DIPPED PRODUCTS PLC / ANNUAL REPORT 2008—2009
Annual Report- 2008/2009 - Colombo Stock Exchange
Annual Report- 2008/2009 - Colombo Stock Exchange
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<strong>DIPPED</strong> <strong>PRODUCTS</strong> <strong>PLC</strong> / <strong>ANNUAL</strong> <strong>REPORT</strong> <strong>2008—2009</strong>
contents<br />
Corporate<br />
Chairman’s Statement 4<br />
Managing Director’s Review 8<br />
Board of Directors 17<br />
Group Structure 19<br />
Management Team 21<br />
Financial Information<br />
Financial Calendar 2008/2009 26<br />
Financial Contents 26<br />
Annual Report of the Board 27<br />
Corporate Governance 31<br />
Statement of Directors’ Responsibilities 37<br />
Audit Committee Report 38<br />
Independent Auditor’s Report 39<br />
Income Statements 40<br />
Balance Sheets 41<br />
Statements of Changes in Equity 42<br />
Cash Flow Statements 43<br />
Accounting Policies 45<br />
Notes to the Financial Statements 54<br />
Ten Year Financial Review 70<br />
Other<br />
The Share 72<br />
Glossary 75<br />
Notice of Meeting 76<br />
Form of Proxy 77<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9<br />
1
For more details: visit :<br />
www.dpl-firstlight.com<br />
2<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9
Firstlight symbolizes the dawn of a new day, inspiring<br />
optimism and evoking expectations. It is also the time for<br />
tapping rubber trees.<br />
Three quarters of DPL’s requirements in natural rubber is<br />
sourced from over 3,000 small farmers owning less than<br />
2 hectares, mainly in the hinterlands of Sri Lanka. Our<br />
relationship with these smallholders goes back over 30 years.<br />
Through the “Firstlight” initiative, we are seeking to help<br />
these farmers realize their potential. Our strategy may<br />
sound simple – to pay the rubber small farmers a fair price<br />
by removing intermediaries – but it is certainly changing<br />
thousands of lives for the better.<br />
We are providing technical assistance these farmers so badly<br />
need, but rarely receive: educating and empowering them<br />
to maximize their income through best practices in planting,<br />
field management and harvesting; providing implements and<br />
input material to protect and augment crops; and ultimately<br />
investing in the development of their communities.<br />
All this for sure contribute to another of our larger goals:<br />
the sustainable development of land under rubber cultivation.<br />
And here, “Firstlight” is helping to preserve the quality of<br />
air, regulate the climate and conserve the soil under these<br />
verdant man-made forests.<br />
“Firstlight” is our way of handling the small rubber farmers<br />
with care - the expression of our empathy towards the<br />
economically disadvantaged smallholders.<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9<br />
3
Chairman’s Statement<br />
“Group turnover for the<br />
year increased by 7% to<br />
Rs 11,896 million with<br />
profit before tax of<br />
Rs 616 million…”<br />
“An important<br />
achievement of the<br />
year was the complete<br />
turnaround of DPTL.”<br />
“The Plantations sector<br />
recorded a pre-tax profit<br />
of Rs 294 million, .…”<br />
Dear Shareholder,<br />
I take pleasure in presenting the<br />
Annual Report of your Company<br />
for the financial year ended 31<br />
March 2009.<br />
Directorate<br />
Mr. R W Soysa retired on 31 March<br />
2009 after serving the Company<br />
from its inception of which 21 years<br />
as an Executive Director.<br />
Dr. W S E Fernando too will<br />
retire on 31 May 2009. He joined<br />
the Company in 1988 and was<br />
appointed an Executive Director in<br />
1994. My colleagues on the Board<br />
and I thank both the gentlemen for<br />
their exceptional contributions over<br />
the years and wish them good health<br />
and contentment in retirement.<br />
Mr. F Mohideen, former Deputy<br />
Secretary to the Treasury was<br />
invited to the Board as an<br />
Independent Non-Executive<br />
Director on 10 July 2008.<br />
Mr. K A L S Fernando, General<br />
Manager – Quality of DPL was<br />
appointed an Executive Director<br />
with effect from 01 April 2009.<br />
Mr. L G S Gunawardana,<br />
Director/General Manager of<br />
Dipped Products (Thailand) Limited<br />
will be appointed to the Board as an<br />
Executive Director from<br />
01 June 2009.<br />
Results<br />
Group turnover for the year<br />
increased by 7% to Rs 11,896 million<br />
with profit before tax of<br />
Rs 616 million same as in the<br />
previous year. The profit attributable<br />
to the Shareholders of the Company<br />
reduced to Rs 363 million compared<br />
to Rs 371 million in the year<br />
2007/2008.<br />
The profit from manufacturing operations<br />
in Sri Lanka improved 14% to<br />
Rs 302 million from Rs 264 million<br />
last year. This could have been better,<br />
if not for the slowdown in orders<br />
during the last quarter from the industrial<br />
segment of the market. The<br />
trade union action at the Venigros<br />
factory over several months of the<br />
year reduced output and adversely<br />
affected both revenue and profit.<br />
Medical glove operations of Dipped<br />
Products (Thailand) Limited (DPTL)<br />
substantially recovered in the second<br />
half of the year reducing its losses<br />
from Rs 271 million in the previous<br />
year to Rs 159 million. A further<br />
provision of Rs 50 million was<br />
however thought prudent in Dipped<br />
Products <strong>PLC</strong>’s accounts against<br />
its investment in DPTL due to that<br />
company’s asset base being eroded<br />
by the losses incurred to date.<br />
An important achievement of the<br />
year was the complete turnaround<br />
of DPTL. The company incurred<br />
losses of nearly the same level as<br />
the previous year up to the first<br />
half (and in line with the final result)<br />
but succeeded to run at break even<br />
levels for the next six months. It is<br />
heartening that the company has<br />
now completed the first quarter of<br />
the current year with a significant<br />
net profit. I expect this operation to<br />
contribute greatly to the Group in<br />
the future.<br />
Recovery of the Hand Protection<br />
sector in both Sri Lanka and Thailand<br />
in the last quarter was largely<br />
possible because of the many profit<br />
improvement measures that were<br />
implemented.<br />
ICOGUANTI S.p.A. too performed<br />
to expectations, improving on both<br />
turnover and profit.<br />
The Plantations sector recorded<br />
a pre-tax profit of Rs 294 million,<br />
down by 36% from Rs 458 million<br />
in the earlier year. The sharp<br />
4<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9
Chairman’s Statement<br />
reversal of tea and rubber prices<br />
from October 2008 to a two year<br />
low significantly eroded the profit<br />
margins in the last quarter.<br />
Taxation<br />
The effective tax rate of the Group<br />
increased from 16% to 18%. This is<br />
despite a reduction in the effective<br />
tax rate of ICOGUANTI from<br />
45% in the previous year to 39%<br />
following changes in Italian tax<br />
regulations favouring companies that<br />
are sufficiently capitalized. The low<br />
profits from tax exempt agricultural<br />
activities of Kelani Valley Plantations<br />
<strong>PLC</strong> caused the increase in the<br />
effective tax rate of the Group.<br />
Dividend<br />
Venigros (Pvt) Ltd and DPL<br />
Plantations (Pvt) Ltd declared an<br />
interim dividend of Rs 10/- per share<br />
each, whilst Grossart (Pvt) Ltd and<br />
Neoprex (Pvt) Ltd paid Rs 30/-<br />
and Rs 5/- per share respectively.<br />
Kelani Valley Plantations <strong>PLC</strong> paid<br />
a dividend of Rs 3/50 per share.<br />
ICOGUANTI distributed Euro<br />
249,508/- for the financial year 2007.<br />
Your Directors now propose a<br />
dividend of Rs 3/- per share entirely<br />
from tax exempt dividends received,<br />
which will be free of tax in your<br />
hands.<br />
Prospects<br />
Your Company had to contend with<br />
several challenges, far beyond what<br />
was anticipated at the start of the<br />
year in the backdrop of rising costs.<br />
The manufacturing operations in<br />
particular were affected in the first<br />
three quarters of the year.<br />
and technical capabilities of DPL are<br />
among the best in the Industry. They<br />
have repeatedly proved to be robust<br />
and resilient to withstand adverse<br />
impacts from the environment.<br />
With a firm bridgehead established<br />
into the medical market, DPL<br />
is now well positioned to be a<br />
complete hand protection provider<br />
in all segments, namely consumer,<br />
industrial and medical.<br />
The Plantation sector is likely to<br />
be under pressure in the ensuing<br />
year until commodity markets<br />
recover. The investments made<br />
so far in maintaining both rubber<br />
and tea fields in optimal condition<br />
and in upgrading and diversifying<br />
the manufacturing facilities of KVPL<br />
should stand in good stead to cope<br />
with lean periods.<br />
On the eve of my retirement, I look<br />
back with great satisfaction the<br />
many years I have been associated<br />
with your Company. From a small<br />
beginning, DPL has today grown to<br />
be a globally recognized leader in<br />
the Industry. It has been my privilege<br />
to have worked with a team of<br />
committed men and women and<br />
contributed to its impressive growth.<br />
The prospect of DPL growing<br />
to double or triple its size in the<br />
medium term is very real.<br />
I wish to thank all employees for<br />
their determined and unstinted<br />
efforts and our customers and<br />
our suppliers for their unfailing<br />
support in a difficult year. I thank my<br />
colleagues on the Board for their<br />
valuable input and guidance.<br />
“…upturn<br />
witnessed in the<br />
last quarter once<br />
again demonstrates<br />
the inherent<br />
strength of the<br />
Group.”<br />
“…DPL is now<br />
well positioned<br />
to be a complete<br />
hand protection<br />
provider…”<br />
“The prospect of<br />
DPL growing to<br />
double or triple its<br />
size in the medium<br />
term is very real.”<br />
Rs. mn<br />
3,500<br />
3,000<br />
2,500<br />
2,000<br />
1,500<br />
1,000<br />
Shareholders’ Funds<br />
The significant upturn witnessed<br />
in the last quarter once again<br />
demonstrates the inherent strength<br />
of the Group. The manufacturing<br />
N G Wickremeratne<br />
Chairman<br />
12 May 2009<br />
500<br />
0<br />
2000<br />
2001<br />
2002<br />
2003<br />
2004<br />
2005<br />
2006<br />
2007<br />
2008<br />
2009<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9<br />
5
INPUT MATERIALS<br />
AND IMPLEMENTS TO<br />
AUGMENT CROP<br />
6<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9
COMMUNITY CAPACITY<br />
BUILDING<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9<br />
7
Managing Director’s Review<br />
“The performance<br />
of the Group can be<br />
regarded as satisfactory<br />
in the context of<br />
the highly uncertain<br />
environment…”<br />
“The meteoric rise<br />
in oil prices and the<br />
consequent escalation<br />
in cost of rubber and all<br />
other inputs… exerted<br />
an unprecedented<br />
degree of pressure…”<br />
“…speed and the extent<br />
of changes in cost were<br />
too intense to be dealt<br />
with promptly.”<br />
OVERVIEW<br />
DPL achieved a profit before tax of<br />
Rs 616 million similar to the previous<br />
year. The performance of the Group<br />
can be regarded as satisfactory in<br />
the context of the highly uncertain<br />
environment that prevailed<br />
throughout the year.<br />
The Hand Protection operations<br />
in Sri Lanka having faced serious<br />
erosion of margins in the wake of<br />
rising costs over the first half of<br />
the year, recovered remarkably to<br />
register a profit of Rs 302 million<br />
representing a 14% increase over<br />
Rs 264 million recorded in<br />
2007/2008. Under the Export<br />
Development Reward Scheme<br />
announced by the Government,<br />
the Group will qualify to receive an<br />
estimated Rs 34 million in respect of<br />
exports in the fourth quarter. This<br />
will be accounted on receipt.<br />
The medical glove facility in Thailand<br />
reduced its losses significantly by<br />
over 41% from Rs 271 million in the<br />
earlier year to Rs 159 million as its<br />
operations steadied from August<br />
2008.<br />
The marketing company in Italy,<br />
ICOGUANTI S.p.A. improved its<br />
profits by 23% to Rs 185 million<br />
compared to Rs 151 million last year.<br />
Profits of Kelani Valley Plantations<br />
<strong>PLC</strong> and its subsidiaries declined by<br />
31% to Rs 300 million compared to<br />
the best performance on record of<br />
Rs 435 million in 2007.<br />
PERFORMANCE<br />
Hand Protection<br />
Turnover of this sector grew by 7%<br />
to Rs 9, 463 million, up from<br />
Rs 8,845 million in the previous year.<br />
The turnover of glove manufacturing<br />
activities increased by 5% to<br />
Rs 6,896 million from Rs 6,542<br />
million in the comparable period<br />
last year. While the improvement in<br />
revenue from Sri Lankan operations<br />
was limited to only 1%, the medical<br />
glove business in Thailand grew by<br />
28% to Rs 1, 367 million. The latter<br />
is directly attributable to increase in<br />
output and more so to higher sales<br />
volumes of nearly 13% over the<br />
previous year.<br />
Sales of ICOGUANTI climbed 12%<br />
to Rs 3,036 million from Rs 2,710<br />
million in rupee terms on the back<br />
of a 7% expansion in the Euro<br />
currency.<br />
The meteoric rise in oil prices and<br />
the consequent escalation in cost of<br />
rubber and all other inputs during<br />
the first half of the year exerted an<br />
unprecedented degree of pressure<br />
on the performance of this sector.<br />
Though the mitigatory measures<br />
initiated from the previous year as<br />
the adverse trends began to unfold<br />
helped somewhat, the speed and the<br />
extent of changes in cost were too<br />
intense to be dealt with promptly.<br />
At the peak of oil and rubber price<br />
increases in July/August 2008, the<br />
direct costs alone exceeded 50%<br />
in some products, while in others<br />
it surpassed 35%. In spite of the<br />
unusually large upward price<br />
adjustments agreed with customers,<br />
a substantial portion of the extra<br />
cost had to be still absorbed over<br />
and above similar cost absorptions in<br />
the previous year. Naturally, during<br />
this period retention of margins was<br />
almost impossible. This approach was<br />
however necessary to prevent loss<br />
of market share of DPL and our<br />
customers.<br />
8<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9
Managing Director’s Review<br />
High prices of all input materials<br />
pushed up inventory values and<br />
consequently the borrowings. The<br />
finance overhead in Sri Lanka rose<br />
by 10%. The high interest rates too<br />
affected the cost of funds. The Sri<br />
Lankan rupee depreciated by only<br />
6.8% during the period, out of sync<br />
with local inflation that reached<br />
alarming levels by midyear and<br />
annulled the recoupment of local<br />
cost increases.<br />
Continuing on the work outlined in<br />
last year’s report, much was done to<br />
save on cost of energy. A 5 million<br />
k Cal per hour biomass heater<br />
commissioned at Venigros in August<br />
2008 entailed a saving of over Rs 78<br />
million within the year. Dependence<br />
on LP gas was reduced by over 95%<br />
and several steps were also taken<br />
to minimize electricity and water<br />
consumption.<br />
The performance of Sri Lankan<br />
manufacturing improved in the<br />
last quarter despite reversal of<br />
prices to customers, further than<br />
the increases obtained earlier in<br />
the year. A combination of several<br />
factors such as reductions in cost of<br />
rubber, energy and finance helped.<br />
The depreciation of the rupee by<br />
nearly 5% since November 2008 and<br />
closer monitoring of overheads too<br />
contributed.<br />
An additional production plant<br />
owned by Neoprex commenced<br />
commercial manufacture of latex<br />
flock lined gloves by end May 2008.<br />
Meantime, a lower capacity line<br />
with higher operational cost was<br />
decommissioned.<br />
Hanwella, albeit at a high unit cost,<br />
was converted to produce flock<br />
free gloves to meet the growing<br />
demand for such products. This led<br />
to rationalization of products made<br />
between Sri Lanka and Thailand.<br />
Additionally, two production lines<br />
of Grossart were modified to<br />
increase outputs and to incorporate<br />
manufacturing flexibilities to meet<br />
the swing in monthly demand among<br />
product categories.<br />
The turnaround of Dipped Products<br />
(Thailand) Limited stands out as<br />
the most noteworthy development<br />
of the year. Though the company<br />
ended the period under review<br />
with a net loss, its performance<br />
particularly since August 2008 has<br />
been encouraging. The operations<br />
reached break even point in the last<br />
quarter of the year and have now<br />
completed the first quarter of the<br />
current year as at end March 2009<br />
with a significant net profit.<br />
Total rectification of the problems<br />
with the heaters, the improvements<br />
to plant and process capabilities<br />
and the favourable movements in<br />
Thai Bhat and latex prices mainly<br />
caused the reversal of the fortunes<br />
of this project. Introduction of<br />
many product variations of latex<br />
examination gloves helped in<br />
attracting several new customers<br />
and contributed to the recovery.<br />
DPTL has in the meantime initiated<br />
legal action overseas against the<br />
supplier of the heaters claiming<br />
compensation for the losses directly<br />
attributable to the non-performance<br />
of the equipment.<br />
3,000<br />
2,500<br />
2,000<br />
1,500<br />
1,000<br />
500<br />
0<br />
Export Volume<br />
Index by Region<br />
(Base Year - 1995)<br />
South America<br />
Asia/Africa<br />
North America<br />
Europe<br />
Australasia<br />
“The Sri Lankan<br />
rupee depreciated<br />
by only 6.8% during<br />
the period, out<br />
of sync with local<br />
inflation…”<br />
“…much was done<br />
to save on cost of<br />
energy.”<br />
20.6 %<br />
2005 2006 2007 2008 2009<br />
Export Volume by Region<br />
18.5 %<br />
9.8 %<br />
3.6 %<br />
47.5 %<br />
The last of the production plants in<br />
Sri Lanka that continued manufacture<br />
of patient examination gloves at<br />
Much effort and attention was<br />
engaged during the year to cope<br />
with the unparalleled events starting<br />
Asia/Africa<br />
Australasia<br />
Europe<br />
North America<br />
South America<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9<br />
9
Managing Director’s Review<br />
“…three of the new<br />
products are believed to<br />
entail innovative features<br />
and attributes or unique<br />
manufacturing processes<br />
leading to the Company<br />
filing patent rights…”<br />
“The pre-tax profit<br />
dropped by 31% to<br />
Rs 300 million following<br />
the collapse of the<br />
commodity markets…”<br />
“Usually, the last quarter<br />
has been the most<br />
rewarding in terms of<br />
both crop and prices…<br />
It was not to be during<br />
the year…”<br />
with high costs and inflationary<br />
environment, followed by a crippling<br />
recession and crumbling global<br />
economic order.<br />
Despite these distractions, DPL<br />
developed 14 new products and<br />
versions to broaden its offer to the<br />
customers. At least three of the<br />
new products are believed to entail<br />
innovative features and attributes<br />
or unique manufacturing processes<br />
leading to the Company filing patent<br />
rights both in Sri Lanka and overseas.<br />
The launch of the electrician gloves<br />
was delayed following product<br />
refinements identified as needed to<br />
meet the very stringent parameters<br />
demanded in the discerning target<br />
markets. The product is now under<br />
testing by independent laboratories<br />
in USA and Europe.<br />
The Group acquired over a dozen<br />
new customers for products<br />
both from Sri Lanka and Thailand<br />
including Eroski, a leading Spanish<br />
supermarket. DPL’s own brand<br />
of products made further inroads<br />
largely in terms of volume. The<br />
growth was however modest<br />
following the slowdown in sales to<br />
industrial sector in the latter half of<br />
the year.<br />
Plantations<br />
The turnover of Kelani Valley<br />
Plantations <strong>PLC</strong> and its subsidiaries<br />
improved by 10% from Rs 2,828<br />
million to Rs 3,109 million. Revenue<br />
from tea moved up by 13.6%, while<br />
the turnover from rubber increased<br />
by 2.9%.<br />
The pre-tax profit dropped by<br />
31% to Rs 300 million following<br />
the collapse of the commodity<br />
markets in the last quarter of the<br />
year. Plantations recorded a profit<br />
of Rs 310 million by September<br />
2008 but finished the year with a<br />
marginal decline thereon. Usually,<br />
the last quarter has been the most<br />
rewarding in terms of both crop and<br />
prices and boosted the performance<br />
of this sector. It was not to be<br />
during the year under review.<br />
The year started well on an upbeat<br />
note with tea prices at attractive<br />
levels which declined by 35%<br />
in the last three months leaving<br />
large quantities of unsold teas by<br />
November.<br />
Tea crops increased by 10% but the<br />
heavy rainfall in the first half of the<br />
year interrupted harvesting patterns<br />
of rubber depressing crops by 6.8%.<br />
Kelani Valley Green Tea achieved<br />
a profit of Rs 5 million benefitting<br />
from the strong demand for the<br />
product in the first nine months of<br />
the year.<br />
Kalupahana Power Company too<br />
turned in a profit of Rs 4 million<br />
on operational earnings for the<br />
first time since its inception. No<br />
significant contribution to the<br />
Group’s profit was made by our tea<br />
marketing associate, Mabroc Teas.<br />
Their performance was affected<br />
as the company was compelled to<br />
purchase teas at higher prices in a<br />
rising market in the early part of the<br />
year to meet its long term export<br />
orders<br />
The Kelani Valley Instant Tea (Pvt) Ltd<br />
where KVPL owns a 75% stake setup<br />
a new facility in the Nuwara Eliya<br />
estate to produce instant tea. To<br />
supplement the output of green tea<br />
from the Oliphant factory, the black<br />
tea factory at Glassaugh was also<br />
converted to green tea manufacture.<br />
10<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9
products<br />
The ethically sourced natural rubber latex<br />
through the “Firstlight” initiative adds yet<br />
another facet to DPL’s range of products<br />
renowned for their quality and consistency.<br />
Against every pair of natural rubber gloves<br />
sold in packaging with the “Firstlight” logo (as<br />
in the insert), USD 0.005 is set aside to sustain<br />
the projects undertaken to help the small<br />
rubber farmers who form the backbone of<br />
our supply chain.<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9<br />
11
Managing Director’s Review<br />
“KVPL …received<br />
accreditation as<br />
GLOBALG.A.P<br />
compliant…”<br />
“KVPL’s<br />
performance and<br />
its contribution…<br />
were recognised<br />
with the National<br />
Business Excellence<br />
Award and the<br />
Export Gold<br />
Award…”<br />
“…recovery of<br />
DPTL is timely<br />
and vindicates our<br />
conviction to stay<br />
in this business…”<br />
Capacity & Production Index<br />
Hand Protection - Sri Lanka<br />
(Base - 1991 Capacity)<br />
700<br />
600<br />
500<br />
400<br />
300<br />
200<br />
100<br />
0<br />
2000 2001 2002 2003 2004 2005 2006 2007 2008 2009<br />
Capacity<br />
Productions<br />
The rehabilitation of the Dunedin<br />
scrap rubber factory was completed<br />
enhancing its capacity to process the<br />
skim output from the centrifuging<br />
operations of the Group. The<br />
effluent treatment plants of<br />
Urumiwela skim factory and Lavant<br />
scrap factory were redesigned and<br />
upgraded to be in full compliance<br />
with the Central Environment<br />
Authority regulations.<br />
The capital expenditure of the<br />
Plantation sector during the year<br />
amounted to Rs 581 million with<br />
substantial portion spent on replanting<br />
of rubber and tea. The balance<br />
outlay was directed at upgrading<br />
plant and machinery, factories and<br />
effluent systems as mentioned in the<br />
foregoing paragraphs. Grants from<br />
ADB and other funding agencies<br />
provided Rs 111 million towards this<br />
investment.<br />
KVPL completed the audit of<br />
all nineteen tea plantations<br />
and received accreditation as<br />
GLOBALG.A.P compliant by SGS,<br />
New Zealand and was admitted as<br />
a member of the GLOBALG.A.P<br />
producer, supplier partnership. This<br />
standard assures the consumer that<br />
the agricultural operations of KVPL<br />
meet relevant food, product safety<br />
parameters with minimal impact on<br />
the environment, whilst ensuring the<br />
safety and health of the employees.<br />
KVPL is the first plantation<br />
company in Sri Lanka to receive this<br />
accreditation for all its tea estates.<br />
This membership together with the<br />
HACCP, ISO 22000:2005 and TASL-<br />
SGS accreditations of all our black<br />
tea factories positions the company<br />
as a sought after tea producer.<br />
Adding credence to our<br />
environmental management<br />
strategy, a team of scientists was<br />
commissioned to carry out a<br />
comprehensive assessment which<br />
mapped and documented the<br />
waterways, indigenous fauna and<br />
flora and the bio diversity specifically<br />
identifying the endangered species<br />
on all KVPL plantations.<br />
KVPL’s performance and its<br />
contribution to the agriculture and<br />
plantation sector were recognized<br />
with the National Business<br />
Excellence Award and the Export<br />
Gold Award under the Service<br />
Providers to Exporters – Extra<br />
Large Category in 2008 by the<br />
National Chamber of Exporters of<br />
Sri Lanka.<br />
STRATEGIC DIRECTION<br />
Hand Protection<br />
Many large global businesses long<br />
regarded as unassailable are today<br />
seeking state assistance or are near<br />
