457) 1,054<br />

2010 2009<br />

$ $<br />

12. Bank overdraft and advances<br />

Bank overdraft 4,690 503<br />

Bankers’ acceptances 12,400 –<br />

Debt factoring 1,058 2,756<br />

18,148 3,259<br />

The overdraft facility held by Readymix (West Indies) Limited and Premix & Precast Concrete Incorporated attracts<br />

interest at a rate of 8.25% at 31 December 2010 (2009: 8.25).<br />

Bankers’ acceptances bear interest at 9.75% per annum and are secured by charges over the fixed and floating assets<br />

of the parent company and a first mortgage over property situated at Valencia.<br />

In 2010, RML entered into debt factoring arrangements, whereby trade receivable balances amounting to $3.2 million<br />

(2009: $13.9 million) was sold to American International Corporation Finance Limited (AIC). AIC discounted<br />

the receivables at a rate of 11.5% (2009: 11%). The $1.058 million liability represents the amount due to AIC in<br />

respect of the debt factoring under recourse.<br />

2010 2009<br />

$ $<br />

13. Payables and accruals<br />

Due to related parties (Note 18 (a)) 5,427 15,445<br />

Sundry payables and accruals 12,344 14,830<br />

Trade payables 11,333 16,699<br />

29,104 46,974<br />

30<br />

BUILD TO LAST FOR GENERATIONS


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />

FOR THE YEAR ENDED 31ST DECEMBER, 2010<br />

(Expressed in Thousands of Trinidad and Tobago Dollars, except where otherwise stated)<br />

(Continued)<br />

2010 2009<br />

$ $<br />

14. Borrowings<br />

Amounts payable within:<br />

One year 3,095 3,846<br />

Two years 1,990 3,184<br />

Three years 1,940 1,835<br />

Four years 1,020 1,958<br />

Five and more years – 1,027<br />

8,045 11,850<br />

Current portion (3,095) (3,846)<br />

4,950 8,004<br />

Borrowings comprise:<br />

• A ten (10) year loan with an outstanding balance of $6.5 million (2009: $8.1 million), taken by the parent<br />

company carrying rates of interest of 6%, fixed for the first five years and variable over the remaining five<br />

years. At the end of 2010 the rate of interest was 5.5% (2009: 7.85%). The security for this loan is a first charge<br />

on the fixed and floating assets of Readymix (West Indies) Limited.<br />

• Medium term loans, with aggregate outstanding balance of $0.057 million (2009: $1.0 million), taken by<br />

Premix & Precast Concrete Incorporated, which bears a rate of interest of 9.7% (2009: 9.7%), and is secured<br />

by a charge over the fixed and floating assets of the company and a guarantee from Readymix (West Indies)<br />

Limited.<br />

• Finance leases which are included in borrowings at their net present values amounting to $1.5 million<br />

(2009:$2.8 million) bear interest at approximately 7% (2009:7%).<br />

As discussed further in Note 26, the ultimate parent company, Trinidad Cement Limited (<strong>TCL</strong>), has commenced<br />

negotiations with the majority of the <strong>TCL</strong> <strong>Group</strong> lenders for a re-profiling of the <strong>Group</strong>’s debt portfolio. This<br />

process when completed may alter the terms of the debt as described above.<br />

Finance leases<br />

Future minimum lease payments under these finance leases are as follows:<br />

2010 2009<br />

$ $<br />

Amounts payable within:<br />

One year 1,378 1,502<br />

After one year but not more than five years 169 1,548<br />

Total minimum lease payments 1,547 3,050<br />

Less amounts representing interest charges (84) (258)<br />

Present value of minimum lease payments 1,463 2,792<br />

31<br />

BUILD TO LAST FOR GENERATIONS


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />

FOR THE YEAR ENDED 31ST DECEMBER, 2010<br />

(Expressed in Thousands of Trinidad and Tobago Dollars, except where otherwise stated)<br />

(Continued)<br />

15. Employee benefits asset<br />

Pension plan-asset 2,446 1,828<br />

The details below were extracted from information supplied by independent professional actuaries.<br />

a) Amounts recognized in the statement of income are as follows:<br />

2010 2009<br />

$ $<br />

Current service cost 2,175 2,261<br />

Past service cost – (50)<br />

Interest cost 1,954 2,003<br />

Actuarial loss 66 88<br />

Expected return on plan assets (2,281) (2,226)<br />

Total included in personnel remuneration and benefits (Note 3) 1,914 2,076<br />

Actual return on plan assets 1,501 1,585<br />

b) Movement in the pension plan benefit asset in the statement of financial position:<br />

Balance brought forward 1,828 1,473<br />

Total expense for the year (as shown above) (1,914) (2,076)<br />

Contributions paid 2,532 2,427<br />

Other movements – 4<br />

Net pension plan asset 2,446 1,828<br />

Pension asset recognized in the statement of financial position are as follows:<br />

