Annual Report 2009/2010 - Colombo Stock Exchange
Annual Report 2009/2010 - Colombo Stock Exchange
Annual Report 2009/2010 - Colombo Stock Exchange
You also want an ePaper? Increase the reach of your titles
YUMPU automatically turns print PDFs into web optimized ePapers that Google loves.
Operations Review
C h a i r m a n ' s S t a t e m e n t<br />
2<br />
CHAIRMAN'S STATEMENT<br />
It gives me great pleasure to welcome all of you to our<br />
th<br />
14 <strong>Annual</strong> General Meeting and to present to you the<br />
audited Financial Statements of the Company for the<br />
st<br />
year ended 31 March <strong>2010</strong>.<br />
The Company commenced the year in some<br />
considerable difficulty; on the global front, world<br />
leaders were still in the process of getting to grips with<br />
the financial crisis, in Sri Lanka, the conflict in the<br />
North had intensified considerably & for Lion it was<br />
imperative that it addressed the issue of its balance<br />
sheet weighed down by high gearing. I am pleased to<br />
say that all three are now behind us.<br />
In Sri Lanka, amidst much pressure from both home &<br />
overseas a resolute President gave strong political<br />
leadership to conclude a three decade long war. A<br />
grateful nation gave President Rajapakse & his<br />
administration a resounding mandate for a second<br />
term in the recently concluded Presidential & General<br />
Elections.<br />
The financial crisis that threatened to paralyze global<br />
economic growth was gradually brought under<br />
control. The recovery will be slow but a recovery there<br />
is & we must all be glad that the worst in behind us.<br />
In September <strong>2009</strong>, the successfully concluded Right<br />
Issue helped correct the anomalies in the balance<br />
sheet of Lion Brewery. The year also saw the Company<br />
return to a reasonable level of profitability after a less<br />
than satisfactory result in the previous period. Volumes<br />
grew once optimism returned to the country at the<br />
conclusion of the war. Tourist returned to Sri Lanka in<br />
reasonable numbers although still much behind its true<br />
potential. Interest rates too declined on the back of<br />
lower inflation and the currency remained stable for<br />
much of the year. That the Company was able to take<br />
full advantage of the dramatic change in the<br />
environment is a tribute to its multiple strengths of<br />
Brand portfolio, world class distribution &<br />
manufacturing systems, efficient logistics operations &<br />
aggressive management.<br />
Based on the results achieved during the year, I am<br />
pleased to announce that the Board is recommending a<br />
first & final dividend of Rs 3 per share. This dividend will<br />
be free of tax in the hands of shareholders.<br />
I foresee a period of stability & growth for Sri Lanka. The<br />
Country has a peaceful environment & a stable, popular<br />
& credible presidency & administration in place after<br />
many a year. The focus on infrastructure development is<br />
expected to continue. Tourist arrivals will increase<br />
significantly. All these augur well for businesses in<br />
general including your Company. On the alcohol policy<br />
front, it is unlikely that changes for the worse will be<br />
implemented since the focus will now be on growth and<br />
development.<br />
Based on these factors, I believe that your Company is on<br />
the threshold of further growth in the year ahead. In<br />
order to meet market demand it is necessary that we<br />
expand capacity at the brewery & this is currently in<br />
progress.<br />
In India too we expect a period of sustained growth in<br />
the year ahead. The economic environment continues to<br />
improve at an impressive pace & with it the beer industry<br />
is expected to grow at double digit rates. The Indian<br />
business is still very much in an investment phase but this<br />
is to be expected since establishing an appropriate<br />
distribution & manufacturing footprint in such a large<br />
geographical area is no small matter.<br />
I extend my appreciation to all employees, especially the<br />
Management Team, for it is their dedication &<br />
commitment to the Company and its brands that laid the<br />
strong platform for growth during the year under review.
CHAIRMAN'S STATEMENT<br />
Your Company will emerge stronger in the year ahead<br />
thanks to the positive environment that is now prevalent in<br />
Sri Lanka. However, we continue to seek an appropriate<br />
policy environment to forge a culture of responsibility in<br />
alcohol consumption, since the lack of one is the only<br />
drawback that the Company faces as of now.<br />
I acknowledge with gratitude the continued patronage of<br />
our valued customers & consumers, Agents, suppliers &<br />
all other trading partners, both local & foreign and<br />
bankers for the support extended during the year. My<br />
grateful thanks also to our loyal shareholders for the<br />
continued confidence in the Company & our brands so<br />
aptly demonstrated at the time of the Rights Issue.<br />
In September <strong>2009</strong>, Mr. Mano Selvanathan, resigned as<br />
Director of the Company. He has been a member of the<br />
Board since its inception in 1996. Since that time,<br />
through various phases of the Company, equally in times<br />
of difficulty and success, Mano has been a tremendous<br />
source of strength and inspiration to the Management<br />
and the Board. Whilst thanking him for his invaluable<br />
contribution to the Company, we remain confident, that<br />
he will continue to give of his time & wisdom generously<br />
when needed, as he continues to be a Director of the<br />
parent company.<br />
During the year under review, Mr Roy Bagattini,<br />
Executive Vice President of Carlsberg Breweries<br />
responsible for its Asian operations joined your Board.<br />
Roy will bring with him a wealth of knowledge &<br />
experience acquired during a successful career in the<br />
beer industry in many parts of the world including in<br />
India. Roy is also the Chairman of Carlsberg India (Pvt)<br />
Ltd, the joint venture in which the Company has a stake.<br />
We look forward to his contribution & advice in the years<br />
ahead.<br />
Mr. Krishna Selvanathan joined the Board of the<br />
Company during the year under review. On behalf of the<br />
Board I welcome Krishna and look forward to working<br />
with him closely.<br />
In conclusion, I extend my thanks & appreciation to the<br />
Audit Committee for their valued contribution & to my<br />
colleagues on the Board for their guidance & support.<br />
(Sgd.)<br />
L.C.R. de C. Wijetunge<br />
Chairman<br />
<strong>Colombo</strong><br />
th<br />
7 May <strong>2010</strong><br />
3C h a i r m a n ' s S t a t e m e n t<br />
2
R e v i e w o f O p e r a t i o n s<br />
4<br />
OPERATIONS REVIEW<br />
From most perspectives it was a momentous year.<br />
May <strong>2009</strong> brought closure to a near 30 year conflict that<br />
had deprived Sri Lanka the stable environment it needed<br />
to pursue growth & prosperity. Some may suggest that<br />
the means used to bring terrorism to an end were<br />
controversial. Yet the President and his administration<br />
must be given the credit for being bold & standing firm in<br />
the face of much pressure from both local & overseas<br />
sources. The President's determination to be led by his<br />
conscience even in the face of severe pressure augurs<br />
well for the Nation; it is an indication that he can take the<br />
hard but necessary decisions to drive Sri Lanka forward.<br />
The Defense establishment too must take pride in<br />
completing the task handed over to them with focus,<br />
commitment & dedication.<br />
In January <strong>2010</strong> the incumbent President was re-elected<br />
by a resounding majority extending his term of office by<br />
a further 6 years. A General Election followed in April<br />
<strong>2010</strong>, bringing the coalition led by his party to power<br />
with a handsome majority in Parliament.<br />
Thus on the political front, an environment of stability has<br />
returned to Sri Lanka after many a year.<br />
The Government's development program maintained<br />
momentum amidst murmurs of discontent on issues such<br />
as law & order, human rights & good governance. Roads<br />
across the country are being modernized & expanded at<br />
a pace whilst other large scale infrastructure projects<br />
such as ports, airports and power are being brought on<br />
stream steadily. The process of reconstruction in the<br />
North & the East is also underway.<br />
The conclusion of the conflict has meant that Sri Lanka is<br />
once again a destination of choice for many holiday<br />
makers across the globe. Within a few months of May<br />
<strong>2009</strong>, hotels across the country enjoyed good levels of<br />
occupancy. Internal tourism too has grown significantly<br />
particularly to the North & East<br />
Many Sri Lankans were deprived of visiting these areas<br />
during the conflict but this is no longer the case. The<br />
numbers that travelled to the North in the immediate<br />
aftermath of the opening of the A9 road were<br />
considerable.<br />
The Sri Lankan economy faltered in the first two quarters<br />
of <strong>2009</strong> under the weight of the conflict & the global<br />
financial crisis. However, since then, the conflict was<br />
brought to a conclusion, global commodity prices<br />
reduced significantly and the Government concluded an<br />
assistance package with the IMF stabilizing the currency<br />
& reducing inflation sharply. The economy has<br />
responded and in the final quarter of <strong>2009</strong>, GDP growth<br />
was an impressive 6%+.<br />
The stock market responded favorably to these changes<br />
in the environment. The growth in the ASPI during the<br />
year under review was a remarkable 127% whilst the<br />
<strong>Colombo</strong> Bourse was the second best performing<br />
market in the world in calendar year <strong>2009</strong>. Similarly<br />
after many years business confidence moved upwards<br />
steadily. In short, the “feel good” factor is slowly but<br />
steadily re-emerging in the Sri Lankan environment.<br />
Your company – anchored as it is to a portfolio of superb<br />
brands, world class distribution & manufacturing<br />
processes, innovative use of information technology &<br />
sound management – took full advantage of the positive<br />
changes in the environment.<br />
On revenue of Rs 7.92 billion the Company generated a<br />
profit before tax of Rs 632.69 million up from Rs 6.09<br />
billion & Rs 81.89 million respectively in the previous<br />
year whilst earnings per share rose to Rs 7.46 from Rs<br />
0.90. The Company's gearing which stood at 53% at<br />
the commencement of the financial year ended at a<br />
healthy 16%, a result of both the Rights Issue concluded<br />
in September <strong>2009</strong> & the improved operating<br />
performance. Thus the Company concluded the<br />
financial year with a return to a reasonable level of<br />
profitability and a strong balance sheet.
OPERATIONS REVIEW<br />
The single most important change in the operating<br />
environment was the return to stability at the end of the<br />
armed conflict. The North & East opened up for business<br />
after many years & security conditions eased helping<br />
people move about without hesitation. The return of<br />
general optimism & business confidence helped drive<br />
the economy forward. A significant increase in tourist<br />
arrivals also contributed to the economy. The beer<br />
market benefitted from the return to normalcy & peace.<br />
The reduction in oil prices & tightened monetary policy<br />
helped reduce inflation during the year under review. As<br />
a result interest rates that rose well beyond 20% in the<br />
previous year declined to single digits. The currency too<br />
stabilized during the year under review on the back of a<br />
narrower current account deficit. Since the Company<br />
has significant exposure to foreign exchange<br />
transactions, the stability in the currency was helpful.<br />
Whilst commodity prices stabilized during the latter half<br />
of <strong>2009</strong>, this was not the case at the time your Company<br />
confirmed its requirement for malt – its principal raw<br />
material – for the year under review during late 2008.<br />
As a result, the input cost of malt was significantly higher<br />
than in the previous year. However, this cost increase<br />
was partly off-set by prudent sourcing of other materials.<br />
A plethora of taxes – both direct & indirect – continue to<br />
burden the private sector. Not only are a number of<br />
taxes levied on revenue but there are retrograde levies<br />
such as cesses at the point of import as well. These are<br />
commonly called “nuisance taxes” & for good reason.<br />
Whilst the need for greater revenue at a time when<br />
combating terrorism cannot be argued with, the<br />
opportunity is now available to reform & re-structure the<br />
tax system. The appointment of a Presidential<br />
Commission on Taxation was a welcome move & its<br />
outcome is widely awaited.<br />
Alcohol Policy<br />
The best that can be said of the alcohol policy governing<br />
your Company's business is that it did not change<br />
significantly during the year under review. There were a<br />
few exceptions of which the new restriction imposed on<br />
the transfer of a license is the most significant. Under this<br />
new “administrative” rule, a licensee cannot transfer a<br />
license to a new location. Thus licenses operated out of<br />
rented premises will be subject to the whims & fancies of<br />
the landlords. Critically, if the landlord were to refuse an<br />
extension of the lease, the license would be of no value.<br />
Such ad-hoc “rules” lend themselves to malpractices at<br />
multiple levels.<br />
The policy of “Mathata Thitha” continued to be in force<br />
during the year. If the practical application of this policy<br />
intends to reduce per capita consumption of pure alcohol<br />
& prevent alcohol related harm, then your Company<br />
extends its fullest & wholehearted support to it. Indeed in<br />
a country where consumption of hard liquor –<br />
be it legal or illegal - is the norm, there is a pressing<br />
need to prevent alcohol related harm, both to the<br />
consumer & to those in his vicinity.<br />
There is sufficient evidence to suggest that soft alcohols<br />
such as beer are viable means by which alcohol<br />
consumption & related harm can be reduced in<br />
environments where hard liquor is heavily consumed.<br />
The Russian experience over the recent past is such an<br />
example. During the year under review, excise taxes<br />
applicable on soft alcohol remained stable, a positive<br />
move much appreciated by the industry & your<br />
Company.<br />
During the year under review, there were signs that the<br />
effort to curb the manufacture & distribution of illicit<br />
alcohol was intensified. There is little doubt that policy<br />
makers and implementing agencies have the best of<br />
intentions. Yet the risk to reward ratio in the illicit alcohol<br />
business is so skewed towards the latter that law<br />
enforcement alone cannot succeed in curbing this<br />
menace. Illicit alcohol will be curbed only if the<br />
associated rewards are reduced to a level that makes<br />
the activity unattractive.<br />
Towards this end, legal alcohols particularly soft<br />
alcohols bearing in mind the health related issues, need<br />
to be more affordable & less difficult to access. Results<br />
will not be evident overnight. Yet the quicker the start,<br />
the earlier the results will be seen.<br />
An alternative approach to curb the consumption of<br />
illicit alcohol is consumer education. Yet, with economic<br />
conditions being what they are in most parts of Sri<br />
Lanka, a strategy that ignores affordability &<br />
availability of legal alcohols is unlikely to succeed.<br />
During the year under review the Company paid Rs<br />
2,918.92 million as Excise Duty, up 22.71% from Rs<br />
2,378.79 million paid in the previous year. In terms of<br />
total taxes, the Company paid Rs 4,795.26 million as<br />
against Rs 3,673.49 million in the previous year, an<br />
increase of 30.54%.<br />
Operating Results & Financial Position<br />
On a turnover of Rs 7.92 billion, the Company returned<br />
a profit of Rs 640.50 million, an overall margin of<br />
8.09%. At the point of gross profit, the margin was<br />
32.76%. The near 1% increase in gross margins was a<br />
result of a focused effort to reduce input costs. That it<br />
was achieved in the face of increased raw material<br />
prices – particularly malt – is an indication that the<br />
Company's efforts have been successful. Both critical<br />
indicators i.e volumes & margins were above those of<br />
the previous year.<br />
R e v i e w o f O p e r a t i o n s<br />
5
R e v i e w o f O p e r a t i o n s<br />
OPERATIONS REVIEW<br />
The level of margin returned by the beer business is a<br />
reflection of the high taxation imposed on it - both in<br />
terms of excise & revenue related levies –and the<br />
complex manufacturing process that takes basic raw<br />
materials & converts them into a liquid in a pack. On<br />
year end Equity – including reserves – the return was an<br />
acceptable 16%. Once again this is a significant<br />
improvement over the previous year.<br />
Overall operational costs increased by 17% driven<br />
mainly by high inflation during the first half of the year,<br />
higher than normal bottle breakages & greater<br />
distribution costs arising from the increased access to the<br />
markets of the North.<br />
During the year under review, the Company placed<br />
greater emphasis on the management of working<br />
capital. As a result all key working capital indicators –<br />
raw material & finished goods inventories, receivables &<br />
payables – improved significantly.<br />
In September <strong>2009</strong> the Company successfully concluded<br />
a 3 for 5 Rights Issue. The issue was oversubscribed. Your<br />
Company's ultimate parent the Carson Cumberbatch<br />
Group & its JV partner, Carlsberg Breweries of Denmark<br />
subscribed for their respective allotments in full. The<br />
proceeds of the Rights were used to reduce borrowings<br />
on which the Company had depended heavily to fund<br />
the investment in India. Post the Rights, the Company's<br />
gearing improved and at years' end stood at a healthy<br />
16%, a significant improvement over the previous<br />
periods' 53%<br />
.<br />
Marketing & Sales<br />
It was a busy year in Marketing & Sales. It was the first<br />
time in three decades that Sri Lankans celebrated the<br />
festive periods of December & April without the clouds of<br />
conflict and celebrate they did & rightly so.<br />
Along with the festivities, the elections in January & April<br />
helped increase demand as did tourist arrivals during the<br />
“winter” season. Your Company's distribution system<br />
coped remarkably well with the sudden shift in demand<br />
confirming its agility & flexibility in the face of rapid<br />
change.<br />
The change in operating environment meant that the<br />
Company had to re-position itself to aggressively seek<br />
growth rather than merely consolidating its operations.<br />
A number of very successful initiatives were carried out<br />
during the year targeting our business partners.<br />
The results are clearly evident in the volume growth<br />
achieved by your Company.<br />
During the year under review, the Company launched a<br />
new SKU, the 500 ml can to complement the existing<br />
300 ml pack & this was an instant success. Driven by<br />
consumer convenience, cans now account for a<br />
significant share of the Company's business. An added<br />
benefit of this SKU is that it will help reduce the<br />
dependence on glass bottles and their associated costs<br />
in the years ahead.<br />
The Company continued to consolidate its sales &<br />
distribution system during the year under review. New<br />
distributors were appointed to strengthen operations in<br />
two vital parts of the Country with immediate success.<br />
The Company is currently in the process of further<br />
streamlining its distribution processes & it expects<br />
significant improvements in effectiveness & efficiency in<br />
an already excellent system.<br />
The Company's brand, Strong, received a Gold Medal<br />
at the coveted Monde Selection. This adds to a long list<br />
of awards received by the Company's brands over the<br />
years and re-confirms their world class quality.<br />
Supply Chain<br />
The Company's state of the art brewery in Biyagama<br />
was stretched to the full to meet demand during the<br />
last quarter of the financial year.<br />
During the festive months of December, March & April<br />
– a period in which two elections added to demand –<br />
the brewery operated to full capacity. The logistics<br />
operations during these months were also stretched to<br />
the limit. Yet, the Company did manage to meet<br />
demand for the most part although there were<br />