bankruptcy. Closure of factories,<br />
layoff of employees and the shake<br />
up in the financial systems are yet to<br />
stop. It will be naive to expect DPL<br />
to be insulated from the adverse<br />
impacts of this meltdown.<br />
In this backdrop, the recovery of<br />
DPTL is timely and vindicates our<br />
conviction to stay in this business<br />
despite the initial setbacks. In<br />
reviews of recent years, we have<br />
stated that this project will and must<br />
turn profitable for DPL to realize<br />
its long term goals. The medical<br />
glove business being less prone<br />
to recession should survive the<br />
downturn and create avenues for<br />
growth. As DPTL consolidates its<br />
operations more into the new year,<br />
we will look to move to the next<br />
phase of expansion.<br />
12<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9
people<br />
The compelling cause of “Firstlight” stimulates<br />
and enthuses many of our people to go<br />
beyond their normal call of duty. Kamani from<br />
Administration, Rohan from Procurement,<br />
Malli and Niroshan from Centrifuging are only<br />
a few who voluntarily pledge their time. They<br />
conceptualize, plan and organize our initiatives<br />
to uplift the quality of life of the small rubber<br />
farmers. It is their passion and commitment<br />
that drives “Firstlight”.<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9<br />
13
Managing Director’s Review<br />
“Our commitment<br />
to provide customers<br />
close attention and care<br />
and deliver on their<br />
expectations is another<br />
area earmarked for<br />
greater focus.”<br />
“…“cause-related<br />
marketing” campaigns<br />
authenticate DPL as a<br />
socially responsive hand<br />
protection provider.”<br />
“KVPL has never<br />
flinched from maintaining<br />
its agricultural assets…”<br />
In contrast, the consumer and<br />
industrial markets catered by the Sri<br />
Lankan facilities are showing signs of<br />
softening demand, the latter being<br />
the most affected and least expected<br />
to recover in the immediate future.<br />
To sustain demand, DPL is well<br />
poised to leverage the newly<br />
developed products and take<br />
them actively to the market. We<br />
have begun work to determine<br />
and provide users additional<br />
performance data on the existing<br />
range of industrial gloves so as to<br />
convince them of our products’<br />
superior features, benefits and quality.<br />
Our commitment to provide<br />
customers close attention and care<br />
and deliver on their expectations is<br />
another area earmarked for greater<br />
focus.<br />
Teams are being trained in Lean<br />
Production systems at all locations to<br />
eliminate waste, streamline the work<br />
flow, incorporate manufacturing<br />
flexibility and thereby save cost<br />
and improve performance. The<br />
enthusiasm shown by employees<br />
at all levels towards this initiative<br />
assures worthwhile results.<br />
Though energy costs have eased,<br />
they will rise again. While further<br />
investments are on hold, designs<br />
are being developed to be in<br />
preparedness to move away<br />
from liquid fuel with minimum of<br />
delay. Use of solar power for low<br />
temperature applications are under<br />
study, to seek funding for trial and<br />
eventual implementation.<br />
The foremost strategy to deal with<br />
the prevailing situation is to conserve<br />
cash. Until definite indications of<br />
economic resurgence are seen, no<br />
investment on capacity expansions<br />
or major capital expenditure is<br />
proposed in Sri Lanka. Measures<br />
taken to tightly manage inventory of<br />
input materials and expenditure have<br />
begun to yield results.<br />
This report provides glimpses of our<br />
“Firstlight” programme which cares<br />
for the small rubber farmers in the<br />
remote villages of Sri Lanka. This<br />
strategic initiative has now gathered<br />
considerable momentum to<br />
disburse meaningful benefits to their<br />
communities. Based on “Firstlight”,<br />
BM Polyco Limited, UK featured<br />
on page 16 of this report, one of<br />
DPL’s larger customers counting an<br />
association exceeding 30 years, have<br />
launched the first “Fair Trade Rubber<br />
Gloves” with accreditation from<br />
“Traidcraft” UK. Such “cause-related<br />
marketing” campaigns authenticate<br />
DPL as a socially responsive hand<br />
protection provider.<br />
Plantations<br />
The commodity prices which fell<br />
since late 2008 are not expected to<br />
recover in the near term. Rubber<br />
prices which have normally moved in<br />
tandem with oil prices will be slower<br />
to recover particularly as automobile<br />
manufacturers continue to curtail<br />
production. Tea may pick up sooner<br />
as the economic tsunami recedes.<br />
KVPL has never flinched from<br />
maintaining its agricultural assets<br />
even over lean times in the past.<br />
This strategy has paid rich dividends<br />
whenever the commodity cycle<br />
peaked and we intend to continue<br />
this practice.<br />
The large investments of recent<br />
years on upgrading factory buildings,<br />
machinery and other infrastructure<br />
forestalls the need for more infusion<br />
14<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9
Managing Director’s Review<br />
of capital for such purposes in the<br />
immediate future.<br />
The process excellence and product<br />
purity of KVPL teas are now well<br />
established as reflected by the<br />
numerous accreditations received.<br />
The “Ethical Tea Brand of the World”<br />
continues to attract the attention of<br />
major tea buyers and we will persist<br />
with our endeavor to exploit this<br />
head start. It is also our intention<br />
to leverage the recently acquired<br />
capability to manufacture black tea,<br />
green tea and instant tea as market<br />
demands change.<br />
Strengthening of the upward<br />
integration with DPL manufacturing<br />
operations to the required extent<br />
will provide a steady outlet for<br />
rubber production.<br />
Augmenting “A Home for Every<br />
Plantation Worker” programme,<br />
though limited for the present by<br />
the adverse market conditions, will<br />
continue to be an integral part of<br />
our agenda.<br />
endured the test of time. We value<br />
these relationships beyond short<br />
term gains.<br />
We are conscious that DPL is what<br />
it is today because of the integrity<br />
and sincerity we have displayed in<br />
all our dealings. This behaviour is<br />
the outcome of a long period of<br />
mentoring that has instilled in our<br />
people, the conviction that there is<br />
no other way to success.<br />
J A G Anandarajah<br />
Managing Director<br />
12 May 2009<br />
“The process<br />
excellence and<br />
product purity of<br />
KVPL teas are now<br />
well established…”<br />
“…DPL is what it<br />
is today because of<br />
the integrity and<br />
sincerity we have<br />
displayed in all our<br />
dealings.”<br />
WAY FORWARD<br />
We are living through times like<br />
no other. Though solutions to the<br />
issues of the day are uncertain,<br />
DPL undoubtedly has the capability,<br />
ingenuity and the commitment in its<br />
people to face the challenges.<br />
Kg ’000<br />
8,000<br />
Production<br />
Tea & Rubber<br />
We are further reassured of the<br />
future because our business is<br />
built on the bedrock of lasting<br />
relationships with our customers,<br />
suppliers and employees. These<br />
associations were nurtured over<br />
many years based on mutual trust,<br />
respect and care. They may not<br />
have been perfect in every respect<br />
at all times but have unwaveringly<br />
7,000<br />
6,000<br />
5,000<br />
4,000<br />
3,000<br />
2,000<br />
1,000<br />
-<br />
2004<br />
Tea<br />
2005 2006 2007 2008<br />
Rubber<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9<br />
15
partnerships<br />
Our partnership with BM Polyco, a major glove<br />
company in the UK goes back over 30 years,<br />
as long as our engagement with the rubber<br />
smallholders. Based on the “Firstlight” initiative,<br />
they have launched a “Traidcraft” brand of<br />
“Fair Trade Rubber Gloves”. Mr Mark Holdaway,<br />
Managing Director, Mr Richard Delahaye,<br />
Consumer Business Unit Director and Mr Nick<br />
Finney, Supply Chain Director of BM Polyco are<br />
seen above, examining the product.<br />
16<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9
Board of Directors<br />
N G Wickremeratne<br />
CHAIRMAN (NON-EXECUTIVE)<br />
Joined Hayleys in 1971. Chief Executive of DPL from its inception and<br />
Director since 1981. Managing Director since 1983 and Chairman<br />
from January 2007. Appointed Group Executive Director of Hayleys<br />
in 1983 and to its Board in 1986. Deputy Chairman of Hayleys since<br />
2004 and Chairman & Chief Executive from January 2007. BSc graduate,<br />
University of Ceylon, Peradeniya, Sri Lanka. Chaired the Sri Lanka<br />
Association of Manufacturers and Exporters of Rubber Products.<br />
Committee Member of the Ceylon Chamber of Commerce and<br />
served as its representative on the National Labour Advisory Council.<br />
Past president of the Sri Lanka – France Business Council.<br />
J A G Anandarajah<br />
MANAGING<br />
Joined DPL in 1980. Appointed to the Board in 1989 and Managing<br />
Director since January 2007. Appointed to the Hayleys Group<br />
Management Committee in 2001 and to the Board of Hayleys<br />
in January 2007. Chemistry (Honours) graduate, University of<br />
Peradeniya, Sri Lanka. Member of the Board of Management,<br />
Industrial Technology Institute, Sri Lanka.<br />
R W Soysa (To 31/03/2009)<br />
OPERATIONS<br />
Serving DPL since its inception in 1976. Appointed to the Board<br />
in 1988. Licentiate of the Plastics & Rubber Institute. Recipient<br />
of the Commonwealth and Foreign Office Scholarship awarded<br />
by the British government in 1985. Recipient of the Merit Award,<br />
1988, of the Plastics & Rubber Institute of Sri Lanka.<br />
Dr W S E Fernando (To 31/05/2009)<br />
TECHNICAL<br />
Joined DPL in 1988 and appointed to its Board in 1994 Managing<br />
Director of Dipped Products (Thailand) Ltd since 2004. Chemistry<br />
(Honours) graduate, University of Peradeniya, Sri Lanka.<br />
Awarded Msc and PhD in Polymer Technology from the<br />
University of Aston, Birmingham, UK. Team Member of the<br />
UNIDO expert panel for the Thermoplastic Natural Rubber<br />
Research project. Served as a Member of the Rubber Research<br />
Board, Sri Lanka. Recipient of National Award for Scientific<br />
Achievements, 1990.<br />
G K Seneviratne<br />
PLANTATIONS<br />
Joined DPL Plantations (Pvt) Ltd in 1992 and appointed to its<br />
Board in 1995. Chief Executive of Kelani Valley Plantations <strong>PLC</strong><br />
since 1994 and appointed to its Board in 1996. Managing Director<br />
of Kelani Valley Plantations <strong>PLC</strong> since 2004. Appointed to the DPL<br />
Board in 1998 and to the Hayleys Group Management Committee<br />
in January 2007. Past Chairman of the Planters’ Association<br />
of Ceylon. Served as a Member of Sri Lanka Tea Board, Rubber<br />
Research Board, Plantation Trust Board and the Tea Association of<br />
Sri Lanka. Joined the plantation industry in 1970. Served as<br />
Consultant, Investment Monitoring Board, JEDB/SLSPC Estates.<br />
N Y Fernando<br />
PROJECTS<br />
Joined DPL in 1985. Appointed to the Board in 2004. Mechanical<br />
Engineering (Honours) graduate, University of Moratuwa, Sri<br />
Lanka. Member/Chartered Engineer of the Institution of Engineers,<br />
Sri Lanka. Member/Chartered Professional Engineer of the<br />
Institute of Engineers, Australia. Postgraduate Diploma in Industrial<br />
Engineering, NIBM.<br />
N B Weerasekera<br />
NON-EXECUTIVE<br />
Appointed to the Board in 2005. FCMA, BSc Physics (Honours)<br />
graduate, University of Peradeniya, Sri Lanka. Awarded MA in Economics<br />
from the University of Colombo, Sri Lanka. Regional Managing<br />
Partner for South and Central Asia, Aureos Capital Ltd. Served as<br />
Chief Executive Officer of People’s Venture Investment Company and<br />
Managing Director of Nextventures.<br />
R K Witanachchi<br />
MANUFACTURING<br />
Joined DPL in 1993. Appointed to the Board in 2005. Mechanical<br />
Engineering (Honours) graduate, University of Peradeniya, Sri<br />
Lanka. Served as General Manager Lanka Walltiles Ltd.<br />
A M Pandithage<br />
NON-EXECUTIVE<br />
Joined Hayleys in 1969. Appointed Group Executive Director<br />
in 1996 and to its Board in 1998. Deputy Chairman of Hayleys<br />
since 2007. Appointed to the DPL Board in 2007. Chief Executive<br />
of Hayleys Advantis Ltd. since its inception. Fellow of the<br />
Chartered Institute of Logistics & Transport. Director, Sri Lanka<br />
Port Management & Consultancy Services Ltd. Former Chairman<br />
of the Ceylon Association of Ships’ Agents. Former Director of<br />
both the Sri Lanka Ports Authority & Jaya Container Terminals Ltd.<br />
Member of the Presidential Committee on Maritime Matters.<br />
R A Ebell<br />
ALTERNATE<br />
Joined Hayleys in 1977. Appointed Group Executive Director in<br />
1986 and to its Board in 1989. Appointed Alternate Director to<br />
the DPL Board in 2007. FCA, FCMA, Dip. MCIM. Past President,<br />
CIMA Sri Lanka Division.<br />
R Seevaratnam<br />
INDEPENDENT NON-EXECUTIVE<br />
Appointed to the Board in 2007. BSc General graduate, University<br />
of London. FCA, England and Wales and FCA, Sri Lanka.<br />
Former Senior Partner of KPMG Ford, Rhodes, Thornton and<br />
Company.<br />
F Mohideen<br />
INDEPENDENT NON-EXECUTIVE<br />
Appointed to the Board in July 2008. Holds a degree in BSc<br />
Mathematics from the University of London and a MSc in Econometrics<br />
from the London School of Economics. Served as the<br />
Deputy Secretary to the Treasury and Director General, External<br />
Resources Department of the Ministry of Finance and Planning.<br />
K A L S Fernando<br />
TECHNICAL SERVICES<br />
Joined DPL in 1985. Appointed to the Board in April 2009. Holds<br />
a Joint Hons. BSc Degree in Chemistry and Management from<br />
University of London and a Post Graduate Diploma in TQM.<br />
L G S Gunawardena (From 01/06/2009)<br />
MEDICAL GLOVES<br />
Joined DPL in 1984. Appointed to the Board w.e.f. June 2009.<br />
Holds a MBA from the Victoria University, Wellington, New<br />
Zealand.<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9<br />
17
technology<br />
18<br />
The high speed latex centrifuges featured above<br />
remove water and non-rubber constituents<br />
from field latex and concentrate the liquid to<br />
60 percent dry rubber content. DPL has<br />
in place a stringent system to segregate the<br />
field latex collected from the farmers under<br />
the “Firstlight” programme. Such batches<br />
are separately centrifuged and used in the<br />
manufacture of products sold either with<br />
the “Firstlight” logo or as “Fair Trade Rubber<br />
Gloves”.<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9
Group Structure<br />
HOLDING COMPANY<br />
<strong>DIPPED</strong> <strong>PRODUCTS</strong> <strong>PLC</strong><br />
Incorporated in 1976 in Sri Lanka<br />
Stated Capital Rs. 598,615,120<br />
Directors: N G Wickremeratne - Chairman, J A G Anandarajah - Managing Director, R W Soysa+, Dr. W S E Fernando,<br />
G K Seneviratne, N Y Fernando, N B Weerasekera, R K Witanachchi, A M Pandithage (Alternate R A Ebell), R Seevaratnam,<br />
F Mohideen‡, K A L S Fernando*, L G S Gunawardena**<br />
Manufacture and marketing of industrial and general purpose rubber gloves, Management of tea and rubber plantations<br />
+ Retired March 31, 2009 ‡ Appointed July 10, 2008 * Appointed April 1, 2009 ** Appointed w.e.f. June 1, 2009<br />
HAND PROTECTION<br />
PALMA LTD<br />
Incorporated in 1990 in Sri Lanka<br />
Stated capital Rs 40,000,000<br />
Group interest 100%<br />
Directors: N G Wickremeratne, J A G Anandarajah,<br />
R W Soysa, Dr. W S E Fernando, L G S Gunawardena<br />
Manufacture and export of latex thread<br />
GROSSART (PVT) LTD<br />
Incorporated in 1991 in Sri Lanka<br />
Stated capital Rs 42,000,000<br />
Group interest 100%<br />
Directors: N G Wickremeratne - Chairman,<br />
J A G Anandarajah, R W Soysa, Dr. W S E Fernando,<br />
N Y Fernando<br />
Manufacture and export of fabric supported and<br />
unsupported gloves<br />
VENIGROS (PVT) LTD<br />
Incorporated in 1994 in Sri Lanka<br />
Stated capital Rs 80,000,000<br />
Group interest 100%<br />
Directors: N G Wickremeratne - Chairman,<br />
J A G Anandarajah, J Benoit, M Orlando, R W Soysa,<br />
Dr. W S E Fernando, J P Coudert, M Bottino<br />
Manufacture and export of fabric supported and<br />
unsupported gloves<br />
NEOPREX (PVT) LTD<br />
Incorporated in 1998 in Sri Lanka<br />
Stated capital Rs 40,000,000<br />
Group interest 100%<br />
Directors: N G Wickremeratne - Chairman,<br />
J A G Anandarajah, R W Soysa, Dr. W S E Fernando,<br />
R K Witanachchi<br />
Manufacture and export of household and industrial gloves<br />
TEXNIL (PVT) LTD<br />
Incorporated in 2001 in Sri Lanka<br />
Stated capital Rs 75,000,000<br />
Group interest 100%<br />
Directors: N G Wickremeratne - Chairman,<br />
J A G Anandarajah, R W Soysa, Dr. W S E Fernando<br />
Manufacture and export of fabric supported gloves<br />
<strong>DIPPED</strong> <strong>PRODUCTS</strong> (THAILAND) LTD<br />
Incorporated in 2002 in Thailand<br />
Share capital THB 138,500,000<br />
Group interest 98%<br />
Directors: N G Wickremeratne - Chairman,<br />
J A G Anandarajah, Dr. W S E Fernando - Managing<br />
Director, R W Soysa, L G S Gunawardena, R K Witanachchi,<br />
R A Ebell<br />
Manufacture and export of examination gloves<br />
ICOGUANTI S.p.A.<br />
Registered in Milan and successors to ICO Srl<br />
Incorporated in 1968 in Genoa<br />
Share capital Euro 2,000,000<br />
Group interest 55%<br />
Directors: V Rocchetti - President, M Bottino - Joint<br />
Managing Director, M Orlando, N G Wickremeratne,<br />
J A G Anandarajah - Joint Managing Director<br />
Marketing and distribution of household, industrial and<br />
medical gloves and personal protective wear<br />
FELTEX (PVT) LTD<br />
Incorporated in 2005 in Sri Lanka<br />
Stated capital Rs 15,000,000<br />
Group interest 100%<br />
Directors: N G Wickremeratne - Chairman,<br />
J A G Anandarajah, R W Soysa, Dr. W S E Fernando,<br />
N Y Fernando, K A L S Fernando<br />
Manufacture of cotton and synthetic flock<br />
HANWELLA RUBBER <strong>PRODUCTS</strong> LTD<br />
Incorporated in 1988 in Sri Lanka<br />
Stated capital Rs 87,000,000<br />
Group interest 70%<br />
Directors: N G Wickremeratne - Chairman,<br />
J A G Anandarajah, B A Mahipala, R W Soysa,<br />
Dr. W S E Fernando<br />
Manufacture and export of household, industrial and<br />
examination gloves<br />
PLANTATIONS<br />
DPL PLANTATIONS (PVT) LTD<br />
Incorporated in 1992 in Sri Lanka<br />
Stated capital Rs 101,000,000<br />
Group interest 100%<br />
Directors: N G Wickremeratne - Chairman,<br />
J A G Anandarajah, R W Soysa, G K Seneviratne,<br />
Dr. W S E Fernando, A Gunasekera, S Siriwardana<br />
Plantation management<br />
KELANI VALLEY PLANTATIONS <strong>PLC</strong><br />
Incorporated in 1992 in Sri Lanka<br />
Stated capital Rs 340,000,010<br />
Group interest 71%<br />
Directors: N G Wickremeratne - Chairman,<br />
J A G Anandarajah, G K Seneviratne - Managing Director,<br />
R W Soysa, Dr. W S E Fernando, B P W Jayasekera,<br />
A M Pandithage (Alternate R A Ebell), R Seevaratnam ,<br />
F Mohideen <br />
Tea and rubber plantations<br />
Appointed October 30, 2008<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9<br />
19
environment<br />
“Firstlight” cares for the environment and<br />
protects nature. By creating a viable livelihood<br />
for the farmer communities, it encourages them<br />
to keep their lands under rubber cultivation<br />
without divesting them for housing or industries.<br />
These man made forests improve air quality,<br />
facilitate rainfall, assist reduction of greenhouse<br />
gases and prevent soil erosion. They also provide<br />
a source of renewable energy thus contributing<br />
to reduction of fossil fuel usage.<br />
20<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9
Management Team<br />
N G Wickremeratne<br />
CHAIRMAN<br />
J A G Anandarajah<br />
MANAGING DIRECTOR<br />
HAND PROTECTION - DISTRIBUTION<br />
M Bottino<br />
Managing Director<br />
ICOGUANTI<br />
PLANTATIONS<br />
GENERAL MANAGERS<br />
Dr W S E Fernando<br />
DIRECTOR (TECHNICAL)<br />
MANAGING DIRECTOR DPTL<br />
A Gunasekera<br />
S Siriwardena<br />
M R S Ganapathy<br />
Low Country Region<br />
Finance<br />
Up Country Region<br />
G K Seneviratne<br />
DIRECTOR (PLANTATIONS)<br />
MANAGING DIRECTOR KVPL<br />
N Y Fernando<br />
DIRECTOR (PROJECTS)<br />
R K Witanachchi<br />
DIRECTOR (MANUFACTURING)<br />
K A L S Fernando<br />
DIRECTOR (TECHNICAL SERVICES)<br />
HAND PROTECTION - MANUFACTURING<br />
GENERAL MANAGERS<br />
L G S Gunawardana Medical gloves<br />
N A R R S Nanayakkara Finance<br />
Dr L P Nethsinghe Technical<br />
B K Pathirage<br />
Factory Operations<br />
R M T Premaratne Knitted and Coated Gloves<br />
Ms L A Kumarasiri Systems<br />
DIVISIONAL MANAGERS<br />
A Muthukuda<br />
Factory Manager (DL)<br />
K Jinadasa<br />
Factory Manager (GL)<br />
K N N Dharmaratne Factory Manager (VL)<br />
S A N Pushpakumara Factory Manager (HRPL)<br />
D P P Mendis<br />
Factory Manager (TL)<br />
Ms. S E Fernando Group Marketing<br />
C Ratnasiri<br />
Group Engineering Maintenance<br />
R Dassanayake<br />
Group Commercial<br />
J Abeyratne<br />
Development Engineering<br />
K K D P Senanayake Manufacturing (DPTL)<br />
L P R Mallikarachchi Centrifuging<br />
P J Mahaliyanage Engineering Maintenance (DL)<br />
M Bin-Sadoon<br />
Administration (DPTL)<br />
V K B Godamunne Human Resources<br />
B M A S K Jinadasa Quality Systems<br />
G Sellahewa<br />
Supply Chain and Logistics<br />
C N Mallikaratchi Production (VL)<br />
M Sivapalan<br />
Production Planning<br />
S W A Premachandra Project Implementation<br />
H M A Kumara<br />
Finance<br />
G Premanand<br />
Engineering (DPTL)<br />
P Sutthirat<br />
Human Resources (DPTL)<br />
Ms Jitinun Chokhaw Finance (DPTL)<br />
G Karunarathne Compounding (HRPL)<br />
K M C S K Perera Production (HRPL)<br />
M Weerasinghe Engineering (HRPL)<br />
K A G G Kularatne Product Technologist<br />
I P Kulatunga<br />
Marketing<br />
A J M K B Jayasundara Finance<br />
DEPUTY GENERAL MANAGERS<br />
R G D Fernando Rubber Marketing &<br />
Administration<br />
J A Rodrigo<br />
Marketing<br />
A B Stembo<br />
Tea Group – Low Country<br />
Y U S Prematilake Rubber Group – Low Country<br />
D Ramakrishna Nuwara Eliya Group<br />
D I Gallearachchi Nuwara Eliya Estate<br />
GROUP MANAGERS<br />
R K Gunasekera Hatton Group<br />
S D Samaradiwakara Hatton Group<br />
B C Gunasekera Rubber Group – Low Country<br />
C S Amarathunga Tea Group – Low Country<br />
MANAGERS<br />
K de J Seneviratne Hatton Regional Office<br />
N Weeraratne<br />
Finance Corporate<br />
K A P Dalpathadu Corporate Sustainability<br />
ESTATE MANAGERS<br />
Up Country (Nuwara Eliya & Hatton Group)<br />
A P Senanayake Oliphant<br />
M P Wanasinghe* Uda Radella<br />
T P G I Guruge* Tillyrie<br />
O K Don Sarath Blinkbonnie<br />
P S Samarakoon Battalgalla<br />
R M Samarakoon Fordyce<br />
R Dissanayake*<br />
Invery<br />
R J K Hettiarachchi Robgill<br />
S A D A Subasinghe Edinburgh<br />
R M P A Ratnayake* Glassaugh<br />
ESTATE MANAGERS<br />
Low Country (Tea & Rubber Group)<br />
K A R Alles*<br />
Ganepalla<br />
M V N K Karunaratne* Kitulgala<br />
D E P K Welikala We-Oya<br />
R M V Ratnayake* Kalupahana<br />
S F Fernando<br />
Dewalakande<br />
J Ellawala<br />
Urumiwela<br />
M W N de Silva Lavant<br />
D W Vedamuttu Kelani<br />
* Acting Estate Managers<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9<br />
21
IT TRAINING CENTRE<br />
INGESTRE ESTATE<br />
CO-OPORATIVE BANK<br />
NUWARA ELIYA ESTATE<br />
CHILD DEVELOPMENT CENTRE<br />
DEWALAKANDE ESTATE<br />
22<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9
PLANTATION IMAGE WILL GO HERE<br />
plantations<br />
“Firstlight” of DPL and “A Home for Every<br />
Plantation Worker” of KVPL are our initiatives to<br />
care for the communities that sustain the source of<br />
raw materials – the rubber small farmers and the<br />
plantation worker families. Interlinked in several<br />
ways, the programmes reflect our commitment<br />
to operate and behave in a socially responsible<br />
manner. The Dunedin Factory of KVPL featured<br />
here processes the skim generated from latex<br />
collected under “Firstlight”.<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9<br />
23
INPUT MATERIALS<br />
COMMUNITY CAPACITY<br />
BUILDING<br />
ENVIRONMENT<br />
EDUCATION AND<br />
EMPOWERMENT<br />
TAPPING<br />
END USER<br />
FAIR PRICE<br />
GLOVE PRODUCTION<br />
TRANSPORT<br />
CENTRIFUGING<br />
24<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9
Financial<br />
review<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9<br />
25
Financial Calendar 2008/2009<br />
Interim Reports<br />
Quarter ended June 30, 2008<br />
Quarter ended September 30, 2008<br />
Quarter ended December 31, 2008<br />
August 6, 2008<br />
November 5, 2008<br />
January 31, 2009<br />
Annual Report – 2008/2009<br />
Thirty Third Annual General Meeting<br />
Final Dividend proposed<br />
Final Dividend payable<br />
May 30, 2009<br />
June 26, 2009<br />
June 26, 2009<br />
July 3, 2009<br />
Financial Contents<br />
Annual Report of the Board 27<br />
Corporate Governance 31<br />
Statement of Directors’ Responsibilities 37<br />
Audit Committee Report 38<br />
Independent Auditor’s Report 39<br />
Income Statements 40<br />
Balance Sheets 41<br />
Statements of Changes in Equity 42<br />
Cash Flow Statements 43<br />
Accounting Policies 45<br />
Notes to the Financial Statements 54<br />
26<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9
Annual Report of the Board<br />
<strong>ANNUAL</strong> <strong>REPORT</strong> OF THE BOARD OF DIRECTORS ON THE AFFAIRS OF THE COMPANY<br />
<strong>DIPPED</strong> <strong>PRODUCTS</strong> <strong>PLC</strong> 2009<br />
The Directors of Dipped Products <strong>PLC</strong> present their report together with the audited Financial Statements of the Company and<br />
of the Group for the year ended March 31, 2009.<br />
The details set out herein provide the pertinent information required by the Companies Act No. 7 of 2007, the Colombo Stock<br />
Exchange Listing Rules and are guided by recommended best accounting practices.<br />