Fair value of pension plan assets 30,146 25,620<br />

Present value of funded obligations (27,868) (26,062)<br />

2,278 (442)<br />

Unrecognized actuarial loss 168 2,270<br />

Pension plan asset 2,446 1,828<br />

Changes in the present value of the defined benefit obligation are as follows:<br />

Defined benefit obligation at 1 January 26,062 23,003<br />

Interest cost 1,954 2,003<br />

Current service cost 2,175 2,261<br />

Past service cost vested benefits – (50)<br />

Actuarial gain (2,813) (1,581)<br />

Benefits paid (278) (304)<br />

Members’ contributions 974 936<br />

Expense allowance (217) (212)<br />

Other adjustment 11 6<br />

Defined benefit obligation at 31 December 27,868 26,062<br />

32<br />

BUILD TO LAST FOR GENERATIONS


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />

FOR THE YEAR ENDED 31ST DECEMBER, 2010<br />

(Expressed in Thousands of Trinidad and Tobago Dollars, except where otherwise stated)<br />

(Continued)<br />

15. Employee benefits asset (continued)<br />

b) Movement in the pension plan benefit asset in the statement of financial position: (continued)<br />

2010 2009<br />

$ $<br />

Changes in the fair value of plan assets are as follows:<br />

Fair value of plan assets at 1 January 25,620 21,181<br />

Expected return 2,281 2,226<br />

Actuarial loss (766) (640)<br />

Benefits paid (278) (304)<br />

Employer and employees’ contribution 3,506 3,363<br />

Expense allowance (217) (206)<br />

Fair value of plans assets at 31 December 30,146 25,620<br />

The principal actuarial assumptions used for accounting purposes<br />

for the pension plans are:<br />

2010 2009<br />

$ $<br />

Discount rate 6.25% - 7.75% 7.00% - 7.50%<br />

Expected return on plan assets 7.00% - 7.75% 7.00% - 8.50%<br />

Rate of future salary increases 5.00% - 6.75% 6.00% - 6.25%<br />

Rate of future pension increases 0.50% - 3.75% 2.00% - 3.00%<br />

The <strong>Group</strong> expects to contribute $2.7 million to its defined benefit plan in 2011.<br />

The major categories of plan assets are as follows:<br />

2010 2009<br />

$ $<br />

Equities 37% 42%<br />

Debt securities 37% 36%<br />

Other 26% 22%<br />

Experience history for the current and previous period is as follows:<br />

2010 2009 2008 2007 2006<br />

$ $ $ $ $<br />

Defined benefit obligation (27,868) (26,062) (23,003) 18,464 15,352<br />

Plan assets 30,146 25,620 21,181 (18,280) (14,763)<br />

Surplus/(deficit) 2,278 (442) (1,822) 184 589<br />

Experience adjustments on plan liabilities (2,813) (1,581) 207 (362) 151<br />

Experience adjustments on plan assets (766) (640) (1,874) (457) (1,375)<br />

33<br />

BUILD TO LAST FOR GENERATIONS


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />

FOR THE YEAR ENDED 31ST DECEMBER, 2010<br />

(Expressed in Thousands of Trinidad and Tobago Dollars, except where otherwise stated)<br />

(Continued)<br />

15. Employee benefits asset (continued)<br />

b) Movement in the pension plan benefit asset in the statement of financial position: (continued)<br />

The plan’s financial funding position is assessed by means of triennial actuarial valuations carried out by an<br />

independent actuary. The last funding valuation was carried out as at 31 December 2009 and revealed that<br />

Readymix (West Indies) Limited’s section of the plan was in surplus to the extent of $1.4 million. The current<br />

rate of company contributions is 15.7% of salaries, which is at least sufficient to maintain the surplus.<br />

A roll forward valuation in accordance with IAS 19 ‘Employee Benefits’ using assumptions indicated above<br />

was done as at 31 December 2010 for the sole purpose of preparing these financial statements.<br />

16. Deferred taxation<br />

2010 2009<br />

$ $<br />

(a) Movement in deferred taxation (net)<br />

Balance as at 1 January 5,023 4,621<br />

(Credit)/charge to income (46) 402<br />

Balance at 31 December 4,977 5,023<br />

(b) Components of deferred tax assets/(liabilities)<br />

Tax losses 785 677<br />

Provisions 315 282<br />

Deferred tax assets 1,100 959<br />

Accelerated depreciation (4,903) (4,946)<br />

Finance leases (625) (644)<br />

Post retirement asset (549) (392)<br />

Deferred tax liabilities (6,077) (5,982)<br />

Net balance at 31 December 4,977 5,023<br />

Tax losses available for set off against future taxable profit amounted to $5.2 million (2009:$4.5 million) but<br />

are yet to be agreed with the tax authorities.<br />

17. Stated capital<br />

Authorised<br />

An unlimited number of ordinary shares of no par value<br />

Issued and fully paid<br />

2010 2009<br />

$ $<br />

12 million (2009: 12,000,000) ordinary shares of no par value 12,000 12,000<br />

