Bogawantalawa Annual Report 2013-2014
Transcription
Bogawantalawa Annual Report 2013-2014
BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 CONTENTS PAGE NOTICE OF MEETING 02 CHAIRMAN’S STATEMENT 03 FINANCIAL HIGHLIGHTS 05 VALUE ADDED STATEMENT 05 SUSTAINABILITY REPORT 06 CORPORATE SOCIAL RESPONSIBILITY 10 INVESTOR INFORMATION 16 BOARD OF DIRECTORS 18 STATEMENT OF DIRECTORS RESPONSIBILITY 19 CORPORATE GOVERNANCE 20 REPORT OF THE AUDIT COMMITTEE 23 RISK MANAGEMENT 24 DIRECTORS’ REPORT 26 INDEPENDENT AUDITORS REPORT 29 CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME 30 CONSOLIDATED STATEMENT OF FINANCIAL POSITION 31 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 32 CONSOLIDATED CASH FLOW STATEMENT 33 NOTES TO THE ACCOUNTS 34 TEN YEAR SUMMARY 89 CORPORATE INFORMATION 90 FORM OF PROXY Attached FINANCIAL CALENDAR 2013/2014 FINANCIAL STATEMENTS DATE 1st Quarter 08/08/2013 2nd Quarter 08/11/2013 3rd Quarter 31/01/2014 4th Quarter 19/05/2014 ANNUAL REPORT 2013/2014 21st Annual General Meeting 30/09/2014 20th Annual General Meeting 30/09/2013 1 2 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Notice of Meeting NOTICE IS HEREBY GIVEN that the Twenty First Annual General Meeting of Bogawantalawa Tea Estates PLC will be held at the Auditorium of the Center for Banking Studies, Central Bank of Sri Lanka, No 58, Sri Jayawardanapura Mawatha, Rajagiriya on 30th September 2014 at 10.00 a.m. and the business to be brought before the Meeting will be: 1. To receive and consider the Annual Report of the Board of Directors on the affairs of the Company and the Financial Statements for the year ended 31st March 2014 and the Report of the Auditors thereon. 2. To re-elect as a Director Mr. S A S Jayasundara who retires by rotation in terms of Article 89 & 90 of the Articles of Association of the Company. 3. To elect as a Director Mr. J Molligoda who retires in terms of Article 96 of the Articles of Association of the Company. 4. To authorise the Directors to determine donations for the ensuing year. 5. To re-appoint Messrs. BDO Partners, Chartered Accountants as Auditors of the Company and to authorise the Directors to determine their remuneration. Notes: 1. A member entitled to attend and vote at the meeting is entitled to appoint a Proxy to attend and vote instead of him/her. 2. A Proxy need not be a member of the Company. 3. A Form of Proxy is enclosed for this purpose. 4. The completed form of Proxy should be deposited at the Registered Office of the Company, No. 153, Nawala Road, Narahenpita, Colombo 5, not less than forty-five (45) hours before the time fixed for the commencement of the Meeting. By Order of the Board Bogawantalawa Tea Estates PLC Sgd. P W CORPORATE SECRETARIAL (PVT) LTD Director/Secretaries 26th August 2014 Colombo Vision “Bogawantalawa Tea Estates PLC aspires to be the world’s best tea growing and marketing company” Mission “To be a company where people share the responsibility and commitment to attain excellence in managing the resources on a sustainable basis by providing customers with high-quality products and services whilst developing our employees and protecting the environment.” BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Chairman’s Statement On behalf of the Board of Directors, I am pleased to welcome you to the 21st Annual General Meeting and to present you the Annual Report and Accounts of Bogawantalawa Tea Estates PLC for the year 2013/2014. The Tea Industry According to the Central Bank Annual Report, the Sri Lankan economy grew by 7.3% in 2013 compared to the 6.3% growth recorded in 2012 whilst the agriculture sub sector grew only by 4.7%. The share of the agricultural export sector ie; tea, rubber, coconut etc. accounted for 24.8% of the total export earnings in 2013. The total tea export earnings for the year amounting to US$ 1. 54 Billion Contributes only 14.8% of the total export earnings of Sri Lanka. The total tea export volume from Sri Lanka for the year 2013 recorded a figure of 320 Million kilos compared with the world export figure of 1,865 Million kilos. As for the global market share, Sri Lankan export figure works out to 17%, while Kenya retained its position as the largest exporter with a share of 26%. As for the production, Sri Lanka recorded an all time high production of 340.2 Million kilos, which is a gain of 12 million kilos from the previous year. However, the high grown production figure of 74.4 million kilos was only 22% of the total Sri Lankan tea production. Performance of the company Very adverse weather conditions prevailed during the year, especially during the period June to September 2013 coupled with the 20% wage increase granted w.e.f 1st April 2013 had a major