Principal activities and business review of the year<br />
The principal activities of the Group and its management team are shown on pages 19 & 21 in this report. The Chairman’s<br />
Statement and the Managing Director’s Review describe the Group’s affairs and mention important events of the year. The results<br />
for the year are set out in the Income Statements on page 40.<br />
Financial Statements<br />
The Financial Statements of the Company and the Group are given on pages 40 to 69.<br />
Independent Auditor’s Report<br />
Independent Auditor’s Report on the Financial Statements is given on page 39.<br />
Accounting policies<br />
The accounting policies adopted by the Company and its subsidiaries in the preparation of the Financial Statements are given on<br />
pages 45 to 53. There were no changes in the accounting policies adopted except for Accounting Policy 5.1.2 on defined benefit<br />
plan-Retirement Gratuity, which has been revised to be compliance with Sri Lanka Accounting standard 16 - Employee Benefits.<br />
Interest Register<br />
Directors’ Interest in Transactions: Directors of the Company and its subsidiaries have made the general disclosures provided for<br />
in Section 192(2) of the Companies Act No. 7 of 2007. Note 29 to the Financial Statements dealing with related party disclosures<br />
includes details of their interests in transactions.<br />
Directors’ Interest in Shares: There were no changes in the shareholdings of the Directors of the Company other than the<br />
resignation of Mr H A Pieris on April 30, 2008, who held 935,426 shares in the Company.<br />
There were no changes in shareholdings in subsidiaries.<br />
Directors’ Remuneration: The Executive Directors’ remuneration is established within an established framework . The total<br />
remuneration of Executive Directors of the Company for the year ended March 31, 2009 is Rs. 24,174,100 (2008 -<br />
Rs. 23,678,343) which includes the value of perquisites granted to them as part of their terms of service. The total remuneration<br />
of Non-Executive Directors for the year ended March 31, 2009 is Rs. 1,166,666 (2008 - Rs. 1,500,000) determined according to<br />
scales of payment decided upon by the Board. The Board is satisfied that the payment of this remuneration is fair to the Company.<br />
Remuneration paid to the Directors of the subsidiary companies for financial year ended March 31, 2009 is Rs. 24,044,250<br />
(2008 - Rs. 25,178,343)<br />
Details of Directors’ Shareholdings as defined in Colombo Stock Exchange Rules<br />
No. of Shares as at March 31 2009 2008<br />
Company<br />
Mr N G Wickremeratne 659,120 659,120<br />
Mr J A G Anandarajah 219,474 219,474<br />
Mr R W Soysa 278,020 278,020<br />
Dr W S E Fernando 85,812 85,812<br />
Mr N Y Fernando 10,288 10,288<br />
Mr R K Witanachchi 10,926 10,926<br />
Mr H A Pieris resigned w.e.f. April 30, 2008. Shares held upto that date - 935,426 (March 31, 2008 - 935,426)<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9<br />
27
Annual Report of the Board<br />
Donations<br />
The donations made by the Company and the Group are disclosed in Note 5 on Page 55.<br />
No donations were made for political purposes.<br />
Directorate<br />
The names of the Directors who served during the year are given on page 17 in this report.<br />
Mr R W Soysa who served as an Executive Director of the Company retired on March 31, 2009.<br />
Dr. W S E Fernando, an Executive Director of the Company retires on May 31, 2009.<br />
Mr F Mohideen and Mr K A L S Fernando were appointed to the Board on July 10, 2008 and April 1, 2009 respectively.<br />
Mr L G S Gunawardena will be appointed to the Board with effect from June 1, 2009.<br />
In terms of the Articles of Association of the Company Shareholders will be requested to re-elect them at the Annual General<br />
Meeting.<br />
Mr N B Weerasekera and Mr R K Witanachchi retire by rotation and being eligible, offer themselves re-election.<br />
The Directors of the subsidiaries are given on page 19.<br />
Auditors<br />
Messrs KPMG Ford, Rhodes, Thornton & Co., Chartered Accountants are deemed re-appointed in terms of Section 158 of the<br />
Companies Act No. 7 of 2007, as Auditors of the Company. The Directors are authorised to determine their remuneration.<br />
The Auditors, Messrs. KPMG Ford, Rhodes, Thornton & Co., were paid Rs 520,000 (2008 - Rs 460,000) and Rs 3,570,000<br />
(2008 - Rs 3,137,750) as audit fees by the Company and the Group respectively. In addition, they were paid Rs 65,000<br />
(2008 – Rs 289,597) and Rs 1,006,431 (2008 - Rs 651,334), by the Company and the Group, for non-audit related work, which<br />
consisted mainly of tax consultancy services.<br />
The Financial Statements of Hanwella Rubber Products Ltd., for the year have been audited by B R De Silva and Company, and<br />
was paid Rs 150,000 (2008 - Rs 145,000) as audit fee and Rs 25,400 (2008- Rs 24,050) for non audit related work, which<br />
consisted mainly of tax consultancy services.<br />
In addition to the above, Rs 2,760,559 (2008 - Rs 2,240,000), and Rs 208,370 (2008- Rs 209,000) were paid as audit fees by<br />
ICOGUANTI S.p.A. and Dipped Products (Thailand) Ltd., respectively.<br />
As far as the Directors are aware, the Auditors of the Company and of the subsidiaries do not have any relationships (other than<br />
that of an Auditor) with the Company or any of its subsidiaries other than those disclosed above. The Auditors also do not have<br />
any interests in the Company or any of its Group companies.<br />
Turnover<br />
The gross turnover of the Group during the year was Rs 11,895,985,490 (2008 - Rs11,152,894,905). The Group turnover from<br />
international trade in Hand Protection sector amounted to Rs 9,462,829,218 (2008 - Rs 8,845,502,910). Further information on<br />
Group turnover is detailed in note 1 to the Financial Statements.<br />
Reserves<br />
The total Group reserves as at March 31, 2009 amount to Rs 2,480,534,933 (2008 - Rs 2,211,788,728) comprising capital<br />
reserves of Rs 174,222,717 (2008 - Rs 172,018,091) and revenue reserves of Rs 2,306,312,216 (2008 - Rs 2,039,770,637)<br />
28<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9
Annual Report of the Board<br />
Profits<br />
After making provisions for all known liabilities and depreciation on property,<br />
plant & equipment the profit earned by the Group before taxation was<br />
And taxation on Group profits amounting<br />
to were deducted<br />
2009<br />
Rs ‘000<br />
2008<br />
Rs ‘000<br />
616,437 615,969<br />
(113,709) (100,627)<br />
The Group was left with a profit of 502,728 515,342<br />
And the amount attributable to minority interest of (139,858) (144,220)<br />
And the balance of the previous year net of final dividend and appropriations<br />
were adjusted<br />
1,212,942 1,114,953<br />
The profit before appropriation was 1,575,818 1,486,075<br />
Appropriations<br />
Your Directors have made appropriations as follows:<br />
Interim dividend - Nil (2008 – Rs. 1.50 per share) - 89,792<br />
Proposed final dividend of Rs. 3.00 per share (2008 – Rs. 1.50 per share) 179,585 89,793<br />
Total appropriations 179,585 179,585<br />
Dividend<br />
The Board of Directors have recommended a payment of a first & final dividend of Rs. 3.00 per share payable on July 3, 2009 to<br />
the shareholders of the issued ordinary shares of the Company as at close of business on June 26, 2009.<br />
The total dividend of Rs. 3.00 per share distributed to shareholders comprise tax exempt dividends received by the Company and<br />
will therefore be free of income tax in the hands of shareholders.<br />
The Directors have confirmed that the company satisfies the solvency test requirement under Section 56 of the Companies<br />
Act No. 7 of 2007 for the dividend proposed. A solvency certificate has been sought from the Auditors of the Company.<br />
Statutory payments<br />
The Directors are satisfied that all statutory payments in relation to Employees and the Government have been made up to date.<br />
Taxation<br />
The Company has entered into an agreement with the Board of Investment of Sri Lanka and has been granted a 10 year tax<br />
holiday as “Thrust Industries” up to March 31, 2009 on its business activity. Other income of the Company is liable to taxation at<br />
the rate of tax of 35%.<br />
Capital expenditure<br />
Group expenditure on property, plant & equipment during the year amounted to Rs. 799,080,053 (2008 - Rs. 679,286,042). The<br />
movement in property, plant & equipment during the year is set out in Note 9 to the Financial Statements.<br />
Market value of properties<br />
The value of land owned by the Group is stated at cost or valuation. Information on valuation of land are explained in Note 9 to<br />
the Financial Statements.<br />
Events after the Balance Sheet date<br />
No circumstances have arisen since the Balance Sheet date which would require adjustment to or disclosure in, other than those<br />
disclosed in note 30 to the Financial Statements.<br />
Going concern<br />
The Directors, after making necessary inquiries and reviews including review of the Group’s budget for the ensuing year, capital<br />
expenditure requirements, future prospects and risks, cash flows and borrowing facilities, have a reasonable expectation that the<br />
Company and the Group have adequate resources to continue in operational existence for the foreseeable future. Therefore the<br />
going concern basis has been adopted in the preparation of the Financial Statements.<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9<br />
29
Annual Report of the Board<br />
Stock market information<br />
Information relating to earnings, dividend, net assets per share and share trading are given on pages 70 to 74.<br />
Major shareholdings<br />
The twenty major shareholders as at March 31, 2009 are given on page 73 in this report.<br />
Annual general meeting<br />
The Annual General Meeting will be held at the Auditorium of the Institute of Chartered Accountants of Sri Lanka No. 30A,<br />
Malalasekera Mawatha, Colombo 07 on June 26, 2009 at 3.00 p.m. The Notice of the Annual General Meeting appears on page 76.<br />
For and on behalf of the Board<br />
N G Wickremeratne<br />
Chairman<br />
J A G Anandarajah<br />
Managing Director<br />
Hayleys Group Services (Pvt) Limited<br />
Secretaries<br />
400, Deans Road,<br />
Colombo 10<br />
May 12, 2009<br />
30<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9
Corporate Governance<br />
Dipped Products <strong>PLC</strong> (DPL) continues to be committed to conducting the Company’s business ethically and in accordance with<br />
high standards of good corporate governance.<br />
The Company is a subsidiary of Hayleys <strong>PLC</strong>. Principle Business of the Company is shown on the back inner cover page.<br />
DPL Governance Guidelines provide Directors and management with a road map of their respective responsibilities. These<br />
guidelines, which will be updated periodically, detail clearly those matters requiring Board and Committee approval, advice or<br />
review. The DPL Governance Framework is depicted in the following diagram.<br />
Shareholders<br />
Appoint<br />
Audiitors<br />
Hayleys<br />
Remuneraion<br />
Committee<br />
Recommend<br />
Sector<br />
Management<br />
Elect<br />
Board of<br />
Directors<br />
Sector<br />
Management<br />
Appoint<br />
Appoint<br />
Audit<br />
Committee<br />
Company<br />
Secretaries<br />
We set out below the Corporate Governance practices adopted and practiced by DPL against the background of the Code of<br />
Best Practice on Corporate Governance issued by The Institute of Chartered Accountants of Sri Lanka and the Rules set out in<br />
Section 6 of the Colombo Stock Exchange’s Listing Rules.<br />
Board of Directors<br />
The Board of Directors is responsible for setting up the Governance Framework within the Company.<br />
Composition and attendance at meetings<br />
As at the end of the year under review, the Board consisted of eleven Directors; five Non-Executive Directors including the<br />
Chairman, six Executive Directors and an Alternate Director for a Non-Executive Director. These Directors are named below<br />
and their profiles are given on page 17 in this Report. Details of Directors share holding in DPL and the directorates they hold in<br />
other companies are given on pages 19 and 21 respectively.<br />
The Board meets quarterly as a matter of routine. Ad hoc meetings are held as and when necessary. During the year under<br />
review, the Board met on five occasions. The attendance at these meetings was:<br />
Name of Director<br />
Executive/ Non - Executive/<br />
Independent Non-Executive<br />
Attendance<br />
N G Wickremeratne - Chairman Non-Executive 5/5<br />
J A G Anandarajah - Managing Director Executive 4/5<br />
R W Soysa * Executive 5/5<br />
Dr W S E Fernando Executive 4/5<br />
G K Seneviratne Executive 5/5<br />
N Y Fernando Executive 5/5<br />
N B Weerasekera Non-Executive 4/5<br />
R K Witanachchi Executive 5/5<br />
A M Pandithage Non-Executive 4/5<br />
R A Ebell - (Alternate Director) 4/5<br />
R Seevaratnam Independent Non-Executive 5/5<br />
F Mohideen Independent Non-Executive 4/4<br />
K A L S Fernando ‡ Executive -<br />
* Retired March 31, 2009 Appointed July 10, 2008 ‡ Appointed April 01, 2009<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9<br />
31
Corporate Governance<br />
Responsibilities<br />
The Board is responsible to;<br />
enhance shareholder value.<br />
formulate and communicate business policy and strategy to assure sustained growth, and monitor its implementation.<br />
approve any change in the Group’s business portfolio and sanction major investments and disinvestments in accordance<br />
with parameters set.<br />
ensure Executive Directors have the skills/ knowledge to implement strategy effectively, with proper succession<br />
arrangements in focus.<br />
ensure effective remuneration, reward and recognition policies are in place to help employees give of their best.<br />
set and communicate values/ standards, with adequate attention being paid to accounting policies/ practices.<br />
ensure effective information, control, risk management and audit systems are in place.<br />
ensure compliance with laws and ethical standards established.<br />
approve annual budgets and monitor performance against these.<br />
adopt annual and interim results before these are published.<br />
Inter alia, Directors;<br />
must bring independent judgment to bear and consider foremost the interests of the company as a whole.<br />
must stay abreast of developments in management practice, the world and domestic economy and other matters<br />
relevant to the company.<br />
may convey concerns to the Chairman.<br />
may, where necessary and with the concurrence of the Chairman or the DPL Independent Director, consult and consider<br />
inputs from “experts” in relevant areas.<br />
should declare their interests in contracts under discussion at a Board meeting, and refrain from participating in such<br />
discussion.<br />
possessing “price- sensitive” information concerning the company should not trade in the company’s shares until such<br />
information has been adequately disseminated in the market.<br />
Company Secretary<br />
The services and advice of the Company Secretary are made available to Directors as necessary. The Company Secretary keeps<br />
the Board informed of new laws, regulations and requirements coming into effect which are relevant to them as individual<br />
Directors and collectively to the Board. A major focus of attention recently has been the Companies’ Act No 7 of 2007, with its<br />
wide ranging implications, pursuant to which the Company adopted a new set of Articles of Association.<br />
Chairman’s role<br />
The Chairman is responsible for the efficient conduct of Board meetings. The Chairman maintains close contact with all Directors,<br />
and holds informal meetings with Non-Executive Directors as and when necessary.<br />
Board balance<br />
The composition of the Executive and Non- Executive Directors (the latter are over one third of the total number of Directors)<br />
satisfies the requirements laid down in the Listing Rules of the Colombo Stock Exchange. The Board has determined that two<br />
Non-Executive Directors satisfy the criteria for “independence” set out in the Listing Rules.<br />
Non-Executive Directors profiles reflect their caliber and the weight their views carry in Board deliberations. Each is independent<br />
of management and free from any relationship that can interfere with independent judgment. The balance of Executive, Non-<br />
Executive and Independent Non-Executive Directors on the Board ensures that no individual Director or small group of<br />
Directors dominates board discussion and decision making.<br />
The Chairman of the Company is also the Chairman of Hayleys <strong>PLC</strong>. Chief Executive Authority is vested in the Managing Director<br />
of the Company . The distinction between the position of the Chairman and officers wielding executive powers in the Company<br />
ensures the balance of power and authority.<br />
Financial acumen<br />
The Board, including the Alternate Director includes two senior Chartered Accountants, who possess the necessary knowledge<br />
and competence to offer the Board guidance on matters of finance. One of them serves as Chairman of the Audit Committee.<br />
Supply of information<br />
Directors are provided with quarterly reports on performance that such other reports and documents as are necessary. The<br />
Chairman ensures all Directors are adequately briefed on issues arising at meetings.<br />
Appointments to the Board<br />
The Board as a whole decides on the appointment of Directors.<br />
32<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9
Corporate Governance<br />
Re-election of Directors<br />
The provisions of the Company’s Articles require a Director appointed by the Board to hold office until the next Annual General<br />
Meeting (AGM), and seek re-appointment by the shareholders at that meeting.<br />
The Articles call for one third of the Directors in office to retire at each Annual General Meeting. The Directors who retire are<br />
those who have served for the longest period after their appointment / re-appointment. Retiring Directors are generally eligible<br />
for re-election.<br />
The Managing Director does not retire by rotation.<br />
Remuneration procedure<br />
The Remuneration Committee of Hayleys <strong>PLC</strong> who is the ultimate parent of DPL acts as the Remuneration Committee of the<br />
Company.<br />
Remuneration Committee of Hayleys <strong>PLC</strong> consists of;<br />
L K B Godamunne (Chairman) - Independent Non-Executive<br />
I D Bandaranayake - Independent Non-Executive<br />
A M Senaratne - Independent Non-Executive<br />
T L F Jayasekera - Independent Non-Executive<br />
K D D Perera - Non-Executive<br />
The Remuneration Committee recommends the remuneration payable to Managing Director & Executive Directors and sets<br />
guidelines for the remuneration of the management staff within the Company. The Board makes the final determination after<br />
consideration of such recommendation and performance of the senior management staff.<br />
Disclosure of remuneration<br />
The total of Directors’ remuneration is reported in note 5 to the Financial Statements.<br />
Directors are able to access programmes arranged by the Hayleys Group Human Resource Development Division when<br />
appropriate, to provide update on matters relevant to business management and economic affairs.<br />
Management Structure<br />
DPL Group comprises Dipped Products <strong>PLC</strong> and subsidiary companies. The Board has delegated primary authority to the<br />
Managing Director and the five Executive Directors, to achieve the strategic objectives formulated by them.<br />
The authority is exercised within the ethical framework and business practices established by the Board which demands<br />
compliance with existing laws and regulation as well as best practices in dealing with employees, customers, suppliers and the<br />
community at large. These are further described elsewhere in this report.<br />
The Group is effectively divided in to two divisions, namely Hand Protection and Plantations, which fall under the purview of the<br />
Managing Director. The Hand Protection division includes the production operation of Dipped Products <strong>PLC</strong> and eight subsidiary<br />
companies and the Italian marketing company ICOGUANTI S.p.A. The division is managed as six functional units supervised by an<br />
Executive Director. The Plantation division is managed by an Executive Director and two Directors of DPL Plantations (Pvt) Ltd.<br />
The Group structure and the Management Team are given on page no 19 and 21.<br />
The Executive Directors, General Managers and key Managers of both divisions meet separately on a monthly basis to review<br />
progress and discuss strategic issue and other important developments that require consideration. The Managing Director may<br />
attend these meetings and minutes are kept of decision made and major issues.<br />
The Managing Director and designated Executive Director attend the monthly meetings of the Group Management Committee<br />
of Hayleys <strong>PLC</strong> and report on progress and important issue.<br />
Relations with shareholders<br />
The Notice of Meeting is included in the Annual Report. The Notice contains the agenda for the AGM as well as instructions on<br />
voting for shareholders, including appointment of proxies. A Form of Proxy is enclosed with the Annual Report. The period of<br />
notice prescribed by the Companies Act No 7 of 2007 has been met.<br />
Constructive use of the Annual General Meeting<br />
The active participation of shareholders at the Annual General Meeting is encouraged. The Board believes the AGM is a means of<br />
continuing effective dialogue with shareholders.<br />
The Board offers clarifications and responds to concerns shareholders have over the content of the Annual Report as well as<br />
other matters which are important to them. The AGM is also used to adopt the Financial Statements for the year.<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9<br />
33
Corporate Governance<br />
Major transactions<br />
There have been no transactions during the year under review which fall within the definition of “Major Transactions” in terms of<br />
the Companies Act.<br />
Communication with shareholders<br />
Shareholders are provided with quarterly Financial Statements and the Annual Report, which the company considers as its<br />
principal communication with them and other stakeholders. These reports are also provided to the Colombo Stock Exchange.<br />
Shareholders may bring up concerns they have, either with the Managing Director or the Group’s Secretarial Department as<br />
appropriate.<br />
Price sensitive information<br />
Due care is exercised with respect to share price sensitive information.<br />
Shareholder value and return<br />
The Board constantly strives to enhance the shareholder value and provide a total return in excess of the market. It has been the<br />
policy of the Board to distribute a reasonable dividend rate to the shareholders whilst allowing for capital requirements.<br />
Accountability and Audit<br />
Financial reporting<br />
The Board places great emphasis on complete disclosure of financial and non-financial information within the bounds of<br />
commercial reality, and on the adoption of sound reporting practices. Financial information is disclosed in accordance with the Sri<br />
Lanka Accounting Standards. Revisions to existing accounting standards and adoption of new standards are carefully monitored.<br />
The Annual Report includes descriptive, non-financial content through which an attempt is made to provide stakeholders with<br />
information to assist them make more informed decisions.<br />
The Statement of Directors’ Responsibilities for the Financial Statements is given on page 37 in this report.<br />
Management Report<br />
The Managing Director’s Review (pages 8 to 15) in this report provides an analysis of the Group’s performance during the<br />
financial year.<br />
The Board confirms that there is an ongoing process for identifying, evaluating and managing significant risks. This process has been<br />
in place through the year under review. The potential risks, both internal as well as external, faced by the Company and actions<br />
instituted for mitigating the same are reported in the Managing Director’s review.<br />
Going concern<br />
The Directors, after making necessary inquiries and reviews including reviews of the company budget for the ensuing year, capital<br />
expenditure requirements, future prospects and risks, cash flows and borrowing facilities, have a reasonable expectation that the<br />
Company has adequate resources to continue in operational existence for the foreseeable future. Therefore the going concern<br />
basis has been adopted in the preparation of the Financial Statements.<br />
Internal control<br />
The Directors are responsible for the Group’s system of internal financial controls. The system is designed to safeguard assets<br />
against unauthorised use or disposition and to ensure that accurate records are maintained and reliable financial information is<br />
generated. However, there are limits to which any system can ensure that errors and irregularities are prevented or detected<br />
within a reasonable period.<br />
The important procedures in place to discharge this responsibility are as follows:<br />
the Directors are responsible for the establishment and monitoring of financial controls appropriate for the operation<br />
within the overall Group policies.<br />
the Board reviews the strategies of the divisions and constituent companies.<br />
annual budgeting and regular forecasting processes are in place and the Directors review performance.<br />
the Board has established policies in areas of investment and treasury management and does not permit employment of<br />
complex risk management mechanism.<br />
the Group is subjected to regular internal audits and system reviews.<br />
the Audit Committee reviews the plans and activities of the internal audits and the management letters of External Auditors.<br />
the Group carefully selects and trains employees and provides appropriate channels of communication to foster a control<br />
conscious environment.<br />
34<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9
Corporate Governance<br />
The Board has reviewed the effectiveness of the system of financial control for the period up to the date of signing the accounts.<br />
The Directors’ responsibilities for the Financial Statements are described on page 37.<br />