34<br />

BUILD TO LAST FOR GENERATIONS


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />

FOR THE YEAR ENDED 31ST DECEMBER, 2010<br />

(Expressed in Thousands of Trinidad and Tobago Dollars, except where otherwise stated)<br />

(Continued)<br />

18. Related party disclosures<br />

Related party balances arose from transactions with fellow companies of the Trinidad Cement Limited <strong>Group</strong>.<br />

Management believes that these transactions were consummated on terms no less favourable than those that could<br />

have been obtained from other parties providing those goods and services.<br />

(a) Related party balances<br />

Amounts due from related parties (Note 10):<br />

2010 2009<br />

$ $<br />

Trinidad Cement Limited 15,669 5,975<br />

<strong>TCL</strong> Ponsa Manufacturing Limited 14 14<br />

15,683 5,989<br />

The amount due from the parent company, Trinidad Cement Limited, includes advances amounting to $14.8<br />

million which bear interest at rates ranging from 7.5% to 9.75% per annum (2009: 6%). These advances carry a<br />

duration of 90 days. At the year end date one of the advances due on 8 November 2010 and was rolled over by<br />

the <strong>Group</strong>.<br />

Amounts due to related parties (Note 13):<br />

2010 2009<br />

$ $<br />

Trinidad Cement Limited 4,083 12,570<br />

<strong>TCL</strong> Trading Limited – 1,508<br />

Caribbean Cement Company Limited 4 4<br />

Arawak Cement Company Limited 1,340 1,363<br />

5,427 15,445<br />

(b) Related party transactions<br />

2010 2009<br />

$ $<br />

Purchases of goods 32,794 46,767<br />

Cash advanced to Trinidad Cement Limited 42,752 5,000<br />

Management fees 1,938 1,763<br />

Interest income 597 390<br />

Compensation of key management personnel:<br />

Key management personnel are those persons having authority and responsibility for planning, directing and<br />

controlling the activities of the Company.<br />

2010 2009<br />

$ $<br />

Short-term employment benefits 4,460 4,187<br />

Pension plan benefits 176 154<br />

In 2010, the total directors’ fees were $0.298 million (2009: $0.286 million).<br />

35<br />

BUILD TO LAST FOR GENERATIONS


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />

FOR THE YEAR ENDED 31ST DECEMBER, 2010<br />

(Expressed in Thousands of Trinidad and Tobago Dollars, except where otherwise stated)<br />

(Continued)<br />

19. Segmental information<br />

The <strong>Group</strong> derived 85% (2009: 99%) of its revenue from the sale of pre-mixed concrete in Trinidad & Tobago and<br />

Barbados, whilst the sale of aggregates and the provision of technical services are purely incidental to this main<br />

activity. Accordingly, the majority of the <strong>Group</strong>’s assets and liabilities are associated with the pre-mixed concrete<br />

business.<br />

For management purposes the <strong>Group</strong> considers operating segment information with reference to the geographical<br />

location. The <strong>Group</strong>’s geographical segments are based on the location of the <strong>Group</strong>’s assets. Sales to external<br />

customers disclosed in geographical segments are based on the geographical location of its customers.<br />

The following table presents information regarding the <strong>Group</strong>’s geographical segments for the years ended 31<br />

December 2010 and 2009:<br />

Trinidad St. Mrarten / Adjustments &<br />

and Tobago St. Martin Barbados Eliminations Total<br />

$ $ $ $ $<br />

Year ended 31st December, 2010<br />

Total revenue 121,998 1,020 16,527 (1,020) 138,525<br />

Inter-segment revenue – – – – –<br />

Third party revenue 121,998 1,020 16,527 (1,020) 138,525<br />

Profit/(loss) before tax (3,971) (9,387) (948) 6,637 7,669<br />

Segment assets 159,278 3,178 9,868 (9,033) 163,291<br />

Non-current assests 46,024 2,622 5,671 (9,148) 45,169<br />

Capital expenditure 5,496 – 22 – 5,518<br />

Trinidad St. Mrarten / Adjustments &<br />

and Tobago St. Martin Barbados Eliminations Total<br />

$ $ $ $ $<br />

Year ended 31st December, 2009<br />

Total revenue 178,134 17,073 17,340 (17,073) 195,474<br />

Inter-segment revenue – (1,697) – 1,697 –<br />

Third party revenue 178,134 15,376 17,340 (15,376) 195,474<br />

Profit/(loss) before tax 22,559 (6,457) (471) (36) 15,595<br />

Segment assets 164,325 8,007 10,045 (8,827) 173,550<br />

Non-current assests 48,380 2,610 6,506 (6,526) 50,970<br />

Capital expenditure 6,691 630 240 – 7,561<br />

36<br />

BUILD TO LAST FOR GENERATIONS


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />

FOR THE YEAR ENDED 31ST DECEMBER, 2010<br />

(Expressed in Thousands of Trinidad and Tobago Dollars, except where otherwise stated)<br />