instances of brand & SKU shortages in the market.<br />
In anticipation of higher volumes in the coming year,<br />
the Company has embarked on an immediate<br />
expansion program, the first stage of which will be<br />
completed in July & the second by October <strong>2010</strong>.<br />
During the year under review, the Company set up a<br />
professional procurement division to both consolidate its<br />
excellent raw material inventory management & to seek<br />
significant reductions in costs of inputs. Initial results<br />
have been extremely encouraging.<br />
Support Services<br />
The focus of the Finance division during the year<br />
rested on strengthening the balance sheet. The result<br />
was a successfully concluded Rights Issue which<br />
helped restore a healthy gearing for the Company.<br />
6
OPERATIONS REVIEW<br />
The stronger balance sheet & the improved operating<br />
results provided the Company the opportunity to<br />
negotiate further with its banking partners & hereto<br />
there was success in the form of very competitive<br />
interest rates.<br />
As a result of both the Rights & lower interest rates,<br />
borrowing costs have come down significantly by Rs<br />
151.23 million during the year.<br />
The emphasis of HR during the year under review lay<br />
with building a strong second tier management & restructuring<br />
remuneration to reflect a greater component<br />
of variable pay. Both initiatives have proved successful<br />
and augur well for the future of the Company.<br />
Exports<br />
Since world trade was yet to recover from the global<br />
financial crisis at the start of the financial year under<br />
review, the Company anticipated a significant<br />
slowdown in export volumes. However, this was not<br />
the case; volumes grew by 26 % and by the end of<br />
the financial year, the Company averaged 17<br />
containers a month to overseas markets.<br />
The two focus markets of Maldives & the US performed<br />
well during the year. In the Maldives, the Company<br />
consolidated its position of leadership. The Maldivian<br />
resort sector bounced back with good occupancies<br />
during the latter part of the year and beer volumes,<br />
including Lion & Carlsberg from your Company, grew as<br />
a result. The business in the Maldives is a logistical<br />
nightmare – moving beer in returnable kegs between<br />
Male, the capital & Biyagama & then between Male &<br />
each resort – requires an enabling infrastructure &<br />
operational skills of a high magnitude. Further, each<br />
resort has multiple draught beer supply points & these<br />
need regular servicing which is the responsibility of the<br />
Company. Some resorts require SKU's other than<br />
draught beer & hence, bottles & cans are also supplied<br />
in the Maldives.<br />
Your Company's leadership position in the Maldives is<br />
confirmation that it has mastered the supply chain & thus<br />
has built a competitive advantage that will be difficult to<br />
encroach on.<br />
Volumes grew well in the US as well notwithstanding<br />
the remnants of the financial crisis that still continues to<br />
dampen the operating environment there. The process<br />
of expanding distribution to new states continues as<br />
does the process of consolidation in exiting territories.<br />
As at the end of the financial year, the Company's<br />
brands were available in 23 states of the US. During<br />
the ensuing year the Company hopes to give special<br />
attention to building a strong & sustainable business in<br />
the US.<br />
Similarly, the Company will focus on consolidating it<br />
UK operations into a strong & sustainable business.<br />
The first step in this process is the appointment of a<br />
new distributor who has greater reach across the UK<br />
& a portfolio of products which compliment the<br />
Company's brands.<br />
The Company also exports to a number of other<br />
markets including France, Japan, Canada & the<br />
Seychelles. These are not classified as focus markets &<br />
the investments in them remain small.<br />
On a revenue of Rs 157.34 million, the Company<br />
earned a profit of Rs 15.59 million from its export<br />
business during the year under review.<br />
Indian Operations<br />
The Indian beer industry expanded by an estimated<br />
10% during <strong>2009</strong> bringing the market size to 13<br />
million hectoliters. Although almost 26 times the size<br />
of the Sri Lankan industry, in per capita terms, beer<br />
consumption in India is minute in comparison to first<br />
world norms. Even by Asian standards, beer<br />
consumption in India is extremely small. The alcohol<br />
policy framework in India although complex – a result<br />
of it being a state subject thus lacking in uniformity<br />
across the country – is fundamentally more liberal<br />
than in Sri Lanka. Policy makers are more tolerant<br />
towards consumption of soft alcohols & politically<br />
expedient rules & regulations are rare if any. Thus the<br />
Indian beer market holds promise of a significant<br />
upside to the patient investor.<br />
During <strong>2009</strong>, the Company's Indian JV changed its<br />
name to Carlsberg India (Pvt) Ltd (CIPL) thus<br />
communicating its global heritage. Much progress was<br />
made during the year; the brewery in Kolkata was<br />
commissioned adding to the existing brewing footprint<br />
of Himachal Pradesh, Rajasthan & Maharashtra.<br />
Construction of a fifth brewery commenced in Andhra<br />
Pradesh, the largest beer consuming state in India. This<br />
plant is expected to come on stream during the latter half<br />
of <strong>2010</strong>. In the meanwhile, the plants in Rajasthan &<br />
Maharashtra are being expanded to meet the ever<br />
increasing demand for this company's brands.<br />
CIPL's brands are now available in most states of India<br />
with few exceptions. Tamil Nadu is one such exception<br />
since it permits only those beers brewed there to be sold<br />
within the state. Volumes at CIPL grew by 192% during<br />
<strong>2009</strong>, easily out pacing the market and all its principal<br />
competitors including the top two companies, United<br />
Breweries, owner of the Kingfisher brand & South<br />
African Breweries, owner of the Haywards brand.<br />
During the year, CIPL launched Tuborg, a 5% abv beer<br />
which has been extremely well accepted by the young<br />
urban Indian consumer.<br />
R e v i e w o f O p e r a t i o n s<br />
77
R e v i e w o f O p e r a t i o n s<br />
8<br />
OPERATIONS REVIEW<br />
In terms of financial results, CIPL remains in the red and<br />
will continue to do so in the short term. This is expected<br />
since the Company is still very much in an investment<br />
phase. The Indian beer industry is both competitive &<br />
investment intensive & thus a long term perspective is<br />
crucial for success. Those that have the patience &<br />
courage to see through the initial phase of operations in<br />
India are likely to reap significant rewards in the<br />
medium to long term.<br />
India is poised for a period of sustained economic<br />
growth in the years ahead. The election concluded in<br />
<strong>2009</strong> has resulted in a stable, single party dominated<br />
administration that has the opportunity to drive<br />
through much needed reforms and all indications are<br />
that the government is ready to do so. Thus there is<br />
every hope that the economy of India will continue to<br />
grow at the impressive rates of the recent past.<br />
The outlook for the Indian beer industry is no different; it<br />
will continue to grow at double digit rates in the<br />
immediate future. Not only will CIPL benefit and take<br />
advantage of such organic growth but it will also<br />
aggressively seek to take share from its competitors in<br />
the market. That Company's brand portfolio, distribution<br />
reach, manufacturing footprint & management<br />
competencies give every confidence it will reach a<br />
strong position in the Indian beer industry in the not too<br />
distant future.<br />
The Year Ahead<br />
Without doubt Sri Lanka is poised for an era of<br />
peace, stability & prosperity. An end to armed<br />
conflict, a stable government, a popular & credible<br />
presidency & administration; it is a window of<br />
opportunity the likes of which this country has not seen<br />
in three decades. The credit for positioning Sri Lanka<br />
at this gateway to opportunity must rest with the<br />
President & his administration. Yet, it is only that; a<br />
gateway to opportunity.<br />
In the short to medium term, the prevailing “feel good”<br />
factor will drive Sri Lanka's economy forward. Tourist<br />
arrivals will continue to grow at a healthy pace,<br />
investment will flood in & so will remittances. The ongoing<br />
infrastructure modernization & expansion<br />
program will continue, possibly at an enhanced pace.<br />
Managing inflation within reasonable levels will pose a<br />
challenge due to both external & internal factors & for<br />
this & other reasons, interest rates will reach & stay at<br />
double digits over the medium term horizon. However,<br />
overall, we foresee a sense of optimism galvanizing the<br />
Country's economy towards a period of high growth in<br />
the short to medium term.<br />
Sustainability of high growth over the longer term<br />
though will depend on the Nations ability to successfully<br />
address core issues. Building an inclusive & equitable<br />
society that respects & abides by the law, win the peace<br />
in the North & East, invest in infrastructure, overcome the<br />
fiscal challenges and reform the public sector and<br />
education & health services are a few such priorities.<br />
The historic gateway to opportunity that is upon the<br />
country now will translate to tangible outcomes only if<br />
these core issues are addressed & resolved in a nation<br />
centric manner. On two counts the country can be<br />
optimistic that such will be the case; firstly, the Nation is<br />
led by a President who has tremendous resolve as was<br />
on display when in the face of immense pressure he<br />
provided leadership in eradicating terrorism and<br />
secondly, he and his administration have earned the<br />
trust of the people and with it the ability to push through<br />
tough but necessary reforms.<br />
Opportunity & credibility are pre-requisites to making<br />
lasting change & these ingredients are available to the<br />
present administration to a degree not available to<br />
others of the past three decades. Similarly expectations<br />
are also high. A stressed out Nation & her people<br />
deserve nothing less.<br />
Your Company welcomes the opportunity to conduct<br />
its business in a stable & peaceful environment. The<br />
prevailing optimism, the opening up of the North &<br />
East, the increase in tourism, the expected growth in<br />
the economy, are all opportunities that will help grow<br />
its operations. It is also expected that a stable country<br />
environment will usher in a less conservative, growth<br />
oriented, policy framework.<br />
As with all opportunity, challenge follows closely<br />
behind. Indeed the greater the opportunity, the greater<br />
the challenge & this applies to your Company as well. It<br />
must prepare itself to meet growth in the market. In such<br />
circumstances to maintain its position of undisputed<br />
market leadership the Company needs to expand<br />
ahead of the growth curve. The first phase of such a<br />
program is now under implementation. By the end of this<br />
year, your Company's production capacity would have<br />
increased by 30%. Expansion plans beyond <strong>2010</strong> are<br />
currently being finalized by management.<br />
Your Company's brand portfolio is geared to meet most<br />
opportunities. Brands have been developed internally in<br />
the event the portfolio needs expansion to meet market<br />
demand. The Company also has access to Carlsberg's<br />
large portfolio of successful world class brands.<br />
Similarly the Company is well prepared to upscale<br />
distribution in the event the need arises.<br />
Most importantly, your Company's management retains<br />
the aggressive intent that has helped secure its<br />
undisputed position of market leadership. In the past,<br />
the strategies adopted by the Company have ensured<br />
strong foundations & market leading performance even<br />
in the face of significant adversity.<br />
Some challenges remain, particularly in relation to the<br />
alcohol policy framework within which the Company<br />
operates. Yet there is every indication that the company<br />
is well poised to take advantage of the new<br />
opportunities presented by the Sri Lankan market during<br />
the coming year.
OPERATIONS REVIEW<br />
Conclusion<br />
From most perspectives it was a momentous year. The<br />
country situation improved beyond recognition & the<br />
fortunes of your Company too took a turn for the<br />
better. The focus now is clearly on growth & seeking<br />
opportunities to expand the market overall & to<br />
consolidate the Company's position within it. The<br />
Company is focused on a few strategies that will help<br />
it do just this. Manufacturing capabilities will be<br />
expanded & judicious investments will be made to<br />
stimulate growth across key channels.<br />
Your Company's business in India will also grow at a<br />
fast pace. Capacity expansion & brand building will<br />
continue to demand shareholder resources but such<br />
investments are a must if the full potential of the Indian<br />
market is to be tapped. The growth potential in India is<br />
truly astonishing & your Company must remain patient<br />
to profit from a market that is still very much in its<br />
infancy.<br />
With its balance sheet now healthy, your Company will<br />
focus on investing some resources to build profitable<br />
businesses in two large export markets, the US & UK.<br />
Short term results are unlikely. However, as the<br />
experience in the Maldives has shown, a focused effort<br />
does pay dividends in the form of a sustainable business<br />
& it is a similar approach that is planned for the US &<br />
UK.<br />
Yes, the year just concluded was a good one on many<br />
counts. However, as long as alcohol policies & taxation<br />
do not place additional burdens on your Company, the<br />
best is yet to come.<br />
9R e v i e w o f O p e r a t i o n s
Profiles of Directors<br />
PROFILE OF DIRECTORS<br />
CUBBY WIJETUNGE<br />
Cubby Wijetunge is the Chairman of Ceylon Brewery<br />
PLC and Lion Brewery (Ceylon) PLC, Union<br />
Residencies Ltd. and Chairman Emeritus, Nestle Lanka<br />
Ltd. He is also a Director of Hunter & Co. Ltd,<br />
Janashakthi Insurance, Swiss Trading Company and<br />
East India Retailing Company (Private) Limited. He<br />
also serves as a Trustee of Joseph Fraser Hospital. In<br />
addition, Mr. Wijetunge is a member of the Monetary<br />
Policy Committee of the Central Bank of Sri Lanka and<br />
President of the Swiss Business Club of <strong>Colombo</strong>.<br />
HARI SELVANATHAN<br />
Hari Selvanathan is Deputy Chairman of Carson<br />
Cumberbatch PLC and President Commissioner of the<br />
palm oil related companies in Indonesia. He holds<br />
Directorships in several subsidiary companies within<br />
the Carsons Group, including the Chairmanship in<br />
Carsons Management Services (Private) Limited and is<br />
also a Director of Sri Krishna Corporation Ltd,<br />
Carlsberg India Pvt Ltd & South Asian Breweries (Pte)<br />
Ltd -Singapore. He is also the Chairman of Express<br />
Newspapers (Ceylon) Ltd. He was the Past President<br />
of the National Chamber of Commerce and Past Vice<br />
Chairman of the International Chamber of Commerce<br />
(Sri Lanka). He served as Chairman of the Tourism<br />
Steering Committee of the Regaining Sri Lanka<br />
Program from January 2002 to January 2004. He is<br />
also a Director of the India-Sri Lanka Foundation. Mr.<br />
Selvanathan has over 20 years experience in<br />
commodity trading in international markets. He holds<br />
a Bachelor of Commerce Degree.<br />
MANO SELVANATHAN<br />
Mano Selvanathan was conferred the highest<br />
National Honour in Sri Lanka the 'DESHAMANYA'<br />
title by H.E. the President of Sri Lanka, in recognition<br />
of the services rendered to the nation. He is the<br />
Chairman of Sri Krishna Corporation (Private) Limited<br />
and Ceylon Finance & Securities (Private) Limited. He<br />
is a member on the Boards of most companies in the<br />
Carson Cumberbatch Group in Sri Lanka, Indonesia<br />
and Malaysia, and is an active member of its<br />
Executive Management Forums. He is also the Deputy<br />
Chairman of Ceybank Asset Management Company<br />
(Private) Limited. He is a Director of Holcim (Lanka)<br />
PLC, South Asian Breweries (Pte) Ltd, Singapore and<br />
Carlsberg India Pvt Ltd. He is the Chairman of the<br />
Indo-Lanka Chamber of Commerce & Industry and has<br />
also served as the Chairman of the Ceylon Chamber<br />
of Commerce and as the President of the Rotary Club<br />
of <strong>Colombo</strong> North.<br />
He holds a Bachelors Degree in Commerce and is<br />
also the Hon. Consul of the Republic of Chile in Sri<br />
Lanka.<br />
SURESH SHAH<br />
Suresh Shah is the Director and Chief Executive<br />
Officer of Ceylon Brewery PLC and Lion Brewery<br />
(Ceylon) PLC. He is also a Director of Carson<br />
Cumberbatch PLC and The Sri Lanka Business<br />
Development Centre. Mr. Shah serves as the Deputy<br />
Vice Chairman of the Ceylon Chamber of Commerce<br />
and is the Vice President of the Sri Lanka Institute of<br />
Directors. He also serves on the council of The<br />
Employers Federation of Ceylon and The Industrial<br />
Association of Sri Lanka. Mr. Shah is a Fellow<br />
Member of the Institute of Chartered Accountants of<br />
Sri Lanka.<br />
ROY BAGATTINI<br />
Roy Bagattini is presently the Senior Vice-President,<br />
Asia for Carlsberg A/S and Carlsberg Breweries A/S<br />
serving the Carlsberg Asia region, based in Hong<br />
Kong. Currently, he is part of the Executive Committee<br />
of the Carlsberg Group and also sits on the Board of<br />
several private companies within the Carlsberg<br />
Group.<br />
Mr. Bagattini has a Bachelor of Commerce degree<br />
from the University of South Africa and has also<br />
completed various business studies at Stanford<br />
University USA and Oxford in the UK. Mr. Bagattini<br />
has worked for SABMiller, where he was the Regional<br />
Managing Director for Eastern Europe. He has also<br />
held senior general management positions in South<br />
Africa and the USA, as well as being the Country<br />
Managing Director of SABMiller in India, China and<br />
Italy.<br />
CHANDIMA GUNAWARDENA<br />
Chandima Gunawardena is a Director of Carson<br />
Cumberbatch PLC. He serves as a Director in most of<br />
the Carsons Group companies in Sri Lanka and<br />
overseas. He is a member of the Group's Strategic<br />
Planning Forum. He also serves as a member of the<br />
Audit Committees of the Group in Sri Lanka and<br />
overseas. Mr. Gunawardena has over three decades<br />
of experience in varied fields of business and<br />
commercial activities and has held senior positions in<br />
the corporate sector. He is a Fellow of the Chartered<br />
Institute of Management Accountants, UK.<br />
10
PROFILE OF DIRECTORS<br />
Profiles of Directors<br />
DATO' VOON LOONG CHIN D.S.P.N.<br />
Director of Lion Brewery (Ceylon) PLC., Executive<br />
Director - Corporate Affairs of Carlsberg Brewery<br />
Malaysia Berhad. He is also a Director of Carlsberg<br />
Singapore Pte Ltd. (Singapore), Gorkha Brewery Pvt.<br />
Ltd. (Nepal), South East Asia Brewery Ltd. (Vietnam),<br />
International Beverage Distributors Ltd. (Vietnam),<br />
Carlsberg Distributors Taiwan Limited (Taiwan),<br />
Carlsberg Cottingham Ltd. (Taiwan), Luen Heng F & B<br />
Sdn.Bhd. (Malaysia) and also serves on the Boards of<br />
several private companies within the Group. Dato'<br />
Chin is a Member of the Governing Council of the<br />
Confederation of Malaysian Brewers Berhad. He is a<br />
Fellow Member of the Institute of Chartered<br />
Accountants in England and Wales, and a Member of<br />
the Malaysian Institute of Accountants, Associate<br />
Member of the Malaysian Institute of Taxation,<br />
Affiliate of The Malaysian Institute of Chartered<br />
Secretaries and Administrators (MAICSA) and<br />
Member of the Institute of Public Relations Malaysia.<br />
He holds a Bachelors Degree in Commerce.<br />
CHANDRARATNE LIYANAGE<br />
Director Lion Brewery (Ceylon) PLC. Commenced his<br />
career as a trainee brewer with Ceylon Brewery PLC<br />
in 1979 and was promoted to Senior Brewer and<br />
subsequently to Factory Manager. In 1998 he took up<br />
the position as Factory Manager at Lion Brewery<br />
(Ceylon) PLC and was promoted to his current<br />
position as Head of Technical in 2004. Mr. Liyanage<br />
holds a Special Degree in Botany from the University<br />
of Peradeniya (Sri Lanka) and has attended several<br />
overseas training programs including the Carlsberg<br />
Brew Masters Course, training with Allied Breweries<br />