Audit Committee<br />
DPL Group constituted its own Audit Committee in 2007. The Committee consists of three Non- Executive Directors of Dipped<br />
Products <strong>PLC</strong>. The meetings were attended by the Chairman, Finance Director of Hayleys <strong>PLC</strong> and the Managing Director by<br />
invitation when matters relating to the Group were taken up for discussion. The External Auditor attended the meetings when his<br />
presence was deemed necessary.<br />
The Audit Committee has written terms of reference and is empowered to examine any matters relating to the financial affairs of<br />
the Group and its internal and external audits.<br />
The Committee reviewed the Financial Statements, internal control procedures, accounting policies, compliance with accounting<br />
standards, emerging accounting issues and other related functions that the Board required. It also reviews the adequacy of systems<br />
for compliance with the relevant legal, regulatory and ethical requirements. Significant issues discussed by the Committee at the<br />
reviews were communicated by the Managing Director to the Board of Directors for their consideration and action.<br />
The Audit Committee helps the Group achieve a balance between conformance and performance.<br />
Members of the Audit Committee<br />
R Seevaratnam – Chairman of the Committee<br />
N B Weerasekera<br />
F Mohideen<br />
The Audit Committee recommends the appointment and fees of the External Auditors, having considered their independence<br />
and performance.<br />
The Audit Committee Report appears on Page 38 in this Report.<br />
IT governance<br />
We continue to give attention to bringing the DPL’s IT systems in line with its strategies and objectives. Dedicated staffs are<br />
deployed to support this.<br />
The DPL’s investment in IT resources covers resources operated and managed centrally and resources deployed in the various<br />
factories. This includes an ERP system, internet and e mail services catering to most parts of the business.<br />
IT value and alignment<br />
Investments in IT projects and systems are made after consideration is given to their suitability for the related projects. Further<br />
aspects such as cost savings, timely information and the balance between cost of investment and present and future scale of<br />
operations are also taken into account when these decisions are taken.<br />
IT risk management<br />
Risks associated with Information Technology are assessed in the process of risk management. Use of licensed software (with<br />
Microsoft Corporation), closer monitoring of internet usage (for compliance with the IT use policy) and mail server operations<br />
and the use of antivirus and firewall software, are some of the practices in place.<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9<br />
35
Corporate Governance<br />
Level of compliance with the Colombo Stock Exchange’s Listing Ruling section 6, Rules on Corporate Governance are given in the<br />
following table.<br />
Rule No. Subject Application requirement Compliance<br />
Status<br />
Details<br />
6.1(a) Non-Executive Directors At least one third of the total number of Directors<br />
should be Non-Executive Directors<br />
6.2(a)<br />
6.2(b)<br />
6.3(a)<br />
6.3(b)<br />
6.3(c)<br />
6.3(d)<br />
6.5<br />
6.5(a)<br />
6.5(b)<br />
6.5(c)<br />
Independent Directors<br />
Independent Directors<br />
Disclosure relating to Directors<br />
Disclosure relating to Directors<br />
Disclosure relating to Directors<br />
Disclosure relating to Directors<br />
Remuneration Committee<br />
Composition of Remuneration<br />
Committee<br />
Functions of Remuneration<br />
Committee<br />
Disclosure in the Annual Report<br />
relating to Remuneration<br />
Committee<br />
Two or one third of Non-Executive Directors,<br />
whichever is higher should be Independent<br />
Each Non-Executive Director should submit a<br />
declaration of independence/non-independence in<br />
the prescribed format<br />
Names of independent Directors should be<br />
disclosed in the Annual Report<br />
The basis for Board to determine a Director as<br />
independent, specified criteria for independence is<br />
not met.<br />
A brief resume of each Director should be included<br />
in the Annual Report including the areas of expertise<br />
Forthwith provide a brief resume of new Directors<br />
appointed to the Board with details specified in<br />
6.3(d) to the CSE<br />
A listed company shall have a Remuneration<br />
Committee<br />
Shall comprise of Non-Executive Directors a<br />
majority of whom will be independent<br />
The Remuneration Committee shall recommend<br />
the remuneration of Chief Executive Officer and<br />
Executive Directors<br />
The Annual Report should set out;<br />
a) Names of Directors comprising the<br />
Remuneration Committee<br />
b) Statement of Remuneration Policy<br />
c) Aggregated remuneration paid to Executive &<br />
Non-Executive Directors<br />
Compliant<br />
Compliant<br />
Compliant<br />
Five of eleven Directors are Non-<br />
Executive Directors<br />
Two of the five Non-Executive<br />
Directors are Independent<br />
Non-Executive Directors have<br />
submitted the declaration<br />
Compliant Please refer page 17<br />
Compliant<br />
Given on page 32 under the<br />
heading of Board Balance<br />
Compliant Please refer page 17<br />
Compliant<br />
Compliant<br />
Compliant<br />
Compliant<br />
Compliant<br />
Compliant<br />
Compliant<br />
A brief resume provided to the<br />
CSE<br />
Remuneration Committee of the<br />
ultimate parent (Hayleys <strong>PLC</strong>) acts<br />
as a Remuneration Committee of<br />
the Company<br />
As above<br />
As above and stated in this report<br />
As above<br />
As above<br />
As above<br />
Please refer the page<br />
6.6 Audit Committee The company shall have a Audit Committee Compliant Names of the members of the<br />
Audit Committee are stated on<br />
page 38<br />
6.6(a)<br />
Composition of Audit<br />
Committee<br />
Shall comprise of Non-Executive Directors a<br />
majority of whom will be independent<br />
Compliant<br />
Audit Committee consists of<br />
two Independent Non-Executive<br />
Directors<br />
One Non-Executive Director shall be appointed as<br />
the Chairman of the committee<br />
Compliant<br />
Chairman of the Audit Committee<br />
is an Independent Non-Executive<br />
Director<br />
Chief Executive Officer and the Chief Financial<br />
Officer should attend Audit Committee Meetings<br />
Compliant<br />
Chief Executive Officer and<br />
Chief Financial Officer attend by<br />
invitation<br />
The Chairman of the Audit Committee or one<br />
member should be a member of a professional<br />
accounting body<br />
Compliant<br />
Chairman of the Audit Committee<br />
is a Chartered Accountant.<br />
6.6(b)<br />
Audit Committee functions<br />
Should be as outlined in the Section 6 of the listing<br />
rules<br />
Compliant<br />
The terms of reference of the<br />
Audit Committee adopted by the<br />
Board<br />
6.6(c)<br />
Disclosure in the Annual Report<br />
relating to Audit Committee<br />
a) Names of Directors comprising the Audit<br />
Committee<br />
b) The Audit Committee shall make a<br />
determination of the independence of the<br />
Auditors and disclose the basis for such<br />
determination<br />
c) The Annual Report shall contain a Report of<br />
the Audit Committee setting out of manner of<br />
Compliance of the functions<br />
Compliant<br />
Compliant<br />
Compliant<br />
Please refer page 38<br />
Please refer Audit Committee<br />
Report on page 38<br />
Please refer Audit Committee<br />
Report on page 38<br />
36<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9
Statement of Directors’ Responsibilities<br />
The Directors are responsible, under section 150 (1), 151 (1), 152 (1),153 (1) & 153 (2) of the Companies Act No. 7 of 2007,<br />
to ensure compliance with the requirements set out therein to prepare Financial Statements for each financial year giving a true<br />
and fair view of the state of affairs of the Company and the Group as at end of the financial year and of the profit & loss of the<br />
Company and the Group for the financial year. The Directors are also responsible, under section 148 for ensuring that proper<br />
accounting records are kept to disclose, with reasonable accuracy, the financial position and enable preparation of the Financial<br />
Statements.<br />
The Board accepts responsibility for the integrity and objectivity of the Financial Statements presented. The Directors confirm<br />
that in preparing the Financial Statements, appropriate accounting policies have been selected and applied consistently while<br />
reasonable and prudent judgments have been made so that the form and substance of transactions are properly reflected.<br />
They also confirm that the Financial Statements have been prepared and presented in accordance with the Sri Lanka Accounting<br />
standards. The Financial Statements provide the information required by the Companies Act and the listing rules of the Colombo<br />
Stock Exchange.<br />
The Directors have taken reasonable measures to safeguard the assets of the Group and, in that context, have instituted<br />
appropriate systems of internal control with a view to preventing and detecting fraud and other irregularities.<br />
As required by section 56 (2) of the Companies Act, the Board of Directors has authorized distribution of the dividends now<br />
proposed, being satisfied based on information available to it that the Company would satisfy the solvency test after such<br />
distributions in accordance with section 57 of the Companies Act No 7 of 2007, and sought in respect of the dividend now<br />
proposed, certificates of solvency from its Auditors.<br />
The external Auditors, Messrs KPMG Ford Rhodes, Thornton & Co., are re- appointed in terms of Section 158 of the Companies<br />
Act No. 7 of 2007 were provided with every opportunity to undertake the inspections they considered appropriate to<br />
enable them to form their opinion on the Financial Statements. The report of the Auditors, shown on page 39 sets out their<br />
responsibilities in relation to the Financial Statements.<br />
Compliance Report<br />
The Directors confirm that to the best of their knowledge, all statutory payments relating to employees and the Government<br />
that were due in respect of the Company and its Subsidiaries as at the Balance Sheet date have been paid or where relevant,<br />
provided for.<br />
By Order of the Board<br />
Hayleys Group Services (Pvt) Limited<br />
Secretaries<br />
400, Deans Road, Colombo 10<br />
May 12, 2009<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9<br />
37
Audit Committee Report<br />
Composition and role<br />
The Audit Committee, appointed by and responsible to the Board of Directors, comprises three Non-Executive Directors. The<br />
Chairman, Finance Director of Hayleys <strong>PLC</strong> and the Managing Director attend meetings of the Committee by invitation. The<br />
Chairman of the Audit Committee is a senior Chartered Accountant. The role of the Committee, which has specific terms of<br />
reference, is described in the Corporate Governance Report on page 35.<br />
The names of the members and brief profiles of each member are given on pages 17 and inner back cover in this report. Their<br />
individual and collective financial knowledge and business acumen and the independence of the Committee, are brought to bear<br />
on their deliberations and judgments on matters that come within the Committee’s purview. Kelani Valley Plantations <strong>PLC</strong> the<br />
other quoted company in the Group, that has independent non- executive directors constituted its own Audit Committee to<br />
review their activities with effect from this financial year. Their terms of reference will be similar to the terms of the DPL Group<br />
Audit Committee and reports from these committees will be forwarded to the DPL Group Audit Committee.<br />
Meetings<br />
The Audit Committee met 4 times during the year. The attendance of the members at these meetings is as follows:<br />
Mr R Seevaratnam (Chairman) 4/4<br />
Mr N B Weerasekera 4/4<br />
Mr F Mohideen 1/1<br />
Activities<br />
The Committee carried out the following activities during the year:<br />
the Committee reviewed the financial reporting system adopted by the Group in the preparation of its quarterly and<br />
annual Financial Statements to ensure reliability of the process and consistency of the accounting policies and methods<br />
adopted and their compliance with the Sri Lanka Accounting Standards. The methodology included obtaining statements<br />
of compliance from Heads of Finance. The Committee recommended the Financial Statements to the Board for its<br />
deliberations and issuance. The Committee, in its evaluation of the financial reporting system, also recognised the adequacy<br />
of the content and quality of routine management information reports forwarded to its members.<br />
the Committee reviewed the process to assess the effectiveness of the internal financial controls that have been<br />
designed to provide reasonable assurance to the Directors that assets are safeguarded and that the financial reporting<br />
system can be relied upon in preparation and presentation of the Financial Statements. The internal audit function of<br />
local manufacturing companies is carried out by an independent firm of chartered accountants. Procedures relating to<br />
continuous monitoring and reporting of key control elements in Group companies were brought to the notice of the<br />
internal auditors and the Hayleys Group Management Audit & Systems Review Department in order to formulate the<br />
action plans for the ensuing year.<br />
the Committee obtained and reviewed statements on major Business Risks, mitigatory action taken or contemplated.<br />
the Committee reviewed reports tabled by Group companies certifying their compliance with relevant revenue<br />
regulations.<br />
the Committee held meetings with the External Auditors to review the scope of the audit and the Audit Management<br />
Letters of Group companies. Actions taken by the management in response to the issues raised, as well as the effectiveness<br />
of the internal controls in place, were discussed. Remedial action was recommended wherever necessary.<br />
the Committee reviewed the nature and value of non-audit work the External Auditors had undertaken, to ensure that it<br />
did not compromise their independence. The Audit Committee has recommended to the Board of Directors that Messrs<br />
KPMG Ford, Rhodes, Thornton & Co., be continued as Auditors for the financial year ending March 31,2010.<br />
R Seevaratnam<br />
Chairman<br />
Audit Committee<br />
May 6, 2009<br />
38<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9
Independent Auditors’ Report<br />
To the Shareholders of Dipped Products <strong>PLC</strong><br />
Report on the Financial Statements<br />
We have audited the accompanying Financial Statements of Dipped Products <strong>PLC</strong>, the consolidated Financial Statements of the<br />
Company and its subsidiaries as at that date which comprise the Balance Sheet as at March 31, 2009, and the Income Statement,<br />
Statement of Changes in Equity and Cash Flow Statement for the year then ended, and a summary of significant accounting<br />
policies and other explanatory notes as set out on pages 40 to 69 of the Annual Report.<br />
Management’s Responsibility for the Financial Statements<br />
Management is responsible for the preparation and fair presentation of these financial statements in accordance with Sri Lanka<br />
Accounting Standards. This responsibility includes: designing, implementing and maintaining internal control relevant to the<br />
preparation and fair presentation of Financial Statements that are free from material misstatement, whether due to fraud or error;<br />
selecting and applying appropriate accounting policies; and making 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 in<br />
accordance with Sri Lanka Auditing Standards. Those standards require that we plan and perform the audit to obtain reasonable<br />
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 Statements. An audit<br />
also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the<br />
overall Financial Statement presentation.<br />
We have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the<br />
purposes of our audit. We therefore believe that our audit provides a reasonable basis for our opinion.<br />
Opinion<br />
In our opinion, so far as appears from our examination, the Company maintained proper accounting records for the year ended<br />
March 31, 2009 and the Financial Statements give a true and fair view of the Company’s state of affairs as at March 31, 2009 and<br />
its profit and cash flows for the year then ended in accordance with Sri Lanka Accounting Standards.<br />
In our opinion, the consolidated Financial Statements give a true and fair view of the state of affairs as at March 31, 2009 and<br />
the profit and cash flows for the year then ended, in accordance with Sri Lanka Accounting Standards, of the Company and its<br />
subsidiaries dealt with thereby, so far as concerns the members of the Company.<br />
Report on Other Legal and Regulatory Requirements<br />
These Financial Statements also comply with the requirements of Section 153(2) to 153(7) of the Companies Act No. 7 of 2007.<br />
KPMG FORD, RHODES, THORNTON & CO..<br />
Chartered Accountants<br />
Colombo<br />
May 12, 2009<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9<br />
39
Income Statements<br />
For the year ended March 31,<br />
Notes<br />
Consolidated<br />
2009<br />
Rs’000<br />
2008<br />
Rs’000<br />
Company<br />
2009<br />
Rs’000<br />
2008<br />
Rs’000<br />
Turnover 1 11,895,985 11,152,895 1,229,474 1,243,201<br />
Cost of sales (9,503,142) (8,974,331) (1,037,821) (1,003,816)<br />
Gross profit 2,392,843 2,178,564 191,653 239,385<br />
Other income 2 15,119 13,345 2,497 4,570<br />
Administrative expenses (1,045,407) (986,172) (184,660) (193,529)<br />
Distribution expenses (408,317) (392,893) (4,218) (29,216)<br />
Other expenses 3 (4,745) (10,931) (703) (537)<br />
Provision for diminution in value of investment in subsidiary - - (50,000) (100,000)<br />
Net finance income / (cost) 4 (332,675) (223,435) 344,125 283,322<br />
Share of profit/(loss) of associate (net of tax) (381) 37,491 - -<br />
Profit before tax 5 616,437 615,969 298,694 203,995<br />
Income tax (expense) / release 6 (113,709) (100,627) 5,561 8,599<br />
Profit for the year 502,728 515,342 304,255 212,594<br />
Attributable to :<br />
Equity holders of the Company 362,870 371,122 304,255 212,594<br />
Minority interest 139,858 144,220 - -<br />
Profit for the year 502,728 515,342 304,255 212,594<br />
Basic earnings per share ( Rs.) 7 6.06 6.20 5.08 3.55<br />
Diluted earnings per share ( Rs.) 7 6.06 6.20 5.08 3.55<br />
Dividends per share ( Rs.) 8 3.00 3.00 3.00 3.00<br />
The figures in brackets indicate deductions<br />
The Accounting Policies on pages 45 to 53 and notes on pages 54 to 69 form an integral part of these Financial Statements<br />
40<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9
Balance Sheets<br />
As at March 31<br />
Notes<br />
Consolidated<br />
2009<br />
Rs’000<br />
2008<br />
Rs’000<br />
Company<br />
2009<br />
Rs’000<br />
2008<br />
Rs’000<br />
Assets<br />
Non-Current assets<br />
Property, plant & equipment 9 4,826,977 4,402,997 299,189 311,140<br />
Intangible assets 10 15,684 15,684 - -<br />
Investments in subsidiaries 11 - - 793,688 843,688<br />
Investments in associate 11 90,297 98,609 - -<br />
Other long term investments 11 197,010 197,010 194,457 194,457<br />
Deferred tax asset 12 21,592 11,933 21,592 11,933<br />
5,151,560 4,726,233 1,308,926 1,361,218<br />
Current assets<br />
Inventories 13 1,925,917 1,900,460 307,401 371,663<br />
Trade and other receivables 14 3,034,902 2,858,358 357,418 344,657<br />
Amount due from subsidiaries 15 - - 953,725 953,920<br />
Amount due from associate 6,000 - - -<br />
Short term deposits 89,600 20,000 - -<br />
Cash and cash equivalents 218,654 93,172 42,919 33,845<br />
5,275,073 4,871,990 1,661,463 1,704,085<br />
Total assets 10,426,633 9,598,223 2,970,389 3,065,303<br />
Equity and Liabilities<br />
Equity attributable to equity holders of the company<br />
Stated capital 16 598,615 598,615 598,615 598,615<br />
Capital reserves 174,223 172,018 99,882 99,882<br />
Revenue reserves 2,306,312 2,039,771 1,086,719 872,256<br />
3,079,150 2,810,404 1,785,216 1,570,753<br />
Minority interest 785,912 710,504 - -<br />
Total equity 3,865,062 3,520,908 1,785,216 1,570,753<br />
Liabilities<br />
Non current liabilities<br />
Deferred tax liability 12 140,385 133,120 - -<br />
Retirement benefit obligations 17 811,366 741,653 162,693 144,054<br />
Agents’ Indemnity Fund 18 35,379 33,819 - -<br />
Interest bearing borrowings 19 1,219,073 1,360,252 - -<br />
Deferred income 20 346,191 246,277 - -<br />
2,552,394 2,515,121 162,693 144,054<br />
Current liabilities<br />
Trade and other payables 21 1,275,366 1,395,444 156,649 135,855<br />
Interest bearing borrowings due within one year 22 2,716,948 2,153,414 473,189 513,280<br />
Amount due to subsidiaries 23 - - 387,626 692,723<br />
Amount due to Hayleys <strong>PLC</strong> 8,480 11,641 4,990 8,630<br />
Income tax payable 8,383 1,695 26 8<br />
4,009,177 3,562,194 1,022,480 1,350,496<br />
Total liabilities 6,561,571 6,077,315 1,185,173 1,494,550<br />
Total equity and liabilities 10,426,633 9,598,223 2,970,389 3,065,303<br />
The Accounting Policies on pages 45 to 53 and Notes on pages 54 to 69 form an integral part of these Financial Statements.<br />
It is certified that the Financial Statements have been prepared in compliance with the requirements of the Companies Act no.7 of 2007.<br />
N A R R S Nanayakkara<br />
General Manager Finance<br />
The Directors are responsible for the preparation and presentation of these Financial Statements.<br />
Signed for and on behalf of the Board<br />
N G Wickremeratne<br />
Chairman<br />
May 12, 2009<br />
J A G Anandarajah<br />
Managing Director<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9<br />
41
Statements of Changes in Equity<br />
Consolidated<br />
For the year ended March 31, 2009 Attributable to equity holders of the Company Minority<br />
Interest<br />
Stated<br />
Capital Reserves Revenue Reserves Total<br />
Capital<br />
Capital Reserve Reserve on Legal General Retained Exchange<br />
Redemption on Scrip Revaluation Reserve Reserve Earnings Fluctuation<br />
Reserve Issue of Assets<br />
Reserve<br />
Fund<br />
Total<br />
Equity<br />
Rs’000 Rs’000 Rs’000 Rs’000 Rs’000 Rs’000 Rs’000 Rs’000 Rs’000 Rs’000 Rs’000<br />
Balance as at April 1, 2007 598,615 180 25,384 139,760 4,797 504,167 1,296,172 76,654 2,645,729 593,048 3,238,777<br />
Exchange difference on<br />
translation of overseas entities - - - - - - - 32,999 32,999 19,340 52,339<br />
Issue of shares - - - - - - - - - 2,940 2,940<br />
Net gains/(losses) not recognised<br />
in the income statement - - - - - - - 32,999 32,999 22,280 55,279<br />
Dividends - - - - - - (239,446) - (239,446) (49,044) (288,490)<br />
Profit attributable for the year - - - - - - 371,122 - 371,122 144,220 515,342<br />
Transfer to legal reserve - - - - 1,897 - (1,897) - - - -<br />
Transfer to general reserve - - - - - 121,006 (121,006) - - - -<br />
Balance as at March 31, 2008 598,615 180 25,384 139,760 6,694 625,173 1,304,945 109,653 2,810,404 710,504 3,520,908<br />
Issue of shares - - - - - - - - - 7,500 7,500<br />
Adjustment of effective holding - - - - - - - - - 1,069 1,069<br />
Exchange difference on<br />
translation of overseas entities - - - - - - - (4,332) (4,332) (1,984) (6,316)<br />
Net gains/(losses) not recognised<br />
in the income statement - - - - - - - (4,332) (4,332) 6,585 2,253<br />
Dividends - - - - - - (89,792) - (89,792) (71,035) (160,827)<br />
Profit attributable for the year - - - - - - 362,870 - 362,870 139,858 502,728<br />
Transfer to legal reserve - - - - 2,205 - (2,205) - - - -<br />
Balance as at March 31, 2009 598,615 180 25,384 139,760 8,899 625,173 1,575,818 105,321 3,079,150 785,912 3,865,062<br />
Company<br />
Stated Capital Capital Reserves Revenue Reserves Total Equity<br />
Capital<br />
Redemption<br />
Reserve on<br />
Revaluation of<br />
Retained<br />
Earnings<br />
Reserve Fund<br />
Assets<br />
Rs’000 Rs’000 Rs’000 Rs’000 Rs’000<br />
Balance as at April 1, 2007 598,615 180 99,702 899,108 1,597,605<br />
Dividends - - - (239,446) (239,446)<br />
Profit attributable for the year - - - 212,594 212,594<br />
Balance as at March 31, 2008 598,615 180 99,702 872,256 1,570,753<br />
Dividends - - - (89,792) (89,792)<br />
Profit attributable for the year - - - 304,255 304,255<br />
Balance as at March 31, 2009 598,615 180 99,702 1,086,719 1,785,216<br />
a. Reserve on Scrip Issue represents reserves capitalised by subsidiaries in lieu of bonus issue of shares.<br />
b. Reserve on Revaluation of Assets relates to the revaluation of land.<br />
c. Legal reserve represents ICOGUANTI reserves capitalised as per Italian Accounting Standards (Civil Code no. 2430)<br />
The Accounting Policies on pages 45 to 53 and Notes on pages 54 to 69 form an integral part of these Financial Statements.<br />
42<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9
Cash Flow Statements<br />
For the year ended March 31 2009<br />
Rs ‘000<br />
Consolidated<br />
2008<br />
Rs ‘000<br />
Company<br />
2009<br />
Rs ‘000<br />
2008<br />
Rs ‘000<br />
Cash flows from operating activities<br />
Cash generated from operations (Note A) 1,097,016 1,140,935 (119,624) 270,390<br />
Interest paid (304,503) (307,712) (57,890) (61,140)<br />
Income taxes paid (140,655) (169,652) (3,131) (4,885)<br />
Retiring gratuity paid (59,495) (52,690) (6,864) (16,058)<br />
Agents’ indemnity paid (2,622) - - -<br />
Net cash flow from operating activities 589,741 610,881 (187,509) 188,307<br />
Cash flows from investing activities<br />
Purchase and construction of property, plant & equipment (799,080) (679,286) (18,024) (112,753)<br />
Grants received 111,266 49,270 - -<br />
Proceeds from disposal of property, plant & equipment 3,778 8,052 48 2,104<br />
Other long-term investments - (1,600) - -<br />
Interest received 22,625 15,030 818 770<br />
Dividends received from non-group companies 10,609 12,377 10,609 12,377<br />
Dividends received from associate/subsidiary companies 8,100 8,100 344,615 301,223<br />
Net payments to minority shareholders (63,535) (44,144) - -<br />
Net cash flow from investing activities (706,237) (632,201) 338,066 203,721<br />