(Continued)<br />

19. Segmental information (continued)<br />

The following table presents information regarding the <strong>Group</strong>’s product segments for the years ended 31 December<br />

2010 and 2009:<br />

Adjustments &<br />

Concrete Aggregate Eliminations Total<br />

2010 2009 2010 2009 2010 2009 2010 2009<br />

Revenue 118,690 196,407 20,855 14,443 (1,020) (15,376) 138,525 195,474<br />

Profit/(loss) before tax (19,066) (586) 4,760 2,655 6,637 13,562 (7,669) 15,631<br />

‘Adjustments & eliminations’ include consolidation eliminations as well as other adjustments to reflect the<br />

results of the discontinued operations.<br />

20. Fair value<br />

The fair value of short term financial assets and liabilities comprising cash and bank balances, receivables and<br />

payables approximate their carrying amounts because of the short term maturities of these instruments. The fair<br />

value and carrying amounts of financial assets and liabilities is presented below:<br />

Carrying Fair Carrying Fair<br />

amount value amount value<br />

2010 2010 2009 2009<br />

$ $ $ $<br />

Financial assets<br />

Cash & cash equivalents 643 643 4,313 4,313<br />

Receivables 60,775 60,775 69,421 69,421<br />

Financial liabilities<br />

Bank overdrafts & advances 18,148 18,148 3,259 3,259<br />

Payables & accruals 29,104 29,104 46,974 46,974<br />

Borrowings 8,045 5,932 11,850 9,877<br />

21. Commitments and contingencies<br />

Operating lease commitments (discontinued operation)<br />

The <strong>Group</strong>’s St. Maarten subsidiary, Island Concrete Products N.V., renewed the business agreement to lease<br />

the property at their plant location for an amount of $0.098 million per year for a period of sixty years ending in<br />

2069.<br />

Contingencies<br />

At 31 December 2010 the <strong>Group</strong> had contingent liabilities in respect of bank guarantees, custom and performance<br />

bonds amounting to $5.1 million (2009: $1.6 million).<br />

In 2010, the parent company was assessed by the Board of Inland Revenue (BIR) for income tax years 2002, 2003<br />

and 2004. The assessment is in excess of $6.3 million. The parent company has subsequently written to the BIR<br />

formally objecting to these assessments. No provision has been recorded in relation to these assessments as at 31<br />

December 2010 as their directors are of the opinion that the liability is not considered probable.<br />

37<br />

BUILD TO LAST FOR GENERATIONS


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />

FOR THE YEAR ENDED 31ST DECEMBER, 2010<br />

(Expressed in Thousands of Trinidad and Tobago Dollars, except where otherwise stated)<br />

(Continued)<br />

22. Financial risk management<br />

Introduction<br />

The <strong>Group</strong>’s activities expose it to a variety of financial risks, including the effects of changes in debt and equity<br />

prices, interest rates, market liquidity conditions, and foreign currency exchange rates which are accentuated<br />

by the <strong>Group</strong>’s foreign operations, the earnings of which are denominated in foreign currencies. Accordingly,<br />

the <strong>Group</strong>’s financial performance and position are subject to changes in the financial markets. Overall risk<br />

management measures are focused on minimising the potential adverse effects on the financial performance of the<br />

<strong>Group</strong> of changes in financial markets.<br />

The Board of Directors is ultimately responsible for the overall risk management approach and for approving the<br />

risk strategies, principles and policies and procedures. Day to day adherence to risk principles is carried out by the<br />

executive management in compliance with the policies approved by the Board of Directors.<br />

Credit risk<br />

Credit risk is the risk that a counter-party will not meet its obligations under a financial instrument or customer<br />

contract, leading to a financial loss. The <strong>Group</strong> is exposed to credit risks from its operating activities (primarily for<br />

trade receivables) and from its financing activities, including deposits with banks and financial institutions, foreign<br />

exchange transactions and other financial instruments.<br />

Significant changes in the economy, or in the state of a particular industry segment that represents a concentration<br />

in the <strong>Group</strong>’s portfolio, could result in losses that are different from those provided at the reporting date.<br />

Management therefore carefully manages its exposure to credit risk.<br />

The <strong>Group</strong> structures the level of credit risk it undertakes by placing limits on the amount of risk accepted in<br />

relation to one customer, or group of customers, and to geographical and industry segments. Such risks are<br />

monitored on an ongoing basis, and limits on the levels of credit risk that the <strong>Group</strong> can engage in are approved<br />

by the Board of Directors.<br />

Exposure to credit risk is further managed through regular analysis of the ability of debtors and borrowers to settle<br />

outstanding balances, meet capital and interest repayment obligations and by changing these lending limits when<br />

appropriate. The <strong>Group</strong> does not hold collateral as security.<br />