(UK) & Carlsberg Tetley Leeds Brewery (UK) and<br />
management programs at Cranfield University, UK<br />
and National University, Singapore.<br />
PRASANNA AMERASINGHE<br />
Prasanna Amerasinghe is a Director of Lion Brewery<br />
(Ceylon) PLC and is responsible for the marketing<br />
function of the Brewery Sector. He has over 20 years<br />
of experience in the field of marketing and has held<br />
many senior positions in this area.<br />
RANIL GOONETILLEKE<br />
Director, Lion Brewery Ceylon PLC. Subsequent to<br />
undergoing training at KPMG Ford, Rhodes, Thornton<br />
& Co, he joined the Haycarb Group in 1989 and left<br />
its employment in 1998 as its Divisional Manager<br />
(Finance). He joined Lion Brewery (Ceylon) PLC in<br />
1998 in the capacity of Financial Controller and was<br />
appointed Director Finance in 2004. He is an<br />
Associate Member of the Chartered Institute of<br />
Management Accountants, UK since 1989.<br />
KRISHNA SELVANATHAN<br />
Krishna Selvanathan serves as a Director of the<br />
Carson Cumberbatch Group's management<br />
company, Carsons Management Services (Private)<br />
Limited. He is a Director of Carsons Real Estate<br />
Management Services (Private) Limited. He also acts<br />
as a member of the Carson's Investment Sector<br />
Management Team. He holds a Batchelor of Arts<br />
Degree in Accounting & Finance and Business<br />
Administration from the University of Kent, UK.<br />
11
S e n i o r M a n a g e m e n t<br />
2<br />
3<br />
4<br />
6<br />
7<br />
9<br />
10<br />
11<br />
12<br />
13<br />
14<br />
15<br />
16<br />
1<br />
5<br />
8<br />
1 Shiran Jansz - Head of Procurement<br />
2 Eshantha Salgado - Manager Quality Assurance<br />
3 Nishantha Hulangamuwa - Manager Logistics<br />
4 Nausha Raheem - Head of Human Resources<br />
5 Preethi De Silva - Manager Business Development<br />
6 Ruchira Perera - Financial Controller<br />
7 Sharlene Adams - Head of Exports<br />
8 Janaka Bandara - Manager Production<br />
9 Wasantha Heenatigala - Manager Marketing<br />
10 Hiran Edirisinghe - Chief Engineer<br />
11 Chan Liyanage - Director Technical<br />
12 Ranil Goonetilleke - Director Finance<br />
13 Prasanna Amerasinghe - Director Marketing<br />
14 Janaka Kiridena - Head of Sales Operations<br />
15 Suresh Shah - Director/Chief Executive Officer<br />
16 Arjuna Jayasinghe - Head of Information Technology<br />
12
ANNUAL REPORT OF THE BOARD OF DIRECTORS ON THE<br />
AFFAIRS OF THE COMPANY<br />
The Board of Directors of Lion Brewery (Ceylon) PLC (the<br />
Company) is pleased to present its <strong>Report</strong> and Financial<br />
Statements of the Company for the financial year ended<br />
31st March <strong>2010</strong>.<br />
The details set out herein provide the pertinent information<br />
required by the Companies Act No. 07 of 2007, Listing<br />
Rules of the <strong>Colombo</strong> <strong>Stock</strong> <strong>Exchange</strong> and are guided by<br />
recommended best accounting practices.<br />
The <strong>Annual</strong> <strong>Report</strong> was approved by the Directors on 7th<br />
May <strong>2010</strong>.<br />
PRINCIPAL ACTIVITY OF THE COMPANY<br />
The principal activity of the Company remained brewing,<br />
bottling and sale of high quality beers, under license, for<br />
local and export markets.<br />
REVIEW FOR THE YEAR<br />
The Chairman's Statement and the Review of Operations<br />
describe in detail the performance during the year<br />
together with comments on the financial results and future<br />
developments of the Company.<br />
SIGNIFICANT EVENTS DURING THE YEAR<br />
The details of significant events during the year are<br />
contained in the Review of Operations on pages 4 to 9 of<br />
this <strong>Report</strong>.<br />
STATEMENT OF DIRECTORS RESPONSIBILITIES<br />
The Statement of Directors Responsibilities for the<br />
Financial Statements is given on page 21 of this report.<br />
FINANCIAL STATEMENTS<br />
The Financial Statements which include Income Statement,<br />
Balance Sheet, Cash Flow Statement, Statement of<br />
Changes in Equity and Notes to the Financial Statements<br />
of the Company for the year ended 31st March <strong>2010</strong><br />
are set out on pages 22 to 46 of this report.<br />
FINANCIAL RESULTS .<br />
For the year-ended 31st March<br />
In Rs.'000s<br />
After appropriations, the total reserves of the<br />
Company stand at Rs.1,440.45 million<br />
(<strong>2009</strong> - Rs. 843.55 million) comprising Capital<br />
Reserves of Rs.232.63 million (<strong>2009</strong> - Rs.232.48<br />
million) and Revenue Reserves of Rs.1,207.82 million<br />
(<strong>2009</strong> - Rs. 611.07 million). Details are shown in the<br />
Statement of Changes in Equity on page 27.<br />
CAPITAL EXPENDITURE<br />
The total expenditure on the purchase of capital assets<br />
by the Company during the year amounted to Rs.<br />
118.24, million (<strong>2009</strong> - Rs. 209.61 million). The<br />
movements in capital assets during the year are set<br />
out in Notes 12 and 13 to the Financial Statements.<br />
MARKET VALUE OF FREEHOLD PROPERTIES<br />
The land and buildings owned by the Company were<br />
last valued in March 2006 by a qualified<br />
independent valuer. The market value arrived at was<br />
Rs. 882.20 million. The book value of Rs. 980.50<br />
million shown as at 31st March <strong>2010</strong> (<strong>2009</strong> -<br />
993.79) is after accounting for subsequent additions,<br />
disposals and depreciation. These are further<br />
explained in Note 12 to the Financial Statements.<br />
STATUTORY PAYMENTS<br />
The Directors to the best of their knowledge and<br />
belief, are satisfied that all statutory dues have been<br />
paid up to date, or have been provided for in the<br />
Financial Statements except as disclosed in Note 29<br />
to these Financial Statements.<br />
<strong>2010</strong><br />
<strong>2009</strong><br />
<strong>Annual</strong> <strong>Report</strong> of the Board of Directors on the Affairs of the Company<br />
The profit available for appropriation is:<br />
- Current year<br />
- Brought forward<br />
From which the following appropriations have been made:<br />
640,503<br />
611,068<br />
1,251,571<br />
88,813<br />
566,005<br />
654,818<br />
Preference Dividends at (12.5%)<br />
Leaving a balance to be carried forward of<br />
43,750<br />
1,207,821<br />
43,750<br />
611,068<br />
13
<strong>Annual</strong> <strong>Report</strong> of the Board of Directors on the Affairs of the Company<br />
ANNUAL REPORT OF THE BOARD OF DIRECTORS ON THE<br />
AFFAIRS OF THE COMPANY<br />
GOING CONCERN<br />
The Board of Directors is satisfied that the Company<br />
has adequate resources to continue its operations in<br />
the foreseeable future. Accordingly the Financial<br />
Statements are prepared based on the going<br />
concern concept.<br />
INDEPENDENT AUDITORS' REPORT<br />
The Independent Auditors’ <strong>Report</strong> on the Financial<br />
Statements is given on page 24 of this <strong>Report</strong>.<br />
SIGNIFICANT ACCOUNTING POLICIES<br />
The accounting policies set out in Note 3 in the<br />
Notes to the Financial Statements on pages 29 to 34<br />
which have been consistently applied to all periods<br />
presented in these Financial Statements.<br />
INTERESTS REGISTER<br />
DIRECTORS INTEREST’S<br />
The Company maintains an Interest Register<br />
conforming to the provisions of the Companies Act<br />
No. 7 of 2007. The relevant details as required by<br />
the Companies Act No. 07 of 2007 have been<br />
entered in the Interest Register during the year<br />
under review. The Interest Register is available for<br />
inspection as required under the Companies Act.<br />
CORPORATE DONATIONS<br />
No donations have been paid during the year<br />
ended 31st March <strong>2010</strong> (<strong>2009</strong> - Nil.)<br />
REMUNERATION OF DIRECTORS<br />
Directors’ remuneration, for the financial year<br />
ended 31st March <strong>2010</strong> is given in Note 6 to the<br />
Financial Statements, on page 35.<br />
DIRECTORS’ SHAREHOLDINGS<br />
DIRECTORS' INTEREST IN CONTRACTS AND<br />
SHARES<br />
Directors’ interests in contracts of the Company are<br />
disclosed in Note 31to these Financial Statements<br />
and have been declared at meetings of the<br />
Directors. The Directors have had no direct or<br />
indirect interest in any other contracts or proposed<br />
contracts in relation to the business of the Company,<br />
while they had the following interests in Ordinary<br />
shares of the Company as shown in the cage below.<br />
The names of the Directors who served during the<br />
year are given under Corporate Information<br />
provided in the back inner cover of the <strong>Annual</strong><br />
<strong>Report</strong>.<br />
Appointments of Directors<br />
Mr. K. Selvanathan was appointed as an Executive<br />
Director of the Company on the 2nd of September<br />
<strong>2009</strong>.<br />
Mr. R. E. Bagattini was appointed as a Non-<br />
Executive Director of the Company on the 19th of<br />
March <strong>2010</strong>.<br />
Mr. G. Brockett was appointed as the Alternate<br />
Director to Mr. R. E. Bagattini on the 19th of March<br />
<strong>2010</strong>.<br />
No. of Shares<br />
as at 31.03.<strong>2010</strong><br />
No. of Shares<br />
as at 01.04.<strong>2009</strong><br />
L. C. R. de C. Wijetunge (Chairman)<br />
-<br />
-<br />
H. Selvanathan (Deputy Chairman)<br />
1,579<br />
987<br />
M. Selvanathan (Resigned w.e.f. 02.09.<strong>2009</strong>)<br />
1,579<br />
987<br />
S. K. Shah (Chief Executive Officer)<br />
6,017<br />
3,761<br />
D. C. R. Gunawardena<br />
34<br />
22<br />
Dato' Voon Loong Chin D. S. P. N.<br />
-<br />
-<br />
C. P. Amerasinghe<br />
1<br />
1<br />
C. T. Liyanage<br />
2,500<br />
2,500<br />
D. R. P. Goonetilleke<br />
-<br />
-<br />
K. Selvanathan (Appointed w.e.f. 02.09.<strong>2009</strong>)<br />
-<br />
-<br />
R. E.Bagattini (Appointed w.e.f. 19.03.<strong>2010</strong>)<br />
-<br />
-<br />
14<br />
G. Brockett (Alternate Director to R.E.Bagattini-<br />
Appointed w.e.f. 19.03.<strong>2010</strong>)<br />
-<br />
-
ANNUAL REPORT OF THE BOARD OF DIRECTORS ON THE<br />
AFFAIRS OF THE COMPANY<br />
Resignation of Directors<br />
Mr. M. Selvanathan who was a Director of the<br />
Company resigned from the Board on 2nd September<br />
<strong>2009</strong>.<br />
Directors to Retire by Rotation<br />
In terms of Articles 88 and 90 of the Articles of<br />
Association of the Company, Mr. S. K. Shah retires by<br />
rotation and being eligible offers himself for reelection.<br />
Retirement at the 1st AGM following<br />
Appointment as Director<br />
In terms of Article 87 and 94 of the Articles of<br />
Association of the Company, Mr. K. Selvanathan<br />
retires from the Board and being eligible offers himself<br />
for re-election.<br />
In terms of Article 87 and 94 of the Articles of<br />
Association of the Company, Mr.R.E.Bagattini retires<br />
from the Board and being eligible offers himself for reelection.<br />
Appointment of Director who is over 70 Years<br />
of Age<br />
Mr. L.C.R. de C. Wijetunge who is over 70 years of<br />
age to be re-appointed as a Director of the Company<br />
for a further period of one year from the conclusion of<br />
the <strong>Annual</strong> General Meeting and that the age limit<br />
stipulated in Section 210 of the Companies Act No.7 of<br />
2007 shall not be applicable.<br />
BOARD OF DIRECTORS<br />
Directors<br />
L. C. R. de C. Wijetunge (Chairman)<br />
H. Selvanathan (Deputy Chairman)<br />
M. Selvanathan (Resigned w.e.f. 02.09.<strong>2009</strong>)<br />
S. K. Shah<br />
Dato Voon Loong Chin D.S.P.N.<br />
D. C. R. Gunawardena<br />
C. T. Liyanage<br />
C. P. Amerasinghe<br />
D. R. P. Goonetilleke<br />
AUDITORS<br />
Company’s Auditors during the year under review were<br />
Messrs. KPMG Ford, Rhodes, Thornton & Company,<br />
Chartered Accountants. A sum of Rs. 715,000/- was<br />
paid to them by the Company as audit fees for the year<br />
ended 31st March <strong>2010</strong> (<strong>2009</strong> - Rs 640,000/-).<br />
The retiring auditors have expressed their willingness to<br />
continue in office. A Resolution to re-appoint them as<br />
Auditors of the Company and authorising the Directors<br />
to fix their remuneration will be proposed at the <strong>Annual</strong><br />
General Meeting.<br />
The Audit Committee reviewed the appointment of the<br />
Auditors, its effectiveness and its relationship with the<br />
group, including the level of audit and non-audit fees<br />
paid to the Auditor.<br />
Auditors’ relationship or any interest with the<br />
Company<br />
The Directors are satisfied that, based on written<br />
representations made by the Independent Auditors to the<br />
Board, the Auditors did not have any interest with the<br />
Company that would impair their independence.<br />
CORPORATE GOVERNANCE<br />
Compliance of corporate governance rules as per the<br />
Listing Rules of the <strong>Colombo</strong> <strong>Stock</strong> <strong>Exchange</strong> (CSE).<br />
The following Directors held office as at the balance sheet date and their brief profiles are given on pages 10 to 11<br />
of the <strong>Annual</strong> <strong>Report</strong>.<br />
Executive / Non-Executive / Independent<br />
Non-executive/ Independent*<br />
Executive<br />
Executive<br />
Executive<br />
Non-Executive<br />
Executive<br />
Executive<br />
Executive<br />
Executive<br />
<strong>Annual</strong> <strong>Report</strong> of the Board of Directors on the Affairs of the Company<br />
K. Selvanathan (Appointed w.e.f. 02.09.<strong>2009</strong>)<br />
R. E. Bagattini (Appointed w.e.f. 19.03.<strong>2010</strong>)<br />
G. Brockett (Alternate Director to R. E. Bagattini-<br />
Appointed w.e.f. 19.03.<strong>2010</strong>)<br />
Executive<br />
Non-Executive<br />
-<br />
* The Board has determined that Mr. L. C. R. de C. Wijetunge is an independent Non Executive Director in spite of<br />
being on the Board for more than 9 years and being a Director of Ceylon Brewery PLC, which has a substantial<br />
share holding in the Company, since he is not directly involved in the management of the Company.<br />
The Board is working towards meeting the CSE criteria, in respect of Non Executive Independent Directors on the<br />
Board.<br />
15<br />
12
<strong>Annual</strong> <strong>Report</strong> of the Board of Directors on the Affairs of the Company<br />
ANNUAL REPORT OF THE BOARD OF DIRECTORS ON THE<br />
AFFAIRS OF THE COMPANY<br />
Remuneration Committee<br />
As per Rule 7.10.5 of the Listing Rules of the <strong>Colombo</strong> <strong>Stock</strong> <strong>Exchange</strong> the Remuneration Committee of Ceylon<br />
Brewery PLC (BREW), the parent Company, functions as the Remuneration Committee of the Company with effect<br />
from 1st January <strong>2010</strong> and comprises of the following members.<br />
Remuneration Committee members<br />
Executive/Non-Executive/Independent<br />
H. Selvanathan Executive Director of BREW<br />
M. Selvanathan Executive Director of BREW<br />
The Committee is currently formulating a remuneration policy based on market and industry factors and individual<br />
performance of its Group companies. Aggregated remuneration paid to the Non-Executive Directors of the<br />
Company are disclosed under Note 6 on page 35of this <strong>Report</strong>.<br />
Executive Directors are not compensated for their role on the Board.<br />
Audit Committee<br />
As per the Rule 7.10.6 of the Listing Rules of the <strong>Colombo</strong> <strong>Stock</strong> <strong>Exchange</strong> the Audit Committee of Carson<br />
Cumberbatch PLC (CCPLC), the ultimate parent company, functions as the Audit Committee of the Company and<br />
comprises the following members.<br />
Audit Committee Members<br />
Executive / Non-Executive<br />
V. P. Malalasekera Non-Executive / Independent director of CCPLC<br />
F. Mohideen Non-Executive / Independent director of CCPLC<br />
D. C. R. Gunawardena Executive director of CCPLC<br />
The report of the Audit Committee is given on pages 19 to 20 of this <strong>Report</strong>.<br />
DIRECTORS' MEETINGS ATTENDANCE<br />
Five Board Meetings were convened during the financial year and the attendance of the Directors were as follows :<br />
Director Meetings attended (out of 5)<br />
L. C. R. de C. Wijetunge<br />
H. Selvanathan<br />
M. Selvanathan (Resigned w.e.f. 02.09.<strong>2009</strong>)<br />
S. K. Shah<br />
Dato' Voon Loong Chin, D.S.P.N.<br />
D. C. R. Gunawardena<br />
C. T. Liyanage<br />
C. P. Amerasinghe<br />
D. R. P. Goonetilleke<br />
K. Selvanathan (Appointed w.e.f. 02.09.<strong>2009</strong>)<br />
R. E. Bagattini (Appointed w.e.f. 19.03.<strong>2010</strong>)<br />
G. Brockett (Alternate Director to R. E. Bagattini- Appointed w.e.f. 19.03.<strong>2010</strong>)<br />
5<br />
4<br />
3<br />
5<br />
2<br />
5<br />
5<br />
5<br />
5<br />
2<br />
-<br />
-<br />
DIVIDEND<br />
Subject to the approval of the shareholders at the <strong>Annual</strong> General Meeting, a final dividend of Rs. 3/- per share is<br />
recommended by the Directors for the year ended 31st March <strong>2010</strong>. The dividend payable has not been<br />
accounted for until it is approved at the forthcoming <strong>Annual</strong> General Meeting.<br />
A 12.5% dividend on the Redeemable Cumulative Preference Shares was paid during the year. The details of the<br />
dividends paid during the year are set out in Note 9 to the Financial Statements.<br />
16
ANNUAL REPORT OF THE BOARD OF DIRECTORS ON THE<br />
AFFAIRS OF THE COMPANY<br />
SOLVENCY TEST<br />
Taking into account the said distribution, the Directors are satisfied that the Company would meet the solvency test<br />
requirement under Section 56(2) of the Companies Act No.07 of 2007 immediately after the distribution. The<br />
Company’s Auditors, KPMG Ford Rhodes Thornton & Co. has issued a Certificate of Solvency confirming the same.<br />
Solvency tests have been carried out by the Board of Directors before the payment of preference dividends in<br />
accordance with the Companies Act No. 7 of 2007.<br />
STATED CAPITAL<br />
The Stated Capital of the Company as at 31st March <strong>2010</strong> was Rs.2,537,801,310/- (<strong>2009</strong> - Rs.1,337,801,310/-)<br />
consisting of 80,000,000 Ordinary shares and 35,000,000 Redeemable Cumulative Preference shares.<br />
The Company made a Rights Issue of 30,000,000 fully paid Ordinary Shares on the basis of Three (03) fully paid<br />
Ordinary Shares for every Five (05) Ordinary Shares held as at 28th August <strong>2009</strong> at Rs. 40/- each.<br />
The Rights Issue was fully subscribed and Rs.1,200,000,000/- was received from the existing shareholders.<br />
Accordingly the Stated Capital of the Company increased to Rs.2,537,801,310/-.<br />
<strong>Annual</strong> <strong>Report</strong> of the Board of Directors on the Affairs of the Company<br />
14<br />
17
<strong>Annual</strong> <strong>Report</strong> of the Board of Directors on the Affairs of the Company<br />
ANNUAL REPORT OF THE BOARD OF DIRECTORS ON THE<br />
AFFAIRS OF THE COMPANY<br />
SHARE INFORMATION<br />
Information relating to share trading are given on pages 55 and 56 of this <strong>Report</strong>.<br />
TWENTY MAJOR SHAREHOLDINGS WITH COMPARATIVES<br />
As at 31st March<br />
Ceylon Brewery Plc<br />
Carlsberg Brewery Malaysia Berhad<br />
HSBC Intl Nom Ltd-BBH Genesis Smaller Companies<br />
Ceylon Guardian Investment Trust Plc<br />
The Gilpin Fund Limited<br />
Bukit Darah Plc<br />
Ceylon Investment Plc<br />
Sri Lanka Insurance Corporation Ltd-life Fund<br />
Carson Cumberbatch Plc<br />
Employees Trust Fund Board<br />
Seylan Bank Limited/Priyani Dharshini Ratna Gopal<br />
Associated Electrical Corporation Ltd<br />
Deutsche Bank AG - Comtrust Equity Fund<br />
Mr. C.D. Kohombanwickremage<br />
Portelet Limited<br />
Mr. A. Sithampalam<br />
Waldock Mackenzie Ltd/ Mr.S.N.P.Palihena<br />
And Mrs. A.S.Palihena<br />
Tranz Dominion,L.L.C.<br />
Mr. A.J. Johnpillai<br />
Newgreens Limited<br />
<strong>2010</strong><br />
No. of Shares<br />
40,328,788<br />
19,680,000<br />
7,884,556<br />
2,341,672<br />
1,265,199<br />
1,000,000<br />
915,200<br />
560,640<br />
525,921<br />
508,800<br />
290,206<br />
250,000<br />
200,000<br />
181,427<br />
161,920<br />
151,500<br />
150,000<br />
124,951<br />
100,000<br />
83,200<br />
%<br />
50.41<br />
24.60<br />
<strong>2009</strong><br />
No. of Shares<br />
25,205,493<br />
12,300,000<br />
4,927,848<br />
1,341,857<br />
789,700<br />
-<br />
572,000<br />
350,400<br />
328,701<br />
-<br />
181,379<br />
-<br />
-<br />
2,000<br />
101,200<br />
-<br />
-<br />
56,000<br />
-<br />
52,000<br />
%<br />
50.41<br />
24.60<br />
<strong>Annual</strong> report<br />
The Board of Directors approved the Company’s Financial Statements together with the reviews which forms part of<br />
the <strong>Annual</strong> <strong>Report</strong> on 7th May <strong>2010</strong>. The appropriate number of copies of the <strong>Report</strong> would be submitted to the<br />
<strong>Colombo</strong> <strong>Stock</strong> <strong>Exchange</strong>, Sri Lanka Accounting and Auditing Standard Monitoring Board and the Registrar of<br />
Companies within the given time frames.<br />
9.86<br />
2.93<br />
1.58<br />
1.25<br />
1.14<br />
0.70<br />
