Annual Report 2010-2011 - Colombo Stock Exchange
Annual Report 2010-2011 - Colombo Stock Exchange
Annual Report 2010-2011 - Colombo Stock Exchange
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P.D.Samarasinghe resigned from the Board with effect from<br />
15th February <strong>2011</strong>.<br />
Relationship with Shareholders<br />
The Board maintains healthy relationships with its key<br />
shareholders (individual and institutional) while maintaining<br />
a dialogue with potential shareholders as well. The <strong>Annual</strong><br />
General Meetings are held to communicate with the<br />
shareholders and their participation is encouraged. Apart<br />
from this, its principal methods of communication include<br />
the corporate website, the annual report, quarterly financial<br />
statements and press releases.<br />
Internal Controls<br />
The Board is responsible for instituting on effective internal<br />
control system to safeguard the assets of the Company and<br />
ensure that accurate and complete records are maintained from<br />
which reliable information is generated. The system includes all<br />
controls including financial, operational and risk management.<br />
Strategies adopted by the Company to manage its risk are set<br />
out in its report on Risk Management on pages 41 - 44.<br />
Apart from the strategic plans covering a three year time<br />
horizon, a comprehensive budgetary process is in place, where<br />
annual budgets, identifying the critical success factors and<br />
functional objectives, prepared by all subsidiaries are, approved<br />
by the Board, at the commencement of a financial year, and<br />
its achievement monitored monthly, through a comprehensive<br />
monthly management reporting system. Clear criteria and<br />
benchmarks have also been set out for the evaluation of capital<br />
projects and new investments.<br />
The Internal Audit Division reporting to the Chairman, regularly<br />
evaluates the internal control system across the organization<br />
and its findings are reviewed first by the Audit Committee and<br />
significant issues are thereafter reported to the Board. The<br />
Board reviewed the internal control procedures in existence and<br />
are satisfied with its effectiveness.<br />
Relationship with Other Stakeholders<br />
The Board identifies the importance of maintaining a healthy<br />
relationship with its key stakeholders and ensures the Group<br />
as a whole inculcates this practice. Internal communication is<br />
mainly conducted through the quarterly newsletter, e-mails,<br />
memos and circulars.<br />
The Board also ensures that the Group policies and<br />
practices are in line with the Company’s values and its<br />
social responsibilities. The group promotes protection of the<br />
environment, health and safety standards of its employees and<br />
others within the organization. The relevant measures taken are<br />
given in detail in the Corporate Social Responsibility report on<br />
pages 33 - 34.<br />
Compliance<br />
The Board places significant emphasis on strong internal<br />
compliance procedures. The Financial Statements of the Group<br />
are prepared in strict compliance with the guidelines of the Sri<br />
Lanka Accounting Standards and other statutory regulations.<br />
Financial statements are published quarterly in line with the<br />
Listing Rules of the <strong>Colombo</strong> <strong>Stock</strong> <strong>Exchange</strong> through which all<br />
significant developments are reported to shareholders quarterly.<br />
The Board of Directors, to the best of their knowledge and<br />
belief, are satisfied that all statutory payments have been made<br />
to date.<br />
Going Concern<br />
The Directors have continued to use the ‘Going Concern’<br />
basis in the preparation of the Financial Statements, after<br />
careful review of the financial position and cash flow status<br />
of the Group. The Board of Directors believes that the Group<br />
has adequate resources to continue its operation for the<br />
foreseeable future.<br />
Name of Director Executive Non- Executive Independent<br />
Dr S Yaddehige<br />
<br />
Mr. J H P Ratnayeke<br />
<br />
Mr. W J V P Perera<br />
<br />
Prof. Lakshman R Watawala <br />
Prof. Susantha Pathirana <br />
Mr. M M Udeshi <br />
Corporate Governance Requirements under Section 7 of the Listing Rules issued by the <strong>Colombo</strong> <strong>Stock</strong> <strong>Exchange</strong>.<br />
<strong>Colombo</strong> <strong>Stock</strong> <strong>Exchange</strong><br />
Status of Richard Pieris and Company PLC<br />
Non Executive Directors<br />
In Compliance<br />
Independent Directors<br />
In Compliance<br />
Disclosures relating to Directors<br />
In Compliance<br />
Remuneration Committee<br />
In Compliance<br />
Audit Committee<br />
In Compliance<br />
57<br />
<strong>Annual</strong> <strong>Report</strong> <strong>2010</strong>/<strong>2011</strong> | Richard Pieris and Company PLC