The following table shows the maximum exposure to credit risk for the components of the statement of financial<br />

position, without taking account of any other credit enhancements:<br />

Gross<br />

Gross<br />

maximum maximum<br />

exposure exposure<br />

2010 2009<br />

Receivables and prepayments 66,889 75,400<br />

Cash and cash equivalents 643 4,313<br />

Total credit risk exposure 67,532 79,713<br />

Credit risk related to receivables<br />

Customer credit risk is managed in accordance with the <strong>Group</strong>’s established policy, procedures and control relating<br />

to customer credit risk management. Credit limits are established for all customers based on internal rating criteria.<br />

Outstanding customer receivables are regularly monitored. At 31 December 2010 the <strong>Group</strong> had approximately<br />

6 individual customers (2009: 14 customers) that owed the <strong>Group</strong> more than $1.0 million each and accounted for<br />

approximately 63% (2009: 67%) of all trade receivables owing.<br />

38<br />

BUILD TO LAST FOR GENERATIONS


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />

FOR THE YEAR ENDED 31ST DECEMBER, 2010<br />

(Expressed in Thousands of Trinidad and Tobago Dollars, except where otherwise stated)<br />

(Continued)<br />

22. Financial risk management (continued)<br />

Credit risk (continued)<br />

Credit risk related to cash and cash equivalents<br />

Credit risks from balances with banks and financial institutions are managed in accordance with <strong>Group</strong> policy.<br />

Investments of surplus funds are made only with approved counterparties and within limits assigned to each<br />

counterparty. Counterparty limits are reviewed by the Company’s Board of Directors on an annual basis, and may<br />

be updated throughout the year subject to approval of the Company’s Finance Committee. The limits are set to<br />

minimize the concentration of risks and therefore mitigate financial loss through potential counterparty failure.<br />

Foreign currency risk<br />

Currency risk is the risk that the value of a financial instrument will fluctuate due to changes in foreign exchange<br />

rates. Such exposure arises from sales or purchases by an operating unit in currencies other than the unit’s functional<br />

currency. Management monitors its exposure to foreign currency fluctuations and employs appropriate strategies<br />

to mitigate any potential losses.<br />

The following table demonstrates the sensitivity to a reasonably possible change in the US dollar and Euro exchange<br />

rate, with all other variables held constant, of the <strong>Group</strong>’s profit before tax and the <strong>Group</strong>’s equity:<br />

Change in foreign Effect on profit Effect on<br />

exchange rate before tax equity<br />

$ $<br />

2010<br />

US Dollar ± 0.90% ± 2 ± 2<br />

Euro<br />

There were no material transactions or balances in Euro currency for the year ended 31 December 2010.<br />

2009<br />

US Dollar ± 0.99% ± 27 ± 20<br />

Euro ± 0.48% ± 41 ± 30<br />

39<br />

BUILD TO LAST FOR GENERATIONS


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />

FOR THE YEAR ENDED 31ST DECEMBER, 2010<br />

(Expressed in Thousands of Trinidad and Tobago Dollars, except where otherwise stated)<br />

(Continued)<br />

22. Financial risk management (continued)<br />

Foreign currency risk (continued)<br />

The aggregate value of financial assets and liabilities by denominated currency are as follows:<br />

2010<br />

ASSETS<br />

TTD USD Euro BDS Total<br />

$ $ $ $ $<br />

Cash and cash equivalents 398 245 – – 643<br />

Receivables 57,383 – – 3,392 60,775<br />

LIABILITIES<br />

57,781 245 – 3,392 61,418<br />

Bank overdrafts & advances 18,025 – – 123 18,148<br />

Payables and accruals 25,556 – – 3,548 29,104<br />

Borrowings 7,988 – – 57 8,045<br />

2009<br />

ASSETS<br />

51,569 – – 3,728 55,297<br />

Cash and cash equivalents 3,562 459 130 162 4,313<br />

Receivable 64,676 1,552 966 2,227 69,421<br />

LIABILITIES<br />

68,238 2,011 1,096 2,389 73,734<br />

Bank overdraft & advances 2,756 503 – – 3,259<br />

Payables and accruals 38,820 4,280 251 3,623 46,974<br />

Borrowings 10,945 – – 905 11,850<br />

52,521 4,783 251 4,528 62,083<br />

40<br />

BUILD TO LAST FOR GENERATIONS


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />

FOR THE YEAR ENDED 31ST DECEMBER, 2010<br />

(Expressed in Thousands of Trinidad and Tobago Dollars, except where otherwise stated)<br />

(Continued)<br />

22. Financial risk management (continued)<br />

Interest rate risk<br />

Interest rate risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because<br />

of changes in market interest rates. The <strong>Group</strong>’s exposure to the risk of changes in market interest rates relate<br />

primarily to bank advances and other borrowings. The <strong>Group</strong> manages its interest rate risk by having a balanced<br />

portfolio of fixed and variable rate loans and borrowings.<br />

The following table demonstrates the sensitivity to a reasonably possible change in interest rates, with other variables<br />

held constant of the <strong>Group</strong>’s profit before tax and equity (through the impact on floating rate borrowings):<br />