0.66<br />
0.64<br />
0.36<br />
0.31<br />
0.25<br />
0.23<br />
0.20<br />
0.19<br />
0.19<br />
0.16<br />
0.13<br />
0.10<br />
9.86<br />
2.68<br />
1.58<br />
-<br />
1.14<br />
0.70<br />
0.66<br />
-<br />
0.36<br />
-<br />
-<br />
0.00<br />
0.20<br />
-<br />
-<br />
0.11<br />
-<br />
0.10<br />
<strong>Annual</strong> General Meeting<br />
14th <strong>Annual</strong> General Meeting of the Company will be held on Friday, the 11th of June <strong>2010</strong> at 2.30 p.m. at the<br />
‘Samudra Hotel’,Sri Lanka Institute of Tourism & Hotel Management, Committee Room ‘ C’, 78, Galle Road,<br />
<strong>Colombo</strong> 3.<br />
The notice of <strong>Annual</strong> General Meeting is on page 58 of the <strong>Annual</strong> <strong>Report</strong>.<br />
Signed on behalf of the Board,<br />
(Sgd:)<br />
D.C.R.Gunawardena<br />
Director<br />
7th May <strong>2010</strong><br />
(Sgd:)<br />
Suresh K. Shah<br />
Director<br />
18
AUDIT COMMITTEE REPORT<br />
The Audit Committee of Carson Cumberbatch PLC<br />
(CCPLC), the ultimate Parent Company, is the Audit<br />
Committee of the Company, as provided for by the<br />
<strong>Colombo</strong> <strong>Stock</strong> <strong>Exchange</strong> Listing Rules.<br />
The members of the Audit Committee are as<br />
follows :<br />
Audit Committee members<br />
Mr. Vijaya Malalasekera<br />
Mr.Chandima Gunawardena<br />
Mr.Faiz Mohideen<br />
Executive / Non-Executive<br />
Non-Executive, Independent (CCPLC)<br />
Executive (CCPLC)<br />
Non-Executive, Independent (CCPLC)<br />
Mr.Vijaya Malalasekera is a Non-Executive,<br />
Independent Director of Carson Cumberbatch PLC<br />
and a Non-Executive Director of Ceylon Tobacco<br />
Company PLC.<br />
Mr.Chandima Gunawardena is a Director of Carson<br />
Cumberbatch PLC and in most of its’ Group<br />
Companies.<br />
Mr.Faiz Mohideen, a Non-Executive, Independent<br />
Director of Carson Cumberbatch PLC, was the former<br />
Deputy Secretary to the Treasury and a former<br />
Director of Bank of Ceylon and Securities and<br />
<strong>Exchange</strong> Commission of Sri Lanka.<br />
In addition, Mr.Ralph de Lanerolle is the Expert<br />
Advisor to the Audit Committee for the Beverage<br />
Sector.<br />
The audit aspects of Lion Brewery (Ceylon) PLC are<br />
conducted within the Agenda of Carson<br />
Cumberbatch PLC-Audit Committee and the<br />
Committee is advised by Mr.Ralph de Lanerolle as a<br />
member of the Panel of Expert Advisors to the Audit<br />
Committee of Carson Cumberbatch PLC, for the<br />
Beverage Sector of the Group. Mr.Ralph de<br />
Lanerolle is presently the Managing Director of<br />
Mireka Capital Land (Pvt) Ltd.<br />
Carson Cumberbatch PLC-Audit Committee held 06<br />
Meetings during the financial year to discuss matters<br />
relating to the Company and the attendance of the<br />
Members of the Audit Committee was as follows :<br />
Meetings attended (out of six)<br />
In accordance with the audit plan formulated and<br />
approved by the Audit committee for the financial<br />
year <strong>2009</strong>/<strong>2010</strong>, the Group Internal Audit (GIA)<br />
carried out thirteen audits of processes of Beverage<br />
Sector companies.<br />
The findings and contents of the Group Internal Audit<br />
reports have been discussed with the management<br />
and subsequently the audit reports were circulated to<br />
the Audit Committee and to the management.<br />
The objectives of the GIA work was to have an<br />
independent review of the system of internal controls<br />
as established by the management, its adequacy and<br />
integrity vis-à-vis objectives served and to determine<br />
the extent of adherence to the controls by staff<br />
responsible for the function and to take<br />
corrective/preventive action where necessary.<br />
The interim financial statements of Lion Brewery<br />
(Ceylon) PLC have been reviewed by the Audit<br />
Committee Members at Audit Committee Meetings.<br />
The draft financial statements of Lion Brewery<br />
(Ceylon) PLC for the year ended 31st March <strong>2010</strong><br />
have also been reviewed at a Meeting of the Audit<br />
Committee, together with the External Auditors,<br />
Messrs. KPMG Ford Rhodes Thornton & Company,<br />
prior to release of same to the Regulatory Authorities<br />
and to the shareholders.<br />
The Audit Committee was provided with<br />
confirmations and declarations as required, by the<br />
Managers, Carsons Management Services (Private)<br />
Limited that the said financial statements were<br />
prepared in accordance with the Sri Lanka<br />
Accounting Standards and the information required<br />
by the Companies Act No. 7 of 2007 therein and<br />
presented a true and fair view of the Company’s<br />
state of affairs as at that date and the Company’s<br />
activities during the year under review.<br />
The Audit Committee has determined that<br />
Messrs.KPMG Ford Rhodes Thornton & Company,<br />
Auditors are independent on the basis that they do<br />
not carry out any special assignment on the<br />
operations of the Company.<br />
A u d i t C o m m i t t e e R e p o r t<br />
Mr. Vijaya Malalasekera<br />
Mr.Chandima Gunawardena<br />
Mr.Faiz Mohideen<br />
6<br />
6<br />
6<br />
Mr.Ralph de Lanerolle, the Expert Advisor attended<br />
05 of the above Audit Committee Meetings.<br />
19
A u d i t C o m m i t t e e R e p o r t<br />
AUDIT COMMITTEE REPORT<br />
The Audit Committee has concurred to recommend to<br />
the Board of Directors the re-appointment of Messrs.<br />
KPMG Ford Rhodes Thornton & Company as<br />
Auditors for the financial year ending 31st March<br />
2011, subject to the approval of the shareholders of<br />
Lion Brewery (Ceylon) PLC at the <strong>Annual</strong> General<br />
Meeting.<br />
The purpose of the Audit Committee of Carson<br />
Cumberbatch PLC, the Audit Committee of Lion<br />
Brewery (Ceylon) PLC is as follows :<br />
To assist the Board of Directors in fulfilling its<br />
oversight responsibilities for the financial reporting<br />
process, the system of internal control over financial<br />
reporting, the audit process and the process for<br />
monitoring compliance with Company policies and<br />
procedures, laws and regulations and the code of<br />
conduct and the identification of and management of<br />
risks that would impact on the Company/Group’s<br />
business objectives.<br />
(Sgd.)<br />
Vijaya Malalasekera<br />
Chairman – Audit Committee<br />
Carson Cumberbatch PLC<br />
th<br />
7 May <strong>2010</strong><br />
20
STATEMENT OF DIRECTOR'S<br />
RESPONSIBILITIES<br />
The responsibilities of the Directors, in relation to the<br />
Financial Statements, are detailed in the following<br />
paragraphs, whilst the responsibilities of the Auditors<br />
are set out in the <strong>Report</strong> of the Auditors.<br />
According to Companies Act No. 07 of 2007 and the<br />
Sri Lanka Accounting and Auditing Standards Act No.<br />
15 of 1995, the Directors are required to prepare<br />
Financial Statements for each financial year, giving a<br />
true and fair view of the state of affairs of the Company<br />
as at the end of the financial year and of the results for<br />
the said period.<br />
In preparing these Financial Statements the Directors<br />
are required to ensure that:<br />
- appropriate accounting policies have been selected<br />
and applied consistently, while material departures, if<br />
any, have been disclosed and explained.<br />
- all applicable Accounting Standards have been<br />
complied with and,<br />
- reasonable and prudent judgments and estimates<br />
have been made.<br />
The Directors are responsible for ensuring that the<br />
Company maintains sufficient accounting records to<br />
disclose with reasonable accuracy, the financial<br />
position of the Company in order to ensure that the<br />
Financial Statements of the Company meet with the<br />
requirements of Companies Act No. 07 of 2007 and<br />
the Sri Lanka Accounting and Auditing Standards Act<br />
No. 15 of 1995. They are also responsible for taking<br />
reasonable measures to safeguard the assets of the<br />
Company and in this regard to give proper<br />
consideration to the establishment of appropriate<br />
systems of internal control with a view to prevent,<br />
detect and rectify frauds and other irregularities.<br />
These Financial Statements have been prepared on a<br />
going concern basis, since the Directors are of the view<br />
that the Company has adequate resources to continue<br />
operations for the foreseeable future from the date of<br />
signing these Financial Statements.<br />
The Directors are also of the view that they have<br />
discharged their responsibilities as set out in this<br />
statement.<br />
By Order of the Board,<br />
(Sgd.)<br />
D.C.R.Gunawardena<br />
Director<br />
Carsons Management Services (Private) Limited<br />
th<br />
7 May <strong>2010</strong><br />
S t a t e m e n t o f D i r e c t o r ' s R e s p o n s i b i l i t i e s<br />
21
FINANCIAL STATEMENTS
FINANCIAL STATEMENTS<br />
Financial Highlights<br />
<strong>2010</strong><br />
Rs.'000<br />
<strong>2009</strong><br />
Rs.'000<br />
% Change<br />
Fi F i n a n c i i a l l S t t a t e m e n t s<br />
Revenue<br />
7,919,292<br />
6,094,726<br />
29.94<br />
Profit from operations<br />
872,800<br />
473,228<br />
84.44<br />
Profit after taxation<br />
640,503<br />
88,813<br />
621.18<br />
Preference dividend<br />
43,750<br />
43,750<br />
-<br />
Shareholders' funds<br />
3,628,250<br />
1,831,348<br />
98.12<br />
Total assets<br />
6,123,047<br />
5,542,629<br />
10.47<br />
Earnings per ordinary share (Rs.)<br />
7.46<br />
0.90<br />
728.89<br />
Net assets per ordinary share (Rs.)<br />
45.35<br />
36.63<br />
23.82<br />
Market capitalisation<br />
6,920,000<br />
2,750,000<br />
151.64<br />
Financial Calender<br />
st<br />
Financial year - 31 March <strong>2010</strong><br />
Announcement of results<br />
First quarter -<br />
th<br />
14 August <strong>2009</strong><br />
th<br />
Second quarter - 13 November <strong>2009</strong><br />
Third quarter -<br />
th<br />
12 February <strong>2010</strong><br />
th<br />
th<br />
14 <strong>Annual</strong> General Meeting 11 June <strong>2010</strong><br />
20<br />
23
Fi n a n c i a l S t a t e m e n t s<br />
INDEPENDENT AUDITOR’S REPORT<br />
TO THE SHAREHOLDERS OF LION BREWERY (CEYLON) PLC<br />
<strong>Report</strong> on the Financial Statements<br />
We have audited the accompanying financial statements of Lion Brewery (Ceylon) PLC (the “Company”), which<br />
st<br />
comprise the balance sheet as at 31 March <strong>2010</strong> and the income statement, statement of changes in equity and<br />
cash flow statement for the year then ended, and a summary of significant accounting policies and other explanatory<br />
notes.<br />
Management's Responsibility for the Financial Statements<br />
KPMG Ford, Rhodes, Thornton & Co.<br />
(Chartered Accountants)<br />
32 A, Sir Mohamed Macan Markar Mawatha<br />
P.O. Box 186<br />
COLOMBO 3<br />
Sri Lanka.<br />
Telephone + 94 - 11 242 6426<br />
Facsimile + 94 - 11 244 5872<br />
+ 94 - 11 244 6058<br />
+ 94 - 11 254 1249<br />
+ 94 - 11 230 7345<br />
Internet : www.lk.kpmg.com<br />
Management is responsible for the preparation and fair presentation of these financial statements in accordance<br />
with Sri Lanka Accounting Standards. This responsibility includes: designing, implementing and maintaining internal<br />
control relevant to the preparation and fair presentation of financial statements that are free from material<br />
misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making<br />
accounting estimates that are reasonable in the circumstances.<br />
Scope of Audit and Basis of Opinion<br />
Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit<br />
in accordance with Sri Lanka Auditing Standards. Those standards require that we plan and perform the audit to<br />
obtain reasonable assurance whether the financial statements are free from material misstatement.<br />
An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial<br />
statements. An audit also includes assessing the accounting principles used and significant estimates made by<br />
management, as well as evaluating the overall financial statement presentation.<br />
We have obtained all the information and explanations which to the best of our knowledge and belief were<br />
necessary for the purposes of our audit. We therefore believe that our audit provides a reasonable basis for our<br />
opinion.<br />
Opinion<br />
In our opinion, so far as appears from our examination, the Company maintained proper accounting records for the<br />
st<br />
year ended 31 March <strong>2010</strong> and the financial statements give a true and fair view of the Company's state of affairs<br />
st<br />
as at 31 March <strong>2010</strong> and its profit and cash flows for the year then ended in accordance with Sri Lanka Accounting<br />
Standards.<br />
<strong>Report</strong> on Other Legal and Regulatory Requirements<br />
T h e s e f i n a n c i a l s t a t e m e n t s a l s o c o m p l y w i t h t h e r e q u i r e m e n t s o f S e c t i o n 1 5 1 ( 2 )<br />
of the Companies Act No. 07 of 2007.<br />
(Sgd.)<br />
KPMG Ford, Rhodes, Thornton & Company<br />
CHARTERED ACCOUNTANTS<br />
<strong>Colombo</strong><br />
th<br />
07 May <strong>2010</strong><br />
24
INCOME STATEMENT<br />
For the year ended 31st March<br />
In Rs.'000s<br />
Revenue<br />
Cost of sales<br />
Gross profit<br />
Other income<br />
Distribution expenses<br />
Administrative expenses<br />
Other expenses<br />
Profit from operations<br />
Finance expenses<br />
Profit before taxation<br />
Income tax release<br />
Profit for the year<br />
Note<br />
4<br />
5<br />
6<br />
7<br />
8<br />
<strong>2010</strong><br />
7,919,292<br />
(5,324,940)<br />
2,594,352<br />
2,624<br />
2,596,976<br />
(1,176,423)<br />
(351,038)<br />
(196,715)<br />
872,800<br />
(240,105)<br />
632,695<br />
7,808<br />
640,503<br />
<strong>2009</strong><br />
6,094,726<br />
(4,145,532)<br />
1,949,194<br />
1,625<br />
1,950,819<br />
(1,097,204)<br />
(285,526)<br />
(94,861)<br />
473,228<br />
(391,339)<br />
81,889<br />
6,924<br />
88,813<br />
Fi F i n a n c i i a l l S t t a t e m e n t s<br />
Earnings per ordinary share (Rs.)<br />
- as originally reported<br />
10<br />
7.46<br />
0.90<br />
- as restated for rights issue<br />
8.69<br />
0.78<br />
The Notes to the Financial Statements from page 29 to 46 form an integral part of these Financial Statements.<br />
Figures in brackets indicate deductions.<br />
25
Fi F i n a n c i i a l l S t t a t e m e n t s<br />
BALANCE SHEET<br />
As at 31st March<br />
In Rs.'000s<br />
ASSETS<br />
Non-Current Assets<br />
Property, plant & equipment<br />
Intangible assets<br />
Long-term investments<br />
Total Non-Current Assets<br />
Current Assets<br />
Inventories<br />
Trade and other receivables<br />
Amounts due from related companies<br />
Cash and cash equivalents<br />
Total Current Assets<br />
Total Assets<br />
EQUITY AND LIABILITIES<br />
Equity<br />
Stated capital<br />
Capital reserves<br />
Note<br />
12<br />
13<br />
14<br />
15<br />
16<br />
17<br />
18<br />
19<br />
<strong>2010</strong><br />
2,391,921<br />
24,448<br />
1,447,415<br />
3,863,784<br />
860,710<br />
1,213,328<br />
33,680<br />
151,545<br />
2,259,263<br />
6,123,047<br />
2,537,801<br />
232,628<br />
<strong>2009</strong><br />
2,398,093<br />
38,007<br />
1,091,677<br />
3,527,777<br />
915,118<br />
1,014,226<br />
16,192<br />
69,316<br />
2,014,852<br />
5,542,629<br />
1,337,801<br />
232,479<br />
Retained earnings<br />
1,207,821<br />
611,068<br />
Total Equity<br />
3,978,250<br />
2,181,348<br />
Non-Current Liabilities<br />
Payables due after one year<br />
20<br />
650,102<br />
626,824<br />
Retirement benefit obligations<br />
21<br />
34,715<br />
28,829<br />
Deferred taxation<br />
22<br />
398,475<br />
410,104<br />
Total Non-Current Liabilities<br />
1,083,292<br />
1,065,757<br />
Current Liabilities<br />
Trade and other payables<br />
23<br />
210,414<br />
166,134<br />
Amounts due to related companies<br />
24<br />
33,183<br />
92,731<br />
Current taxation<br />
25<br />
475,547<br />
329,618<br />
Long-term loans repayable within one year<br />
20.1<br />
10,687<br />
37,447<br />
Short-term loan<br />
-<br />
400,000<br />
Bank overdrafts (Unsecured)<br />
331,674<br />
1,269,594<br />
Total Current Liabilities<br />
1,061,505<br />
2,295,524<br />
Total Liabilities<br />
2,144,797<br />
3,361,281<br />
Total Equity and Liabilities<br />
6,123,047<br />
5,542,629<br />
Net assets per ordinary share (Rs.)<br />
The Notes to the Financial Statements from page 29 to 46 form an integral part of these Financial Statements.<br />
I certify that the above Financial Statements comply with the requirements of Companies Act No.07 of 2007.<br />
(Sgd.)<br />
D.R.P. Goonetilleke<br />
Director - Finance<br />
The Board of Directors is responsible for the preparation and presentation of these Financial Statements.<br />
Approved and signed on behalf of the Managers<br />
and signed on behalf of the Board<br />
45.35 36.63<br />
(Sgd.) (Sgd.) (Sgd.)<br />
D.C.R.Gunawardena S.K. Shah C.P.Amerasinghe<br />
Director Director Director<br />
Carsons Management Services ( Private) Limited<br />
Secretaries<br />
th<br />
7 May <strong>2010</strong><br />
26
STATEMENT OF CHANGES IN EQUITY<br />
In Rs.'000s<br />
Balance as at 1st April 2008<br />
Adjustment for deferred tax liability<br />
Profit for the year<br />
Preference dividend<br />
Balance as at 31st March <strong>2009</strong><br />
Right Issue<br />
Adjustment for deferred tax liability<br />
Profit for the year<br />
Preference dividend<br />
Balance as at 31st March <strong>2010</strong><br />
Note<br />
22.1<br />
9<br />
18.(b)<br />
22.1<br />
9<br />
Stated<br />
Capital<br />
1,337,801<br />
-<br />
1,337,801<br />
1,200,000<br />
2,537,801<br />
-<br />
-<br />
-<br />
-<br />
-<br />
Capital<br />
Redemption<br />
Reserve<br />
70,000<br />
-<br />
-<br />
-<br />
70,000<br />
-<br />
-<br />
-<br />
70,000<br />
Revaluation<br />
Reserve<br />
162,330<br />
149<br />
162,479<br />
-<br />
-<br />
149<br />
162,628<br />
-<br />
-<br />
Retained<br />
Earnings<br />
566,005<br />
-<br />
88,813<br />
(43,750)<br />
611,068<br />
-<br />
640,503<br />
(43,750)<br />
1,207,821<br />
The Notes to the Financial Statements from page 29 to 46 form an integral part of these Financial Statements.<br />
Figures in brackets indicate deductions.<br />
Total<br />
Equity<br />
2,136,136<br />
149<br />
88,813<br />
(43,750)<br />
2,181,348<br />
1,200,000<br />
149<br />
640,503<br />
(43,750)<br />
3,978,250<br />
Fi F i n a n c i i a l l S t t a t e m e n t s<br />
27
Fi F n i n a a n n c c i i a a l l S S t t a t t e m e n t s<br />
CASH FLOW STATEMENT<br />
For the year ended 31st March<br />
In Rs.'000s<br />
Cash Flows from Operating Activities<br />
Profit before Taxation<br />
Adjustments for:<br />
Finance expenses<br />
Depreciation on property, plant & equipment<br />
Amortisation of intangible assets<br />
Property, plant & equipments write back<br />
Intangible assets write off<br />
Interest cost capitalised<br />
Adjustments made for Property plant & equipment<br />
Provision for gratuity<br />
Profit on disposal of property, plant & equipment<br />
Interest income<br />
Operating cash flow before working capital changes<br />
(Increase) in inventories<br />
Decrease / (Increase) in trade and other receivables<br />
Increase in amounts due from related companies<br />
Increase in trade and other payables<br />
Increase / ( Decrease) in amounts due to related companies<br />
Cash generated from operations<br />
Finance expenses paid<br />
Gratuity paid<br />
Income tax paid<br />
<strong>2010</strong><br />
632,695<br />
240,105<br />
125,357<br />
<strong>2009</strong><br />
81,889<br />
391,339<br />
128,747<br />
Inventory Provisions and write offs 15<br />
56,435 31,180<br />
Note<br />
7<br />
12<br />
13<br />
12<br />
13<br />
12<br />
12<br />
21<br />
5<br />
5<br />
7<br />
21<br />
13,559<br />
-<br />
-<br />
(5,587)<br />
4,524<br />
7,063<br />
(926)<br />
(1,606)<br />
1,071,619<br />
(2,027)<br />
(184,871)<br />
(17,488)<br />
190,127<br />
(59,548)<br />
997,812<br />
(240,105)<br />
(1,177)<br />
-<br />
3,626<br />
(1,599)<br />
2,959<br />
(15,264)<br />
-<br />
10,992<br />
(919)<br />
(533)<br />
632,417<br />
(338,523)<br />
37,020<br />
(15,801)<br />
25,869<br />
71,212<br />
412,194<br />
(391,339)<br />
(1,668)<br />
(2)<br />
Economic service charge paid<br />
(17,676)<br />
(11,402)<br />
Net cash generated from operating activities<br />
738,854<br />
7,783<br />
Cash Flows from Investing Activities<br />
Purchase of property , plant & equipment and intangible assets<br />
12 & 13<br />
(118,240)<br />
(209,612)<br />
Proceeds from sale of property,plant & equipment<br />
1,044<br />
1,020<br />
Customer deposits received<br />
20.3<br />
59,931<br />
168,185<br />
Customer deposits refunded<br />
Long term investment<br />
20.3<br />
14<br />
(25,966)<br />
(355,738)<br />
(11,048)<br />
(346,834)<br />
Interest received<br />
5<br />
1,606<br />
533<br />
Net cash used in investing activities<br />
(437,363)<br />
(397,756)<br />
Cash Flows from Financing Activities<br />