Cash flows from financing activities<br />
Long term loans obtained 168,844 115,620 - -<br />
Repayment of term loan (255,039) (323,569) (30,253) (122,800)<br />
Capital payment on finance lease (5,409) (6,614) - -<br />
Dividends paid (101,392) (227,717) (101,392) (227,717)<br />
Net cash flow from financing activities (192,996) (442,280) (131,645) (350,517)<br />
Net increase/(decrease) in cash & cash equivalents (309,492) (463,600) 18,912 41,511<br />
Cash & cash equivalents at beginning of the year (1,787,460) (1,320,188) (449,182) (490,693)<br />
Cash & cash equivalents at end of the year (Note B) (2,096,952) (1,783,788) (430,270) (449,182)<br />
The Accounting Policies on pages 45 to 53 and Notes on pages 54 to 69 form an integral part of these Financial Statements.<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9<br />
43
Cash Flow Statements<br />
For the year ended March 31 2009<br />
Rs’000<br />
Consolidated<br />
2008<br />
Rs’000<br />
Company<br />
2009<br />
Rs’000<br />
2008<br />
Rs’000<br />
A. Cash generated from operations<br />
Profit before tax 616,437 615,969 298,694 203,995<br />
Adjustments for<br />
Interest cost 304,503 307,712 57,890 61,140<br />
Share of (profit) / loss of associate 381 (37,491) - -<br />
Depreciation on property, plant & equipment 384,000 363,089 29,958 26,208<br />
(Gain)/loss on disposal of property, plant & equipment (3,768) (5,183) (31) (2,104)<br />
Amortisation of grants (11,351) (8,162) - -<br />
Provision for diminution in value of investments - - 50,000 100,000<br />
Provision for bad & doubtful debts 19,196 16,310 43 -<br />
Provision for retiring gratuity 129,427 180,728 25,503 27,111<br />
Provision for agents’ indemnity fund 4,344 3,947 - -<br />
Provision for slow-moving/obsolete inventories 23,327 22,272 5,170 5,543<br />
Interest and dividend income (33,234) (27,407) (356,042) (314,370)<br />
Differences of exchange on translation of foreign entities (6,115) 91,598 - -<br />
1,427,061 1,523,382 111,185 107,523<br />
(Increase)/decrease in trade and other receivables (169,708) (283,546) (13,558) (234,313)<br />
(Increase)/decrease in inventories (48,784) (327,542) 59,092 (54,069)<br />
Increase/(decrease) in trade and other payables (111,639) 228,641 (276,343) 451,249<br />
(330,045) (382,447) (230,809) 162,867<br />
1,097,016 1,140,935 (119,624) 270,390<br />
B. Analysis of cash & cash equivalents at end of the year<br />
Cash at bank and in hand 218,654 93,172 42,919 33,845<br />
Short term deposits 89,600 20,000 - -<br />
Short term loans and overdraft (2,405,206) (1,896,960) (473,189) (483,027)<br />
(2,096,952) (1,783,788) (430,270) (449,182)<br />
Effects of exchange rate changes - (3,672) - -<br />
(2,096,952) (1,787,460) (430,270) (449,182)<br />
The Accounting Policies on pages 45 to 53 and Notes on pages 54 to 69 form an integral part of these Financial Statements.<br />
44<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9
Accounting Policies<br />
1. Reporting entity<br />
Dipped Products <strong>PLC</strong> and all its subsidiaries are limited liability companies incorporated and domiciled in Sri Lanka other<br />
than Dipped Products (Thailand) Limited and ICOGUANTI S.p.A. which are incorporated and domiciled in Thailand and<br />
Italy respectively.<br />
Ordinary shares of Dipped Products <strong>PLC</strong> are listed on the Colombo Stock Exchange.<br />
The Consolidated Financial Statements of Dipped Products <strong>PLC</strong>., as at and for the year ended March 31, 2009 comprise<br />
the Company and its subsidiaries, (together referred to as the “Group” and individually as “Group entities”) and the<br />
Group’s interest in associates.<br />
The registered office of the Company and the principal line of business are given on back inner cover of this report.<br />
The Financial Statements of all Companies in the Group other than those mentioned in note 28 to the Financial<br />
Statements are prepared to a common financial year, which ends on 31 st March.<br />
2. Basis of preparation<br />
2.1 Statement of compliance<br />
The Financial Statements have been prepared in accordance with Sri Lanka Accounting Standards (SLAS), adopted<br />
by the Institute of Chartered Accountants of Sri Lanka (ICASL) and the requirements of the Companies Act No. 7<br />
of 2007 and Sri Lanka Accounting and Auditing Standards Act No. 15 of 1995.<br />
The Financial Statements were authorised for issue by the Board of Directors on May 12, 2009.<br />
2.2 Basis of measurement<br />
The Financial Statements have been prepared on the historical cost basis except that land included in property,<br />
plant & equipment is stated at a valuation as explained in Note 9 to the Financial Statements.<br />
2.3 Functional and presentation currency<br />
The Financial Statements are presented in Sri Lankan Rupees, which is the Group’s functional currency. All financial<br />
information presented in Sri Lankan Rupees has been rounded to the nearest thousand, unless stated otherwise.<br />
2.4 Use of estimates and judgments<br />
The preparation of Financial Statements in conformity with SLAS requires management to make judgments,<br />
estimates and assumptions that affect the application of accounting policies and the reported amounts of assets,<br />
liabilities, income and expenses. Actual results may differ from these estimates and judgmental decisions.<br />
Estimates and underlying assumptions are reviewed on an on going basis. Revisions to accounting estimates are<br />
recognised in the period in which the estimates are revised if the revision affects only that period or in the period<br />
of the revision and future periods if the revision affects both current and future periods.<br />
2.5 Going concern<br />
The Directors have made an assessment of the Group’s ability to continue as a going concern in the foreseeable<br />
future, and they do not intend either to liquidate or to cease trading.<br />
3. Significant accounting policies<br />
The accounting policies set out below have been applied consistently to all periods presented in these Financial<br />
Statements, except for Accounting policy 5.1.2 on defined benefit plan – Retirement Gratuity, which has been revised to<br />
be in compliance with Sri Lanka Accounting Standard 16 - Employee Benefits ( SLAS 16), which became applicable to<br />
Financial Statements covering annual periods beginning on or after July 1, 2007.<br />
3.1. Basis of consolidation<br />
3.1.1 Subsidiaries<br />
Subsidiaries are those entities controlled by the Group. Control exists when the Group has the power to<br />
govern the financial and operating policies of an entity so as to obtain benefits from its activities. In assessing<br />
control, potential voting rights that are presently exercisable are also taken into account. The Financial<br />
Statements of subsidiaries are included in the Consolidated Financial Statements from the date that control<br />
commences until the date that control ceases.<br />
The interest of the outside shareholders of the Group is disclosed separately under the heading of “Minority<br />
Interest”.<br />
A listing of the Group’s subsidiaries is set out in note 11 to the Financial Statements.<br />
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45
Accounting Policies<br />
3.1.2 Associates (Equity accounted investees)<br />
Associates are those entities in which the Group has significant influence, but not control, over financial<br />
and operating policies. Significant influence is presumed to exist when the Group holds between 20 to 50<br />
percent of voting power of another entity. Associates are accounted for using the equity method (equity<br />
accounted investees) and are recognized initially at cost. The Consolidated Financial Statements include the<br />
Group’s share of the income and expenses and equity movements of equity accounted investees, from the<br />
date that significant influence commences until the date that significant influence ceases. When the Group’s<br />
share of losses exceeds its interest in an equity accounted investee, the carrying amount of that interest is<br />
reduced to nil and the recognition of further losses is discontinued except to the extent that the Group has<br />
incurred obligations or has made payments on behalf of the investee.<br />
3.1.3 Transactions eliminated on Consolidation<br />
Intra-group balances and transactions, and any unrealised income and expenses arising from intra-group<br />
transactions, are eliminated in preparing the Consolidated Financial Statements. Unrealised gains arising from<br />
transactions with equity accounted investees are eliminated against the investment to the extent of the<br />
Group’s interest in the investee.<br />
Unrealised losses are eliminated in the same way as unrealised gains, but only to the extent that there is no<br />
evidence of impairment.<br />
3.2. Foreign currency<br />
3.2.1 Foreign currency transactions<br />
Transactions in foreign currencies are translated to the respective functional currencies of Group entities<br />
at exchange rates at the dates of the transactions. Monetary assets and liabilities denominated in foreign<br />
currencies at the reporting date are retranslated to the functional currency at the exchange rate ruling at<br />
that date. Foreign currency differences arising on translation are recognised in profit & loss.<br />
3.2.2 Financial Statements of foreign entities<br />
The results and financial position of all Group entities that have a functional currency other than Sri Lankan<br />
Rupees are translated into Sri Lankan Rupees as follows:<br />
assets and liabilities for each balance sheet presented, including goodwill and fair value adjustments arising on<br />
the acquisition of a foreign entity, are translated at the closing rate at the date of the balance sheet;<br />
income and expenses are translated at the average exchange rates for the period.<br />
4. Assets and Bases of their Valuation<br />
All resulting exchange differences are recognised in the exchange fluctuation reserve directly in equity.<br />
Assets classified as current assets on the Balance Sheet are cash and bank balances and those which are expected to be<br />
realised in cash during the normal operating cycle or within one year from the Balance Sheet date, whichever is shorter.<br />
4.1 Property, plant & equipment<br />
Items of property, plant and equipment are measured at cost/valuation less accumulated depreciation and<br />
accumulated impairment losses.<br />
4.1.1 Owned assets<br />
The cost of property, plant & equipment includes expenditures that are directly attributable to the<br />
acquisition of the asset. The cost of self-constructed assets includes the cost of materials and direct labour,<br />
any other costs directly attributable to bringing the asset to a working condition for its intended use, and<br />
the costs of dismantling and removing the items and restoring the site on which they are located. Purchased<br />
software that is integral to the functionality of the related equipment is capitalised as a part of that<br />
equipment.<br />
When parts of an item of property, plant & equipment have different useful lives, they are accounted for as<br />
separate items (major components) of property, plant & equipment.<br />
A revaluation of land is done when there is a substantial distinction between the fair value (market value)<br />
and the carrying amount of the asset and is undertaken by professionally qualified valuers.<br />
Increases in the carrying amount on revaluation are credited to the revaluation reserve in shareholders’<br />
equity. Decreases that offset previous increases of the same individual asset are charged against revaluation<br />
reserve directly in equity all other decreases are expensed in profit & loss.<br />
Gains and losses on disposal of property, plant and equipment are determined by comparing the proceeds<br />
from disposal with the carrying amount of property, plant and equipment and are recognised net within<br />
46<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9
Accounting Policies<br />
“other income” in profit & loss. When revalued assets are sold, the amounts included in the revaluation<br />
reserve are transferred to retained earnings.<br />
Borrowing costs that are directly attributable to acquisition, construction or production of a qualifying asset,<br />
which takes a substantial period of time to get ready for its intended use or sale are capitalised as a part<br />
of the asset. The amounts of the borrowing costs which are eligible for capitalisation are determined in<br />
accordance with the allowed alternative treatment in SLAS 20 - Borrowing Costs.<br />
4.1.2 Leased assets<br />
Leases in terms of which the Group assumes substantially all the risks and rewards of ownership are<br />
classified as finance leases. Upon initial recognition the leased asset is measured at an amount equal to the<br />
lower of their fair value and the present value of minimum lease payments. Subsequent to initial recognition,<br />
the asset is accounted for in accordance with the accounting policy applicable to that asset. .<br />
4.2 Subsequent expenditure<br />
The cost of replacing part of an item of property, plant & equipment is recognised in the carrying amount of the<br />
item if it is probable that the future economic benefits embodied within the part will flow to the Group and its<br />
cost can be measured reliably. The carrying amount of those parts that are replaced is derecognised in accordance<br />
with the derecognition policy given below.<br />
The costs of the day-to-day servicing of property, plant and equipment are recognised in profit & loss as incurred.<br />
4.3 Derecognition<br />
The carrying amount of an item of property, plant and equipment is derecognised on disposal or when no future<br />
economic benefits are expected from its use or disposal. Gains or losses on derecognition are recognised in profit<br />
& loss and gains are not classified as revenue.<br />
4.4 Depreciation<br />
Depreciation is recognised in profit & loss on a straight-line basis over the estimated useful lives of each part of<br />
an item of property, plant & equipment. Freehold land is not depreciated. Assets held under finance lease are<br />
depreciated over the shorter of the lease term and their useful lives of equivalent owned assets.<br />
The estimated useful lives for the current and comparative periods are as follows:<br />
Freehold assets<br />
No. of Years<br />
Buildings 20<br />
Plant & machinery 10<br />
Laboratory, stores, office & other equipments 4 - 5<br />
Furniture & fittings 6 - 8<br />
Vehicles 4 - 5<br />
Leasehold right to land<br />
over the lease period<br />
Depreciation of an asset begins when it is available for use and cease at the earlier of the date that the asset is<br />
classified as held for sale and the date that the asset is derecognised.<br />
Depreciation methods, useful lives and residual values are reviewed at each reporting date.<br />
Formers<br />
Formers are depreciated at the rate of 10% of the carrying amount.<br />
4.5 Intangible assets<br />
4.5.1. Goodwill<br />
Goodwill arising on an acquisition represents the excess of the cost of acquisition over the Group’s interest<br />
in fair value of the net assets acquired. Goodwill is tested annually for impairment and is measured at cost less<br />
accumulated impairment losses. In respect of equity accounted investees, the carrying amount of goodwill is<br />
included in the carrying amount of the investment.<br />
Negative goodwill arising on an acquisition represents the excess of the fair value of the net assets acquired over<br />
the cost of acquisition. Negative goodwill is recognised immediately in profit & loss.<br />
4.5.2. Research and development<br />
Expenditure on research activities, undertaken with the prospect of gaining new scientific or technical knowledge<br />
and understanding, is recognised in Income Statement when incurred. Development activities involve a plan or<br />
design for the production of new or substantially improved products and processes. Development expenditure<br />
is capitalised only if development costs can be measured reliably, the product or process is technically and<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9<br />
47
Accounting Policies<br />
commercially feasible, future economic benefits are probable, and the Group intends to and has sufficient resources<br />
to complete development and to use or sell the asset. The expenditure capitalised includes the cost of materials,<br />
direct labour and overhead costs that are directly attributable to preparing the asset for its intended use. Other<br />
development expenditure is recognised in profit & loss when incurred.<br />
Capitalised development expenditure is measured at cost less accumulated amortisation and accumulated<br />
impairment losses.<br />
4.5.3. Other intangible assets<br />
Other intangible assets that are acquired by the Group which have finite useful lives, are stated at cost less<br />
accumulated amortisation and accumulated impairment losses.<br />
4.5.4. Subsequent expenditure<br />
Subsequent expenditure on capitalised intangible assets is capitalised only when it increases the future economic<br />
benefits embodied in the specific asset to which it relates. All other expenditure including expenditure on internally<br />
generated brands is recognised in profit & loss when incurred.<br />
4.5.5. Amortisation<br />
Amortisation is recognised in profit & loss on a straight-line basis over the estimated useful lives of intangible<br />
assets, other than goodwill, from the date that they are available for use. The estimated useful life for capitalised<br />
development cost is five years.<br />
4.6 Investments<br />
4.6.1. Short term investments<br />
Short term investments are measured at the lower of cost and market value on an aggregate portfolio basis,<br />
with any resultant gain or loss recognised in profit & loss.<br />
4.6.2. Long term investments<br />
Quoted and unquoted investments in shares held on long term basis are measured at cost.<br />
In the parent Company’s Financial Statements, investments in subsidiaries and associates are carried at cost<br />
under the parent Company accounting policy for long term investments.<br />
Provision for fall in value is made when in the opinion of the Directors there has been a decline other than<br />
temporary in the carrying amount of the investment.<br />
4.6.3. Investment property<br />
Investment property, comprise freehold land and buildings, is property held either to earn rental income<br />
or for capital appreciation or for both and is not occupied substantially for the supply of goods or services<br />
or in administration, and is not intended for sale in the ordinary course of business. Investment property<br />
is initially measured at its cost including related transaction costs and thereafter carried at its cost less any<br />
accumulated depreciation and any accumulated impairment losses.<br />
4.7. Inventories<br />
Inventories are measured at the lower of cost and net realisable value. Net realisable value is the estimated selling<br />
price in the ordinary course of business less the estimated cost of completion and selling expenses. The general<br />
basis on which cost is determined is:<br />
All inventory items, except manufactured inventories and work-in-progress are measured at weighted average<br />
directly attributable cost.<br />
Manufactured inventories and work-in-progress are measured at weighted average factory cost which includes all<br />
direct expenditure and appropriate shares of production overhead based on normal operating capacity.<br />
4.8 Trade and other receivables<br />
Trade and other receivables are stated at their estimated realisable value.<br />
4.9 Cash & cash equivalents<br />
Cash and cash equivalents comprise cash balances and call deposits. Bank overdrafts that are repayable on demand<br />
and form an integral part of the Group’s cash management are included as a component of cash and cash<br />
equivalents for the purpose of the Statement of Cash Flows.<br />
4.10 Impairment<br />
The carrying amounts of the Group’s non-financial assets other than investment property, inventories and deferred<br />
tax assets, are reviewed at each reporting date to determine whether there is any indication of impairment. If any<br />
such indication exists then the asset’s recoverable amount is estimated. For goodwill and intangible assets that have<br />
indefinite lives or that are not yet available for use, recoverable amount is estimated at each reporting date or more<br />
frequently, if events or changes in circumstances indicate that it might be impaired.<br />
48<br />
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Accounting Policies<br />
An impairment loss is recognised if the carrying amount of an asset or its cash-generating unit exceeds its<br />
recoverable amount. A cash-generating unit is the smallest identifiable asset group that generates cash flows that<br />
largely are independent from other assets and groups.<br />
Impairment losses are recognised in profit & loss. Impairment losses recognised in respect of cash-generating units<br />
are allocated first to reduce the carrying amount of any goodwill allocated to the units and then to reduce the<br />
carrying amount of the other assets in the unit (group of units) on a pro rata basis.<br />
The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its fair value less<br />
costs to sell. In assessing value in use, the estimated future cash flows are discounted to their present value using a<br />
pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to<br />
the asset.<br />
An impairment loss in respect of goodwill is not reversed. In respect of other assets, impairment losses recognised<br />
in prior periods are assessed at each reporting date for any indications that the loss has decreased or no<br />
longer exists. An impairment loss is reversed if there has been a change in the estimates used to determine the<br />
recoverable amount. An impairment loss is reversed only to the extent that the asset’s carrying amount does<br />
not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no<br />
impairment loss had been recognised.<br />
4.11 Non-current assets held for sale<br />
Non-current assets classified as held for sale are measured at the lower of carrying value and fair value less costs to<br />
sell. Non-current assets and disposal groups are classified as held for sale if their carrying amount will be recovered<br />
through a sale transaction rather than through continuing use. This condition is regarded as met only when the sale<br />
is highly probable and expected to be completed within one year from classification and the asset is available for<br />
immediate sale in its present condition.<br />
Disposal groups are classified as discontinuing operations where they represent a major line of business or<br />
geographical area of operations. Impairment losses on initial classifications as held for sale and subsequent gain<br />
or loss on re-measurement are recognised in profit & loss. Gains are not recognised in excess of any cumulative<br />
impairement loss. The Income Statement for the comparative period has been re-presented to show the<br />
discontinuing operations separate from continuing operations.<br />
5. Liabilities and provisions<br />
Liabilities classified as current liabilities on the Balance Sheet are those which fall due for payment on demand or within<br />
one year from the Balance Sheet date. Non-current liabilities are those balances that fall due for payment later than one<br />
year from the Balance Sheet date.<br />
All known liabilities have been accounted for in preparing the Financial Statements.<br />
5.1 Employee retirement benefits<br />
5.1.1 Defined contribution plans<br />
A defined contribution plan is a post-employment benefit plan under which the Company pays fixed<br />
contributions into a separate entity and will have no legal or constructive obligation. Obligations for<br />
contributions to Provident and Trust Funds covering all employees are recognised as an expense in profit &<br />
loss when they are due.<br />
5.1.2 Defined benefit plans<br />
Provision has been made in the Financial Statements for retiring gratuities. This has been based on an<br />
actuarial valuation carried out on a Projected Unit Credit (PUC) method as recommended by Sri Lanka<br />
Accounting Standard No. 16 “Employee Benefits”. The actuarial valuation was carried out by a professionally<br />
qualified firm of actuaries, as at March 31, 2009. The Company expects to carry out actuarial valuation once<br />
in every two years.<br />
The actuarial valuation involves making assumptions about discount rate, salary increment rate and balance<br />
service period of employees. Due to the long-term nature of the plans such estimates are subject to<br />
significant uncertainty.<br />
However according to the Payment of Gratuity Act No. 12 of 1983, the liability for payment to an employee<br />
arises only after the completion of 5 years continued service.<br />
Based on the revised Sri Lanka Accounting Standards 16 (‘SLAS 16)’ which became effective from the<br />
financial year commencing after July 01, 2007, the Company has adopted the actuarial valuation method<br />
from April 01, 2008.<br />
The liability is not externally funded.<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9<br />
49
Accounting Policies<br />
5.2. Agents’ indemnity fund<br />
Provision has been made for amount payable to agents of ICOGUANTI S.p.A.-Italy on cessation of contracts. The<br />
basis of calculation is given below;<br />
Length of contract (Years)<br />
Percentage of invoice value<br />
1 - 3 3.0<br />
4 - 6 3.5<br />
above 6 4.0<br />
6. Trade and other payables<br />
Trade and other payables are stated at cost.<br />
6.1. Capital commitments and contingencies<br />
Capital commitments and contingent liabilities of the Group are disclosed in the respective Notes to the Financial<br />
Statements.<br />
7. Income Statement<br />
For the purpose of presentation of the Income Statement, the function of expenses method is adopted, as it represents<br />
fairly the elements of company performance.<br />
7.1. Revenue<br />
Revenue is accounted for on sale of goods when all significant risks and rewards of ownership have been<br />
transferred to the buyer, which normally occur upon the delivery of goods.<br />
Revenue from rendering services is recognised in the accounting period in which the services are rendered or<br />
performed.<br />
Rental income is recognised in profit & loss on a straight-line basis over the term of the lease.<br />