Increase/decrease in Effect on profit Effect on<br />

basis points before tax equity<br />

2010 Banker’s acceptances ±50 ± 62 ± 47<br />

There were no banker’s acceptances as at 31 December 2009.<br />

Liquidity risk<br />

Liquidity risk is the risk that the <strong>Group</strong> will be unable to meet its payment obligations when they fall due under<br />

normal and stress circumstances. The <strong>Group</strong> monitors its liquidity risk by considering the maturity of both its<br />

financial investments and financial assets and projected cash flows from operations. Where possible the <strong>Group</strong><br />

utilizes surplus internal funds to a large extent to finance its operations and ongoing projects. However, the <strong>Group</strong><br />

also utilizes available credit facilities such as loans, overdrafts and other financing options where required.<br />

The table below summarises the maturity profile of the <strong>Group</strong>’s financial liabilities at 31 December based on<br />

contractual undiscounted payments:<br />

Year ended 31st December, 2010 On demand 1 year 1 to 5 years > 5 years Total<br />

$ $ $ $ $<br />

Bank overdrafts & advances 18,148 – – – 18,148<br />

Borrowings – 3,262 5,697 – 8,959<br />

Payables and accruals – 29,104 – – 29,104<br />

18,148 32,366 5,697 – 56,211<br />

Year ended 31st December, 2009 On demand 1 year 1 to 5 years > 5 years Total<br />

$ $ $ $ $<br />

Bank overdrafts & advances 3,259 – – – 3,259<br />

Borrowings – 4,505 7,882 1,044 13,431<br />

Payables and accruals – 46,974 – – 46,974<br />

3,259 51,479 7,882 1,044 63,664<br />

41<br />

BUILD TO LAST FOR GENERATIONS


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />

FOR THE YEAR ENDED 31ST DECEMBER, 2010<br />

(Expressed in Thousands of Trinidad and Tobago Dollars, except where otherwise stated)<br />

(Continued)<br />

22. Financial risk management (continued)<br />

Credit quality per category of financial asset<br />

The credit quality of the balance due from the <strong>Group</strong>’s various counterparties are internally determined from an<br />

assessment of each counterparty based on a combination of factors.<br />

These factors include financial strength and the ability of the counterparty to service its debts, the stability of the<br />

industry or market in which it operates and its proven track record with the Company. The categories defined are<br />

as follows:<br />

Superior:<br />

Desirable:<br />

Acceptable:<br />

This category includes balances due from the Government and Government agencies that have<br />

been secured by a letter of comfort from the Government and balances due from institutions<br />

that have been accorded the highest rating by an international rating agency. These balances are<br />

considered risk free.<br />

These are balances due from counterparties that are considered to have good financial strength<br />

and reputation.<br />

These are balances due from counterparties that are considered to have fair financial strength and<br />

reputation.<br />

Sub-standard: Balances that are impaired.<br />

The table below illustrates the credit quality of the <strong>Group</strong>’s trade receivable as at 31 December:<br />

Superior Desirable Acceptable Sub-standard Total<br />

$ $ $ $ $<br />

2010 3,939 13,753 27,400 18,788 63,880<br />

2009 8,116 43,436 11,880 18,340 81,772<br />

23. Capital management<br />

The primary objective of the <strong>Group</strong>’s capital management is to ensure that it maintains a strong credit rating and<br />

healthy capital ratios in order to support its business and maximize shareholder value, and comply with the capital<br />

requirements set by the regulators of the markets where the <strong>Group</strong> operates.<br />

The <strong>Group</strong> manages its capital structure and makes adjustments to it, in light of changes in economic conditions.<br />

To maintain or adjust the capital structure, the <strong>Group</strong> may adjust the dividend payment to shareholders, return<br />

capital to shareholders or issue new shares. No changes were made in the objectives, policies or processes during<br />

the years ended 31 December 2010 and 31 December 2009. For 2010 and 2009, the <strong>Group</strong> complied with all<br />

externally imposed capital ratio requirements to which it is subject.<br />

24. Dividends<br />

The 2008 final dividend declared and approved in 2009 of 20 cents per share amounting to $2.4 million has been<br />

presented as an appropriation against retained earnings in the Consolidated statement of changes in equity for the<br />

year end 31 December 2009.<br />

42<br />

BUILD TO LAST FOR GENERATIONS


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />

FOR THE YEAR ENDED 31ST DECEMBER, 2010<br />

(Expressed in Thousands of Trinidad and Tobago Dollars, except where otherwise stated)<br />

(Continued)<br />

25. Assets classified as held for sale<br />

The Board of Directors suspended operations at Island Concrete Products N.V and Island Concrete SARL (“the<br />