impact on the financial performance which has resulted in a net loss of Rs. 39.5 Million for the year under review. The company has experienced a drop of 8.3 % in turnover mainly due to crop shortfalls. The company net sale average for tea of Rs. 414.03 is an increase of Rs. 9.69 per kg from the previous year. The high grown tea estates ended the season at an overall yield of 1608 kg per hectare, which is 7% below last season productivity figure. The cost of production has increased by Rs. 23.42per kg to due to crop shortfalls and the escalation of costs related to wages, fuel and electricity. Despite adverse financial results, the company continued its capital development programmes, in particular field development activities, factory modernization programmes and worker welfare activities, and in fact has invested Rs. 193.4Mn during the year under review with a view to ensuring long-term sustainability and growth. We continue to invest on medium/ long term development programmes which include replanting and diversification. Since Balance Sheet date, higher tea production levels achieved by our estates coupled with increase in Bogawantalawa tea prices, due to the strategies & actions adopted by the management to improve integrated quality & productivity, resulted in a turnaround situation in the first quarter financial results of the current year 2014/15 itself, recording a net profit after tax of Rs.31.4 Million during the first quarter of 2014/15 as against a net loss of Rs. 41.5 Million during the corresponding period of the previous year Performance of BPL Teas, the marketing subsidiary The marketing subsidiary, BPL Teas (Pvt) Ltd. has been focusing on further improving its efforts in marketing teas in different forms such as value added flavored black & green teas, silver tips, herbal teas etc., in selected international markets. The company has invested Rs.220 Million in modern state- of- theart tea bag manufacturing machines to meet the changing demand of modern “knot” base tea bags. BPL Teas continues to establish firm relationships and contracts with well-established private label brands. We are pleased to inform you that in terms of financial performance, the company has shown a tremendous growth prospects and has recorded overall revenue of Rs.1.2 Billion and after tax profit of Rs.42 Million for the period under review. Our major business partners in Netherlands and Sweden have contributed Rs.23.7 Million during the year to Bogawantalawa estate workers as fair trade premium for uplifting their welfare and social standards. Bogawantalawa sustainability practices The Bogawantalawa’s sustainable development policy has at its core the twin pillars of “people and planet”. Its long term value creation for the shareholders depends on adapting to the environment and the sustainable development of our estates and the welfare of the community in which we operate. The garden fresh teas of Bogawantalawa estates are unique because of our integrated approach linking the overall estate operations to the ecological systems and socially responsible activities. Our operations are conducted such that it provides a platform for its business to thrive in a sustainable manner. In so doing, we are in the process of building a strong symbiotic bond between the employees & the shareholders, its customers and community at large. BTE practices fair treatment for its employees ensuring a conducive work environment and has been implementing several programmes & projects to enhance quality of life of the estate community and the villages around the estates as a part of the company strategy. The projects completed recently in improving the quality of life in the estate community include; water supply schemes, new construction of pre-schools and child development centres. These are in addition to the social welfare activities conducted through Plantation Human Development Trust (PHDT). I am pleased to state that the company has already obtained Rain Forest Alliance Certification for two estates together with their tea factories and we are in the process of obtaining RA certificates for all other estates as well. Future outlook The company, in addition to its aggressive tea marketing strategy is pursuing in harnessing its land and other resources for diversification with a view to optimizing profits on a sustainable basis. One such diversification is the embarkation of diversifying land successfully taken from Aspic Corporation (Pvt) Ltd., in to oil palm in Anhettigama estate, Deraniyagala, 3 4 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Chairman’s Statement comprising approximately 350 hectares. All necessary approvals in this connection have been