Grants related to income are recognised in the profit & loss in the year in which it was received, except for<br />
plantations as explained in 11.5.<br />
Dividend income is recognised in profit & loss, when the Group’s right to receive payment is established.<br />
Interest income is recognised in profit & loss as it accrues.<br />
Gains/(losses) on the disposal of the investments held by the Group have been accounted for in profit & loss.<br />
7.2. Expenditure<br />
All expenditure incurred in the running of the business has been charged to profit & loss in arriving at the profit for<br />
the year.<br />
7.3. Operating leases<br />
Leases where the lessor effectively retains substantially all the risks and rewards of ownership over the lease term<br />
are classified as operating leases. Payments made under operating leases are recognised in profit & loss on a<br />
straight-line basis over the term of the lease.<br />
7.4. Borrowing costs<br />
Borrowing costs related to investments in “qualified assets” that require a substantial period for completion are<br />
capitalised with the cost of the asset. Other borrowing costs are recognised as an expense in the period in which<br />
they are incurred.<br />
7.5. Financing income and expenses<br />
Finance income comprises interest income on funds invested, dividend income and gain on translation of<br />
foreign currency.<br />
Financing expenses comprises interest payable on borrowings and loss on translation of foreign currency. The<br />
interest expense component of finance lease payments is recognised in Income Statements using the effective<br />
interest rate method.<br />
7.6. Income tax expense<br />
Income tax expense comprises current and deferred tax. Income tax expense is recognised in profit & loss except<br />
to the extent that it relates to items recognised directly in equity, in which case it is recognised in equity.<br />
Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted at the reporting<br />
date and any adjustments to tax payable in respect of previous years.<br />
50<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9
Accounting Policies<br />
Deferred tax is recognised using the balance sheet method, providing for temporary differences between the<br />
carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation<br />
purposes. Deferred tax is not recognised for the initial recognition of goodwill, the initial recognition of assets<br />
or liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable<br />
profit, and differences relating to investments in subsidiaries to the extent that they probably will not reverse<br />
in the foreseeable future. Deferred tax is measured at the tax rates that are expected to be applied to the<br />
temporary differences when they reverse, based on the laws that have been enacted or substantively enacted<br />
by the reporting date.<br />
A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be available<br />
against which the asset can be utilised. Deferred tax assets are reviewed at each reporting date and are reduced to<br />
the extent that it is no longer probable that the related tax benefit will be realised.<br />
Tax withheld on dividend income from subsidiaries and associates is recognised as an expense in the Consolidated<br />
Income Statement at the same time as the liability to pay the related dividend is recognised.<br />
8. General<br />
8.1. Discontinuing operations<br />
A discontinued operation is a component of the Group’s business that represents a separate major line of<br />
business or geographical area of operations that has been disposed of or is held for sale, or is a subsidiary<br />
acquired exclusively with a view to resale. Classification as a discontinued operation occurs upon disposal or<br />
when the operation meets the criteria to be classified as held for sale, if earlier. When an operation is classified<br />
as a discontinued operation, the comparative Income Statement is re-presented as if the operation had been<br />
discontinued from the start of the comparative period.<br />
8.2. Events after the Balance Sheet date<br />
All material post Balance Sheet events have been considered and where appropriate adjustments or disclosures<br />
have been made in the respective notes to the Financial Statements.<br />
9. Earnings per share<br />
The Group presents basic and diluted earnings per share (EPS) for its ordinary shares. Basic EPS is calculated by dividing<br />
the profit or loss attributable to ordinary shareholders of the company by the weighted average number of ordinary<br />
shares outstanding during the period. Diluted EPS is determined by adjusting the profit or loss attributable to ordinary<br />
shareholders and the weighted average number of ordinary shares outstanding for the effects of all dilutive potential<br />
ordinary shares.<br />
10. Segment reporting<br />
A segment is a distinguishable component of the Group that is engaged either in providing products or services (business<br />
segment), or in providing products or services within a particular economic environment (geographical segment), which is<br />
subject to risks and rewards that are different from those of other segments.<br />
Segmental information is presented in respect of the Group’s business / industry and geographical segments. The primary<br />
format, business segments, is based on the Group’s management and internal reporting structure.<br />
The secondary format, geographical segments, is based on the Group’s geographical spread of operations.<br />
11. Plantations<br />
The significant accounting policies of Kelani Valley Plantations <strong>PLC</strong>, which was acquired in December 1995, is given below.<br />
No adjustments have been made in respect of accounting policies which differ from that of the Group.<br />
11.1. Property, plant & equipment<br />
11.1.1. Infilling cost<br />
The land development costs incurred in the form of infilling have been capitalised to the relevant mature<br />
field, only where the number of plants per hectare exceeded 3,000 plants and, also if it increases the<br />
expected future benefits from that field, beyond its pre-infilling performance assessment. Infilling costs so<br />
capitalised are depreciated over the newly assessed remaining useful economic life of the relevant mature<br />
plantation, or the unexpired lease period, which ever is lower.<br />
Infilling costs that are not capitalised have been charged to profit & loss in the year in which they are<br />
incurred.<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9<br />
51
Accounting Policies<br />
11.1.2. Permanent land development cost<br />
Permanent land development costs are those costs incurred in making major infrastructure development<br />
and building new access roads on leasehold lands.<br />
These costs have been capitalised and amortised over the remaining lease period.<br />
Permanent impairments to land development costs are charged to profit & loss in full or reduced to the net<br />
carrying amounts of such asset in the year of occurrence after ascertaining the loss.<br />
11.1.3. Limited life land development cost (immature and mature plantations)<br />
The cost of land preparation, rehabilitation, new planting, re-planting, crop diversification, inter-planting<br />
and fertilizing etc., incurred between the time of planting and harvesting (when the planted area attains<br />
the maturity), are classified as immature plantations. These immature plantations are shown at direct costs<br />
plus attributable overheads, including interest attributable to long-term loans used for financing immature<br />
plantations.<br />
Permanent impairments to land development costs are charged to profit & loss in full or reduced to the net<br />
carrying amounts of such assets in the year of occurrence after ascertaining the loss.<br />
The expenditure incurred on perennial crop (tea/rubber) fields, which come into bearing during the year,<br />
has been transferred to mature plantations.<br />
11.2. Depreciation<br />
Depreciation is recognised in profit & loss on the straight line basis over the estimated useful economic lives of<br />
such assets based on the cost or valuation of all property, plant & equipment. Assets are depreciated over the<br />
shorter of the lease term or their useful economic lives.<br />
The estimated useful lives are as follows :<br />
Freehold assets<br />
No of Years<br />
Buildings & roads 40<br />
Plant & machinery 13<br />
Hydro power plants 30<br />
Motor vehicles 5<br />
Equipment 8<br />
Furniture & fittings 10<br />
Sanitation, water & electricity supply 20<br />
Computer accessories 4<br />
Mature plantations - tea 33<br />
- rubber 20<br />
No depreciation is provided for immature plantations.<br />
11.3. Amortisation<br />
The leasehold rights of assets taken from JEDB / SLSPC are amortised in equal annual amounts over the following<br />
years:<br />
Leasehold right<br />
No of years<br />
Bare land 53<br />
Mature plantations 30<br />
Buildings 25<br />
Machinery 15<br />
Improvements to land 30<br />
11.4. Inventories<br />
The value of each category of inventory is determined on the following basis:<br />
Input material - At actual cost on weighted average basis<br />
Spares and consumables - At actual cost on weighted average basis<br />
Nurseries - At the cost of direct materials, direct labour and an appropriate proportion of<br />
directly attributable overheads less provision for overgrown plants.<br />
Produce stock - Manufactured up to the Balance Sheet date and sold since then until the time<br />
of preparation of the Financial Statements are valued at since realised prices.<br />
The balance stocks are valued at estimated selling price. The prices are net of all<br />
attributable expenses relating to the public auction.<br />
52<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9
Accounting Policies<br />
11.5. Grants<br />
Grants related to property, plant and equipment other than grants received for forestry are initially deferred<br />
and allocated to income on a systematic basis over the useful economic life of the related Property, plant and<br />
equipments as follows:<br />
Buildings<br />
Sanitation & water supply<br />
Plant & equipment<br />
40 years<br />
20 years<br />
131/3 years<br />
Grants related to income are recognised in profit & loss in the year in which it is receivable.<br />
Grants received for forestry are initially deferred and credited to profit & loss at once when the related blocks of<br />
trees are harvested.<br />
11.6. Retirement benefits to employees<br />
The Defined Retirement Benefit Plan adopted is as required under the Payment of Gratuity Act No. 12 of 1983<br />
and Indian Repatriate Act No. 34 of 1978 to eligible employees. This item is grouped under retirement benefit<br />
obligations in the Balance Sheet. Provision for gratuity on the employees of the company is based on an actuarial<br />
valuation using the Projected Unit Credit (PUC) method as recommended by Sri Lanka Accounting Standard<br />
(SLAS) 16 - Retirement Benefit Costs. The actuarial valuation was carried out by a professionally qualified firm of<br />
actuaries, Messrs Actuarial and Management Consultants (Pvt.) Limited as at December 31, 2008. The company<br />
expects to carry out an actuarial valuation once in every two years.<br />
The key assumptions used by the actuary include the following:<br />
Rate of interest – 10% (per annum)<br />
Rate of salary increase<br />
- Workers – 22% (every two years)<br />
- Staff – 10% (per annum)<br />
Retirement age<br />
- Workers – 60 years<br />
- Staff – 60 years<br />
Daily wage rate<br />
- Tea – Rs. 200/-<br />
- Rubber – Rs. 200/-<br />
The company will continue in business as a going concern.<br />
However according to the Payment of Gratuity Act No. 12 of 1983, the liability for payment to an employee arises<br />
only after the completion of 5 years continued service.<br />
The liability is not externally funded.<br />
11.7. Revenue recognition<br />
In keeping with the practice in Plantation Industry, revenue and profit or loss on sale of Perennial crops are<br />
recognised in the financial period of harvesting. Revenue is recorded at invoice value net of brokerage, sale<br />
expenses and other levies related to revenue.<br />
12. Cash Flow Statement<br />
The Cash Flow Statement has been prepared using the “indirect method”. Interest paid is classified as operating cash flows,<br />
interest, dividends and grants received are classified as investing cash flows while dividends paid is classified as financing<br />
cash flows for the purpose of presenting of Cash Flow Statement.<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9<br />
53
Notes to the Financial Statements<br />
1. Turnover<br />
2009<br />
Rs ‘000<br />
Consolidated<br />
2008<br />
Rs ‘000<br />
Dipped Products <strong>PLC</strong>. 1,229,474 1,243,201<br />
Grossart (Pvt) Ltd. 1,333,945 1,235,900<br />
Venigros (Pvt) Ltd. 1,304,405 1,452,673<br />
Neoprex (Pvt) Ltd. 625,251 417,442<br />
Texnil (Pvt) Ltd. 268,042 446,980<br />
Dipped Products (Thailand) Ltd. 1,367,411 1,067,590<br />
ICOGUANTI S.p.A 3,035,730 2,710,254<br />
Feltex (Pvt) Ltd. 24,956 40,580<br />
Hanwella Rubber Products Ltd. 907,166 807,467<br />
DPL Plantations (Pvt) Ltd. 1,021 -<br />
Kelani Valley Plantations <strong>PLC</strong>. 3,108,571 2,827,974<br />
13,205,972 12,250,061<br />
Intra-group sales/services (1,309,987) (1,097,166)<br />
Segment information on turnover is given in note 24.<br />
2. Other income<br />
Consolidated<br />
2009<br />
Rs ‘000<br />
2008<br />
Rs ‘000<br />
11,895,985 11,152,895<br />
2009<br />
Rs ‘000<br />
Company<br />
2008<br />
Rs ‘000<br />
Gain on disposal of property, plant & equipment 3,768 5,183 31 2,104<br />
Amortisation of grants 11,351 8,162 - -<br />
Lease rental - - 2,466 2,466<br />
3. Other expenses<br />
15,119 13,345 2,497 4,570<br />
Consolidated<br />
2009<br />
Rs ‘000<br />
2008<br />
Rs ‘000<br />
2009<br />
Rs ‘000<br />
Company<br />
2008<br />
Rs ‘000<br />
Research and development expensed as incurred 4,745 10,931 703 537<br />
54<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9
Notes to the Financial Statements<br />
4. Finance (income)/cost<br />
Finance cost<br />
Consolidated<br />
2009<br />
Rs’000<br />
2008<br />
Rs’000<br />
Company<br />
2009<br />
Rs’000<br />
2008<br />
Rs’000<br />
Interest on finance leases 21,371 21,634 - -<br />
Interest on long-term borrowings 113,582 118,849 826 9,375<br />
Interest on short-term borrowings 169,550 167,229 57,064 51,765<br />
Exchange loss on working capital/trading 61,406 - - -<br />
Finance income<br />
365,909 307,712 57,890 61,140<br />
Interest income (22,625) (15,030) (818) (770)<br />
Dividend income - Quoted investments (10,609) (12,377) (10,609) (12,377)<br />
- Unquoted investments - - (344,615) (301,223)<br />
Exchange gain on working capital/trading - (56,870) (45,973) (30,092)<br />
(33,234) (84,277) (402,015) (344,462)<br />
332,675 223,435 (344,125) (283,322)<br />
5. Profit before tax<br />
Profit before tax is stated after charging all expenses including the following:<br />
Consolidated<br />
2009<br />
Rs’000<br />
2008<br />
Rs’000<br />
Company<br />
2009<br />
Rs’000<br />
2008<br />
Rs’000<br />
Depreciation of property, plant & equipment 384,000 363,089 29,958 26,208<br />
Directors’ emoluments 49,385 46,602 25,341 25,178<br />
Auditors’ remuneration<br />
- KPMG Ford, Rhodes, Thornton & Co. 3,570 3,138 520 460<br />
- Other auditors 3,119 2,594 - -<br />
Fees paid to auditors for non-audit services<br />
- KPMG Ford, Rhodes, Thornton & Co. 1,006 651 65 289<br />
- Other auditors 25 24 - -<br />
Bad debts written-off/provision 19,196 16,310 43 -<br />
Provision for slow-moving/obsolete inventories 23,327 22,272 5,170 5,543<br />
Staff costs ( note 5.1 ) 2,752,919 2,514,776 174,627 206,795<br />
Legal fees 8,607 5,013 643 234<br />
Donations 1,185 1,756 79 60<br />
5.1 Staff costs<br />
Consolidated<br />
Company<br />
2009<br />
Rs’000<br />
2008<br />
Rs’000<br />
2009<br />
Rs’000<br />
2008<br />
Rs ‘000<br />
Defined contribution plan costs 208,185 186,442 25,502 24,023<br />
Defined benefit plan costs 129,427 180,728 25,503 27,111<br />
Other staff costs 2,415,307 2,147,606 123,620 155,661<br />
2,752,919 2,514,776 174,625 206,795<br />
No of employees at year end 16,929 17,085 371 352<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9<br />
55
Notes to the Financial Statements<br />
6. Income tax expense / (release)<br />
Consolidated<br />
2009<br />
Rs ‘000<br />
2008<br />
Rs ‘000<br />
Company<br />
2009<br />
Rs ‘000<br />
2008<br />
Rs ‘000<br />
Income tax on current year profits 103,746 84,065 3,990 2,913<br />
(Over)/under provision in respect of previous years 49 - 108 -<br />
Irrecoverable economic service charge 141 1,255 - -<br />
Write back of ESC previously written-off (4,576) (23,984) - (4,107)<br />
99,360 61,336 4,098 (1,194)<br />
Share of associate company income tax - 10,711 - -<br />
Origination and reversal of temporary differences (2,394) 18,286 (9,659) (7,405)<br />
Withholding tax on dividends 16,743 10,293 - -<br />
Reconciliation of accounting profit to income tax expense<br />
113,709 100,626 (5,561) (8,599)<br />
Consolidated<br />
2009<br />
Rs ‘000<br />
2008<br />
Rs ‘000<br />
Company<br />
2009<br />
Rs ‘000<br />
2008<br />
Rs ‘000<br />
Profit before tax 616,437 615,969 298,694 203,995<br />
Share of (profit)/loss of associate 381 (37,491) - -<br />
Intra-group eliminations 476,097 258,342 - -<br />
1,092,915 836,820 298,694 203,995<br />
Disallowable expenses 504,494 651,774 126,864 165,760<br />
Tax deductible expenses (642,316) (407,870) (32,401) (11,334)<br />
Tax exempt income (905,362) (1,004,402) (381,920) (336,975)<br />
Tax loss b/f (1,113,943) (573,050) - -<br />
Adjustments for tax loss b/f (271,702) (178,974) - -<br />
Tax loss c/f 1,673,931 1,113,943 - -<br />
Taxable income 338,017 438,241 11,237 21,446<br />
Income tax @ 35% 20,162 13,019 3,933 1,059<br />
Income tax @ 33% - 55,586 - -<br />
Income tax @ 27.5% 53,401 - - -<br />
Income tax @ 15% 12,933 - - -<br />
Income tax @ 10% - 1,842 - 1,842<br />
Income tax at other tax rates 16,808 13,363 - -<br />
Social responsibility levy 442 255 57 12<br />
Income tax on current year profits 103,746 84,065 3,990 2,913<br />
Dipped Products <strong>PLC</strong>., and Venigros (Pvt) Ltd., have entered into an agreement with the Board of Investment of Sri Lanka<br />
(BOI) and have been granted a ten-year tax holiday on its business activity as “ Thrust Industries “, up to March 31,2009.<br />
Similarly Grossart (Pvt) Ltd., Hanwella Rubber Products Ltd., and Texnil (Pvt) Ltd., have been granted a ten-year tax holiday<br />
on its business activity as “ Thrust Industries “ up to March 31,2010, March 31, 2011 and March 31,2013 respectively.<br />
Neoprex (Pvt) Ltd., has completed ten-year tax holiday period on March 31,2008 . Feltex (Pvt) Ltd., has entered in to an<br />
agreement with BOI and has been granted a five-year tax holiday on its business activities from the year of making profits<br />
or any year of assessment not later than two years reckoned from the date of commencement of commercial operations<br />
or production whichever is earlier. Accordingly, tax holiday period had been commenced in 2006/2007 and Feltex (Pvt)<br />
Ltd., enjoys a five-year tax holiday on its business activity as “Thrust Industries”, up to March 31, 2011.<br />
56<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9
Notes to the Financial Statements<br />
After completion of tax exemption period, the business income of Dipped Products <strong>PLC</strong>., Venigros (Pvt) Ltd., Grossart<br />
(Pvt) Ltd., Neoprex (Pvt) Ltd., Texnil (Pvt) Ltd., would be liable to income tax at a concessionary rate of 15% for a further<br />
period of ten years and Feltex (Pvt) Ltd., would be liable to income tax at a concessionary rate of 10% for a further period<br />
of two years in accordance with the agreement entered into with BOI. Palma Ltd., is entitled to a five-year tax holiday,<br />
which would commence from the year of making profits in terms of section 20(1) b of the Inland Revenue Act No:28 of<br />
1979 read in conjunction with section 187(2)of the Inland Revenue Act No: 38 of 2000 as amended.<br />
In terms of section 40, DPL Plantations (Pvt) Ltd., enjoys a concessionary rate of 15% on profits from plantation<br />
management.<br />
In terms of section 17(a)( i ) of the Inland Revenue Act No:38 of 2000 (amendment) ,“Specified Profits from agriculture”<br />
of Kelani Valley Plantations <strong>PLC</strong>., would be exempt from income tax for a period of five years up to December 31, 2009.<br />
Kelani Valley Green Tea (Pvt) Ltd., and Kalupahana Power Company (Pvt) Ltd., have entered into an agreement with BOI,<br />
and have been granted five-year tax holidays on its business activities from the year of making profits or any year of<br />
assessment not later than two years reckoned from the date of commencement of commercial operations whichever<br />
is earlier. Accordingly, tax holiday period of Kelani Valley Green Tea (Pvt) Ltd., commenced in 2006/2007 and tax holiday<br />
period of Kalupahana Power Company (Pvt) Ltd., commenced in 2007/2008. ICOGUANTI S.p.A. - Italy is liable to a<br />
corporate tax of 27.5% and a regional tax of 3.90% on its taxable income. Dipped Products ( Thailand ) Ltd., would be<br />
exempt from income tax for a period of 8 years up to December 31,2012 and would be taxed at half of corporate tax<br />
rate for a further period of five years.<br />
7. Earnings per share<br />
Basic earnings per share<br />
The basic earnings per share is based on the profits attributable to the ordinary shareholders divided by the weighted<br />
average number of ordinary shares in issue during the year, calculated as follows;<br />
Consolidated<br />
Company<br />
2009 2008 2009 2008<br />
Net profit for the year (Rs ‘000) 362,870 371,122 304,255 212,594<br />
Weighted average number of shares (in thousands) 59,861 59,861 59,861 59,861<br />
Basic earning per share (Rs) 6.06 6.20 5.08 3.55<br />
7.1 Diluted earnings per share<br />
There are no potentially dilutive ordinary shares of the Company and as a result the diluted earnings per share is the same<br />
as the basic earnings per share shown above.<br />
8. Dividend per share<br />
Company<br />
2009<br />
Rs ‘000<br />
2008<br />
Rs ‘000<br />
Interim dividend - Nil (2008 - Rs 1.50 per share) - 89,792<br />
Final dividend proposed Rs 3.00 per share (2008 Rs 1.50 per share) - note 30 179,585 89,793<br />
Gross dividend 175,585 179,585<br />
Number of Shares (in thousands) 59,861 59,861<br />
Dividend (inclusive of proposed dividend ) per share (Rs.) 3.00 3.00<br />
Dividend of Rs 3.00 per share (2008 - Rs 3.00 per share ) distributed to shareholders comprise tax exempt dividends<br />
received by the Company , and is tax free in the hands of shareholders.<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9<br />
57
Notes to the Financial Statements<br />
9. Property, plant & equipment<br />
a. Consolidated<br />
Land<br />
Mature/<br />
Immature<br />
Plantations<br />
Buildings<br />
Plant &<br />
Machinery,<br />
Stores &<br />
Lab<br />
Equipment<br />
Furniture,<br />
Fittings<br />
& Other<br />
Equipment<br />
Vehicles 2009<br />
Total<br />
2008<br />
Total<br />
Rs ’000 Rs ’000 Rs ’000 Rs ’000 Rs ’000 Rs ’000 Rs ’000 Rs ’000<br />
Freehold<br />
Cost/Valuation<br />
At beginning of the year 220,246 - 873,374 2,735,208 233,539 181,383 4,243,750 3,804,810<br />
Effect of movement in foreign exchange 457 - 1,565 9,668 101 25 11,816 88,795<br />
Additions - - 191,450 367,611 17,817 57,922 634,800 356,411<br />
Disposals - - - - (10,855) (3,140) (13,995) (6,266)<br />
At end of the year 220,703 - 1,066,389 3,112,487 240,602 236,190 4,876,371 4,243,750<br />
Depreciation and impairment losses<br />
At beginning of the year - - 189,330 1,209,716 165,496 115,973 1,680,515 1,378,498<br />
Effect of movement in foreign exchange - - 217 2,677 43 (4) 2,933 13,461<br />
Charge for the year - - 35,281 240,001 21,814 27,967 325,063 291,953<br />
On disposals - - - - (10,844) (3,140) (13,984) (3,397)<br />
At end of the year - - 224,828 1,452,394 176,509 140,796 1,994,527 1,680,515<br />
Net book value at year end 220,703 - 841,561 1,660,093 64,093 95,394 2,881,844 2,563,235<br />
Capital work-in- progress 172,581 230,903<br />
Carrying amount 3,054,425 2,794,138<br />
Leasehold<br />
Cost / Valuation<br />
At beginning of the year 373,195 1,657,105 84,600 36,495 - 6,745 2,158,140 1,999,821<br />
Additions - 217,891 - - - 4,711 222,602 157,974<br />
Effect of movement in foreign exchange - - - - - 59 59 345<br />
At end of the year 373,195 1,874,996 84,600 36,495 - 11,515 2,380,801 2,158,140<br />
Amortisation and impairment losses<br />
At beginning of the year 104,091 351,423 52,586 36,495 - 4,686 549,281 478,024<br />
Charge for the year 7,255 46,456 3,384 - - 1,842 58,937 71,136<br />
Effect of movement in foreign exchange - - - - - 31 31 121<br />
At end of the year 111,346 397,879 55,970 36,495 - 6,559 608,249 549,281<br />
Net book value at year end 261,849 1,477,117 28,630 - - 4,956 1,772,552 1,608,859<br />
Carrying amount 4,826,977 4,402,997<br />
58<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9
Notes to the Financial Statements<br />
Land Buildings Plant &<br />
Machinery,<br />
Stores &<br />
Lab<br />
Equipment<br />
Furniture,<br />
Fittings,<br />
Office &<br />
Other<br />
Equipment<br />
Vehicles 2009<br />
Total<br />
b. Company Rs.’000 Rs.’000 Rs.’000 Rs.’000 Rs.’000 Rs.’000 Rs.’000<br />
Cost/Valuation<br />
At beginning of the year 118,079 98,657 275,583 55,517 32,129 579,965 532,819<br />
Additions - 498 64,437 2,212 7,300 74,447 49,194<br />
Disposals - - - (410) - (410) (2,048)<br />
At end of the year 118,079 99,155 340,020 57,319 39,429 654,002 579,965<br />
2008<br />
Total<br />
Depreciation and impairment losses<br />
At beginning of the year - 49,694 223,086 44,488 23,851 341,119 316,959<br />
Charge for the year - 3,945 15,711 3,960 6,342 29,958 26,208<br />
On disposals - - - (393) - (393) (2,048)<br />
At end of the year - 53,639 238,797 48,055 30,193 370,684 341,119<br />
Net book value at year end 118,079 45,516 101,223 9,264 9,236 283,318 238,846<br />
Capital work in progress 15,871 72,294<br />
Carrying amount 299,189 311,140<br />
(i)<br />
The value of land which has been revalued by independent qualified valuer is indicated below together with the last date<br />
of revaluation<br />
Written up as at<br />
March 31, 2009 March 31, 2008<br />
Company Location Revaluation date Rs.’000 Rs.’000<br />
Dipped Products <strong>PLC</strong> Brahmanagama, Kottawa March 31, 2007 52,682 52,682<br />
Dipped Products <strong>PLC</strong> Nedungamuwa, Weliveriya March 31, 2007 46,721 46,721<br />