Subsidiaries”), located in St. Maarten and St. Martin effective 1 December 2009 due to a major decline in the<br />

demand for concrete on the island.<br />

On 31 March 2010 the Board of Directors agreed to pursue disposal of the subsidiaries, and Management continues<br />

to explore all options in this regard.<br />

As at 31 December 2010, the subsidiary was classified as a disposal group held for sale and as a discontinued<br />

operation. The results of the subsidiary for the years ended 31 December 2010 and 2009 are presented below:<br />

2010 2009<br />

$ $<br />

Revenue 1,020 15,376<br />

Expenses (5,179) (24,375)<br />

Operating loss (4,159) (8,999)<br />

Finance costs (94) (287)<br />

Loss before tax from discontinued operations (4,253) (9,286)<br />

Taxation – (36)<br />

Loss for the year from discontinued operations (4,253) (9,322)<br />

The major classes of assets and liabilities of Island Concrete Products N.V/Island Concrete SARL classified as<br />

held for sale as at 31 December 2010 are as follows:<br />

2010<br />

$<br />

Assets<br />

Property, plant and equipment (Note 7) 2,622<br />

Inventories 539<br />

Cash and cash equivalents (Note 11) 17<br />

Assets classified as held for sale 3,178<br />

Liabilities<br />

Payables and accruals (3,238)<br />

Bank overdraft (Note 11) (969)<br />

Liabilities associated with assets classified as held for sale (4,207)<br />

Net assets directly associated with disposal group (1,029)<br />

43<br />

BUILD TO LAST FOR GENERATIONS


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />

FOR THE YEAR ENDED 31ST DECEMBER, 2010<br />

(Expressed in Thousands of Trinidad and Tobago Dollars, except where otherwise stated)<br />

(Continued)<br />

25. Assets classified as held for sale (continue)<br />

The net cash flows incurred by Island Concrete Products N.V/Island Concrete SARL for the year ended 31<br />

December 2010 are as follows:<br />

Operating (356)<br />

Investing –<br />

Financing –<br />

Net cash outflow (356)<br />

The overdraft facility held by Island Concrete Products N.V. attracts interest at the rate of 8.5% per annum (2009:<br />

8.5%) and is secured by a charge over the fixed and floating assets of that company and by a guarantee from<br />

Readymix (West Indies) Limited.<br />

26. Subsequent events and going concern<br />

At year end date Readymix (West Indies) Limited and its Subsidiaries (RMLG) were in compliance with all terms<br />

of its various loan agreements. In the post year end period, on 14 January 2011, RMLG’s ultimate parent company,<br />

Trinidad Cement Limited (<strong>TCL</strong>), publicly declared a moratorium on all debt service payments due by all entities<br />

in the <strong>TCL</strong> <strong>Group</strong>, inclusive of Readymix (West Indies) Limited and its subsidiaries.<br />

Challenged by weak demand volumes across most markets, <strong>TCL</strong> had commenced negotiation in 2010 with lenders<br />

for a re-profiling of its debt portfolio and the declaration was made after informal agreement with the majority of<br />

lenders who wanted to ensure adequate liquidity in the <strong>TCL</strong> <strong>Group</strong> to allow for continuity of business operations.<br />

Subsequent to the declaration, debt service payments falling due have not been made by <strong>TCL</strong> and RMLG. Most<br />

of the debt agreements are therefore in default either through non-payment of interest and/or principal or due to<br />

cross default clauses.<br />

The majority of lenders have formed a Steering Committee to participate in the re-profiling process and have<br />

caused the engagement of independent restructuring consultants and legal advisors. The restructuring consultants<br />

have completed their review and report on <strong>TCL</strong> and its Subsidiaries (<strong>TCL</strong>G) business plans and financial projections<br />

which will form the basis of the re-profiling negotiation.<br />

The specific features of the re-profiling are yet to be negotiated but <strong>TCL</strong> expects the exercise to be completed by<br />

30 September 2011.<br />

The arrangement between the majority of lenders and <strong>TCL</strong>G and the declaration of the moratorium on debt service<br />

payments are informal and not subject to any legal agreement between <strong>TCL</strong>G and the lenders. Notwithstanding<br />

the explicit action taken by the majority of lenders to undertake the re-profiling of <strong>TCL</strong>G’s debt portfolio and continued<br />

credit support, lenders have retained their rights to demand immediate repayment of all outstanding obligations<br />

which the <strong>TCL</strong>G and RMLG are not in a position to immediately meet. Should Lenders demand immediate<br />

repayment and initiate legal action to enforce their security there may be a risk to the going concern of RMLG.<br />

However, no legal action has been taken to pursue recovery and the majority of lenders have maintained their lines<br />

of short term operating credit to <strong>TCL</strong>G and RMLG at the levels existing at 14 January 2011. Moreover, lenders<br />

have actively participated in the re-profiling process and have given every indication of their willingness to negotiate<br />

a successful conclusion. The restructuring exercise is intended to facilitate the full repayment of the debt<br />

obligations and position <strong>TCL</strong>G and RMLG to prosper from the rebound in market conditions. On this basis, the<br />