Proceeds from right issue<br />
18.b<br />
1,200,000<br />
-<br />
Long term loan received<br />
20.1<br />
-<br />
50,000<br />
Repayments of long term borrowings<br />
Dividend paid<br />
20.1<br />
(37,447)<br />
(43,895)<br />
(86,645)<br />
(43,750)<br />
Net cash generated from/ (used in) financing activities<br />
1,118,658<br />
(80,395)<br />
Net increase/(decrease) in cash & cash equivalents<br />
1,420,149<br />
(470,368)<br />
Cash & cash equivalents at the beginning of the year<br />
(1,600,278)<br />
(1,129,910)<br />
Cash & cash equivalents at the end of the year<br />
(180,129)<br />
(1,600,278)<br />
Analysis of cash & cash equivalents<br />
Cash & cash equivalents<br />
Short term loan<br />
Bank overdraft<br />
151,545<br />
-<br />
(331,674)<br />
(180,129)<br />
69,316<br />
(400,000)<br />
(1,269,594)<br />
(1,600,278)<br />
28<br />
The Notes to the Financial Statements from page 29 to 46 form an integral part of these Financial Statements.<br />
Figures in brackets indicate deductions
NOTES TO THE FINANCIAL STATEMENTS<br />
1. <strong>Report</strong>ing Entity<br />
Lion Brewery (Ceylon) PLC is a public limited liability<br />
company incorporated and domiciled in Sri Lanka and<br />
listed on the <strong>Colombo</strong> <strong>Stock</strong> <strong>Exchange</strong>.<br />
The ultimate parent company is Carson Cumberbatch<br />
PLC.<br />
The registered office of the Company is situated at<br />
No. 61, Janadhipathi Mawatha <strong>Colombo</strong> 1 and the<br />
principal place business is situated at No. 254, <strong>Colombo</strong><br />
Road, Biyagama.<br />
The principal activities of the Company are brewing<br />
and bottling of high quality beers, under license, for<br />
local and export markets and remained unchanged<br />
during the year.<br />
There were no significant changes in the nature of the<br />
principal activities of the Company during the<br />
financial year under review.<br />
2 Basis of Preparation<br />
2.1 Statement of Compliance<br />
The Financial Statements of Lion Brewery<br />
(Ceylon) PLC comprise the Balance Sheet,<br />
Income Statement, Statement of Changes in<br />
Equity, Cash Flow Statement and Notes to the<br />
Financial Statements. These statements are<br />
prepared in accordance with the Accounting<br />
Standards laid down by the Institute of Chartered<br />
Accountants of Sri Lanka and comply with the<br />
requirements of Companies Act No 7 of<br />
2007.<br />
The Financial Statements are presented in<br />
accordance with the SLAS 3 (Revised 2005) -<br />
"Presentation of Financial Statements", to ensure<br />
comparability both with the entity's financial<br />
statements of previous periods and with the<br />
Financial Statements of other entities.<br />
The Financial Statements were authorised for issue<br />
by the Directors on 7th May <strong>2010</strong>.<br />
2.2 Basis of Measurement<br />
The Financial Statements have been prepared on<br />
the historical cost basis and applied consistently<br />
with no adjustments being made for inflationary<br />
factors affecting the Financial Statements, except<br />
for the following;<br />
- Defined Benefit Asset is recognized as the net total<br />
of the plan assets, plus unrecognized past service cost<br />
and unrecognized actuarial losses, less unrecognized<br />
actuarial gains and the present value of the defined<br />
benefit obligation.<br />
2.3 Functional Currency and Presentation<br />
Currency<br />
All values presented in the Financial Statements<br />
are in Sri Lankan Rupees Thousands ( Rs.'000s)<br />
which is the Company's functional currency,<br />
unless otherwise indicated.<br />
2.4 Comparative Information<br />
The comparative information are reclassified<br />
wherever necessary with current year's<br />
presentation in order to provide a better<br />
presentation.<br />
2.5 Use of Estimates and Judgements<br />
The preparation of Financial Statements requires<br />
management to make judgements, estimates and<br />
assumptions that affect the application of accounting<br />
policies and the reported amounts of assets,<br />
liabilities, income and expenses. Actual results may<br />
differ from these estimates.<br />
Estimates and underlying assumptions are reviewed<br />
on an ongoing basis. Revisions to accounting<br />
estimates are recognised in the period in which the<br />
estimate is revised and in any future periods affected.<br />
Information about significant areas of estimation and<br />
uncertainty that have the most significant effect on the<br />
amounts recognised in the Financial Statements are<br />
described below.<br />
2.5.1 Assessment of Impairment<br />
The Company assesses at each Balance Sheet date<br />
whether there is objective evidence that an asset or<br />
portfolio of assets is impaired. The recoverable<br />
amount of an asset or cash generating unit is the<br />
greater of its value in use and its fair value less cost<br />
to sell.<br />
In assessing value in use, the estimated future cash<br />
flows are discounted to present value using<br />
appropriate discount rates that reflects the current<br />
market assessments of the time value of money and<br />
risks specific to the asset.<br />
F i n a n Fi c n i a n l c i S a tl a S t t e a m t e m n e t n s t s<br />
- Freehold Land and buildings are measured at<br />
cost at the time of acquisition and subsequently at<br />
revalued amounts, which are the fair values at the<br />
date of revaluation less accumulated depreciation<br />
and impairment losses, if any.<br />
29
Fi n a n c i a l S t a t e m e n t s<br />
NOTES TO THE FINANCIAL STATEMENTS<br />
2.5.2 Employee Retirement Benefits<br />
The liability as at Balance Sheet date was actuarially<br />
valued based on the assumptions set out in Note<br />
No 21.1.<br />
3. Significant Accounting Policies<br />
The accounting policies set out below have been<br />
applied by the Company consistent with the previous<br />
year.<br />
3.1 Foreign Currency Transactions<br />
All foreign currency transactions are converted<br />
at the rate of exchange prevailing at the time the<br />
transactions were effected. Monetary assets and<br />
liabilities denominated in foreign currencies have<br />
been translated to Sri Lankan rupees at rates of<br />
exchange prevailing at the Balance Sheet date.<br />
The exchange differences arising there from<br />
have been dealt within the Income Statement.<br />
ASSETS AND BASES OF THEIR<br />
VALUATION<br />
Assets classified as Current Assets in the Balance<br />
Sheet are cash and those which are expected<br />
to be realised in cash during the normal operating<br />
cycle of the Company's business or within one year<br />
from the Balance Sheet date whichever is shorter.<br />
Assets other than Current Assets are those which the<br />
Company intends to hold beyond a period of one year<br />
from the Balance Sheet date.<br />
3.2 Property, Plant & Equipment<br />
(a) Recognition and Measurement<br />
Items of property, plant & equipment are<br />
measured at cost or valuation less accumulated<br />
depreciation and accumulated impairment loss , if<br />
any, provided on the basis stated in<br />
Note No 12. Cost of property, plant & equipment is<br />
the cost of acquisition or construction together<br />
with any expenses incurred in bringing the asset to its<br />
working condition for its intended use.<br />
The Company applies the revaluation model for<br />
freehold land and buildings while the cost model is<br />
applied for other catogories of Property, Plant and<br />
Equipment.<br />
Expenditure incurred for the purpose of acquiring,<br />
extending or improving assets of a permanent nature<br />
by means of which to carry on the business or to<br />
increase the earning capacity of the business has<br />
been treated as capital expenditure.<br />
30
NOTES TO THE FINANCIAL STATEMENTS<br />
(b) Revaluation of Land and Buildings<br />
The freehold land and buildings of the Company have<br />
been revalued and revaluation of these assets are<br />
carried out at least once every five years in order to<br />
ensure that the book values reflect the realisable values.<br />
Any surplus or deficit arising there from is adjusted in<br />
the revaluation reserve.<br />
(c) Subsequent Expenditure<br />
Expenditure incurred to replace a component of<br />
an item of property, plant and equipment that is<br />
accounted for separately is capitalised. Other<br />
subsequent expenditure is capitalised only if it is<br />
probable that the future economic benefits<br />
embodied with the item will flow to the Company<br />
and the cost of the item can be measured<br />
reliable. All other expenditure is recognised<br />
in the income statement as an expense as incurred.<br />
(d) Depreciation<br />
Depreciation is provided on a straight-line basis over<br />
the periods appropriate to the estimated<br />
useful lives of different types of assets, at<br />
varying rates specified on their costs or revalued<br />
amounts are as follows:<br />
%<br />
Freehold buildings 2<br />
Plant & machinery 5 - 10<br />
Furniture & fittings 10<br />
Office equipment 10 - 33.33<br />
Computer equipment 33.33<br />
Computer equipment-software 20<br />
Motor vehicles 20 - 25<br />
Laboratory equipment 25<br />
Assets are depreciated from the month of<br />
purchase up to the month of disposal.<br />
No depreciation is provided on freehold land.<br />
(e) Capital Work - in- Progress<br />
The cost of self constructed assets includes the cost of<br />
materials and direct labour, any other costs directly<br />
attributable to bringing the assets to a workable<br />
condition of their intended use and capitalised<br />
borrowing cost ( see below) . Capital Work-In-Progress<br />
is transferred to the respective asset accounts when the<br />
asset is available for use.<br />
The Company capitalises borrowing costs directly<br />
attributable to the acquisition, construction or<br />
production of a qualifying asset as part of the cost of<br />
that asset. The Company has capitalised borrowing<br />
costs with respect to capital work in progress.<br />
(f) Impairment of Property, Plant and<br />
Equipment<br />
The carrying value of property, plant and<br />
equipment is reviewed for impairment when<br />
events or changes in circumstances indicate the<br />
carrying value may not be recoverable. If any<br />
such indication exists and where the carrying<br />
value exceed the estimated recoverable amount<br />
the assets are written down to their recoverable<br />
amount. Impairment losses are recognised in the<br />
Income Statement unless it reverses a previous<br />
revaluation surplus for the same asset.<br />
3.3 Intangible Assets - Computer Application<br />
Software<br />
All software licensed for use by the Company, not<br />
constituting an integral part of related hardware<br />
are included in the Balance Sheet under the<br />
category of Intangible Assets and carried at cost<br />
less accumulated amortisation and accumulated<br />
impairment losses, if any.<br />
The initial acquisition cost comprises license<br />
fee paid at the inception, import duties, nonrefundable<br />
taxes and levies, cost of customising<br />
the software to meet the specific requirements<br />
of the Company and other directly attributable<br />
expenditure in preparing the asset for its<br />
intended use.<br />
The initial cost is enhanced by subsequent<br />
expenditure incurred by further customisation<br />
to meet ancillary transaction processing and<br />
reporting requirements tailor-made for the use of the<br />
Company constituting an improvement to the<br />
software.<br />
The cost is amortised using the straightline<br />
method, at the rate of 20% per annum<br />
commencing from the date the application<br />
software is available for use. The amortised<br />
amount is based on the best estimate of its<br />
useful life and the amortisation cost is recognised<br />
as an expense in the Income Statement.<br />
3.4 Inventories<br />
Inventories are recognised at cost or net<br />
realisable value whichever is lower after making<br />
due allowance for obsolete and slow moving items.<br />
Actual breakages of bottles are removed from<br />
inventory and recognised as an expense in the<br />
income statement.<br />
The cost of each category of inventory is derived on<br />
the following bases:<br />
Fi n a n c i a l S t a t e m e n t s<br />
31
Fi n a n c i a l S t a t e m e n t s<br />
NOTES TO THE FINANCIAL STATEMENTS<br />
Raw materials and containers (empty bottles<br />
and crates) - cost of purchase together with<br />
any incidental expenses.<br />
Work-in-progress - raw material cost and a<br />
proportion of manufacturing expenses.<br />
Finished goods - raw material cost and<br />
manufacturing expenses in full.<br />
Maintenance stock - on a weighted average basis.<br />
Appropriate provisions will be made for the value of<br />
any stocks where there has been no movement for a<br />
period greater than 365 days.<br />
Net realisable value is the price at which inventories<br />
can be sold in the normal course of<br />
business after allowing for cost of realisation and<br />
/ or cost of conversion from their existing state to<br />
saleable condition.<br />
3.5 Long Term Investments<br />
Investments classified as long term are carried at cost.<br />
If there is a decline other than temporary,<br />
in the value of long term investment, the carrying<br />
amount is reduced to recognise the decline.<br />
3.6 Trade and Other Receivables<br />
Trade and other receivables are stated at the<br />
amounts estimated to be realised less provision<br />
for bad and doubtful debts. A provision Is<br />
recognised against the trade receivables when<br />
there is an evidence that the Company will not be<br />
able to collect all amounts due. The provision is<br />
measured at the difference between the relevant<br />
trade receivable's carrying amount and the estimated<br />
realisable value and recognised in the Income<br />
Statement under Distribution Expenses.<br />
3.7 Cash & Cash Equivalents<br />
Cash and cash equivalents comprise cash in<br />
hand, bank demand deposits and short term<br />
highly liquid investments readily convertible<br />
to known amounts of cash and subject<br />
to insignificant risk of changes in value.<br />
LIABILITIES AND PROVISIONS<br />
Liabilities classified as Current Liabilities in the<br />
Balance Sheet are those obligations payable<br />
on demand or within one year from the Balance<br />
Sheet date. Items classified as Non - Current<br />
Liabilities are those obligations which will be<br />
repaid after a period of one year from the<br />
Balance Sheet date.<br />
All known liabilities have been accounted for in<br />
preparing these Financial Statements.<br />
3.9 Agent Deposits<br />
Containers issued to agents are secured<br />
against a refundable deposit representing the<br />
cost. Refunding of deposits could arise due<br />
to a discontinuance of an agency or due to a<br />
contraction in sales.<br />
3.10 Retirement Benefits<br />
The Company is liable to pay gratuity in terms<br />
of the Payment of Gratuity Act No. 12 of 1983.<br />
The Gratuity Provision for employees has been<br />
made on the basis of an actuarial valuation as<br />
at 31st March <strong>2010</strong>, which was carried out by<br />
Mr M Poopalanathan, (AIA), Actuarial<br />
and Management Consultants (Pvt.) Limited.<br />
As recommended by the Sri Lanka Accounting<br />
Standard No 16 " (Revised <strong>2010</strong>) Employee<br />
Benefits" , the 'Projected Unit Credit' (PUC)<br />
method has been used in this valuation and the<br />
premium for the year is charged as an expense<br />
to the Income Statement in the period to which it<br />
relates. The principal assumptions made are given<br />
below:<br />
- The Company will continue in business as a<br />
going concern.<br />
- The liability is not externally funded.<br />
Defined Contribution Plans<br />
Employees' Provident Fund and Employees'<br />
Trust Fund<br />
All employees who are eligible for Employees'<br />
Provident Fund contributions and Employees' Trust<br />
Fund contributions are covered by relevant<br />
contribution funds in line with the respective statutes.<br />
3.8 Impairment of Assets<br />
Identifiable assets of the Company are reviewed<br />
at each balance sheet date to determine<br />
whether there is any indication of impairment.<br />
If any such indication exists, the recoverable<br />
amount of the asset is estimated and shown<br />
in the Balance Sheet. The impairment loss is<br />
recognised in the Income Statement.<br />
Company contributions to the defined contribution<br />
plans are recognised as an expense in the Income<br />
Statement when incurred.<br />
3.11 Provisions<br />
A provision is recognised if the Company has a<br />
legal or constructive obligation as a result of a<br />
past event which can be estimated reliably and it<br />
is probable that an outflow of economic benefits<br />
will be required to settle the obligation.<br />
32
NOTES TO THE FINANCIAL STATEMENTS<br />
3.12 Capital Commitments and Contingent<br />
Liabilities<br />
All material capital commitments and<br />
contingencies which exist as at the Balance<br />
Sheet date are disclosed in the respective Notes<br />
to these Financial Statements.<br />
3.13 Trade and Other Payables<br />
Trade and other payables are stated at their cost.<br />
Income Statement<br />
3.14 Revenue<br />
The Revenue represents the amounts derived<br />
from customers outside the Company, on the<br />
provision of goods and services which fall within<br />
the ordinary activities, net of trade discounts.<br />
Value Added Tax is excluded in arriving at the<br />
turnover.<br />
3.15 Revenue Recognition<br />
Revenue is principally accrued and matched with the<br />
related expenditure and is recognised in accordance<br />
with the Sri Lanka Accounting<br />
Standard 29, "Revenue".<br />
3.15.1 Sale of Goods<br />
Revenue from sale is recognised upon delivery /<br />
collection of products and customer acceptance,<br />
if any, whereby significant risks and rewards<br />
of ownership are passed on to the buyer, or<br />
performance of services, net of sales taxes and<br />
discounts.<br />
(b) Finance Expenses<br />
Interest expenses are recognised on an accrual<br />
basis.<br />
(c ) Borrowing Costs<br />
All borrowing costs are recognised as an<br />
expense in the period in which they are incurred,<br />
except those that are directly attributable to the<br />
acquisition/ construction of property, plant &<br />
equipment which are capitalised as a part of the<br />
cost of the asset during the period of construction<br />
/ development.<br />
3.17 Income tax expenses<br />
Income tax expense comprises current and deferred<br />
taxation.<br />
(a) Income tax expenses<br />
The Company's liability to taxation has been<br />
computed in accordance with the provisions<br />
of the Inland Revenue Act No. 10 of 2006 and<br />
amendments made thereto, as stated in the<br />
respective notes to these Financial Statements.<br />
However, in terms of the Agreement entered into<br />
with the Board of Investment of Sri Lanka, the<br />
operating profits of the Company is exempt from<br />
income tax for a period of twelve years commencing<br />
1st of June 1998.<br />
Fi n a n c i a l S t a t e m e n t s<br />
3.15.2 Other Income<br />
(a) Interest Income<br />
Interest income is recognised on an accrual<br />
basis.<br />
(b) Gains or Losses on Disposal of<br />
Property, Plant & Equipment<br />
Net gains and losses of a revenue nature resulting<br />
from the disposal of property, plant &<br />
equipment have been accounted as other income<br />
in the Income Statement. Where the gain is on<br />
immovable property, such gain is appropriated to<br />
the capital accretion reserve.<br />
3.16 Expenditure Recognition<br />
(a) Operating Expenses<br />
All expenses incurred in day-to-day operations<br />
of the business and in maintaining the property,<br />
plant & equipment in a state of efficiency has<br />
been charged to revenue in arriving at the profit<br />
or loss for the year. Provision has also been<br />
made for bad and doubtful debts, all known<br />
liabilities and depreciation on property, plant &<br />
equipment.<br />
(b) Deferred Taxation<br />
Deferred taxation is provided on the balance<br />
sheet liability method for all temporary<br />
differences as at the balance sheet date<br />
between the tax bases of assets and liabilities<br />
and their carrying amounts for financial reporting<br />
purposes. The balance in the deferred taxation<br />
account represents income tax applicable to<br />
the difference between the written down values<br />
for tax purposes of the assets on which tax<br />
depreciation has been claimed and the net book<br />
values of such assets, offset by the provision<br />
for retirement benefit which is deductible for tax<br />
purposes only on payment.<br />
Deferred tax assets, including those related to<br />
temporary tax effects of income tax losses<br />
and credits available to be carried forward are<br />
recognised only to the extent that it is probable<br />
that future taxable profits will be available against<br />
which the asset can be utilised. Deferred tax<br />
assets are reviewed at each reporting date and<br />