obtained. With the implementation of the above-mentioned strategies your company could enhance the long term value creation for the shareholders on a sustainable basis. Conclusion On behalf of the Board of Directors, I wish to place on record my sincere appreciation to our shareholders, employees, suppliers and customers for the continued support they have provided over the year. I am grateful to my colleagues on the Board for their valued advices and support. Sgd. D.J Ambani Chairman 26th August 2014 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Financial Highlights Rs ‘000s 2013/2014 2012/2013 % change 2,651,117 2,646,370 - Gross Profit (41,083) 263,142 -116% Profit/(Loss) before tax (38,965) 313,336 -112% (540) (26,535) (41,039) 286,801 Earnings per share (0.47) 3.42 Dividend per share - Net assets per share 11 11.66 2013/2014 2012/2013 2,651,117 2,646,370 327,144 289,036 2,978,261 2,935,406 Turnover Taxation Profit/(Loss) after tax Rs per share Value Added Statement In Rs ‘000 Turnover Other Income Total Revenue Cost of Bought Material and Service 1,066,834 941,670 1,911,427 1,993,736 1,739,264 1,465,002 Distribution of Value Added To Employees as Remuneration To Government 28,993 54,380 To Lenders of Capital 70,540 74,360 Retained in the Business 72,630 399,994 1,911,427 1,993,736 Provision for Depreciation 113,669 113,193 Profit Retained (41,039) 286,801 72,630 399,994 Retained in the Business -114% 5 6 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Sustainability Report People, Planet and Profit Bogawantalawa Tea Estates PLC (BTE) is a leading tea exporter who produces a variety of own brand and private label tea products from the teas manufactured in its own estates. The Company’s high grown tea estates are located in Bogawantalawa Valley known as the “Golden Valley of Ceylon Tea”. These estates are located in the extensive western slopes of the tea planting district of Nuwara Eliya. High elevations are considered to be the most favorable for producing quality tea. Its lush, vigorous tea bushes produce pure fresh teas, with its distinctive aroma and taste. With years of experience we are positioned to be the preferred private label partner for discerning customers. Key interventions of Bogawantalawa sustainable Tea “Bogawantalawa Tea” is made according to the principles of “sustainable food” thus providing values to discerning customers, community, employees and all other stake holders. The quality of tea is affected by a number of factors which can be classified into four; namely cultivars, environmental aspects, agricultural practices and tea manufacturing techniques. The fermentation ability, chemical components and agronomic characters vary with cultivars. Soils and climate are two major factors affecting the quality. Agricultural practices include among others prudent harvesting techniques, fertility management & irrigation, plant protection etc. Tea manufacture involves a series of complicated operations (withering, rolling, fermenting, drying & sifting) which indeed can be regarded as a combination of science, art and craft. Slight changes in manipulation of every step can affect the final quality including appearance, tea liquor,colour, aroma and taste. (1) Carbon neutral plantations BTE garden fresh teas are unique because of the company’s integrated approach linking the overall estate operationsto the ecological systems and socially responsible activities (CSR). In this report, estate interventions on sustainable management of tea are discussed in brief. Sustainability Policy “BTE sustainable development policy is based on its premise that its long term value creation for the shareholders depends on the sustainable development of our estates and the community in which we operate.” • • The environmental sustainability policy consistently reviews the commitment of BTE to conserve and manage the environment in which the company operates for the benefit and well- being of the present and future generations within plantations and its neighborhood. Towards achieving this objective, BTE shall pursue environmentally friendly and socially responsible practices & methods in all its agricultural field operations, tea manufacturing processes and managing its employees to ensure that all natural resources and eco-systems will be managed in a sustainable manner. BTE key interventions of sustainable development programmes are as follows. 1. 2. 3. 4. 