Directors have maintained the going concern assumption in the preparation of these accounts.<br />

44<br />

BUILD TO LAST FOR GENERATIONS


NOTES<br />

45<br />

BUILD TO LAST FOR GENERATIONS


REPUBLIC OF TRINIDAD AND TOBAGO<br />

The Companies Act, 1995<br />

(Section 144)<br />

MANAGEMENT PROXY CIRCULAR<br />

1. Name of Company:<br />

READYMIX (WEST INDIES) LIMITED. Company No. R-84 (C).<br />

2. Particulars of Meeting:<br />

Fifty-second Annual Meeting of the Company to be held on 21st July 2011 at the CLR James Conference Room,<br />

Cipriani College of Labour and Co-operative Studies, Churchill Rossevelt Highway, Valsayn.<br />

3. Solicitation:<br />

It is intended to vote the Proxy solicited hereby (unless the Shareholder directs otherwise) in favour of all resolutions<br />

specified therein.<br />

4. Any director’s statement submitted pursuant to Section 76 (2):<br />

No statement has been received from any Director pursuant to Section 76 (2) of The Companies Act, 1995.<br />

5. Any auditor’s statement submitted pursuant to Section 171 (1):<br />

No statement has been received from the Auditors of the Company pursuant to Section 171 (1) of The Companies<br />

Act, 1995.<br />

6. Any shareholder’s proposal and/or statement submitted pursuant to Sections 116 (a) and 117 (2):<br />

No proposal has been received from any Shareholder pursuant to Sections 116 (a) and 117 (2) of The Companies<br />

Act, 1995.<br />

DATE NAME AND TITLE SIGNATURE<br />

13th June, 2011<br />

Isha Reuben-Theodore,<br />

Company Secretary<br />

46<br />

BUILD TO LAST FOR GENERATIONS


PROXY FORM<br />

To Registrar<br />

Readymix (West Indies) Limited<br />

The Trinidad and Tobago Central Depository Ltd.<br />

10th Floor, Nicholas Tower<br />

63-65 Independence Square<br />

Port of Spain<br />

BLOCK CAPITALS PLEASE<br />

I/We _______________________________________________________________<br />

of _________________________________________________________________<br />

being a Member/Members of the above named Company, hereby appoint the Chairman<br />

of the meeting or failing him,<br />

Mr./Mrs.____________________________________________________________<br />

NAME OF PROXY<br />

of _________________________________________________________________<br />

ADDRESS<br />

To be my/our Proxy to vote for me/us on my/our behalf at the Annual Meeting of the<br />

Company to be held at 2:30 p.m.on the 21st July, 2011 and any adjournment thereof.<br />

______________________________<br />

Signature of Shareholder(s)<br />

Please indicate with an “X” in the spaces below how you wish your votes to be cast.<br />

_____________________<br />

Date<br />

RESOLUTIONS FOR AGAINST<br />

1. Be it resolved that the Financial Statements for the year ended 31st December, 2010 and<br />

the reports of the Directors and Auditors thereon be adopted.<br />

2. Election of Directors:<br />

i. Be it resolved that Ms. Eutrice Carrington, who retires by rotation and being eligible, be<br />

re-elected a director of the company, in accordance with Clause 4.6.1 of By-Law No.1<br />

ii. Be it resolved that Mr. Hollis Hosein, who retires by rotation and being eligible, be<br />

re-elected a director of the company, in accordance with Clause 4.6.1 of By-Law No. 1.<br />

iii. Be it resolved that Mr. C.H. Wayne Manning, who retires by rotation and being eligible, be<br />

re-elected a director of the company, in accordance with Clause 4.6.1 of By-Law No. 1.<br />

iv. Be it resolved that Mr. Lincoln Parmasar, who was appointed by the Board to fill a casual<br />

vacancy, be re-elected a director of the Company, in accordance with Clause 4.4.2 of<br />

By-Law No. 1, until the conclusion of the third Annual Meeting following.<br />

3. Be it resolved that Ernst & Young be appointed as the Auditors for the Year 2011 and that<br />

the Board be authorized to fix their remuneration.<br />

NOTES:<br />

1. If the appointor is a corporation, this form must be under its common seal or under the hand of some officer or attorney duly<br />

authorised in that behalf.<br />

2. In the case of joint holders, the signature of any one holder should be stated.<br />

3. If you do not indicate how you wish to vote the proxy will use his discretion both as to how he votes or whether or not he<br />

abstains from voting.<br />

4. To be valid this form must be completed and deposited with the Registrar at least 48 hours before the time appointed for the<br />

meeting or adjourned meeting.<br />

5. Any alterations made on this form should be initialled.


Fold here<br />

Affix<br />

STAMP<br />

Here<br />

To Registrar<br />

Readymix (West Indies) Limited<br />

The Trinidad and Tobago Central Depository Ltd.<br />

10th Floor, Nicholas Tower<br />

63-65 Independence Square<br />

Port of Spain<br />

Fold here


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