are reduced to the extent that it is no longer<br />
probable that the related tax benefit will be<br />
realised.<br />
33
Fi n a n c i a l S t a t e m e n t s<br />
NOTES TO THE FINANCIAL STATEMENTS<br />
3. 18. Dividend Distribution<br />
Dividend distribution is recognised as a liability in the<br />
period in which the dividends are approved by<br />
the Company's Shareholders.<br />
3.19. Related Party Transactions<br />
Disclosures are made in respect of the<br />
transactions in which one party has the ability to<br />
control or exercise significant influence over the<br />
financial and operating decisions/polices of the<br />
other, irrespective of whether a price is being<br />
charged or not.<br />
3.20. Segment <strong>Report</strong>ing<br />
A segment is a distinguishable component of<br />
an enterprise that is engaged in either providing<br />
products or services (Business Segment) or in<br />
providing products or services within a particular<br />
economic environment (Geographical Segment)<br />
which is subject to risk and rewards that are<br />
different from those of the other segment.<br />
Sri Lanka Accounting Standard 45 - Financial<br />
Instruments:<br />
Recognition and Measurement provides the principles<br />
for recognizing and measuring financial assets and<br />
financial liabilities, including derivative<br />
financial instruments. Previously certain instruments, in<br />
particular derivatives, were held by enterprises<br />
without being reflected in the Balance Sheet.<br />
The Company is currently in the process of evaluating<br />
the potential effect of these Standards on its Financial<br />
Statements. However, the impact of the above<br />
requirements has not been quantified as at Balance<br />
Sheet date.<br />
3.21 New Accounting standards issued but<br />
not effective as at balance sheet date<br />
The Institute of Chartered Accounts of Sri Lanka has<br />
issued the two new standards given below, which<br />
become effective for annual periods beginning on or<br />
after 1st January 2011.<br />
Accordingly these standards have not been applied in<br />
preparing these Financial Statement as they are not<br />
effective for the year ended 31st March <strong>2010</strong>.<br />
?Sri Lanka Accounting Standard 44 - Financial<br />
Instruments: Presentation (SLAS 44)<br />
?Sri Lanka Accounting Standard 45 - Financial<br />
Instruments: Recognition and Measurement (SLAS 45)<br />
These Standards require application of fair value<br />
measurement techniques for financial instruments.<br />
Sri Lanka Accounting Standard 44 - Financial<br />
Instruments:<br />
Presentation provides guidance regarding the<br />
classification of Financial Instrument as equity or debt,<br />
and for the accounting for compound instruments with<br />
characteristics of both equity and debt instruments<br />
based on the substance of the contractual<br />
arrangements.<br />
34
NOTES TO THE FINANCIAL STATEMENTS<br />
For the year ended 31st March<br />
In Rs.'000s<br />
4 REVENUE<br />
Local revenue<br />
Export revenue<br />
5 OTHER INCOME<br />
Interest income - FCBU deposits<br />
Interest income - Other<br />
Profit on disposal of property, plant & equipment<br />
Other income<br />
6 PROFIT FROM OPERATIONS<br />
Operating profit is stated after charging all expenses including the following :<br />
<strong>2010</strong> <strong>2009</strong><br />
7,761,951<br />
157,341<br />
7,919,292<br />
160<br />
1,446<br />
926<br />
92<br />
2,624<br />
5,948,873<br />
145,853<br />
6,094,726<br />
96<br />
437<br />
919<br />
173<br />
1,625<br />
Fi F n i n a a n n c c i i a l l S t t a t e m e n t s<br />
Directors' fees and emoluments<br />
Auditors' remuneration - Audit services<br />
- Other audit services<br />
Internal audit fee<br />
Audit Committee fees<br />
Depreciation on property, plant & equipment (Note 12)<br />
Amortisation of intangible assets (Note 13)<br />
Royalty<br />
Management & Secretarial fees<br />
Breakages - bottles and crates<br />
Research & development<br />
19,669<br />
715<br />
-<br />
4,972<br />
200<br />
125,357<br />
13,559<br />
179,393<br />
108,770<br />
106,123<br />
6,357<br />
16,318<br />
640<br />
40<br />
6,674<br />
200<br />
128,747<br />
3,626<br />
153,186<br />
88,666<br />
105,413<br />
5,651<br />
Personnel expenses - (Note 6.1)<br />
373,024<br />
273,447<br />
6.1 Personnel expenses<br />
Salaries, wages and other related expenses<br />
Defined benefit plan costs - Gratuity (Note 21)<br />
Defined contribution plan cost - EPF & ETF<br />
347,648<br />
7,063<br />
18,313<br />
373,024<br />
246,016<br />
10,992<br />
16,439<br />
273,447<br />
7 FINANCE EXPENSES<br />
Interest expenses - financial institutions<br />
Interest expenses - related companies<br />
230,886<br />
9,219<br />
240,105<br />
374,939<br />
16,400<br />
391,339<br />
35
Fi F n i n a a n n c c i i a l l S t a t e m e n t s<br />
NOTES TO THE FINANCIAL STATEMENTS<br />
For the year ended 31st March<br />
In Rs.'000s<br />
8 INCOME TAX RELEASE<br />
Income tax expense / (release) on other income (Note 8.1)<br />
Economic service charge<br />
Net deferred tax income - (Note 22.1 & Note 22.2)<br />
Total income tax<br />
8.1 Reconciliation of the accounting profit and tax expenses.<br />
Accounting profits before taxation<br />
Aggregate of disallowable expenses<br />
Aggregate of allowable claims<br />
Tax adjusted profit<br />
Less- Exempt operational profit<br />
Exempt interest income<br />
Assessable income<br />
Utilisation of tax loss (Note 8.2.3)<br />
Taxable income<br />
<strong>2010</strong><br />
1,038<br />
2,634<br />
(11,480)<br />
(7,808)<br />
632,695<br />
421,944<br />
(122,453)<br />
932,186<br />
(930,572)<br />
(160)<br />
1,454<br />
(509)<br />
945<br />
<strong>2009</strong><br />
(902)<br />
-<br />
(6,022)<br />
(6,924)<br />
81,889<br />
182,964<br />
(121,250)<br />
143,603<br />
(143,021)<br />
(96)<br />
486<br />
(170)<br />
316<br />
Current tax (Note 8.2.2)<br />
(Over) / under provision in respect of prior years<br />
Social responsibility levy<br />
Total income tax expense / (release)<br />
331<br />
702<br />
5<br />
1,038<br />
110<br />
(1,014)<br />
2<br />
(902)<br />
8.2 Income Tax<br />
8.2.1 The operating profit and income of the Company is exempt from income tax for a period of twelve years,<br />
commencing from 1st of June 1998, in terms of the agreement with the Board of Investment<br />
th<br />
of Sri Lanka under Section 17 of the BOI Law No 4 of 1978.<br />
8.2.2 However, in terms of the Inland Revenue Act No. 10 of 2006 and amendments thereto, the profits &<br />
income from other sources are liable to income tax at the rate of 35% (<strong>2009</strong> - 35%). 1.5% of income tax is<br />
payable as a social responsibility levy (<strong>2009</strong> - 1.5%).<br />
No tax liability arises on interest earned on FCBU deposits as such is exempt from income tax.<br />
8.2.3 The Company has a tax loss of Rs.8,825,328/- as at 31 st March <strong>2010</strong> (<strong>2009</strong> - Rs.9,334,494/-).<br />
Utilisation of the same is restricted to 35% of the statutory income during the year. Any part of loss that cannot be<br />
deducted, can be carried forward indefinitely.<br />
8.2.4 The Company is liable to pay Economic Service Charge at 0.25% of operational turnover and payments<br />
made for the year amounts to Rs.19,509,099/- ( <strong>2009</strong> - 11,402,111/-). Payment made hereunder is available<br />
as income tax credit for a period of 5 years.<br />
36<br />
5
NOTES TO THE FINANCIAL STATEMENTS<br />
9 DIVIDEND<br />
For the year ended 31st March<br />
In Rs.'000s<br />
On preference shares - 12.5% (<strong>2009</strong> - 12.5%)<br />
<strong>2010</strong><br />
43,750<br />
43,750<br />
<strong>2009</strong><br />
43,750<br />
43,750<br />
(a) A preference dividend of 12.5% per annum on redeemable cumulative preference shares was paid on 30th<br />
June <strong>2009</strong>, 30th September <strong>2009</strong>, 31st December <strong>2009</strong> and 31st March <strong>2010</strong>.<br />
(b) The board of Directors has recommended the payment of a first and final dividend of Rs.3/- per share for<br />
the year ended 31st March <strong>2010</strong> ( <strong>2009</strong> - Nil) which is to be approved at the <strong>Annual</strong> General Meeting to be<br />
held on 11th of June <strong>2010</strong>. In Accordance with Sri Lanka Accounting Standards No12 - Events after the Balance<br />
Sheet Date (Revised 2006), this proposed dividend has not been recognise as a liability as at 31st March <strong>2010</strong>.<br />
Currently, dividends declared by the Company out of exempt profits during the period of the tax holiday and<br />
one year thereafter, are exempt from income tax.<br />
10 EARNINGS PER ORDINARY SHARE<br />
The calculation of earnings per ordinary share of Rs.7.46 (<strong>2009</strong> - Rs.0.90) is based on profit for the year<br />
attributable to the ordinary shareholders divided by the weighted average number of ordinary shares<br />
outstanding during the year and without the effects of Rights issue.<br />
Fi F n i n a a n n c c i i a l l S t t a t e m e n t s<br />
The following reflects the income and share data used for the computation of Earnings Per Ordinary Share:<br />
Profit after taxation<br />
Less : Dividends on redeemable cumulative preference shares<br />
Profit attributable to ordinary shareholders (as the Numerator)<br />
Number of ordinary shares used (as the Denominator)<br />
Earnings per ordinary share (Rs.)<br />
640,503<br />
(43,750)<br />
596,753<br />
80,000<br />
7.46<br />
88,813<br />
(43,750)<br />
45,063<br />
50,000<br />
0.90<br />
11 FOREIGN CURRENCY TRANSACTIONS<br />
The principle exchange rates used for conversion of foreign currency transactions/balances are as follows:<br />
Closing Rate<br />
Average Rate<br />
31st March<br />
<strong>2010</strong><br />
Rs<br />
<strong>2009</strong><br />
Rs<br />
<strong>2010</strong><br />
Rs<br />
<strong>2009</strong><br />
Rs<br />
US Dollar<br />
114.84<br />
116.28<br />
115.95<br />
111.12<br />
Euro<br />
154.52<br />
154.59<br />
164.51<br />
157.89<br />
37
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
Fi F n i n a a n n c c i i a l l S t a t e m e n t s<br />
NOTES TO THE FINANCIAL STATEMENTS<br />
In Rs.'000s<br />
Freehold<br />
Land<br />
Freehold<br />
Buildings<br />
Plant &<br />
Machinery<br />
Furniture<br />
& Fittings<br />
Office<br />
Equipment<br />
Computer<br />
Equipment<br />
Capital Work<br />
in -Progress<br />
Laboratory<br />
Equipments<br />
Motor<br />
Vehicles<br />
Cost / Valuation<br />
Beginning of the year<br />
Additions<br />
Transfers<br />
Transfers to Intangible<br />
Assets<br />
Disposals<br />
Write offs<br />
Interest Capitalised<br />
Adjustments<br />
End of the year<br />
Depreciation<br />
Beginning of the year<br />
Charge for the year<br />
Disposals<br />
Transfers to Intangible<br />
Assets<br />
Adjustments<br />
End of the year<br />
Net Book Value<br />
As at 31st March <strong>2010</strong><br />
As at 31st March <strong>2009</strong><br />
450,146<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
450,146<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
450,146<br />
450,146<br />
582,526<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
582,526<br />
38,881<br />
13,290<br />
-<br />
-<br />
-<br />
52,171<br />
530,355<br />
543,645<br />
1,908,488<br />
1,991<br />
67,509<br />
-<br />
-<br />
-<br />
-<br />
(978)<br />
1,977,010<br />
721,417<br />
100,447<br />
-<br />
-<br />
-<br />
821,864<br />
1,155,146<br />
1,187,071<br />
13,365<br />
9<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
13,374<br />
10,121<br />
764<br />
-<br />
-<br />
-<br />
10,885<br />
2,489<br />
3,244<br />
9,179<br />
323<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
9,502<br />
8,113<br />
543<br />
-<br />
-<br />
-<br />
8,656<br />
846<br />
1,066<br />
39,787<br />
7,469<br />
-<br />
-<br />
(645)<br />
-<br />
-<br />
(52)<br />
46,559<br />
32,977<br />
4,648<br />
(527)<br />
-<br />
-<br />
37,098<br />
9,461<br />
6,810<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
12 PROPERTY, PLANT & EQUIPMENT<br />
31st March<br />
<strong>2009</strong><br />
31st March<br />
<strong>2010</strong><br />
3,098,105<br />
3,253,429<br />
184,693<br />
28,061<br />
37,184<br />
203,433<br />
118,240<br />
108,448<br />
(67,787)<br />
278<br />
(54,304)<br />
(3,728)<br />
(3,574)<br />
(2,929)<br />
(5,341)<br />
15,264<br />
5,587<br />
5,587<br />
(4,524)<br />
(3,494)<br />
3,253,429<br />
3,369,158<br />
227,447<br />
28,061<br />
34,533<br />
768,529<br />
855,336<br />
25,847<br />
17,980<br />
128,747<br />
125,357<br />
1,467<br />
4,198<br />
(3,628)<br />
(3,456)<br />
(2,929)<br />
(31,372)<br />
(6,940)<br />
855,336<br />
977,237<br />
27,314<br />
19,249<br />
2,391,921<br />
227,447<br />
747<br />
15,284<br />
2,398,093<br />
19,204 2,214 184,693<br />
38
NOTES TO THE FINANCIAL STATEMENTS<br />
12.1 Freehold land and buildings of the Company were revalued in the books to conform with the market<br />
values as at 31st March 2006, which were assessed on a going concern basis by Messrs. A.Y.Daniel & Son,<br />
professional valuers and the resultant surplus arising there from were transferred to the revaluation reserve<br />
and included under capital reserves.<br />
12.2 Reconciliation of the carrying amount of the revalued assets, if they were carried at cost:<br />
In Rs.'000s Land Buildings<br />
Cost - as at first April <strong>2009</strong><br />
Additions during the year<br />
st<br />
Cost - as at First 31 March<br />
Accumulated depreciation<br />
Appreciation due to revaluation<br />
Revaluation amount<br />
Accumulated depreciation on cost as at revaluation<br />
Revaluation surplus<br />
Accumulated depreciation on revaluation amount<br />
Net appreciation<br />
Carrying amount<br />
324,824<br />
-<br />
324,824<br />
324,824<br />
-<br />
125,322<br />
125,322<br />
125,322<br />
450,146<br />
-<br />
-<br />
611,896<br />
-<br />
611,896<br />
(124,943)<br />
486,953<br />
(29,370)<br />
70,710<br />
41,340<br />
2,062<br />
43,402<br />
530,355<br />
Fi F n i n a a n n c c i i a l l S t t a t e m e n t s<br />
13 INTANGIBLE ASSETS<br />
As at 31st March<br />
In Rs.'000s<br />
Cost<br />
Opening balance<br />
Additions during the year<br />
Transfers from PPE<br />
Write offs<br />
Closing balance<br />
Amortisation<br />
Opening balance<br />
Amortisation for the year<br />
Transfers from PPE<br />
Closing balance<br />
Net Book Value<br />
<strong>2010</strong><br />
77,303<br />
-<br />
-<br />
-<br />
77,303<br />
39,296<br />
13,559<br />
-<br />
52,855<br />
24,448<br />
<strong>2009</strong><br />
19,779<br />
6,179<br />
54,304<br />
(2,959)<br />
77,303<br />
4,298<br />
3,626<br />
31,372<br />
39,296<br />
38,007<br />
39<br />
33
Fi F n i n a a n n c c i i a l l S t t a t e m e n t s<br />
NOTES TO THE FINANCIAL STATEMENTS<br />
14 LONG TERM INVESTMENT<br />
In Rs.'000s<br />
Name of the company<br />
South Asian Breweries (Pte) Ltd<br />
%<br />
Holding<br />
Cost as<br />
at 31st<br />
March<br />
<strong>2010</strong><br />
Directors'<br />
value as<br />
at 31st<br />
March<br />
<strong>2010</strong><br />
%<br />
Holding<br />
22.5%<br />
1,447,415 1,447,415<br />
22.5%<br />
1,447,415<br />
1,447,415<br />
Cost as at<br />
31st March<br />
<strong>2009</strong><br />
1,091,677<br />
1,091,677<br />
Directors'<br />
value as at<br />
31st March<br />
<strong>2009</strong><br />
1,091,677<br />
1,091,677<br />
A consortium comprising of Carlsberg A/S, The Industrialization Fund for Developing Nations, SA Lion Holdings<br />
(Pte) Limited and Lion Brewery (Ceylon) PLC incorporated a company based in Singapore, South Asian Breweries<br />
Pte Ltd - Singapore , (SABL) which in turn wholly owns Carlsberg India Private Limited, India. The latter company<br />
was formed for the purpose of investing in breweries across the various states of India. The Company owns 22.5%<br />
of the share capital of SABL. The Board of SABL comprises of nine Directors two of whom represent the Company on<br />
the Board of SABL. Consequent to a comprehensive assessment carried out by the management, based on Sri Lanka<br />
Accounting Standard 27 “Investment in Associates” (Revised 2005), this investment has been classified as a Long<br />
Term Investment by the Company due to its limited influence over SABL because of its minority position both in<br />
ownership and on the Board.<br />
During the year the Company invested Rs.355,738,000 /- (<strong>2009</strong> - Rs. 346,833,725/-) in South Asian Breweries<br />
Pte Ltd - Singapore.<br />
The Directors have carried out a detailed assessment of the investment taking in to consideration the future projection<br />
and are of the view that there was no impairment as at the Balance Sheet date and the classification under Long<br />
term Investment was appropriate.<br />
As at 31st March<br />
In Rs.'000s<br />
15 INVENTORIES<br />
Raw and packing materials<br />
Work in progress<br />
Finished goods<br />
Bottles and crates<br />
Maintenance spares<br />
Others<br />
Provision for obsolete & slow moving items (Note 15.1)<br />
15.1 Provision for obsolete & slow moving items<br />
Balance as at beginning of the year<br />
Provisions during the year<br />
Write offs during the year<br />
Balance as at end of the year<br />
<strong>2010</strong><br />
151,339<br />
46,406<br />
127,696<br />
402,791<br />
99,767<br />
123,474<br />
951,473<br />
(90,763)<br />
860,710<br />
34,328<br />
83,115<br />
(26,680)<br />
90,763<br />
<strong>2009</strong><br />
164,432<br />
70,024<br />
167,545<br />
368,654<br />
88,485<br />
90,306<br />
949,446<br />
(34,328)<br />
915,118<br />
3,148<br />
39,184<br />
(8,004)<br />
34,328<br />
40
NOTES TO THE FINANCIAL STATEMENTS<br />
As at 31st March<br />
In Rs.'000s<br />
16 TRADE AND OTHER RECEIVABLES<br />
Trade receivables<br />
Provision for doubtful debts ( Note 16.1)<br />
Containers with distributors<br />
Advances, prepayments & other receivables<br />
Loans to Company employees (Note 16.2)<br />
16.1 Provision for doubtful debts<br />
Balance as at beginning of the year<br />
Provisions during the year<br />
Write-offs against provisions during the year<br />
Balance as at end of the year<br />
<strong>2010</strong><br />
303,930<br />
(14,538)<br />
716,123<br />
207,813<br />
1,213,328<br />
-<br />
2,689<br />
11,849<br />
-<br />
14,538<br />
<strong>2009</strong><br />
156,696<br />
(2,689)<br />
719,219<br />
140,960<br />
40<br />
1,014,226<br />
1,519<br />
2,689<br />
(1,519)<br />
2,689<br />
Fi F n i n a a n n c c i i a l l S t t a t e m e n t s<br />
16.2 Loans to Company Employees<br />
Balance as at beginning of the year<br />
Loans granted during the year<br />
Recovered during the year<br />
Balance as at end of the year<br />
40<br />
-<br />
(40)<br />
-<br />
86<br />
-<br />
(46)<br />
40<br />
-.<br />
17 AMOUNTS DUE FROM RELATED COMPANIES<br />
Ceylon Brewery PLC<br />
CBL Retailers (Pvt) Limited<br />
Carsons Management Services (Pvt) Limited<br />
25,979<br />
2,074<br />
5,627<br />
33,680<br />
-<br />
16,192<br />
-<br />
16,192<br />
18 STATED CAPITAL<br />
80,000,000 Ordinary shares (<strong>2009</strong> -50,000,000) (Note 18 a & b)<br />
35,000,000, 12.5% Redeemable Cumulative Preference Shares<br />
(Note 18c)<br />
2,187,801<br />
350,000<br />
2,537,801<br />
987,801<br />
350,000<br />
1,337,801<br />
Note 18a - The holders of ordinary shares are entitled to receive dividends as declared from time to time and are<br />
entitled to one vote per share at shareholder meetings of the Company. All ordinary shares rank equally with regard<br />
to the right to the Company's residual assets, at the point of distribution.<br />
Note 18b - As per the approval received from the shareholders at the Extraordinary General Meeting held on<br />
28th August <strong>2009</strong> , the Company made a Rights Issue of 30,000,000 fully paid ordinary shares on the basis of<br />
Three (3) shares to Five (5) shares at Rs. 40/- each, held as at 28th August <strong>2009</strong> to the existing ordinary share<br />
holders. The issue was fully subscribed and Rs. 1,200,000,000/- was received as Rights Issue proceeds.<br />
41
Fi F n i n a a n n c c i i a l l S t a t e m e n t s<br />
NOTES TO THE FINANCIAL STATEMENTS<br />
Note 18c - The redeemable cumulative preference shares (non-voting) were issued on 1st April 1998. The<br />
dividend thereon is paid quarterly, whilst its redemption is to be made after 31st March <strong>2010</strong>. No appropriation<br />
has been made to the capital redemption reserve for the purpose of redeeming the preference shares as the<br />
Company intends to transfer the required value for the redemption from the revenue reserve at the time the<br />
redemption is to be made.<br />
As at 31st March<br />
In Rs.'000s<br />
19 CAPITAL RESERVES<br />
Balance as at beginning of the year<br />
Deferred tax on revaluation of property (Note 22.1)<br />
Balance as at end of the year<br />
Represented by<br />
Revaluation reserve (Note 19a)<br />
Capital redemption reserve (Note 19b)<br />
<strong>2010</strong><br />
232,479<br />
149<br />
232,628<br />
162,628<br />
70,000<br />
232,628<br />
<strong>2009</strong><br />
232,330<br />
149<br />
232,479<br />
162,479<br />