5. Carbon neutral plantations Plantation forestry Conservation and social forestry Towards organic production Human resources and social development The BTE concept of carbon neutral plantation aimed at neutralizing the emissionof carbon dioxide gasses from the estates because it is the gas which is highly contributed to the “green- house” effect. Greenhouse effect causes to the Global warming and as a result climatic and weather changes, sinking of lands, increasing of sea levels due to melting of glaziers, crop damages, pest and diseases, skin cancers, flora and fauna damagers…etc. are possible to experienced. Sources of carbon dioxide production in plantation sector are burning of fossil fuels, processing, fermentations, microbial activities, natural process…etc. Our interventions and practical applications to be a carbon neutral plantation are as follows, 1. Management and cultivationof carbon sinks in large scale More than 85% of our total extent has covered with any vegetation type such as bushes, trees, shrubs, veins, grasses, flowering plants, micro flora…etc. This vegetation absorbs Co2 from atmosphere during day time and emit O2 environment to maintain the equilibrium of atmosphere. 2. Minimize consumption of natural resources Non-renewable fossil fuels are non-renewable natural resource. It produces a high percentage of Co2, Co, No2 and So2. 3. Minimize production of green-house gases Co2, Co, No2, So2, CFC and O3 are green-house gasses. BTEL has identified sources of these gases and have adopted controlling measures. 4. Extension services and awareness programs Extension programmes to educate the employees and their family members, School children, Community, and other stake holders are conducted, periodically, in collaboration with Government Organizations, NGO and private service providers. BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Sustainability Report 5. Recycling and waste management Uncontrolled and disorganized waste management system is caused to production of Methane (CH4) and Co2 while creating a number of hindrances in sustainable development. BTEL is highly concern about the waste management and do recycling accordingly. 6. Own fuel wood reserves The fuel wood plantations are maintained in order to be sustainable from energy reserves. Ecologically adapted provincials of Eucalyptus Species, Calliandracallothyrus, Grevelliyarobusta…etc. are planted in wood lots. High productivity, high energy value, minimize the pressure on natural forest, high biodiversity, habitat to wild life are few benefits of these fuel wood reserves. 7. Sustainable replanting and new planting When trees are harvested for fuel wood purpose or old teas are uprooted for replanting, replanting programmes are conducted without delaying to maintain the ecological sustainability. 8. Tea Factories Earlier, our tea processing factories ran with the fossil fuels. At present BTE has converted these factories to use the Steam Broilers. As a result, net emission of Co2 quantity is negligible, from our tea estates. 9. Facilitate to enhance bio diversities and eco system stability All the flora and fauna have been inventoried. Conservation measures are adapted to protect the red listed and endemic flora and fauna. BTE environmental professionals always monitor the biodiversity and facilitate to ecosystem stability. 10. Green development Green development is a land use planning concept that includes consideration of community-wide or regional environmental implications of development, as well as site-specific green building concepts. This includes city planning, environmental planning, architecture, landscape architecture and community building. 11. Hydro power plants The power generated by the group utilizing Bogawantalawa land exceeds 10(ten) MW which is more than the electricity usage by BTE tea factories and the other buildings in the estates. This step is in keeping with the focus of sustainability in the plantations and also towards clean energy generation resulting in contributing towards minimizing carbon Emission. Mini hydro power plants are, 1. Maliboda Estate/ Ellapita Ella - 0.8Mega Watts 2. -Do- -Magalganga - 9.9MW 3. -Do - MandagalOya - 0. 9 MW In addition Bogawantalawa has six small scale hydro power plants in the estates. Bogawana - 115KW Although the rated Generator output is 115KW, it generates only around 70KW. Rehabilitation to the existing machine would be done after inspecting the turbine components such as runners, wearing rings, vanes etc. Loinorn - 157KVA At present it could generate 157KVA, but shorter period, around 6 - 7 hours. This machine works with the availability of water at the reservoir tank. Campion - 40KVA Here too, repairs to the channel and increase the water holding capacity by building new structures to the existing system, would have to be undertaken. Thepower generating capacity could be improved and run for longer hours. Kotiyagalla Estate. Chinese Pelton - 75KW English Pelton - 112.5 KVA (90KW) The necessary repairs are in progress. With the improvement to the present channel if both generators are working these two generators could absorb at least 40% of the electricity consumption. Wanarajah Estate The Mini Hydro capacity is around 100KW. However the channels would have to be rehabilitated. In addition to above, BTE has a Joint Venture projects to generate power @ Osborne estate. Osborne (Agra Oya Hydro (Pvt) Ltd) Capacity - 1.5 MW Majority of potential areas for hydro power have been converted and another project @Campion is in the pipeline. To enhance the efficiency of energy consumption energy audits are periodically being conducted. (2) Plantation forestry Plantation forestry provides mainly production, protection and recreation benefits to the tea estates. With the prevailing demand for the fuel wood, timber and other products related to the forestry, the opportunity to plantation forestry is vast. 7 8 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Sustainability Report a. Production Timber, Fuel wood, Poles, Gum, Resins, Honey, …etc. b. Protection Water shade, Catchments, Minimize Soil Erosion, Improve soil resource base, Habitats (iii) To encourage plantation of large and beautiful trees which provide shadow to enhance the natural beauty and to plant all around the cultivation field to increase production. (iv) To encourage environment conservation byplantation and to create general consciousness regarding environment conservation. c. Recreation Bare lands turn in to green, Improve Bio diversity index, House for eco-tourism,etc. (v) To enhance the natural beauty of the villages and cities by plantation. As a reputed Company we have been given our prior attention to Environmental conservation through plantation forestry under the sustainable development. Sustainable managements of natural resources are vital and these activities are managed by Forestry / Timber and Environment Division of the Company in collaboration with estates management by introducing of diverse agro forestry models. (4) Towards organic production The basic definition is food grown or raised without the use of additives, coloring, synthetic chemicals (e.g., fertilizers, pesticides, and hormones), radiation, or genetic manipulation. At present, we are working towards the organic production with our innovative findings and vast research and development activities. Selected bare lands and marginal tea fields have been converted to Plantation Forestry and we are managing Eucalyptus grandis 105,280 Number of trees in 150 Ha of extent as managed timber blocks. All the activities including tending / silvicultural operations, harvestings … etc, related to forestry conduct according to forestry master plan-2013/2018, Bogawantalawa Tea Estates PLC and national forestry policies, rules and regulations. In-house activities are as follows, 1. Minimum use of artificial fertilizers Both major and minor nutrients are replaced with organic fertilizers Reforestation and afforestation in both Up Country & Low Country estates are conducting annually with timber and fuel wood species. Eucalyptus grandis and Swieteniamacrophylla,commonly grow as timber species and Calliandracalothyrsus and Gliricidiamolluccana, as fuel wood species. It is important to note that we always maintain our annual allowable cut below the annual increments of stands to sustainable management of our forestry reserves. 2. In house research activities. (a) A pilot project is being undertaken with outside expertise to convert some areas of tea into cultivation and manufacture of organic tea to discerning customers. (3) Conservation and social forestry Social forestry means the management and protection of forests and afforestation on barren lands with the purpose of helping in the environmental, social and rural development. Social forestry is the forestry by the people and for the people, whose main purpose is to fulfill the needs of forestry which are manure, food, fruit, fiber and productive capacity. As a whole social forestry’s main objective is to reconstruct the ecosystem and conserve the environment. The objectives of social forestry are as follows. (i) To cooperate soil conservation and to prevent spoiling the productive capacity of soil. (ii) To increase fuel availability and to increase the food modification by increasing fruit production. 1. Minimum level of chemicals application Organic pesticides are being practiced and with the integrated pest management (IPM) practices. (b) Compost and Vermi-compost are also being experimented. “Effect of global warming on “Eucalyptus Grandis” in up country area “, “Water use efficiency of Eucalyptus Grandis” and Screening of most suitable firewood species for up country tea estates are being studied in collaboration with scientific institutions. 