Palma Limited Gonawala, Kelaniya March 31, 2007 17,781 17,781<br />
Venigros (Pvt) Limited Nedungamuwa, Weliveriya March 31, 2007 28,224 28,224<br />
145,408 145,408<br />
There are no tax implications or tax liabilities pertaining to revaluation of land.<br />
(ii)<br />
(iii)<br />
(iv)<br />
Leasehold property, plant & equipment include the leasehold rights to bare land on all 27 estates of Kelani Valley<br />
Plantations <strong>PLC</strong> (KVPL), the immovable leased assets standing thereon at the inception of the company and improvements<br />
to leasehold property since the formation of the company. Unexpired lease period of KVPL land is 37 years.<br />
Property, plant & equipment with a carrying amount of Rs 1,969,605,903 (2008 - Rs 2,126,322,939) have been pledged as<br />
security to obtain banking facilities.<br />
The cost of revalued land given above, would amount to Rs 25,620,108 and Rs 18,676,416 respectively for the Group and<br />
the Company.<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9<br />
59
Notes to the Financial Statements<br />
10. Intangible assets - Goodwill<br />
Consolidated<br />
2009 2008<br />
Rs’000 Rs’000<br />
Cost<br />
At beginning of the year 58,152 58,152<br />
Incurred during the year - -<br />
At end of the year 58,152 58,152<br />
Amortisation and impairment losses<br />
At beginning of the year 42,468 42,468<br />
Amortisation charge for the year - -<br />
At end of the year 42,468 42,468<br />
Carrying amount 15,684 15,684<br />
The aggregate carrying amounts of goodwill allocated to each unit are as follows:<br />
There has been no permanent impairment of intangible assets that require a provision. Value in use was determined to<br />
estimate the recoverable amount.<br />
11. Investments<br />
a. Investments in subsidiaries (at cost)<br />
Unquoted investments<br />
Rs’000<br />
Venigros (Pvt) Ltd. 6,080<br />
ICOGUANTI S.p.A. 9,604<br />
15,684<br />
% Holding No. of Shares Company<br />
Value Rs ’000<br />
2009 2008 2009 2008 2009 2008<br />
Palma Ltd. 100 100 4,000,000 4,000,000 40,000 40,000<br />
Grossart (Pvt) Ltd. 100 100 4,200,000 4,200,000 42,000 42,000<br />
DPL Plantations (Pvt) Ltd. 100 100 10,100,000 10,100,000 101,000 101,000<br />
Venigros (Pvt) Ltd. 100 100 8,000,000 8,000,000 202,450 202,450<br />
Neoprex (Pvt) Ltd. 100 100 4,000,000 4,000,000 40,000 40,000<br />
Texnil (Pvt) Ltd. 100 100 7,500,000 7,500,000 75,000 75,000<br />
Dipped Products (Thailand) Ltd. 98 98 1,351,250 1,351,250 327,366 327,366<br />
ICOGUANTI S.p.A. 55 55 1,100,000 671,000 89,872 89,872<br />
Feltex (Pvt) Ltd. 100 100 1,500,000 1,500,000 15,000 15,000<br />
Hanwella Rubber Products Ltd. 70 70 6,090,000 6,090,000 31,000 31,000<br />
963,688 963,688<br />
Provision for diminution in value of investments - Palma Ltd. (20,000) (20,000)<br />
- Dipped Products (Thailand) Ltd. (150,000) (100,000)<br />
793,688 843,688<br />
The Company has an investment of Rs 327 million in Dipped Products (Thailand) Ltd. (DPTL). DPTL has incurred losses<br />
during last few years. Accordingly the Directors have made an additional provision of Rs 50 million against the investment<br />
in DPTL.<br />
60<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9
Notes to the Financial Statements<br />
b. Investment in associate<br />
Investor Investee % Holding No. of shares<br />
Kelani Valley Plantations <strong>PLC</strong> Mabroc Teas (Pvt) Ltd. 40 3,600,000<br />
Consolidated<br />
2009<br />
Rs ‘000<br />
2008<br />
Rs ‘000<br />
Group investment in associate (at cost) 48,000 48,000<br />
Group share of associate company retained assets 42,297 50,609<br />
Summarised financial information of associate without adjusting to show Group share;<br />
90,297 98,609<br />
Consolidated<br />
2009<br />
Rs ‘000<br />
2008<br />
Rs ‘000<br />
Assets and liabilities<br />
Total assets 571,927 628,948<br />
Total liabilities 358,136 374,636<br />
Net assets 213,791 254,312<br />
Revenue and profit<br />
Turnover 1,076,229 1,698,598<br />
Profit after tax 8,885 66,953<br />
The results of Mabroc Teas (Pvt) Ltd., for the 12 months to December 31, 2008 have been included in the current year on<br />
equity accounting basis.<br />
c. Other long term investments (at cost)<br />
Consolidated<br />
2009<br />
Rs ‘000<br />
2008<br />
Rs ‘000<br />
Company<br />
2009<br />
Rs ‘000<br />
2008<br />
Rs ‘000<br />
Quoted investments<br />
Hayleys <strong>PLC</strong><br />
3,536,159 (March 31, 2008 - 3,536,159) ordinary shares 194,457 194,457 194,457 194,457<br />
Royal Ceramic Lanka <strong>PLC</strong><br />
1,100 (March 31, 2008 -1,100) ordinary shares 3 3 - -<br />
Unquoted investments<br />
Wellassa Rubber Company Ltd<br />
255,000 (March 31, 2008 - 255,000) ordinary shares 2,550 2,550 - -<br />
197,010 197,010 194,457 194,457<br />
(i)<br />
(ii)<br />
Unquoted investments consist of 220,000 shares purchased by DPL Plantations (Pvt) Ltd., and 35,000 shares purchased by Hanwella<br />
Rubber Products Ltd.<br />
The market value of Hayleys <strong>PLC</strong>., and Royal Ceramic Lanka <strong>PLC</strong> ordinary shares as at March 31, 2009 as quoted by the Colombo<br />
Stock Exchange was Rs 90.00 and Rs 27.50 respectively.<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9<br />
61
Notes to the Financial Statements<br />
12. Deferred tax assets and liabilities<br />
Consolidated<br />
2009<br />
Rs ‘000<br />
2008<br />
Rs ‘000<br />
Company<br />
2009<br />
Rs ‘000<br />
2008<br />
Rs ‘000<br />
a. Deferred tax asset<br />
At end of the year (note 12.b) 21,592 11,933 21,592 11,933<br />
b. Deferred tax liability<br />
At beginning of the year (net) 121,187 102,900 (11,933) (4,528)<br />
Transfer (to) / from Income Statement (2,394) 18,287 (9,659) (7,405)<br />
At end of the year (net) 118,793 121,187 (21,592) (11,933)<br />
Deferred tax asset 21,592 11,933 21,592 11,933<br />
At end of the year 140,385 133,120 - -<br />
13. Inventories<br />
Consolidated<br />
2009<br />
Rs ‘000<br />
2008<br />
Rs ‘000<br />
Company<br />
2009<br />
Rs ‘000<br />
2008<br />
Rs ‘000<br />
Raw materials & consumables 817,807 916,778 308,395 351,697<br />
Finished goods 221,014 237,382 12,788 33,679<br />
Trading stock 603,725 499,360 - -<br />
Work-in-progress 80,108 82,228 14,252 12,219<br />
Produce stock 312,571 233,072 - -<br />
Goods-in-transit 11,406 29,027 7,154 4,086<br />
2,046,631 1,997,847 342,589 401,681<br />
Provision for slow-moving / obsolete inventories (120,714) (97,387) (35,188) (30,018)<br />
1,925,917 1,900,460 307,401 371,663<br />
Inventories pledged as security to obtain banking facilities amount to Rs 275 million. (2008 - Rs 345 million.)<br />
14. Trade & other receivables<br />
Consolidated<br />
2009<br />
Rs ‘000<br />
2008<br />
Rs ‘000<br />
Company<br />
2009<br />
Rs ‘000<br />
2008<br />
Rs ‘000<br />
Bills receivable 1,429,500 1,262,769 306,850 252,322<br />
Trade receivables 1,210,573 1,193,078 2,329 9,296<br />
Pre-payments, deposits and staff advances 310,566 350,280 43,863 77,714<br />
Advance company tax recoverable 27,727 14,198 - -<br />
Income tax refunds due 24,592 5,224 - -<br />
Economic service charge recoverable 31,944 32,809 4,376 5,325<br />
15. Amounts due from subsidiaries<br />
3,034,902 2,858,358 357,418 344,657<br />
Company<br />
2009<br />
Rs ‘000<br />
2008<br />
Rs ‘000<br />
Hand Protection 953,224 953,331<br />
Plantations 501 589<br />
953,725 953,920<br />
62<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9
Notes to the Financial Statements<br />
16. Stated Capital<br />
2009<br />
Rs ‘000<br />
2008<br />
Rs ‘000<br />
Issued & fully paid<br />
59,861,512 ordinary shares (March 31, 2008 - 59,861,512) 598,615 598,615<br />
The holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one<br />
vote per share at meetings of the Company.<br />
17. Retirement benefit obligations<br />
Consolidated<br />
2009<br />
Rs ’000<br />
2008<br />
Rs ’000<br />
Company<br />
2009<br />
Rs ’000<br />
2008<br />
Rs ’000<br />
a. At beginning of the year 741,653 609,204 144,054 130,351<br />
Amortisation of transitional liability 1,740 - 8,200 -<br />
Effects of movements in foreign exchange (219) 4,411 - -<br />
Benefit paid by the plan (59,495) (52,690) (6,864) (16,058)<br />
Current service cost 12,363 - 9,857 -<br />
Provision for the year - 180,728 - 27,111<br />
Interest cost 29,115 - 27,750 -<br />
Transfer from subsidiary - - - 2,650<br />
Actuarial (gain)/loss 86,209 - (20,304) -<br />
At end of the year 811,366 741,653 162,693 144,054<br />
b. Expense recognised in the Income Statement<br />
Administrative expenses 129,427 - 25,503 -<br />
c. Amortisation of transitional liability as at March 31, 2008<br />
Actuarial valued liability 777,973 - 185,053 -<br />
As per Payment of Gratuity Act 741,653 - 144,054 -<br />
Difference 36,320 - 40,999 -<br />
Amortisation for the year 8,645 - 8,200 -<br />
Credit for the Year (6,905) - - -<br />
Net amortisation for the year 1,740 - 8,200 -<br />
Amount to be amortised in the future 34,580 - 32,799 -<br />
d. Market value of unfunded gratuity 845,947 777,973 194,518 185, 053<br />
Total present value of the obligation 845,947 777,973 194,518 185, 053<br />
The Group has adopted SLAS 16 - (Revised 2006) - Employee Benefits, which is applied prospectively from April 1, 2008.<br />
As such comparative figures have not been adjusted.<br />
SLAS 16- (Revised 2006) requires the use of actuarial techniques to make a reliable estimate of the amount of retirement<br />
benefit that employees have earned in return for their service in the current and prior periods and discount that benefit<br />
using the Projected Unit Credit Method in order to determine the present value of the retirement benefit obligation<br />
and the current service cost. This requires an entity to determine how much benefit is attributable to the current and<br />
prior periods and to make estimates about demographic variables and financial variables that will influence the cost of<br />
the benefit. The actuarial valuation was carried out by a professionally qualified firm of actuaries, Messrs Acturial and<br />
Management Consultant (Pvt) Ltd. The following key assumptions were made in arriving at the above figure.<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9<br />
63
Notes to the Financial Statements<br />
Year 1 2 3 4 5 6 7 8 9+<br />
Rate of discount (%) 15 15 15 14 13 12 11 10 10<br />
Salary increase (%) 14 14 14 13 12 11 10 9 9<br />
Assumptions regarding future mortality are based on a 67/70 mortality table, issued by The Institute of Actuaries, London.<br />
The demographic assumptions underlying the valuation with respect to retirement age early withdrawals from service and<br />
retirement on medical grounds.<br />
Retirement age:<br />
Executive and clerical - 60 years<br />
Manual grade - 55 years<br />
According to the transitional provisions of SLAS 16- (Revised 2006) the Group can recognize the difference between<br />
the liability at transition and the liability that would have been recognised at the date of transition under the Group’s new<br />
accounting policy over five years.<br />
The liability as per Payment of Gratuity Act for Group and Company as at March 31,2009 are Rs 675,510,274 and Rs<br />
76,588,932 respectively.<br />
18. Agents’ indemnity fund<br />
Consolidated<br />
2009<br />
Rs ‘000<br />
2008<br />
Rs ‘000<br />
At beginning of the year 33,819 26,208<br />
Provision for the year 4,344 3,947<br />
Effects of movements in foreign exchange (162) 3,664<br />
38,001 33,819<br />
Payments during the year (2,622) -<br />
At end of the year 35,379 33,819<br />
19. Interest bearing borrowings – due after one year<br />
Consolidated<br />
2009<br />
Rs ‘000<br />
2008<br />
Rs ‘000<br />
Company<br />
2009<br />
Rs ‘000<br />
2008<br />
Rs ‘000<br />
Term loans - (note 19.1) 851,260 987,116 - -<br />
Finance lease obligations net of interest - (note 19.2) 367,813 373,136 - -<br />
19.1 Term loans<br />
1,219,073 1,360,252 - -<br />
Consolidated<br />
2009<br />
Rs ‘000<br />
2008<br />
Rs ‘000<br />
Company<br />
2009<br />
Rs ‘000<br />
2008<br />
Rs ‘000<br />
At beginning of the year 1,238,191 1,388,518 30,253 153,053<br />
Obtained during the year 168,844 115,620 - -<br />
Effect of movements in foreign exchange 5,702 57,622 - -<br />
Repayments during the year (255,039) (323,569) (30,253) (122,800)<br />
At end of the year 1,157,698 1,238,191 - 30,253<br />
Repayments due within one year<br />
(included under current liabilities - note 22) (306,438) (251,075) - (30,253)<br />
Repayments due after one year 851,260 987,116 - -<br />
64<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9
Notes to the Financial Statements<br />
Details of term loans<br />
Company<br />
Venigros<br />
(Pvt) Ltd<br />
Venigros<br />
(Pvt) Ltd<br />
Hanwella<br />
Rubber<br />
Products Ltd<br />
Kelani Valley<br />
Plantations<br />
<strong>PLC</strong><br />
Kalupahana<br />
Power<br />
Company<br />
(Pvt) Ltd<br />
ICOGUANTI<br />
S.p.A.<br />
Dipped<br />
Products<br />
(Thailand)<br />
Ltd.<br />
Lender/ rate of<br />
interest (p.a.)<br />
March 31, 2009<br />
Rs’000<br />
March 31, 2008<br />
Rs’000<br />
Repayment<br />
Rs’000<br />
People’s Bank 10.50% 20,839 58,339 3,125 x 48 inst Monthly ending<br />
21.10.2009<br />
NDB Bank 6.50% 28,250 - 941 x 36 inst Monthly ending<br />
31.08.2012<br />
Bank of Ceylon<br />
AWPLR +1.50%<br />
- 5,250 1,042 x 48 inst Monthly ending<br />
13.08.2009<br />
NDB Bank 11.51% 16,534 21,042 376 x 120 inst Monthly ending<br />
31.08.2013<br />
NDB Bank 11.51% 19,641 24,088 370 x 120 inst Monthly ending<br />
31.05.2014<br />
NDB Bank 6.50% 15,375 - 375 x 48 inst Monthly ending<br />
31.05.2013<br />
Seylan Bank 12.00% 27,798 32,634 403 x 120 inst Monthly ending<br />
30.10.2015<br />
DFCC Bank 9.42% 81,200 84,000 933 x 90 inst Monthly ending<br />
31.03.2017<br />
DFCC Bank 6.50% 22,335 26,878 379 x 84 inst Monthly ending<br />
30.11.2014<br />
DFCC Bank 11.64% 80,000 80,000 952 x 84 inst Monthly ending<br />
31.07.2017<br />
DFCC Bank 6.50% 27,987 33,076 424 x 84 inst Monthly ending<br />
30.06.2015<br />
DFCC Bank 14.47% 83,802 - 1,581 x 60 inst Monthly ending<br />
31.05.2014<br />
DFCC Bank 6.50% 10,005 - 139 x 84 inst Monthly ending<br />
31.12.2015<br />
DFCC Bank 6.05% 8,840 - 173 x 60 inst Monthly ending<br />
31.03.2014<br />
NDB Bank AWDR +<br />
4.00%<br />
BNL 6.50% (Euro<br />
100,000)<br />
Thai Military Bank<br />
Public Company<br />
Limited<br />
MLR - 1% - 2yrs<br />
MLR - next 3yrs<br />
HSBC - Thailand<br />
4.78%<br />
55,906 68,968 2,300 x 8 inst<br />
3,450 x 4 inst<br />
4,025 x 8 inst<br />
4,600 x 6 inst<br />
- 2,562 Euro 2.8 x 34<br />
Euro 2.0 x 2<br />
Euro 0.8 x 1<br />
280,898 421,725 Baht 150 x 8 inst<br />
Baht 500 x 12<br />
inst<br />
Baht 1,500 x 12<br />
inst<br />
Baht 4,800 x 25<br />
inst<br />
Baht 4,565 x 1<br />
inst<br />
71,850 128,554 Baht 1,480 x 36<br />
inst<br />
Baht 1,320 x 1<br />
inst<br />
851,260 987,116<br />
Quarterly<br />
ending<br />
31.03.2013<br />
Monthly ending<br />
31.07.2009<br />
Monthly ending<br />
30.06.2011<br />
Monthly ending<br />
31.03.2011<br />
Security<br />
Mortgage over Plant at<br />
Weliveriya<br />
Mortgage over Heater at<br />
Weliveriya<br />
Mortgage over property at<br />
Thunnana, Hanwella<br />
Primary mortgage over the<br />
lease-hold rights of Panawatta &<br />
Pedro estates have been pledged<br />
and a letter of undertaking<br />
from DPL Plantations (Pvt) Ltd<br />
was given to subordinate<br />
management fee and dividends<br />
in a default situation of Term Loan<br />
Primary mortgage over the<br />
leasehold rights of Robgill and<br />
Fordyce estates<br />
Primary mortgage over the<br />
leasehold rights of Halgolla,<br />
We-Oya, Polatagama and<br />
Ederapola estates and letter of<br />
undertaking from DPL Plantations<br />
(Pvt)Ltd ., was given to subordinate<br />
management fee and dividends in a<br />
default situation<br />
Primary mortgage over<br />
sub leasehold rights of<br />
Kalupahana Power Company (Pvt)<br />
Ltd, machinery and equipment of<br />
the Company<br />
None<br />
Mortgage over land ,<br />
building and machinery<br />
Corporate Guarantee for<br />
THB 47,200,000/- from<br />
Dipped Products <strong>PLC</strong><br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9<br />
65
Notes to the Financial Statements<br />
Analysis of long term loans by the year of repayment<br />
Long term loans repayable within 1 year<br />
from the reporting date<br />
Long term loans repayable between 2-5 years<br />
from the reporting date<br />
Long term loans repayable after 5 years<br />
from the reporting date<br />
Consolidated<br />
2009<br />
Rs ‘000<br />
2008<br />
Rs ‘000<br />
Company<br />
2009<br />
Rs ‘000<br />
2008<br />
Rs ‘000<br />
306,438 251,075 - 30,253<br />
740,043 843,110 - -<br />
111,217 144,006 - -<br />
1,157,698 1,238,191 - 30,253<br />
Gross liability<br />
19.2 Finance lease obligations net of interest<br />
Consolidated<br />
2009<br />
Rs ‘000<br />
2008<br />
Rs ‘000<br />
At beginning of the year 739,588 767,652<br />
Repayments during the year (23,658) (28,248)<br />
Effect of movements in foreign exchange 11 185<br />
At end of the year 715,941 739,589<br />
Finance cost allocated to future periods (342,824) (361,074)<br />
Net liability 373,117 378,515<br />
Payable within 1 year<br />
Gross liability 20,212 23,652<br />
Finance cost allocated to future periods (14,908) (18,273)<br />
Net liability transferred to current liabilities (note 22) 5,304 5,379<br />
Payable within 2-5 years<br />
Gross liability 78,392 79,001<br />
Finance cost allocated to future periods (57,312) (58,096)<br />
Net liability 21,080 20,905<br />
Payable after 5 years<br />
Gross liability 617,338 636,935<br />
Finance cost allocated to future periods (270,605) (284,704)<br />
Net liability 346,733 352,231<br />
Net liability payable after 1 year 367,813 373,136<br />
The net liability comprises of a carrying value of a lease obtained by Dipped Products (Thailand ) Ltd., from<br />
National Finance Public Company to the value of Rs 538,669 (2008 - Rs 1,356,158) and carrying value of a lease<br />
obtained by Kelani Valley Plantations <strong>PLC</strong>., (KVPL) from JEDB/SLSPC to the value of Rs 372,579,090 (2008 -<br />
Rs 377,158,863).<br />
The lease rentals payable by KVPL for JEDB/SLSPC have been amended with effect from June 18, 1996 to an<br />
amount substantially higher than previous nominal lease rental of Rs 500 per estate per annum.<br />
The basic rental payable under the revised basis is Rs 19,598,000 per annum. This amount is to be inflated annually<br />
by the Gross Domestic Product (GDP) deflator in the form of contingent rent.<br />
This lease agreement was further amended on August 1, 2002 freezing annual lease rental at Rs 25,839,041 for a<br />
period of six years commencing from June 18, 2002. Hence, the GDP deflator adjustment has been frozen at<br />
Rs 6,241,041 per annum until June 17, 2008.<br />
66<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9
Notes to the Financial Statements<br />
According to the ruling given by the Urgent Issue Task Force (UITF) of The Institute of Chartered Accountants of<br />
Sri Lanka, the amount stated in the Financial Statements have been adjusted to reflect the followings;<br />
i. Future liability on the annual lease payment of Rs 19,598,000 will continue until the year 2045. The Net Present Value of<br />
this liability at a 4% discounting rate (as recommended by UITF) would result in a liability of Rs 372,579,090.<br />
ii.<br />
iii.<br />
The Net Present Value of Rs 372,579,090 is represented by a gross liability of Rs 715,327,000 (Rs 19,598,000 x36 ½<br />
years ) and interest in suspense of Rs 342,747,910.<br />
The charge to the Income Statement during the current period is Rs 21.2 million (2008 - Rs 21.4 million).<br />
20. Deferred income<br />
Grants<br />
Consolidated<br />
2009<br />
Rs ‘000<br />
2008<br />
Rs ‘000<br />
Grants<br />
At beginning of the year 287,155 237,885<br />
Received during the year 111,266 49,270<br />
At end of the year 398,421 287,155<br />
Amortisation<br />
At beginning of the year 40,878 32,716<br />
Amortised during the year 11,352 8,162<br />
At end of the year 52,230 40,878<br />
Carrying amount 346,191 246,277<br />
Kelani Valley Plantations <strong>PLC</strong>., received grants from the Plantation Reform Project (PRP), Plantation Human Development<br />
Trust and the Ministry of Community Development for workers’ facilities, and other infrastructure facilities. The amount<br />
incurred is capitalised under relevant classification of property, plant and equipment and the corresponding grant<br />
component is reflected under grants which is amortised over the useful life span of the asset.<br />
21. Trade & other payables<br />
Consolidated<br />
2009<br />
Rs ‘000<br />
2008<br />
Rs ‘000<br />
Company<br />
2009<br />
Rs ‘000<br />
2008<br />
Rs ‘000<br />
Trade payables 756,823 801,385 97,062 83,110<br />
Other payables including accrued expenses 516,428 580,344 57,472 39,030<br />
Unclaimed dividends 2,115 13,715 2,115 13,715<br />
22. Interest bearing borrowings - due within one year<br />
1,275,366 1,395,444 156,649 135,855<br />
Consolidated<br />
2009<br />
Rs ‘000<br />
2008<br />
Rs ‘000<br />
Company<br />
2009<br />
Rs ‘000<br />
2008<br />
Rs ‘000<br />
Finance lease obligations net of interest - (note 19.2) 5,304 5,379 - -<br />
Term loans - (note 19.1) 306,438 251,075 - 30,253<br />
Short term loans and bank overdraft (unsecured) 2,405,206 1,896,960 473,189 483,027<br />
23. Amounts due to subsidiaries<br />
2,716,948 2,153,414 473,189 513,280<br />
Company<br />
2009<br />
Rs ‘000<br />
2008<br />
Rs ‘000<br />
Hand Protection 63,333 239,390<br />
Plantations 324,293 453,333<br />
387,626 692,723<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9<br />
67
Notes to the Financial Statements<br />
24. Segment information<br />
a. Geographical segment information<br />
Turnover<br />
2009<br />
Percentage<br />
2008<br />
Percentage<br />
Asia/Africa 4.74 4.24<br />
South America 10.22 7.47<br />
Australasia 1.80 2.30<br />
Europe 52.18 50.82<br />
North America 12.26 16.16<br />
81.20 80.99<br />
Indirect exports 18.09 18.29<br />
Sri Lanka 0.71 0.72<br />
b. Business segment information<br />
100.00 100.00<br />
Hand Protection Plantations Inter - Segment Total<br />
2009<br />
Rs ‘000<br />
2008<br />
Rs ‘000<br />
2009<br />
Rs ‘000<br />
2008<br />
Rs ‘000<br />
2009<br />
Rs ‘000<br />
2008<br />
Rs ‘000<br />
2009<br />
Rs ‘000<br />
2008<br />
Rs ‘000<br />
Turnover 9,462,829 8,845,503 3,108,570 2,827,974 (675,414) (520,582) 11,895,985 11,152,895<br />
Profit before tax 322,833 158,192 293,603 457,777 - - 616,436 615,969<br />
Non- cash expenses<br />
Depreciation & ammortisation<br />
of leased assets 261,061 251,354 122,939 111,735 - - 384,000 363,089<br />
Retiring gratuity 32,424 42,990 97,003 137,738 - - 129,427 180,728<br />
Provision for agents’<br />
indemnity fund 4,344 3,947 - - - - 4,344 3,947<br />
Capital expenditure 217,910 279,770 581,217 399,516 - - 799,127 679,286<br />
Total assets 6,903,919 6,564,762 4,092,104 3,621,523 (569,390) (588,062) 10,426,633 9,598,223<br />
Investments in associates - - 90,297 98,609 - - 90,297 98,609<br />
Non - interest bearing<br />
liabilities 1,349,163 2,156,057 1,822,471 1,699,557 (468,390) (581,461) 2,703,244 3,274,153<br />
Cash flows from<br />
- operating activities 136,514 441,821 405,147 143,536 48,080 25,524 589,741 610,881<br />
- investing activities (397,141) (389,198) (261,016) (217,479) (48,080 ) (25,524) (706,237) (632,201)<br />
- financing activities (4,869) (331,121) (188,127) (111,159) - - (192,996) (442,280)<br />
25. Contingent liabilities<br />
The contingent liability as at March 31, 2009 on guarantees given by the Company to third parties amounted to<br />
Rs 289,418,762 (2008 - Rs 297,620,310). Total of this sum relates to facilities obtained by subsidiaries. The contingent<br />
liability as at March 31, 2009 on retiring gratuity has been disclosed in Note 17.<br />
26. Capital expenditure commitments<br />
The approximate amount of capital expenditure approved by the Directors and not contracted for as at March 31, 2009<br />
amounts to Rs 307,006,000 (2008 - Rs 620,616,814 ). The approximate capital expenditure contracted for which no<br />
provision is made in the Financial Statements as at March 31, 2009 amounts to Rs 40,435,708 (2008 - Rs 82,021,289).<br />
27. Palma Ltd.<br />
The Group utilises the premises and other assets of Palma Ltd., for manufacturing operations of Texnil (Pvt) Ltd. In view of<br />
the suspension of commercial operations of Palma Ltd the carrying value of the investment has been written down by<br />
Rs 20 million, to reduce the investment to its recoverable value.<br />
28. Companies with different accounting years<br />
Kelani Valley Plantations <strong>PLC</strong>., (KVPL), Dipped Products (Thailand) Ltd. (DPTL) and ICOGUANTI S.p.A. (ICO) prepare<br />
their annual Financial Statements on calendar year basis. The Financial Statements of KVPL, DPTL and ICO drawn up to<br />
December 31, 2008 have been consolidated.<br />
68<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9
Notes to the Financial Statements<br />
29. Related party disclosures<br />
Key Management Personnel comprise the Directors of the Company. Directors’ remuneration, in respect of the Company<br />
and the Group for the financial year ended March 31, 2009 are given in note 5 to the Financial Statements. Details of the<br />
Directors and their spouses shareholdings are given in Annual Report of the Board on page 27.<br />
Dipped Products <strong>PLC</strong>., its subsidiary companies Grossart (Pvt) Ltd., Venigros (Pvt) Ltd., Palma Ltd., Neoprex (Pvt) Ltd., Texnil (Pvt) Ltd.,<br />
Feltex (Pvt) Ltd., DPL Plantations (Pvt) Ltd., Hanwella Rubber Products Ltd and sub subsidiary company Kelani Valley Plantations <strong>PLC</strong>.,<br />
are provided office space with related support services and infrastructure and services such as secretarial, personnel, administration, data<br />
processing and export shipping by ultimate parent company Hayleys <strong>PLC</strong>., and the cost amounting to Rs 99,822,343 (2008 –<br />
Rs 81,061,859) has been reimbursed by these companies.<br />
Messrs. N. G. Wickremeratne., A. M. Pandithage., R. A. Ebell and J. A.G. Anandarajah who are Directors of the Company are<br />
also Directors of Hayleys <strong>PLC</strong>.<br />
Dipped Products <strong>PLC</strong>., its subsidiary companies Grossart (Pvt) Ltd., Venigros (Pvt) Ltd., Palma Ltd., Neoprex (Pvt) Ltd., Texnil<br />
(Pvt) Ltd., Feltex (Pvt) Ltd., DPL Plantations (Pvt) Ltd., Hanwella Rubber Products Ltd and sub subsidiary company Kelani<br />
Valley Plantations <strong>PLC</strong>., have entered into trading transactions under normal commercial terms with the following affiliate<br />