70,000<br />
232,479<br />
19aThe revaluation reserve relates to revaluation of land and buildings and comprises of the increase in the fair<br />
value of land and buildings at the date of revaluation.<br />
19b The capital redemption reserve is for the purpose of redeeming the non- voting 12.5% redeemable<br />
cumulative preference shares.<br />
20 PAYABLES DUE AFTER ONE YEAR<br />
Long term loans repayable after one year (Note 20.1)<br />
Customer deposits (Note 20.3)<br />
22,264<br />
627,838<br />
650,102<br />
32,951<br />
593,873<br />
626,824<br />
20.1 Long-Term Loans repayable after one year<br />
Balance as at the beginning of the year<br />
Loan obtained during the year<br />
Repayments during the year<br />
Balance as at the end of the year (Note 20.2)<br />
70,398<br />
-<br />
(37,447)<br />
32,951<br />
107,043<br />
50,000<br />
(86,645)<br />
70,398<br />
Less:<br />
Repayable within one year<br />
Repayable after one year<br />
.<br />
10,687<br />
22,264<br />
37,447<br />
32,951<br />
42
NOTES TO THE FINANCIAL STATEMENTS<br />
Name of the Lender<br />
In Rs.'000s<br />
Interest<br />
Rate p.a<br />
20.2 Details of Long-Term Borrowings<br />
Long-Term Loan Rs.146.9 million<br />
DFCC Bank<br />
Long-Term Loan Rs.40.7 million<br />
DFCC Bank<br />
Long-Term Loan Rs.50 million<br />
DFCC Bank<br />
10.50%<br />
10.50%<br />
10.50%<br />
31st<br />
March<br />
<strong>2010</strong><br />
-<br />
-<br />
32,951<br />
31st<br />
March<br />
<strong>2009</strong><br />
19,977<br />
6,784<br />
43,637<br />
Repayment Terms<br />
6 months grace and payable in<br />
30 equal monthly instalments<br />
commencing from<br />
February 2007<br />
Payable in 24 equal monthly<br />
instalments commencing from<br />
September 2007<br />
Payable in 57 equal monthly<br />
instalments commencing from<br />
August 2008<br />
Security<br />
Offered<br />
Unsecured<br />
Unsecured<br />
Unsecured<br />
Fi F n i n a a n n c c i i a l l S t t a t e m e n t s<br />
32,951 70,398<br />
As at 31st March<br />
In Rs.'000s<br />
20.3 Customer Deposits<br />
Balance as at the beginning of the year<br />
Deposits received during the year<br />
Deposits refunded during the year<br />
Balance as at the end of the year<br />
<strong>2010</strong><br />
593,873<br />
59,931<br />
(25,966)<br />
627,838<br />
<strong>2009</strong><br />
436,736<br />
168,185<br />
(11,048)<br />
593,873<br />
Refundable deposits are taken from Agents as security against the containers held with them.<br />
21 RETIREMENT BENEFIT OBLIGATIONS<br />
Balance as at the beginning of the year<br />
Provision for the year<br />
Payments during the year<br />
Balance as at the end of the year<br />
28,829<br />
7,063<br />
(1,177)<br />
34,715<br />
19,505<br />
10,992<br />
(1,668)<br />
28,829<br />
21.1 The gratuity liability as at 31st March <strong>2010</strong> amounting to Rs.34,715,186/- (<strong>2009</strong> - Rs. 28,828,548/-) is<br />
based on an Actuarial Valuation carried out by Mr M Poopalanathan, AIA, M/s. Actuarial and Management<br />
Consultants ( Pvt) Limited, a firm of professional actuaries.<br />
The principal assumptions made are given below:<br />
- Rate of discount 12% p.a.<br />
- Rate of pay increase 10% p.a.<br />
- Retirement age 55 years<br />
43
Fi F n i n a a n n c c i i a l l S t a t e m e n t s<br />
NOTES TO THE FINANCIAL STATEMENTS<br />
As at 31st March<br />
In Rs.'000s<br />
22 DEFERRED TAXATION<br />
Deferred tax liability (Note 22.1)<br />
Deferred tax asset (Note 22.2)<br />
Balance as at the end of the year<br />
22.1 Deferred tax liability<br />
Balance as at the beginning of the year<br />
Reversal during the year<br />
Impact on revaluation of property<br />
Balance as at the end of the year<br />
22.2 Deferred tax asset<br />
Balance as at the beginning of the year<br />
Reversal during the year<br />
Balance as at the end of the year<br />
<strong>2010</strong><br />
401,564<br />
(3,089)<br />
398,475<br />
413,371<br />
(11,658)<br />
(149)<br />
401,564<br />
3,267<br />
(178)<br />
3,089<br />
<strong>2009</strong><br />
413,371<br />
(3,267)<br />
410,104<br />
419,602<br />
(6,082)<br />
(149)<br />
413,371<br />
3,327<br />
(60)<br />
3,267<br />
22.3 Unused tax losses<br />
The deferred tax asset was recognised in respect of carried forward tax loss amounting to Rs. 8,825,325/-<br />
(<strong>2009</strong> - Rs.9,334,494/- ) which do not expire under current tax law, since it is probable that future taxable profits<br />
will be available, against which the unused tax losses can be utilised.<br />
23 TRADE AND OTHER PAYABLES<br />
Trade payables<br />
Others, including accrued expenses<br />
Unclaimed dividends<br />
45,075<br />
165,105<br />
234<br />
210,414<br />
53,647<br />
112,109<br />
378<br />
166,134<br />
24 AMOUNTS DUE TO RELATED COMPANIES<br />
Carlsberg A/S<br />
Carsons Management Services (Pvt) Limited<br />
25 CURRENT TAXATION<br />
Excise Duty<br />
Value Added Tax<br />
Income tax<br />
Social Responsibility Levy<br />
Nation Building Tax<br />
33,183<br />
-<br />
33,183<br />
306,192<br />
138,237<br />
336<br />
4,593<br />
26,189<br />
475,547<br />
75,041<br />
17,690<br />
92,731<br />
213,784<br />
105,348<br />
110<br />
3,207<br />
7,169<br />
329,618<br />
44
NOTES TO THE FINANCIAL STATEMENTS<br />
26 EVENTS OCCURRING AFTER THE BALANCE SHEET DATE<br />
Subsequent to the Balance Sheet date, no circumstances have arisen which required adjustment to or disclosure<br />
in the Financial Statements.<br />
27 COMPARATIVE FIGURES<br />
Certain comparative figures have been restated to conform to the classifications and presentations as at 31st<br />
March <strong>2010</strong>.<br />
28 SEGMENTAL ANALYSIS<br />
The Company does not distinguish its products into significant components for different geographical segments<br />
as the differentiations are insignificant.<br />
29 CONTINGENT LIABILITIES<br />
(I) Contingent liabilities as at 31st March <strong>2010</strong> amount to Rs. 37,138,035/- (<strong>2009</strong> - Rs.21,870,806/-), being<br />
bank guarantees given to government bodies for operational purposes.<br />
(ii) Following legal matters are outstanding against the company and no provision has been made in the<br />
financial statements to this regard.<br />
(a) The Customs Department instituted a prosecution in the Magistrate's Court of Kaduwela in Case No.<br />
11303/Customs against the company and its directors to recover Excise Duty amounting to Rs.<br />
58,753,582/94 comprising of disputed Excise Duty of Rs. 29,376,791/47 and its penalty of Rs.<br />
29,376,791/47. The Company and the directors have filed an application for Writ in the Court of Appeal to<br />
quash the Certificate Excise Duty in Default issued by the DG of Customs and Excise Duty to recover the said<br />
sum and obtained a Stay Order in respect of the proceedings of the MC Kaduwela Case. The Court of Appeal<br />
matter is currently pending.<br />
Fi n a n c i a l S t a t e m e n t s<br />
(b) 14 cases have been filed in the District Court of Balapitiya against the Company and two others (Case<br />
numbers 2816/M to 2819/M, 2682/MR, 3031/M to 3038/M and 3058/M) claiming damages for injuries<br />
and deaths caused due to a road accident which occurred at Induruwa, Balapitiya on 10th April 2007<br />
involving a truck transporting products of the company and a passenger bus. The aggregate of all the claims of<br />
said 14 cases amounts to Rs 46,000,000/-. All the cases are currently pending.<br />
(iii) The gratuity liability as at 31st March <strong>2010</strong> amounting to Rs. 34,715,186/- (<strong>2009</strong> - Rs. 28,828,548/-) is<br />
based on an Actuarial Valuation carried out by Mr M Poopalanathan, AIA, Messrs. Actuarial Management<br />
Consultants ( Pvt) Limited. If the Company had provided for gratuity for employees on the basis of a half month<br />
salary for each completed year of service, the liability would have been Rs.39,207,862/- (<strong>2009</strong> - Rs.<br />
33,960,404/-). A contingent liability of Rs.4,492,676/- (<strong>2009</strong> - Rs.1,995,997/-) would arise if the Company<br />
ceases to be a going concern; as in that event the amount payable as per the Payment of Gratuity Act would be<br />
Rs. 34,658,834/- (<strong>2009</strong> - Rs.30,824,544/-). The principle assumptions made are given under Note 21 to<br />
these financial statements. The Company is of the view that no provision is required for the contingent liability.<br />
Apart from the above, there were no other material contingent liabilities which would require adjustments to or<br />
disclosure in the Financial Statements.<br />
30 CONTRACTS FOR CAPITAL EXPENDITURE<br />
As at the Balance Sheet date, the Company had no contracts entered in to with regard to capital expenditure<br />
c ommitments. However the company has incurred an amount of Rs.227,449,531/- (<strong>2009</strong> - Rs.184,694,714/-)<br />
being the payments made on capital work in progress.<br />
31 RELATED PARTY TRANSACTIONS<br />
(A) Transactions with parent company - Ceylon Brewery PLC<br />
Messrs. L.C.R.de C.Wijetunge, H.Selvanathan, M.Selvanathan (Resigned w.e.f. 02.09.<strong>2009</strong>), S.K.Shah,<br />
D.C.R.Gunawardena, Directors of the Company are also Directors of Ceylon Brewery PLC, with which the<br />
following contracts / transactions have been entered into during the year by the Company in the normal course of<br />
business.<br />
(I) The Company has paid Rs.61,949,353/- (<strong>2009</strong> - Rs.53,974,735/-) as royalty in accordance with the licensed<br />
brewing agreement with the Company.<br />
42 45
Fi n a n c i a l S t a t e m e n t s<br />
NOTES TO THE FINANCIAL STATEMENTS<br />
(ii) The Company has paid Rs.43,750,000/- (<strong>2009</strong> - Rs.43,750,000/-) as preference dividend at the rate<br />
of 12.5% (<strong>2009</strong> - 12.5%) per annum .<br />
(iii) The Company has advanced a sum of Rs.32,000,000/- from the Company which remained outstanding<br />
as at 31st March <strong>2010</strong>. Interest has been paid on the monthly outstanding balance at the rate of 9.25% per<br />
annum.<br />
(B) Transactions with Fellow Susidiary - CBL Retailers (Private) Limited<br />
Messrs. S.K. Shah, C.P. Amerasinghe and D.R.P. Goonetilleke, Directors of the Company are also Directors of<br />
CBL Retailers (Private) Limited, to which the Company sold beer for a total value of Rs 23,582,349/-<br />
( <strong>2009</strong> - Rs. 16,189,180/- ) during the year.<br />
(C) Transactions with group entities<br />
Messrs. H.Selvanathan, M.Selvanathan (Resigned w.e.f. 02.09.<strong>2009</strong>), S.K.Shah,D.C.R.Gunawardena and K.<br />
Selvanathan Directors of the Company, are also Directors of Carsons Management Services (Private) Ltd.,<br />
which provides management and secretarial services to the Company. During the year management &<br />
secretarial fees amounting to Rs.108,770,391/- (<strong>2009</strong> - Rs.88,666,248/-) was paid by the Company to<br />
Carsons Management Services (Private) Limited.<br />
An amount of Rs. 4,799,222/- is payable as management & secretarial fees to Carsons Management<br />
Services (Private) Ltd. as at 31st March <strong>2010</strong> (<strong>2009</strong> - Rs.17,690,346/-).<br />
(D) Transactions with other related entities<br />
Messrs. Dato'Voon Loong Chin D.S.P.N and R. E. Bagattini Directors of the Company , represent Carlsberg<br />
Brewery Malaysia Berhad, while R.E. Bagattini also represent Carlsberg A/S with which the following<br />
contracts / transactions have been entered into during the year by the Company in the normal course of<br />
business.<br />
(i) As per the licensed brewing agreement, a sum of Rs. 117,443,332/- (<strong>2009</strong> - Rs 99,211,239/-) was paid<br />
as royalty during the year to Carlsberg A/S.<br />
(ii) The Company also purchased Carlsberg beer cans from Carlsberg Brewery Malaysia Berhad for the<br />
purpose of resale, for a total value of Rs 1,559,400 /- (<strong>2009</strong> - Rs.7,474,801/-)<br />
(iii) An amount of Rs. 33,183,403 /- (<strong>2009</strong> - Rs.75,041,479/-) is payable to Carlsberg A/S as at 31st<br />
March <strong>2010</strong>.<br />
(iv) The Company purchases a part of its requirement of the raw material rice from Ran Sahal (Pvt) Limited.<br />
The entire production of Ran Sahal (Pvt) Limited is exclusively sold to the Company. Towards this the Company<br />
advances funds to Ran Sahal (Pvt) Limited from time to time in lieu of future purchases. As at the Balance Sheet<br />
date an amount of Rs. 53,038,038/- (<strong>2009</strong> - Nil) has been advanced to Ran Sahal (Pvt) Limited which<br />
remains to be settled from future purchases..<br />
(v) Messrs. H.Selvanathan (K. Selvanathan - alternate Director to H. Selvanathan in Calsberg India Private<br />
Limited), M. Selvanathan , Directors of the Company, are also Directors of South Asian Breweries Pte Ltd.-<br />
Singapore and Carlsberg India Private Limited. R. E. Bagattini is a Director of Carlsberge India Private Limited.<br />
During the year the Company invested Rs. 355,738,000/- ( <strong>2009</strong> - Rs.346,833,725/-) on equity shares of<br />
South Asian Breweries Pte Ltd - Singapore.<br />
(E) Transactions with key management personnel<br />
(I) According to Sri Lanka Accounting Standard 30 (Revised 2006) "Related Party Disclosures", key<br />
management personnel are those having authority and responsibility for planning and controlling the activities<br />
of the entity. Accordingly, the Directors of the Company and its parent company (including executive and non<br />
executive directors) and their immediate family members have been classified as KMP of the Company.<br />
(ii) The compensation paid to key management personnel as short-term employment benefits is disclosed in<br />
aggregate in Note 6 to the Financial Statements. No other payments such as post-employment benefits,<br />
termination benefits and share based payments have been paid to key management personnel during the<br />
year.<br />
46<br />
32 DIRECTORS RESPONSIBILITY STATEMENT<br />
The Board of Directors takes the responsibiity for the preparation and presentation of these Financial Statements.<br />
Please refer page 21 for the Statement of Directors' Responsibilities for financial reporting.
VALUE ADDED STATEMENT<br />
For the year ended 31st March<br />
In Rs.'000s<br />
Net Revenue<br />
Other Income<br />
Cost of material & services bought from<br />
outside<br />
Value Added<br />
Distributed as follows:<br />
To Employees:<br />
as remuneration and other employee costs<br />
To Government<br />
Value Added Tax<br />
as Excise Duty<br />
as Income Tax/deferred tax<br />
as Social Responsibility Levy<br />
as Economic Service Charge<br />
as Nation Building Tax<br />
To Providers of Capital<br />
as preference dividends<br />
as finance expenses<br />
Retained in the Business<br />
as depreciation/amortisation<br />
as profit for the year<br />
<strong>2010</strong> <strong>2009</strong><br />
7,919,292<br />
2,624<br />
9,513,896<br />
(3,332,105)<br />
6,181,791<br />
6,094,726<br />
Value Added Tax 1,591,980 1,236,045<br />
373,024<br />
1,591,980<br />
2,918,917<br />
(6,022)<br />
45,025<br />
17,676<br />
221,667<br />
43,750<br />
240,105<br />
138,916<br />
596,753<br />
6,181,791<br />
6.03<br />
25.75<br />
47.22<br />
(0.10)<br />
0.73<br />
0.29<br />
3.59<br />
0.71<br />
3.88<br />
2.25<br />
9.65<br />
100.00<br />
1,625<br />
7,332,396<br />
(2,780,151)<br />
4,552,245<br />
273,447<br />
1,236,045<br />
2,378,788<br />
(7,219)<br />
36,683<br />
11,402<br />
10,574<br />
43,750<br />
391,339<br />
132,373<br />
45,063<br />
4,552,245<br />
6.01<br />
27.15<br />
52.26<br />
(0.16)<br />
0.81<br />
0.25<br />
0.23<br />
0.96<br />
8.60<br />
2.91<br />
0.99<br />
100.00<br />
V a V l u a e l u A e d A d d e d e S d t a S t t e a m t e m n te n t<br />
1. The Statement of Value Added shows the quantum of wealth generated by the activities of the Company and its<br />
applications.<br />
2. Value Added Tax is excluded in arriving at the above Net Revenue. Therefore, tax liability / payment made to the<br />
Government during the year include the following:<br />
For the year ended 31st March<br />
In Rs.'000s<br />
Value Added Tax (paid but not included under Net Revenue)<br />
Excise Duty (included under Net Revenue)<br />
Income Tax<br />
Social Responsibility Levy<br />
Economic Service Charge<br />
Nation Building Tax<br />
Total taxes paid to the Government<br />
<strong>2010</strong><br />
1,591,980<br />
2,918,917<br />
-<br />
45,025<br />
17,676<br />
221,667<br />
4,795,265<br />
<strong>2009</strong><br />
1,236,045<br />
2,378,788<br />
2<br />
36,683<br />
11,402<br />
10,574<br />
3,673,494<br />
44<br />
47
F i v F e i v e Y e Y a e a r r S S u u m m a r y<br />
FIVE YEAR SUMMARY<br />
Year ended 31st March<br />
In Rs.'000s<br />
Revenue<br />
Other income<br />
Total expenditure<br />
Profit from operating activities<br />
before finance expenses<br />
Finance expenses<br />
Profit from ordinary activities<br />
before tax<br />
Income tax<br />
Profit for the period<br />
Dividends - Ordinary<br />
Dividends - Preference<br />
<strong>2010</strong><br />
7,919,292<br />
2,624<br />
7,921,916<br />
(7,049,116)<br />
872,800<br />
(240,105)<br />
632,695<br />
7,808<br />
640,503<br />
-<br />
43,750<br />
<strong>2009</strong><br />
6,094,726<br />
1,625<br />
6,096,351<br />
(5,623,123)<br />
473,228<br />
(391,339)<br />
81,889<br />
6,924<br />
88,813<br />
-<br />
43,750<br />
2008<br />
5,207,004<br />
6,631<br />
5,213,635<br />
(4,829,707)<br />
383,928<br />
(229,964)<br />
153,964<br />
24,433<br />
178,397<br />
-<br />
43,750<br />
2007<br />
4,365,261<br />
19,983<br />
4,385,244<br />
(4,244,223)<br />
141,021<br />
(61,495)<br />
79,526<br />
(65,643)<br />
13,883<br />
150,000<br />
50,750<br />
2006<br />
3,841,710<br />
8,985<br />
3,850,695<br />
(3,465,572)<br />
385,123<br />
(33,188)<br />
351,935<br />
247<br />
352,182<br />
150,000<br />
50,750<br />
As at 31st March<br />
In Rs.'000s<br />
<strong>2010</strong><br />
<strong>2009</strong><br />
2008<br />
2007<br />
2006<br />
Balance Sheet<br />
Stated capital<br />
2,537,801<br />
1,337,801<br />
1,337,801<br />
1,337,801<br />
1,337,801<br />
Capital reserves<br />
232,628<br />
232,479<br />
232,330<br />
232,181<br />
232,032<br />
Retained profits<br />
1,207,821<br />
611,068<br />
566,005<br />
431,358<br />
618,225<br />
Long-term borrowings repayable<br />
after one year<br />
3,978,250<br />
22,264<br />
2,181,348<br />
32,951<br />
2,136,136<br />
27,893<br />
2,001,340<br />
78,369<br />
2,188,058<br />
-<br />
Capital employed<br />
4,000,514<br />
2,214,299<br />
2,164,029<br />
2,079,709<br />
2,188,058<br />
Represented by<br />
Non-current assets<br />
3,863,784<br />
3,527,777<br />
3,089,900<br />
2,622,595<br />
2,296,200<br />
Current assets<br />
2,259,263<br />
2,014,852<br />
1,827,303<br />
1,287,058<br />
1,111,038<br />
Current liabilities<br />
(1,061,505)<br />
(2,295,524)<br />
(1,880,658)<br />
(969,286)<br />
(469,509)<br />
Customer deposits<br />
(627,838)<br />
(593,873)<br />
(436,736)<br />
(415,285)<br />
(360,190)<br />
Retirement benefit obligations<br />
(34,715)<br />
(28,829)<br />
(19,505)<br />
(21,730)<br />
(18,768)<br />
Deferred tax liabilities<br />
(398,475)<br />
(410,104)<br />
(416,275)<br />
(423,643)<br />
(370,713)<br />
4,000,514<br />
2,214,299<br />
2,164,029<br />
2,079,709<br />
2,188,058<br />
48
FIVE YEAR SUMMARY<br />
Year ended 31st March<br />
In Rs.'000s<br />
CASH FLOW STATISTICS<br />
Net cash inflows / (outflows) from<br />
operating activities<br />
Net cash inflows / (outflows) from<br />
investing activities<br />
Net cash inflows/ outflows from<br />
Financing activities<br />
Net cash movement for the year<br />
RATIOS & STATISTICS<br />
Return on shareholders' funds<br />
Assets turnover (times)<br />
Equity to total assets (times)<br />
Interest cover (times)<br />
Gearing ratio (% )<br />
Current ratio (times)<br />
Earnings/(loss) per share<br />
Price earnings ratio (times)<br />
Market price per share (Rs)<br />
<strong>2010</strong><br />
738,854<br />
(437,363)<br />
1,118,658<br />
1,420,149<br />
16.45<br />
1.29<br />
1.69<br />
3.64<br />
16.46<br />
2.13<br />
7.46<br />
11.60<br />
86.50<br />
<strong>2009</strong> 200 8 2007 2006<br />
7,782 (129,917) 20,862 439,285<br />
(397,756) (572,555 ) (384,794) (200,782)<br />
(80,395) (73,868 ) (63,488) (200,681)<br />
(470,369) (776,340) (427,420) 37,822<br />
2.4 6 7.54 (2.23) 16.40<br />
1.1 0 1.06 1.12 1.13<br />
3.0 3 2.75 2.37 1.85<br />
1.2 1 1.67 2.29 11.60<br />
53.30 49.72 37.12 14.56<br />
0.88 0.97 1.33 2.37<br />
0.90 2.69 (0.74) 6.03<br />
61.11 22.30 (84.76) 11.57<br />
55.00 60.00 62.50 69.75<br />
F i v F e i v e Y e Y a e r a r S S u u m m a r y<br />
Net assets per share (Rs)<br />
Market capitalisation (Rs’000)<br />
Dividends - Preference %<br />
- Ordinary %<br />
45.35<br />
6,920,000<br />
12.50<br />
-<br />
36.63 35.72 33.03 36.76<br />
2,750,000 3,000,000 3,125,000 3,487,500<br />
12.50 12.50 14.50 14.50<br />
- - 30.00 30.00<br />
49
USD FINANCIALS<br />
PREPARATION OF US DOLLAR FINANCIALS<br />
The translation of the Sri Lankan Rupee amounts into<br />
US Dollars is included solely for the convenience of Shareholders,<br />
Investors, Bankers and other users of Financial Statements.