3. Organic fertilizers and pesticides Organic fertilizers are fertilizers derived from animal or vegetable matter. (e.g. compost, manure). Naturally occurring organic fertilizers include manure, slurry, worm castings, peat, seaweed, humic acid…etc. Processed organic fertilizers include compost, bloodmeal, bone meal, humic acid, amino acids, and seaweed extracts. Other examples are natural enzyme-digested proteins, fish meal, and feather meal. Decomposing crop residue (green manure) from prior years is another source of fertility. BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Sustainability Report Compost project are being done at estate levels to production of required amount of compost to estate tea planting activities. (5) Human Resources and Social development BTE practices fair treatment for its employees ensuring a conducive work environment for all its employees. The company encourages its employees to be innovative and be proactive on sustainable development matters. We strive to provide career growth and continuous training & development on new technology. BTE has formulated HR Policies covering the following aspects. • • • Policy on recruitment, Induction and Orientation Succession Planning & career path for employees Company- wide performance management system &appraisal • Management Development and Training. • Employee responsibilities, discipline, handling grievances Awareness Programmes on personal hygiene & first aid, health & safety are being conducted at all levels in a manner designed to increase the level of awareness of all aspects of the environment and its relevance, importance and management. The company is committed to achieve business growth in ways that uphold ethical values, human dignity and environment concerns. For BTE, CSR will not be a one-off intervention to help out in an unfortunate social situation. BTE will engage in a sustainable manner to create a social environment that upholds the opportunity for its business to thrive. In so doing, we will build a strong symbiotic bond between the employees & their families, its customers and community at large. BTE does not engage in the use of child labour. We have clearly defined the employee cardre and we follow international rules and regulations while ensuring the ethical production values at all time. Also, we provide wide range of facilities to our employees, including, a. Facilitate - health, education, sports activities …etc. b. Social forestry - provide benefits of fuel-wood planting for home usage c. Health &Safety measures d. Counseling, medical camps, entertainmentsetc. The management takes care of the workers and their families from infant stages up to retirement. Even after retirement the management provides medical care and other facilities. Further we maintain sixty five Child Development Centers (CDCs). Some of these child development centres require certain structural renovations, upgrading and modernizing. The company intends to have all its creches fully modernized by end 2014 in keeping with its commitment towards the well-being of its worker children. Our customers have high expectations of the standards and practices applied by the company. To ensure that we meet those expectations, the company operations are assessed by a range of independent and third party assurance and certification schemes. Such audits are often undertaken by world recognized NGOs via independent auditors. 9 10 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Corporate Social Responsibility Bogawantalawa Tea Estates PLC (BTE) gives its utmost priority to the welfare of its estate community and surrounding villages. We believe in being socially responsible as we primarily operate in communities which are influenced by tea plantation companies. For BTE, Corporate Social Responsibility is not a one-off intervention to help out in an unfortunate social situation. Our estates engage in a sustainable manner to create a social environment that upholds the opportunity for its business to thrive. In our supply chain management, there is no child labour. We have clearly defined the employee cadre and follow international rules and regulations whilst ensuring the ethical Bogawantalawa Estate: Issuing of Gas Cookers and ‘Laughs’ Gas Cylinders to the estate employees: September 2013 production values at all times. When an individual joins our company, we ensure to take care of them and their families by conducting medical camps, providing educational facilities, conducting nutritional programs amongst others. Additionally, we also provide our employees