companies: Sales to Agro Technica Ltd., Hayleys Agro Products Ltd., Hayleys Consumer Products Ltd and HJS Condiments<br />
Ltd., during the year amounted to Rs 835,032 (2008 – Rs 2,179,024). The cost relating to purchases of goods and<br />
services from Agility Logistics (Pvt) Ltd., Civaro Lanka (Pvt) Ltd., Clarion Shipping (Pvt) Ltd., CMA-CGM Lanka (Pvt) Ltd.,<br />
Global Holidays (Pvt) Ltd., Hayleys Advantis Ltd., Hayleys Agro Fertilizers (Pvt) Ltd., Hayleys Agro Products Ltd., Hayleys<br />
Consumer Products Ltd., Hayleys Electronics (Retailing) Ltd., Hayleys Industrial Solutions Ltd., Hayleys-MGT Knitting Mills<br />
<strong>PLC</strong>., Logiventures (Pvt) Ltd., Maritime Agencies (Pvt) Ltd., MIT Cargo (Pvt) Ltd., NYK Line Lanka (Pvt) Ltd., Puritas (Pvt)<br />
Ltd., Ravi Industries Ltd and Volanka Insurance Services (Pvt) Ltd., during the year amounted to Rs 239,497,590 (2008 – Rs<br />
146,360,569).<br />
Mr. N. G. Wickremeratne who is a Director of the Company is also a Director of HJS Condiments Ltd and<br />
Puritas (Pvt) Ltd.<br />
Mr. R. A. Ebell who is a Director of the Company is also a Director of Agro Technica Ltd., Hayleys Electronics (Retailing) Ltd<br />
and Volanka Insurance Services (Pvt) Ltd.<br />
Messrs N. G. Wickremeratne and A. M. Pandithage who are Directors of the Company are also Directors of Agility<br />
Logistics (Pvt) Ltd., Civaro Lanka (Pvt) Ltd., Clarion Shipping (Pvt) Ltd., CMA-CGM Lanka (Pvt) Ltd., Global Holidays<br />
(Pvt) Ltd., Hayleys Agro Fertilizers (Pvt) Ltd and NYK Line Lanka (Pvt) Ltd.<br />
Messrs N. G. Wickremeratne., A. M. Pandithage and R. A. Ebell who are Directors of the Company are also Directors<br />
of Hayleys Advantis Ltd., Hayleys Consumer Products Ltd., Hayleys Industrial Solutions Ltd., Hayleys Agro Products Ltd.,<br />
Logiventures (Pvt) Ltd., Maritime Agencies (Pvt) Ltd., MIT Cargo (Pvt) Ltd and Ravi Industries Ltd.<br />
Messrs N. G. Wickremeratne., A. M. Pandithage and R. Seevaratnam who are Directors of the Company are also Directors<br />
of Hayleys-MGT Knitting Mills <strong>PLC</strong>.<br />
The Company had an agreement with Mr. J. A. G. Anandarajah, who is a Director of the Company for leasing of residential<br />
premises at 66B/7, Sri Maha Vihara Road, Dehiwela at a monthly rental of Rs 2,826.<br />
Mr. B.A.Mahipala who is a Director of Hanwella Rubber Products Ltd., is also a Director of Hanwella Estate Development<br />
(Pvt) Ltd. During this year, Hanwella Rubber Products Ltd., has paid Rs 172,500 (2008 – Rs 165,000) and Rs 345,000<br />
(2008 – Rs 330,000) to Mr. B.A.Mahipala and Hanwella Estate Development (Pvt) Ltd., respectively for leasing of factory land.<br />
30. Events after the Balance Sheet date<br />
Proposed dividend<br />
Directors have proposed the payment of first and final dividend of Rs 3.00 for the year ended March 31,2009 which will<br />
be declared at the Annual General Meeting to be held on June 26, 2009. In accordance with Sri Lanka Accounting Standard<br />
No.12 (Revised) on Events after the Balance Sheet date, the proposed final dividend has not been recognised as a liability<br />
as at Balance Sheet date.<br />
No other circumstances have arisen since the Balance Sheet date which would require adjustments to, or disclosure in the<br />
Financial Statements.<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9<br />
69
Ten Year Financial Review<br />
Gross Dividend/Dividend Rate<br />
Rs. mn %<br />
250<br />
40<br />
200<br />
30<br />
150<br />
20<br />
100<br />
10<br />
50<br />
2009<br />
Rs’000<br />
2008<br />
Rs’000<br />
2007<br />
Rs’000<br />
2006<br />
Rs’000<br />
Trading Results<br />
Gross turnover 11,895,985 11,152,895 9,412,610 7,109,400<br />
Profit before tax 616,437 615,969 774,530 415,013<br />
Taxation (113,709) (100,627) (106,242) (66,128)<br />
Profit after tax 502,728 515,342 668,288 348,885<br />
Minority interest &<br />
pre acquisition profit (139,858) (144,220) (111,487) (62,422)<br />
Profit attributable to<br />
equity holders of the Company 362,870 371,122 556,801 286,463<br />
0<br />
0<br />
Rs. mn<br />
1,400<br />
1,200<br />
1,0000<br />
800<br />
600<br />
400<br />
200<br />
0<br />
Times<br />
20<br />
2000<br />
2001<br />
2002<br />
2003<br />
2004<br />
2005<br />
2006<br />
2007<br />
2008<br />
2009<br />
Gross Dividend<br />
Dividend Rate<br />
Working Capital<br />
2000<br />
2001<br />
2002<br />
2003<br />
2004<br />
2005<br />
2006<br />
2007<br />
2008<br />
2009<br />
Price Earnings Ratio<br />
Non-Current Assets<br />
Property, plant & equipment 4,826,977 4,402,997 4,014,111 3,465,853<br />
Investments 287,307 295,619 277,299 167,829<br />
Other non-current assets 37,276 27,617 20,212 16,452<br />
5,151,560 4,726,233 4,311,622 3,650,134<br />
Current Assets 5,275,073 4,871,990 4,528,946 3,501,056<br />
TOTAL ASSETS 10,426,633 9,598,223 8,840,568 7,151,190<br />
Capital & Reserves<br />
Stated capital 598,615 598,615 598,615 598,615<br />
Capital reserves 174,223 172,018 170,121 105,493<br />
Revenue reserves 2,306,312 2,039,771 1,876,993 1,474,928<br />
Shareholders’ funds 3,079,150 2,810,404 2,645,729 2,179,036<br />
Preliminary & deferred expenditure - - - -<br />
3,079,150 2,810,404 2,645,729 2,179,036<br />
Minority Interest 785,912 710,504 593,048 457,459<br />
Total Equity 3,865,062 3,520,908 3,238,777 2,636,495<br />
Rs.<br />
120<br />
100<br />
80<br />
60<br />
40<br />
20<br />
15<br />
10<br />
5<br />
0<br />
2000<br />
2001<br />
2002<br />
2003<br />
2004<br />
2005<br />
2006<br />
2007<br />
2008<br />
2009<br />
Market Price Per Share<br />
All Share Price Index<br />
0 0<br />
2000<br />
2001<br />
2002<br />
2003<br />
2004<br />
2005<br />
2006<br />
2007<br />
2008<br />
2009<br />
3,000<br />
2,500<br />
2,000<br />
1,500<br />
1,000<br />
500<br />
Non-Current Liabilities<br />
Deferred tax liability 140,385 133,120 107,428 87,587<br />
Other non-current liabilities 2,412,009 2,382,001 2,289,016 2,118,794<br />
2,552,394 2,515,121 2,396,444 2,206,381<br />
Current Liabilities 4,009,177 3,562,194 3,205,347 2,308,314<br />
TOTAL EQUITY AND LIABILITIES 10,426,633 9,598,223 8,840,568 7,151,190<br />
Ratios & Other Information<br />
Earnings per share (Rs) 6.06 6.20 9.30 4.79<br />
Return on equity (%) 11.8 13.2 21.0 13.1<br />
Market price per share (Rs) 55.25 79.50 109.25 82.00<br />
Price earnings ratio (times) 9.1 12.8 11.7 17.1<br />
Dividend per share (Rs) 3.00 3.00 4.50 3.00<br />
Net assets per share (Rs)** 51.44 46.95 44.20 36.40<br />
Effective rate of dividend (%) 30.00 30.00 45.00 30.00<br />
Dividend yield (%) 5.4 3.8 4.1 3.7<br />
Dividend cover (times) 2.0 2.1 2.1 1.6<br />
Debt equity ratio 0.78 0.85 0.87 0.97<br />
Current ratio (times) 1.32 1.37 1.41 1.52<br />
Market Price Per Share<br />
All Share Price Index<br />
Figures in brackets indicate deductions.<br />
** computed based on 59,861,512 shares on issue as at March 31, 2009.<br />
70<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9
Ten Year Financial Review<br />
2005<br />
Rs’000<br />
2004<br />
Rs’000<br />
2003<br />
Rs’000<br />
2002<br />
Rs’000<br />
2001<br />
Rs’000<br />
2000<br />
Rs’000<br />
Return On Equity<br />
6,138,827 4,928,955 3,682,102 2,954,096 2,749,449 2,221,028<br />
670,826 427,111 269,108 225,137 275,204 177,861<br />
(72,345) (66,948) (24,494) (1,185) (12,956) (23,328)<br />
598,481 360,163 244,614 223,952 262,248 154,533<br />
(111,296) (65,672) (34,203) (28,197) (41,991) (28,102)<br />
%<br />
25<br />
20<br />
15<br />
10<br />
487,185 294,491 210,411 195,755 220,257 126,431<br />
5<br />
0<br />
2000<br />
2001<br />
2002<br />
2003<br />
2004<br />
2005<br />
2006<br />
2007<br />
2008<br />
2009<br />
3,018,582 2,249,809 2,051,792 1,993,906 1,959,473 1,890,025<br />
163,379 152,078 89,755 78,573 76,478 75,451<br />
28,914 31,470 42,296 5,200 9,019 14,901<br />
3,210,875 2,433,357 2,183,843 2,077,679 2,044,970 1,980,377<br />
3,671,383 2,950,906 2,274,056 1,713,131 1,359,215 982,827<br />
6,882,258 5,384,263 4,457,899 3,790,810 3,404,185 2,963,204<br />
Rs. mn<br />
4,000<br />
3,500<br />
3,000<br />
2,500<br />
2,000<br />
Value Addition<br />
598,615 249,423 207,852 184,758 184,758 184,758<br />
78,325 175,611 102,785 102,785 102,785 102,785<br />
1,470,855 1,356,672 1,186,956 1,024,862 891,212 744,858<br />
2,147,795 1,781,706 1,497,593 1,312,405 1,178,755 1,032,401<br />
- - - - - (1,445)<br />
2,147,795 1,781,706 1,497,593 1,312,405 1,178,755 1,030,956<br />
429,630 461,204 400,340 357,336 345,259 308,167<br />
2,577,425 2,242,910 1,897,933 1,669,741 1,524,014 1,339,123<br />
1,500<br />
1,000<br />
500<br />
0<br />
Rs.<br />
12<br />
2000<br />
2001<br />
2002<br />
2003<br />
2004<br />
2005<br />
2006<br />
2007<br />
2008<br />
2009<br />
Earnings Per Share<br />
10<br />
104,232 105,151 77,114 66,755 66,755 54,968<br />
8<br />
1,732,546 1,154,977 1,131,670 1,128,465 1,167,338 1,137,875<br />
6<br />
1,836,778 1,260,128 1,208,784 1,195,220 1,234,093 1,192,843<br />
4<br />
2,468,055 1,881,225 1,351,182 925,849 646,078 431,238<br />
6,882,258 5,384,263 4,457,899 3,790,810 3,404,185 2,963,204<br />
2<br />
0<br />
2000<br />
2001<br />
2002<br />
2003<br />
2004<br />
2005<br />
2006<br />
2007<br />
2008<br />
2009<br />
8.14 11.81 10.12 10.60 11.92 6.84<br />
22.7 16.5 14.0 14.9 18.7 12.2<br />
92.00 85.00 55.00 60.00 46.50 49.00<br />
11.3 7.2 5.4 5.7 3.9 7.2<br />
4.00 4.00 3.50 3.50 4.00 3.00<br />
35.88 29.76 25.02 21.92 19.69 17.25<br />
40.00 40.00 35.00 35.00 40.00 30.00<br />
4.3 4.7 6.4 5.8 8.6 6.1<br />
2.0 3.0 2.9 3.0 3.0 2.3<br />
0.81 0.65 0.76 0.86 0.99 1.10<br />
1.49 1.57 1.68 1.85 2.10 2.28<br />
Rs. mn<br />
800<br />
600<br />
400<br />
200<br />
0<br />
2000<br />
2001<br />
2002<br />
2003<br />
2004<br />
2005<br />
2006<br />
2007<br />
2008<br />
2009<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9<br />
71
The Share<br />
1. Stock exchange listing<br />
The ordinary shares of Dipped Products <strong>PLC</strong>., are listed with the Colombo Stock Exchange of Sri Lanka. The audited<br />
Income Statements for the year ended March 31, 2009 and the audited Balance Sheets of the Company and the Group as<br />
at that date have been submitted to the Colombo Stock Exchange within three months of the Balance Sheet date.<br />
2. Ordinary shareholders<br />
Composition of the 2,102 shareholders as at March 31, 2009 (2008 - 2,149)<br />
Number of<br />
shares held<br />
Residents Non-Residents Total No of Shares<br />
No. of<br />
shareholders<br />
No. of<br />
shares<br />
% No. of<br />
shareholders<br />
No. of<br />
shares<br />
% No. of<br />
shareholders<br />
No. of<br />
shares<br />
1 - 1,000 1,485 378,174 0.63 3 1,236 0.00 1,488 379,410 0.63<br />
1,001 - 5,000 380 867,023 1.45 1 3,732 0.01 381 870,755 1.46<br />
5,001 - 10,000 95 696,273 1.16 - - - 95 696,273 1.16<br />
10,001 - 50,000 97 2,085,962 3.49 2 24,398 0.04 99 2,110,360 3.53<br />
50,001 - 100,000 15 1,019,692 1.70 - - - 15 1,019,692 1.70<br />
100,001 - 500,000 11 2,694,678 4.50 2 347,118 0.58 13 3,041,796 5.08<br />
500,001 - 1,000,000 4 2,252,884 3.77 - - - 4 2,252,884 3.77<br />
1,000,001 & over 5 41,909,666 70.01 2 7,580,676 12.66 7 49,490,342 82.67<br />
Total 2,092 51,904,352 86.71 10 7,957,160 13.29 2,102 59,861,512 100.00<br />
Of the issued Share Capital over 86% is held by residents of Sri Lanka<br />
March 31, 2009 March 31, 2008<br />
No. of<br />
Shares<br />
No. of<br />
Shareholders<br />
No. of<br />
Shares<br />
%<br />
No. of<br />
Shareholders<br />
Individuals 1,971 6,794,331 2,007 6,905,796<br />
Institutions 131 53,067,181 142 52,955,716<br />
Total 2,102 59,861,512 2,149 59,861,512<br />
3. Share valuation<br />
The market value of an ordinary share of Dipped Products <strong>PLC</strong>:<br />
March 31, 2009 March 31, 2008<br />
Highest Rs 87.00 (April 16, 2008 & August 04, 2008) Rs 116.00 (April 16, 2007)<br />
Lowest Rs 48.25 (March 1, 2009) Rs 75.00 (January 23, 2008)<br />
Year end Rs 55.25 Rs 79.50<br />
72<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9
The Share<br />
4. Dividend payments<br />
Proposed first and final dividend of Rs. 3.00 per share is to be declared on June 26, 2009 and will be payable on July<br />
3, 2009. In accordance with the rules of the Colombo Stock Exchange the shares of the Company will be quoted exdividend<br />
with effect from June 29, 2009.<br />
5. Share trading<br />
2009 2008<br />
Number of transactions 564 613<br />
Number of shares traded 433,700 1,208,400<br />
Value of shares traded (Rs) 29,579,000 117,462,325<br />
6. First twenty shareholders as at March 31, 2009<br />
2009 2008<br />
Shareholder No. of shares % No. of shares %<br />
1 Hayleys <strong>PLC</strong> 24,776,080 41.39 24,776,080 41.39<br />
2 D M H Capital Limited 5,986,800 10.00 5,986,800 10.00<br />
3 Volanka (Pvt) Limited 4,873,640 8.14 4,873,640 8.14<br />
4 Haycarb <strong>PLC</strong> 4,068,746 6.80 4,068,746 6.80<br />
5 Delta Plus Group 3,860,280 6.45 3,860,280 6.45<br />
6 Promar Overseas SA 3,720,396 6.22 3,720,396 6.22<br />
7 Waldock Mackenzie Limited /Mr L P Hapangama 2,204,400 3.68 2,178,500 3.64<br />
8 Mr N G Wickremeratne 607,304 1.01 607,304 1.01<br />
9 Ravi Industries Limited 567,000 0.95 567,000 0.95<br />
10 Employees Provident Fund 548,300 0.92 528,600 0.88<br />
11 Waldock Mackenzie Limited/Lalan Rubbers (Private) Limited 530,280 0.89 530,280 0.89<br />
12 H A P Investments (Private) Limited 474,162 0.79 474,162 0.79<br />
13 Mr H A Pieris 451,264 0.75 451,264 0.75<br />
14 Dr. D Jayanntha 360,000 0.60 360,000 0.60<br />
15 Mr R W Soysa 278,020 0.46 278,020 0.46<br />
16 HSBC International Nominees Ltd- SSBT- Deustche Bank 235,144 0.39 235,144 0.39<br />
17 Associated Electrical Corporation Limited 227,600 0.38 60,500 0.10<br />
18 Mr J A G Anandarajah 219,474 0.37 219,474 0.37<br />
19 Mr R M De Mel 214,444 0.36 214,444 0.36<br />
20 Mr S Krishnananthan 163,044 0.27 163,044 0.27<br />
Total 54,366,378 90.82 54,153,678 90.46<br />
7. Shares held by the Public<br />
As at March 31, 2009, Public held 46.50% of the share capital of the Company.<br />
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73
The Share<br />
History of dividend and scrip issues (last 20 years)<br />
Year ended<br />
March 31<br />
Issue<br />
Basis<br />
No of<br />
shares<br />
’000<br />
Cumulative<br />
No of shares<br />
’000<br />
Dividend<br />
(%)<br />
Dividend<br />
paid<br />
Rs ’000<br />
1990 5,000 40 20,000<br />
1991 Bonus 1:05 1,000 6,000 33 19,800<br />
1992 6,000 26 15,600<br />
1993 6,000 26 15,600<br />
1994 Share Trust (at Rs 41.00) 600 6,600 30 19,800<br />
1995 6,600 35 23,100<br />
1996 Bonus 1:05 1,320 7,920 17.5 13,860<br />
Rights (at Rs 60.00) 1:05 1,584 9,504 17.5 16,632<br />
1997 Bonus 1:05 1,901 11,405 35 39,917<br />
1998 Bonus 1:05 2,281 13,686 40 54,743<br />
1999 Bonus 1:05 2,737 16,423 35 57,480<br />
2000 Bonus 1:08 2,053 18,476 30 55,427<br />
2001 18,476 40 73,903<br />
2002 18,476 35 64,665<br />
2003 Bonus 1:08 2,309 20,785 35 72,748<br />
2004 Bonus 1:05 4,157 24,942 40 99,769<br />
2005 Bonus 1:05 4,988 29,931 – –<br />
Bonus 1:01 29,931 59,861 40 239,446<br />
2006 59,861 30 179,585<br />
2007 59,861 45 269,377<br />
2008 59,861 30 179,585<br />
2009 59,861 30 179,585<br />
Market Capitalisation (last 20 years)<br />
Year ended March 31<br />
Market<br />
capitalisation<br />
Rs Mn<br />
Net assets<br />
Rs Mn<br />
1990 443 148<br />
1991 690 178<br />
1992 618 210<br />
1993 537 223<br />
1994 574 284<br />
1995 574 340<br />
1996 893 492<br />
1997 984 611<br />
1998 1,505 794<br />
1999 854 961<br />
2000 905 1,032<br />
2001 859 1,179<br />
2002 1,109 1,312<br />
2003 1,143 1,498<br />
2004 2,120 1,782<br />
2005 5,507 2,148<br />
2006 4,909 2,179<br />
2007 6,540 2,646<br />
2008 4,759 2,810<br />
2009 3,307 3,079<br />
74<br />
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Glossary<br />
Accounting policies<br />
Specific principles, bases, conventions, rules and practices<br />
adopted by an enterprise in preparing and<br />
presenting Financial Statements.<br />
Borrowings<br />
Bank loans, overdrafts and finance lease obligations.<br />
Capital employed<br />
Total assets less interest free liabilities.<br />
Capital reserves<br />
Reserves identified for specific purposes and considered not<br />
available for distribution.<br />
Cash equivalents<br />
Liquid investments with original maturities of three months<br />
or less.<br />
Contingent liabilities<br />
Conditions or situations at the Balance Sheet date, the<br />
financial effect of which are to be determined by future events<br />
which may or may not occur.<br />
Current ratio<br />
Current assets divided by current liabilities.<br />
Dividend cover<br />
Post-tax profit divided by gross dividend. Measures the<br />
number of times dividend is covered by distributable profit.<br />
Dividend yield<br />
Gross dividend per share as a percentage of the market<br />
price.<br />
Earnings per share<br />
Profit attributable to ordinary shareholders divided by a<br />
weighted average number of ordinary shares in issue and<br />
ranking for dividend.<br />
Gross dividend<br />
Portion of profits inclusive of tax withheld distributed to<br />
shareholders.<br />
Net assets per share<br />
Shareholders’ funds divided by the number of ordinary shares<br />
issued.<br />
Operating profit margin<br />
Operating profit divided by Group turnover.<br />
Price earnings ratio<br />
Market price of a share divided by earnings per share.<br />
Related parties<br />
Parties who could control or significantly influence the<br />
financial and operating policies of the business.<br />
Return on equity<br />
Attributable profits divided by average shareholders’ funds.<br />
Revenue reserves<br />
Reserves considered as being available for distributions and<br />
investments.<br />
Segment<br />
Constituent business units grouped in terms of nature and<br />
similarity of operations.<br />
Total equity<br />
Share capital, reserves and minority interest.<br />
Value addition<br />
The quantum of wealth generated by the activities of the<br />
Group and its distribution.<br />
Working capital<br />
Capital required to finance the day-to-day operations (current<br />
assets minus current liabilities).<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9<br />
75
Notice of Meeting<br />
<strong>DIPPED</strong> <strong>PRODUCTS</strong> <strong>PLC</strong><br />
Company Number PQ60<br />
NOTICE IS HEREBY GIVEN that the Thirty Third Annual General Meeting of Dipped Products <strong>PLC</strong> will be held at the<br />
Auditorium of The Institute of Chartered Accountants of Sri Lanka, No.30 A, Malalasekara Mawatha, Colombo 07, on<br />
Friday, June 26, 2009 at 3.00 p.m. and the business to be brought before the Meeting will be :<br />
1. To consider and adopt the Annual Report of the Board and the Statements of Accounts for the year ended<br />
March 31, 2009, with the Report of the Auditor’s thereon.<br />
2. To declare a dividend as recommended by the Directors.<br />
3. To re-elect Mr F. Mohideen, who has been appointed by the Board, since the last Annual General Meeting, a Director.<br />
4. To re-elect Mr K. A. L. S. Fernando, who has been appointed by the Board, since the last Annual General Meeting,<br />
a Director.<br />
5. To re-elect Mr L. G. S. Gunawardena who has been appointed by the Board, since the last Annual General Meeting,<br />
a Director.<br />
6. To re-elect, Mr N. B.Weerasekera, who retires by rotation at the Annual General Meeting, a Director.<br />
7. To re-elect, Mr R. K. Witanachchi, who retires by rotation at the Annual General Meeting, a Director.<br />
8. To authorise the Directors to determine contributions to charities.<br />
9. To authorise Directors to determine the remuneration of the Auditors, Messrs. KPMG, Ford, Rhodes, Thornton &<br />
Company, who are deemed to have been re-appointed as Auditors in terms of Section 158 of the Companies<br />
Act No.7 of 2007.<br />
10. To consider any other business of which due notice has been given.<br />
NOTE :<br />
(i).<br />
(ii).<br />
A shareholder is entitled to appoint a proxy to attend and vote instead of himself and a proxy need not be a<br />
shareholder of the Company. A Form of Proxy is enclosed for this purpose. The instrument appointing a<br />
proxy must be deposited at the Registered Office, No.400, Deans Road, Colombo 10 by 3.00 p.m. on<br />
June 24, 2009.<br />
It is proposed to post ordinary dividend warrants on July 3, 2009 and in accordance with the rules of the<br />
Colombo Stock Exchange, the shares of the Company will be quoted ex-dividend with effect from June 29, 2009.<br />
By Order of the Board<br />
<strong>DIPPED</strong> <strong>PRODUCTS</strong> <strong>PLC</strong><br />
HAYLEYS GROUP SERVICES (PRIVATE) LIMITED<br />
Secretaries<br />
Colombo<br />
May 26, 2009<br />
76<br />
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Form of Proxy<br />
<strong>DIPPED</strong> <strong>PRODUCTS</strong> <strong>PLC</strong><br />
Company Number PQ 60<br />
I/We*……………....................................………………………………………………………………………………………………….<br />
of………………………………………………………………………………...................................……………………………………<br />
being a shareholder/shareholders* of <strong>DIPPED</strong> <strong>PRODUCTS</strong> <strong>PLC</strong> hereby appoint:<br />
1. ………………………………………………..............................................…………………………………………………………<br />
of …………….....…………………………………………………………………………………………............................……. or<br />
failing him/them *<br />
2. NIRMALA GIHAN WICKREMERATNE (Chairman of the Company) of Colombo, or failing him, one of the Directors<br />
of the Company as my/our * proxy to attend and vote as indicated hereunder for me/us* and on my/our* behalf at the<br />
Thirty Third Annual General Meeting of the Company to be held on Friday, June 26, 2009 and at every poll which may be<br />
taken in consequence of the aforesaid meeting and at any adjournment thereof.<br />
i.<br />
To adopt the Annual Report of the Board and the Statements of Accounts for<br />
the year ended March 31, 2009 with the Report of the Auditors thereon.<br />
For<br />
Against<br />
ii.<br />
iii.<br />
iv.<br />
v.<br />
vi.<br />
vii.<br />
To declare a dividend as recommended by the Directors.<br />
To re-elect Mr. F. Mohideen, who has been appointed by the Board since<br />
the last Annual General Meeting, a Director.<br />
To re-elect Mr. K.A.L.S.Fernando, who has been appointed by the Board<br />
since the last Annual General Meeting, a Director.<br />
To re-elect Mr. L G S Gunawardena, who has been appointed by the Board<br />
since the last Annual General Meeting, a Director.<br />
To re-elect Mr. N.B.Weerasekera, who retires by rotation at the Annual<br />
General Meeting, a Director.<br />
To re-elect Mr. R.K.Witanachchi, who retires by rotation at the Annual<br />
General Meeting, a Director.<br />
viii. To authorise the Directors to determine contributions to charities.<br />
ix.<br />
To authorise the Directors to determine the remuneration of the Auditors,<br />
Messrs. KPMG, Ford, Rhodes, Thornton & Company, who are deemed to have<br />
been re-appointed as Auditors.<br />
(**) The proxy may vote as he thinks fit on any other resolution brought before the Meeting.<br />
As witness my/our* hands this …………….............................………. day of …………….............................………. 2009.<br />
Witnesses:<br />
………………………………<br />
….……………………………<br />
………………………………<br />
………………………………<br />
……………………………………<br />
Signature of Shareholder<br />
Note : * Please delete the inappropriate words.<br />
1. A proxy need not be a shareholder of the Company.<br />
2. Instructions as to completion appear on the reverse.<br />
D I P P E D P R O D U C T S P L C A N N U A L R E P O R T 2 0 0 8 – 2 0 0 9<br />
77
Form of Proxy<br />
INSTRUCTIONS AS TO COMPLETION :<br />
1. To be valid, this Form of Proxy must be deposited at the Registered Office, No. 400, Deans Road, Colombo 10,<br />
by 3.00 p.m. on June 24, 2009.<br />
2. In perfecting the Form of Proxy, please ensure that all details are legible.<br />
3. If you wish to appoint a person other than the Chairman of the Company (or failing him, one of the Directors of the<br />
Company) as your proxy, please insert the relevant details at (1) overleaf and initial against this entry.<br />
4. Please indicate with an X in the space provided how your proxy is to vote on each resolution. If no indication is given, the<br />
proxy in his discretion will vote as he thinks fit. Please also delete (**) if you do not wish your proxy to vote as he thinks<br />
fit on any other resolution brought before the Meeting.<br />
5. In the case of a Company/Corporation, the proxy must be under its Common Seal which should be affixed and attested in<br />
the manner prescribed by its Articles of Association.<br />
6. Where the Form of Proxy is signed under a Power of Attorney (POA) which has not been registered with the Company,<br />
the original POA together with a photocopy of same or a copy certified by a Notary Public must be lodged with the<br />
Company along with the Form of Proxy.<br />
78<br />
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Corporate Information<br />
Name of the Company<br />
Dipped Products <strong>PLC</strong><br />
Legal Form<br />
A Public Limited Company<br />
With limited liability.<br />
Incorporated in Sri Lanka in<br />
1976<br />
Company No PQ 60<br />
Directors<br />
N G Wickremeratne, Chairman<br />
J A G Anandarajah, Managing Director<br />
R W Soysa (Retired March 31, 2009)<br />
Dr. W S E Fernando (Retires May 31, 2009)<br />
G K Seneviratne<br />
N Y Fernando<br />
N B Weerasekera<br />
R K Witanachchi<br />
A M Pandithage (Alternate R A Ebell)<br />
R Seevaratnam<br />
F Mohideen (Appointed July 10, 2008)<br />
K A L S Fernando (Appointed April 01, 2009)<br />
L G S Gunawardena (To be appointed June 01, 2009)<br />
Audit Committee<br />
R Seevaratnam – Chairman<br />
N B Weerasekera<br />
F Mohideen (Appointed October 30, 2008)<br />
Secretaries<br />
Hayleys Group Services (Pvt) Ltd<br />
Bankers<br />
Bank of Ceylon<br />
Citibank N A<br />
Deutsche Bank<br />
Hatton National Bank<br />
Hongkong & Shanghai Banking Corporation<br />
NDB Bank<br />
People’s Bank<br />
Sampath Bank<br />
Seylan Bank<br />
Standard Chartered Bank<br />
Auditors<br />
KPMG Ford, Rhodes, Thornton & Co<br />
Chartered Accountants<br />
P O Box 186<br />
Colombo<br />
Principal lines of Business<br />
Manufacture and marketing of industrial<br />
and general purpose gloves,<br />
Management of tea and rubber plantations<br />
Registered Office<br />
Hayley Building<br />
400 Deans Road<br />
Colombo 10<br />
Sri Lanka<br />
Tel: +94-11-2683964<br />
Fax: +94-11-2699018<br />
E-mail: postmast@dplgroup.com<br />
Website: www.dplgroup.com