INCOME STATEMENT<br />
For the year ended 31st March<br />
In USD '000s Note<br />
Revenue<br />
Cost of sales<br />
Gross profit<br />
Other income<br />
Distribution expenses<br />
Administrative expenses<br />
Other expenses<br />
Profit from operations<br />
Finance expenses<br />
Profit before taxation<br />
Income tax<br />
Profit for the period<br />
Figures in brackets indicate deductions.<br />
Note<br />
2<br />
<strong>2010</strong><br />
68,299<br />
(45,924)<br />
22,375<br />
23<br />
22,398<br />
(10,146)<br />
(3,027)<br />
(1,697)<br />
7,528<br />
(2,071)<br />
5,457<br />
67<br />
5,524<br />
<strong>2009</strong><br />
54,848<br />
(37,307)<br />
17,541<br />
15<br />
17,556<br />
(9,874)<br />
(2,570)<br />
(854)<br />
4,258<br />
(3,522)<br />
736<br />
62<br />
798<br />
U U S S D D Fi F n i n a a n n c c i a i a l l S t t a t t e m e n t s<br />
51
U S D Fi F n i n a a n n c c i i a a l l S t t a t t e m e n t s<br />
BALANCE SHEET<br />
As at 31st March<br />
In USD '000s<br />
ASSETS<br />
Non- Current Assets<br />
Property, plant & equipment<br />
Intangible Assets<br />
Long-term investment<br />
Total Non-Current Assets<br />
Current Assets<br />
Inventories<br />
Trade and other receivables<br />
Amounts due from related companies<br />
Cash and cash equivalents<br />
Total Current Assets<br />
Total Assets<br />
EQUITY AND LIABILITIES<br />
Equity<br />
Stated capital<br />
Capital reserves<br />
Currency fluctuations<br />
<strong>2010</strong><br />
20,828<br />
213<br />
12,604<br />
33,645<br />
7,495<br />
10,565<br />
294<br />
1,320<br />
19,674<br />
53,319<br />
23,070<br />
2,026<br />
(9,115)<br />
<strong>2009</strong><br />
20,623<br />
327<br />
9,388<br />
30,338<br />
7,870<br />
8,722<br />
139<br />
596<br />
17,327<br />
47,665<br />
23,070<br />
1,999<br />
(19,825)<br />
Retained profits<br />
18,662<br />
13,515<br />
Total Equity<br />
34,643<br />
18,759<br />
Non-Current Liabilities<br />
Payables due after one year<br />
Retirement benefit obligations<br />
5,661<br />
302<br />
5,391<br />
248<br />
Deferred taxation<br />
3,470<br />
3,527<br />
Total Non-Current Liabilities<br />
9,433<br />
9,166<br />
Current Liabilities<br />
Trade and other payables<br />
1,832<br />
1,429<br />
Amounts due to related companies<br />
289<br />
797<br />
Current taxation<br />
4,141<br />
2,835<br />
Long-term loans repayable within one year<br />
93<br />
321<br />
Short-term loan<br />
-<br />
3,440<br />
Bank overdrafts (unsecured)<br />
2,888<br />
10,918<br />
Total Current Liabilities<br />
9,243<br />
19,740<br />
Total Liabilities<br />
18,676<br />
28,906<br />
Total Equity and Liabilities<br />
53,319<br />
47,665<br />
52
FINANCIAL HIGHLIGHTS<br />
Year ended 31st March<br />
In USD '000s<br />
Revenue<br />
Other income<br />
Total Expenditure<br />
Profit from operating activities before<br />
finance expenses<br />
Finance expenses<br />
Profit from ordinary activities before<br />
tax<br />
Income tax (expense) / release<br />
Profit for the period<br />
Dividends - Ordinary<br />
Dividend - Preference<br />
As at 31st March<br />
In USD '000s<br />
<strong>2010</strong><br />
68,299<br />
23<br />
68,322<br />
(60,794)<br />
7,528<br />
(2,071)<br />
5,457<br />
67<br />
5,524<br />
-<br />
377<br />
<strong>2010</strong><br />
<strong>2009</strong><br />
54,848<br />
15<br />
54,863<br />
(50,605)<br />
4,258<br />
(3,522)<br />
<strong>2009</strong><br />
736<br />
62<br />
798<br />
-<br />
394<br />
2008<br />
46,855<br />
60<br />
46,915<br />
(43,460)<br />
3,455<br />
(2,069)<br />
1,386<br />
220<br />
1,606<br />
-<br />
394<br />
2008<br />
2007 2006<br />
41,322 37,634<br />
189 88<br />
41,511 37,722<br />
(40,176) (33,950)<br />
1,335 3,772<br />
(582) (325)<br />
753 3,447<br />
(621)<br />
2<br />
132 3,449<br />
1,364 1,447<br />
480 497<br />
2007 2006<br />
U U S S D D Fi F n i n a a n n c c i a i a l l S t t a t t e m e n t s<br />
Balance Sheet<br />
Stated capital<br />
23,070<br />
23,070<br />
23,070<br />
23,070<br />
23,070<br />
Capital reserves<br />
2,026<br />
1,999<br />
2,137<br />
2,111<br />
2,239<br />
Currency fluctuations<br />
(9,115)<br />
(19,825)<br />
(10,762)<br />
(10,909)<br />
(10,163)<br />
Retained profits<br />
18,662<br />
13,515<br />
5,207<br />
3,921<br />
5,965<br />
34,643<br />
18,759<br />
19,652<br />
18,193<br />
21,111<br />
Long-term borrowings repayable after one<br />
year<br />
193<br />
285<br />
257<br />
712<br />
-<br />
Capital Employed<br />
34,836<br />
19,044<br />
19,909<br />
18,905<br />
21,111<br />
REPRESENTED BY<br />
Non-current assets<br />
33,645<br />
30,339<br />
28,425<br />
23,840<br />
22,153<br />
Current assets<br />
19,673<br />
17,328<br />
16,811<br />
11,699<br />
10,719<br />
Current liabilities<br />
(9,243)<br />
(19,740)<br />
(17,301)<br />
(8,810)<br />
(4,530)<br />
Customer deposits<br />
(5,467)<br />
(5,108)<br />
(4,018)<br />
(3,775)<br />
(3,473)<br />
Retirement benefit obligations<br />
(302)<br />
(248)<br />
(179)<br />
(198)<br />
(181)<br />
Deferred tax liabilities<br />
(3,470)<br />
(3,527)<br />
(3,830)<br />
(3,851)<br />
(3,577)<br />
34,836<br />
19,044<br />
19,909<br />
18,905<br />
21,111<br />
53
U S D Fi F i n a n c i i a l l S t t a t e m e n t s<br />
NOTES TO THE FINANCIAL STATEMENTS<br />
1 BASIS OF CONVERSION<br />
The translation of Sri Lankan Rupee amounts into US Dollar amounts is solely for the convenience of the<br />
shareholders,investors,bankers and other users of the Financial Statements.<br />
The translation of the Financial Statements into US Dollars were effected based on the following exchange rates:<br />
Income Statement<br />
Monetary assets and liabilities<br />
Non-current assets and liabilities<br />
Preference share capital<br />
Ordinary share capital<br />
For the year ended 31st March<br />
In USD '000s<br />
2. REVENUE<br />
Local revenue<br />
Export revenue<br />
Average rate<br />
Closing rate<br />
Closing rate<br />
Closing rate<br />
Historical rate<br />
<strong>2010</strong><br />
115.95<br />
114.84<br />
114.84<br />
114.84<br />
57.99<br />
<strong>2010</strong><br />
66,942<br />
1,357<br />
68,299<br />
<strong>2009</strong><br />
<strong>2009</strong><br />
111.12<br />
116.28<br />
116.28<br />
116.28<br />
57.99<br />
53,535<br />
1,313<br />
54,848<br />
54
INFORMATION TO SHAREHOLDERS &<br />
INVESTORS<br />
1 STOCK EXCHANGE LISTING<br />
Lion Brewery (Ceylon) PLC, is a Public Quoted Company, the issued ordinary shares of which are listed with the<br />
<strong>Colombo</strong> <strong>Stock</strong> <strong>Exchange</strong> of Sri Lanka.<br />
2 SHARE VALUATION<br />
The market price of the Company's share as at 31st March <strong>2010</strong> was Rs.86.50 per share ( <strong>2009</strong> - Rs.55.00).<br />
As at 31st March<br />
Number of shareholders<br />
(a) Frequency distribution of shareholdings as at 31st March <strong>2010</strong><br />
Distribution of Shares<br />
1 - 1,000<br />
1,001 - 10,000<br />
10,001 - 100,000<br />
100,001 -1,000,000<br />
Above 1,000,000<br />
Total<br />
No. of<br />
share<br />
holders<br />
1,131<br />
378<br />
51<br />
11<br />
2<br />
1,573<br />
<strong>2010</strong><br />
1,607<br />
Residents Non- Residents Total<br />
No. of<br />
No. of<br />
No. of shares % share No. of shares % share No. of shares %<br />
holders<br />
holders<br />
335,757<br />
1,295,960<br />
1,335,924<br />
4,733,694<br />
0.42<br />
1.62<br />
1.67<br />
5.92<br />
42,670,460 53.34<br />
50,371,795 62.96<br />
Categories of Shareholders No. of Shareholders No. of Shares %<br />
Individuals<br />
Institutions<br />
Total<br />
8<br />
9<br />
12<br />
2<br />
3<br />
34<br />
1,498<br />
109<br />
1,607<br />
4,000<br />
26,579<br />
481,000<br />
286,871<br />
28,829,755<br />
0.01<br />
0.03<br />
0.60<br />
0.36<br />
36.04<br />
1,139<br />
387<br />
63<br />
13<br />
5<br />
<strong>2009</strong><br />
978<br />
339,757<br />
1,322,539<br />
1,816,924<br />
5,020,565<br />
71,500,215<br />
0.42<br />
1.65<br />
2.27<br />
6.28<br />
89.38<br />
29,628,205 37.04 1,607 80,000,000 100.00<br />
2,745,309<br />
77,254,691<br />
80,000,000<br />
3.43<br />
96.57<br />
100.00<br />
(b) The number of shares held by non-residents as at 31st March <strong>2010</strong> was 29,628,205 which amounts to<br />
37.04%.<br />
( c) Percentage of shares held by the public as at 31st March <strong>2010</strong> was 18.99%.<br />
4 PREFERENCE SHARES<br />
Ceylon Brewery PLC holds 35,000,000 redeemable cumulative preference shares of Lion Brewery (Ceylon) PLC.<br />
Redemption of these shares is to be made after 31st March <strong>2010</strong>.<br />
I n f o r m I n a f t o i r o m n a t o i o S n h t a o r S e h a h r o e l d h e o r l d s e & r s I & n v I e n s v t e o s r t s o r s<br />
55
I n f I n o f r o m r a m t a i t o i o n n t o t o S h S a h r a e r e h o h l o d l e d r e s r s & & I n I n v v e e s s t t o o r r s s<br />
INFORMATION TO SHAREHOLDERS &<br />
INVESTORS<br />
5 MARKET PERFORMANCE - ORDINARY SHARES<br />
For the year ended 31st March<br />
Highest (Rs.)<br />
Lowest (Rs.)<br />
Value of Shares traded (Rs’000)<br />
No. of shares traded<br />
<strong>2010</strong><br />
93.00<br />
74.50<br />
385,816<br />
4,599,100<br />
<strong>2009</strong><br />
61.00<br />
41.00<br />
1,954<br />
34,100<br />
6 MARKET CAPITALIZATION<br />
The market capitailsation of the Company, which is the number of ordinary shares in issue multiplied by the market<br />
value of a share was Rs. 6,920,000,000/- as at 31st March <strong>2010</strong> ( <strong>2009</strong> - Rs 2,750,000,000/-).<br />
7 DIVIDENDS<br />
Preference<br />
A preference dividend of 12.5% per annum on redeemable cumulative preference shares was paid on 30th June<br />
<strong>2009</strong>, 30th September <strong>2009</strong>, 31st December <strong>2009</strong> and 31st March <strong>2010</strong>.<br />
Ordinary<br />
The board of Directors has recommended the payment of a first and final dividend of Rs.3/- per share for the year<br />
ended 31st March <strong>2010</strong> ( <strong>2009</strong> - Nil) which is to be approved at the <strong>Annual</strong> General Meeting to be held on 11th<br />
of June <strong>2010</strong>.<br />
8 NUMBER 0F EMPLOYEES<br />
There were 195 (<strong>2009</strong> -193) employees as at the Balance Sheet date.<br />
56
GLOSSARY OF FINANCIAL TERMS<br />
Appropriations<br />
Apportioning of earnings as dividends, capital and<br />
revenue reserves<br />
Capital reserves<br />
Reserves identified for specified purposes and<br />
considered not available for distribution.<br />
Cash equivalents<br />
Liquid investments with original maturities of six<br />
months or less.<br />
Contingent liabilities<br />
Conditions or situations at the Balance Sheet date,<br />
the financial effects of which are to be determined<br />
by future events which may or may not occur.<br />
Current ratio<br />
Current assets divided by current liabilities.<br />
Debt<br />
Total fixed interest bearing capital.<br />
Dividend cover (Ordinary)<br />
Post tax profit after preference dividend, divided<br />
by gross ordinary dividend. It measures the<br />
number of times ordinary dividends are covered by<br />
distributable profits.<br />
Dividend per ordinary share<br />
Dividends paid and proposed, divided by the<br />
number of ordinary shares in issue which ranked<br />
for those dividends.<br />
Earnings per ordinary share<br />
Profits attributable to ordinary shareholders divided<br />
by the number of ordinary shares in issue and<br />
ranking for dividend.<br />
Equity<br />
Ordinary share capital plus reserves.<br />
Gearing<br />
Ratio of Borrowings to capital employed.<br />
Borrowings include all interest bearing long term<br />
liabilities<br />
Interest cover<br />
Profits before tax and interest charges divided by<br />
interest charges.<br />
Market capitalisation<br />
The Market value of a company at a given date<br />
obtained by multiplying the market price of a share<br />
by the number of issued ordinary shares.<br />
Net assets per ordinary share<br />
Total assets less liabilities excluding preference<br />
share capital divided by the number of ordinary<br />
shares in issue. This represents the theoretical value<br />
per share if the Company is broken up.<br />
Price earning ratio - (P/E)<br />
Market price of a share divided by earnings per<br />
share<br />
Related parties<br />
Parties who could control or significantly influence<br />
the financial and operating decisions / policies of<br />
the company.<br />
Revenue reserves<br />
Reserves considered as being available for future<br />
distribution and appropriations.<br />
Value addition<br />
The quantum of wealth generated by the activities of<br />
the Company<br />
Working capital<br />
Capital required to finance the day-to-day<br />
operations ( current assets less current<br />
liabilities).<br />
Gl o s s a r y o f F i n a n c i a l T e r m s<br />
Events occurring after Balanced Sheet<br />
date Significant events that occur between the<br />
Balance Sheet date and the date on which<br />
financial statements are authorised for issue.<br />
54 57
N o t i c e o f M e e t i n g<br />
NOTICE OF MEETING<br />
NOTICE IS HEREBY GIVEN that the Fourteenth <strong>Annual</strong> General Meeting of LION BREWERY PLC will be held on<br />
Friday the 11th day of June <strong>2009</strong> at 2.30 pm at the 'Samudra Hotel', Sri Lanka Institute of Tourism & Hotel<br />
Management, Committee Room 'C', 78, Galle Road, <strong>Colombo</strong> 3 for the following purposes :<br />
1. To receive and adopt the <strong>Annual</strong> <strong>Report</strong> of the Board of Directors and the Financial Statements for the year<br />
ended 31st March <strong>2010</strong>, together with the <strong>Report</strong> of the Auditors thereon.<br />
2. To declare a dividend as recommended by the Directors.<br />
3. To re-elect Mr. S. K. Shah, who retires in terms of Articles 88 and 90 of the Articles of Association of the<br />
Company.<br />
4. To re-elect Mr. K. Selvanathan, who retires in terms of Articles 87 and 94 of the Articles of Association of the<br />
Company.<br />
5. To re-elect Mr. R. E. Bagattini, who retires in terms of Articles 87 and 94 of the Articles of Association of the<br />
Company.<br />
6. To re-appoint Mr. L.C.R. de C. Wijetunge as a Director of the Company who is over Seventy years of age and to<br />
consider and if deemed fit to pass the following resolution :<br />
"IT IS HEREBY RESOLVED that the age limit stipulated in Section 210 of the Companies Act No. 7of 2007 shall<br />
not be applicable to Mr. L.C.R. de C. Wijetunge who is 71 years of age and that he be re-appointed a Director<br />
of the Company from the conclusion of the <strong>Annual</strong> General Meeting for a further period of one year."<br />
7. To re-appoint Messrs KPMG Ford, Rhodes, Thornton & Company, Chartered Accountants as Auditors of the<br />
Company as set out in Section 154 (1) of the Companies Act No. 7 of 2007 and to authorise the Directors to<br />
determine their remuneration.<br />
By Order of the Board<br />
CARSONS MANAGEMENT SERVICES (PRIVATE) LIMITED<br />
Secretaries<br />
<strong>Colombo</strong>, 7th May <strong>2010</strong><br />
Notes<br />
1. A member is entitled to appoint a proxy to attend and vote instead of him/her. A proxy need not be a member of<br />
the Company. A Form of Proxy accompanies this notice.<br />
2. The completed Form of Proxy must be deposited at the Registered Office, No.61, Janadhipathi Mawatha,<br />
<strong>Colombo</strong> 1, not later than 2.30 p. m. on 9th June <strong>2010</strong>.<br />
3. A person representing a Corporation is required to carry a certified copy of the resolution authorising him/her to<br />
act as the representative of the Corporation. A representative need not be a member.<br />
4. The transfer books of the Company will remain open.<br />
5. Security Check<br />
We shall be obliged if the shareholders/proxies attending the <strong>Annual</strong> General Meeting, produce their National<br />
Identity Card to the security personnel stationed at the entrance lobby.<br />
58
LION BREWERY (CEYLON) PLC FORM OF<br />
PROXY<br />
Form of Proxy<br />
* I/We……………………………………………………………………………………………………………...................<br />
of…………………………………………………………………………………………………………………....................<br />
being *a Member/Members of LION BREWERY (CEYLON) PLC<br />
hereby appoint ………………………………………………………………………………………………........................<br />
of ………………………………………………………………………………………………….....................bearing NIC<br />
No./Passport No…………………………………..................................................................... or failing him/her.<br />
Lionel Cuthbert Read De Cabraal Wijetunge<br />
Or Failing Him,<br />
Hariharan Selvanathan Or Failing Him,<br />
Suresh Kumar Shah Or Failing Him,<br />
Dato Voon Loong Chin D.S.P.N. Or Failing Him,<br />
Don Chandima Rajakaruna Gunawardena<br />
Or Failing Him,<br />
Dilkushan Ranil Pieris Goonetilleke Or Failing Him,<br />
Chandraratne Talpe Liyanage<br />
Or Failing Him,<br />
Chitta Prasanna Amerasinghe<br />
Or Failing Him,<br />
Krishna Selvanathan<br />
Or Failing Him,<br />
Roy Enzo Bagattini<br />
As *my/our proxy to attend at the Fourteenth <strong>Annual</strong> General Meeting of the Company to be held on Friday the 11th day of June<br />
<strong>2010</strong> at 2.30 p.m. at the 'Samudra Hotel', Sri Lanka Institute of Tourism & Hotel Management, Committee Room 'C', 78 Galle<br />
Road, <strong>Colombo</strong> 3 and any adjournment thereof and at every poll which may be taken in consequence thereof.<br />
F o r m o f P r o x y<br />
To adopt the <strong>Annual</strong> <strong>Report</strong> of the Board of Directors and the Financial Statements for the year<br />
ended 31st March <strong>2010</strong>, together with the <strong>Report</strong> of the Auditors thereon.<br />
For<br />
Against<br />
To declare a dividend of Rs 3/-per share as a First & Final dividend for the financial year ended<br />
31st March <strong>2010</strong> as recommended by the Directors<br />
To re-elect Mr. S. K. Shah who retires by rotation in terms of Articles 88 & 90 of the Articles<br />
of Association of the Company.<br />
To re-elect Mr. K. Selvanathan who retires by rotation in terms of Articles 87 & 94 of the<br />
Articles of Association of the Company.<br />
To re-elect Mr. R. E. Bagattini who retires by rotation in terms of Articles 87 & 94 of the<br />
Articles of Association of the Company.<br />
To re-appoint Mr. L.C.R. de C. Wijetunge who is over Seventy years of age as a Director<br />
of the Company.<br />
To re-appoint M/s KPMG Ford, Rhodes, Thornton & Company, Chartered Accountants as<br />
Auditors of the Company as set out in Section 154 (1) of the Companies Act No. 7 of 2007<br />
and to authorise the Directors to determine their remuneration.<br />
Signed this ……… day of ……………………………….Two Thousand and Ten.<br />
……………………………………….<br />
Signature/s<br />
Notes<br />
1.* Please delete the inappropriate words.<br />
2. A shareholder entitled to attend and vote at a General Meeting of the Company, is entitled to appoint a proxy to<br />
attend and vote instead of him/her and the proxy need not be a shareholder of the Company.<br />
A proxy so appointed shall have the right to vote on a show of hands or on a poll and to speak at the General Meeting of the<br />
shareholders<br />
3. A shareholder is not entitled to appoint more than one proxy on the same occasion.<br />
4. Instructions are noted on the reverse hereof.<br />
56 59
F o r m o f P r o x y<br />
LION BREWERY (CEYLON) PLC FORM OF<br />
PROXY<br />
INSTRUCTIONS AS TO COMPLETION<br />
1. Kindly perfect the form of proxy after filling in legibly your full name and address, by signing in the space<br />
provided. Please fill in the date of signature.<br />
2.If you wish to appoint a person other than the Directors as your proxy, please insert the relevant details in the<br />
space provided overleaf.<br />
3. In terms of Article 67 of the Articles of Association of the Company:<br />
The instrument appointing a proxy shall be in writing and :<br />
(I)<br />
(ii)<br />
in the case of an individual shall be signed by the appointor or by his attorney; and<br />
in the case of a Corporation shall be either under its common seal or signed by its attorney or by an Officer on<br />
behalf of the Corporation.<br />
The Company may, but shall not be bound to, require evidence of the authority of any such attorney or officer.<br />
A proxy need not be a member of the Company.<br />
4. In terms of Article 62 of the Articles of Association of the Company:<br />
In the case of joint-holders of a share, the senior who tenders a vote, whether in person or by proxy or by attorney<br />
or by representative, shall be accepted to the exclusion of the votes of the other joint-holders and for this purpose<br />
seniority shall be determined by the order in which the names stand in the Register of Members in respect of the<br />
joint holding.<br />
5. To be valid the completed form of proxy should be deposited at the Registered Office of the Company situated at<br />
No. 61, Janadhipathi Mawatha, <strong>Colombo</strong> 1, not later than 2.30 p.m., on 9th June <strong>2010</strong>.<br />
Please fill in the following details:<br />
Name<br />
Address<br />
:………………………………………………………….<br />
:………………………………………………………….<br />
………………………………………………………….<br />
Jointly with<br />
Share folio No.<br />
………………………………………………………….<br />
:………………………………….............................<br />
60