with water and sanitation facilities, housing with electricity, community forestry which provides benefits of fuel wood for heating, and occupational health and safety measures. During the year 2013/2014, BTE has continued to uplift the lives of its community with the following projects amongst others: Issuing of jerkins to the estate workforce: October 2013 Bogawana Estate: Purified Drinking Water Project in collaboration with World Vision, Sri Lanka: April 2014 This project aims to provide drinking water to a community of 390 families in the Bogawana Division of Bogawana Estate. The first phase of this project was completed in 2013 at a cost of LKR 14 million and benefitted 190 families, a school, pre-school, and a Child Development Center was benefitted. The second phase of this project commenced in April 2014 and will benefit the balance 200 families of Bogawana Estate. Construction of the ‘Child Friendly Space” building in Bridwell Division in collaberation with World Vision, Sri Lanka: January 2014 These Child Friendly Space buildings allow children to engage in extra educational activities such as reading, computer training, arts and crafts etc during their school after hours. A teacher is always present to guide the children through these activities. BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 11 Corporate Social Responsibility Medical Checkups for workers who engage in tea bush spraying: March 2014 Campion Estate: Couple counseling: June 2013 Re-Opening of the estate library in collaboration with World Vision: August 2013 Couples were advised on family planning, inter-relation marriages etc. Income generating project: March 2014 Fish was purchased from Hambanthota and resold to workers on Campion Estate. This was also undertaken with the view of improving the nutritional diet of workers. Fetteresso Estate: Ayurveda Clinic conducted in collaboration with the PHDT: June 2013 12 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Corporate Social Responsibility Renovation of the Child Development Center in the Fetteresso Division conducted in collaboration with World Vision, Sri Lanka: January 2014 Water supply project conducted in collaboration with World Vision: January 2014 Kotiyagalla Estate Blood donation campaign: November 2013 Distribution of plants and seeds under the Divineguma program Awareness program on the use of Gas BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 13 Corporate Social Responsibility Lethenty Estate: Dental hygiene program for children and adults: June and October 2013 Loinorn Estate: Renovation of the Bogawantalawa Hospital ward: September 2013 The Bogawantalawa Hospital ward was painted and mosquito nets, CFL bulbs, and fruits were donated. This project was conducted with the assistance of Fairtrade premium. Promoting the use of Liquefied Petroleum Gas Norwood Estate: Elders’ sports competition: September 2013 Dengue Awareness Program: November 2013 Donation of 50 gift parcels to children 14 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Corporate Social Responsibility Donation of Baby Cots: November 2013 This project was conducted in collaboration with the Berendina Organization. Osborne Estate: Eye Clinic: April 2013 Water project: July 2013 This project was conducted under the WATSAN project. Construction of Latrines: December 2013 This project was conducted under the WATSAN project. Poyston Estate: Providing loans for housing, cattle breeding, business etc through the Poyston Estate worker housing co-op society and opening of a co-operative outlet with all essential consumables and other sundry items of day to day need at reasonable prices: February 2014 Medical Camp: February 2014 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 15 Corporate Social Responsibility Free Books and school bags were issued to the children who attended the estate child development centers and sought admission to Grade I: December 2013 Wanarajah Estate: Assistance to Earth Slip victims: May/June 2013 Through this project broken homes were re-built, mud and sand was removed, and medical assistance was provided to those in need of it. Medical screening conducted with the assistance of Fairtrade Funds: October 2013 - April 2014 Construction of Latrines: 2013/2014 Illuktanna Tea Factory: New Year celebrations: January 2014 The management of Illuktanna organized a gala New Year Celebration event with free lunch and a musical show for its employees. 