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DIPPED PRODUCTS PLC / ANNUAL REPORT 2008—2009

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 />

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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 />

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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 />

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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 />

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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 />

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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 />

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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 />

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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 />

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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 />

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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 />

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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 />

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 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

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