16 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Investor Information 1.) Stock exchange listing The Ordinary Shares of the Company are Listed on the Colombo Stock Exchange In Sri Lanka Ordinary Shares Stated Capital - Rs. 586,250,010.00 2.) Major shareholders as at 31st March Name 31st March 2014 No of shares 1 Metropolitan Resource Holdings PLC Commercial Bank of Ceylon PLC/ Metropolitan Resource Holdings PLC 53,889,067 2,512,500 2 Dr. T. Senthilverl 3 Mr. D.A.De Silva Wickramanayake ] 31st March 2013 % No of Shares % 56,401,567 67.345 56,401,567 67.345 11,300,560 13.493 11,300,560 13.493 6,086,006 7.267 6,069,836 7.248 4 Mr. M.N.Singa Laxana 711,600 0.850 746,700 0.892 5 Mrs. N.H.Abdul Husein 226,816 0.271 205,793 0.246 6 DR. R.D.Bandaranaike 196,909 0.235 196,909 0.235 7 Gnanam Imports (Pvt) Ltd. 174,735 0.209 187,435 0.224 8 Eagle Proprietary Investments Limited 137,359 0.164 - - 9 Mr. W.T.K.Pieris (Deceased) 100,000 0.119 100,000 0.119 10 Mr. H Abdulhusein 97,000 0.116 7,000 0.008 11 Sea Consortium Lanka (Pvt) Ltd. 85,000 0.101 85,000 0.101 12 Employees Provident Fund 81,724 0.098 40,166 0.048 13 Mr. S P Jayakumar 75,257 0.090 45,257 0.054 14 Mr. A.R.Ibrahim 72,670 0.087 67,796 0.081 15 Seylan Bank PLC/ Mr.Jayantha Dewage 70,000 0.084 70,000 0.084 16 Mr. M.A.Junaid 68,582 0.082 54.569 0.065 17 Waldock Mackenzie Limited/ Mr. Lalin Tusith Samarawickrama 68,100 0.081 68,100 0.081 18 First Capital Markets Limited/ Mr. L.K.N.K.Kulawardena 66,590 0.080 66,590 0.080 19 Mr. D.J.Ambani 63,750 0.076 63,750 0.076 20 Mr. P Sasikumar 60,084 0.072 33,584 0.040 3.) Distribution of Ordinary Shareholders As at 31/03/14 As at 31/03/13 From To No of Holders No of Shares % No of Holders No of Shares % 1 - 1000 17,946 4,173,179 4.98 17,904 4,197,568 5.01 1,001 - 10,000 619 1,915,297 2.29 638 1,970,516 2.35 10,001 - 100,000 81 2,425,972 2.90 87 2,473,116 2.95 100,001 - 1,000,000 5 1,447,419 1.73 4 1,336,837 1.60 Over 1,000,000 4 73,788,133 88.10 4 73,771,963 88.09 Total 18,655 83,750,000 100.00 18,637 83,750,000 100.00 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 17 Investor Information 4.) Categories of Shareholders - Resident/Non Resident As at 31/03/14 As at 31/03/13 No of Holders No of Shares % No of Holders No of Shares % Local Individuals 18,549 26,071,680 31.13 18,530 26,335,236 31.44 Local Institutions 87 57,305,670 68.43 91 57,274,673 68.39 Foreign Individuals 17 177,460 0.21 15 82,260 0.10 Foreign Institutions 2 195,190 0.23 1 57,831 0.07 18,655 83,750,000 100.00 18,637 83,750,000 100.00 Total As at 31/03/2014 Company Group 5.) Earning per Share (Rs) 6.) Dividend Per Share (Rs) 7.) Net Assets per share (Rs) 8.) Price earning ratio 9.) Return on capital employed As at 31/03/2013 Company Group 0.49 0.34 3.42 4.19 - - - - 11.07 12.02 11.66 12.58 (18.98) (27.22) 3.36 2.74 (0.04) 0.03 0.29 0.34 10.) Market Value of Shares Highest (Rs) (20/05/2013) 13.50(01/10/2012) 15.00 Lowest (Rs) (18/12/2013) 8.50(14/06/2012) 7.00 Year end (Rs) 11.) Public Holding percentage 25.28% 9.30 11.50 18 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Board of Directors Mr D J Ambani Mr Dinesh Jamnadas Ambani is the present Chairman of the following companies: ² ² ² ² ² Metropolitan Resource Holdings PLC and its subsidiary Ceylon Tea Gardens Ltd. Bogawantalawa Tea Estates PLC and its 100% owned subsidiary BPL Teas (Pvt) Ltd Metrocorp (Pvt) Ltd, Megatech (Pvt) Ltd. Eco Power Group He is a Director of the following companies ² Ceylon Tea Trails ² Walters Bay Bogawantalawa Estates (Pvt) Ltd Mr L J Ambani Mr.Lalithkumar Jamnadas Ambani is a fellow Member of the Chartered Institute of Management Accountants and an Associate member of the Sri Lanka Institute of Chartered Accountants He also functions as a Director of the following companies: ² ² ² ² ² ² BPL Teas (Pvt) Ltd Metrocorp (Pvt) Ltd Megatech (Pvt) Ltd Metropolitan Resource Holdings PLC Office Network (Pvt) Ltd Eco Power Group Mr C M O Haglind Mr. Carl Michael Oscarsson Haglind has a MBA from Stockholm School of Economics. He is a Founder and President of Teamwork Technology. He is also a Director of Eco Power, BPL Teas (Pvt) Ltd and Gourmet Teas. Prior to this he was the Vice President of Manpower in Sweden. Mr S A S Jayasundara Mr.Sudath Ajitha Samaradivakara Jayasundara has a Bachelor of Law (LL.B) from the University of Colombo and is an Attorneyat-Law & Notary Public, having an active practice in the Civil Courts of Sri Lanka. He also holds a Diploma in International Relations (BCIS). He currently works and holds the following positions: ² ² ² ² ² Board Director and General Manager of Telshan Networks (Pvt) Ltd (TNL TV) Board Director of Harishchandra Mills, Matara Board Director of Varna Ltd Board Director of Metropolitan Resource Holdings PLC and Board Director of Bimputh Finance PLC Mr D A De S Wickramanayake Mr. Don Ariyaseela De Silva Wickramanayake is the present Chairman/Managing Director of Master Divers (Pvt) Ltd. , Director of Pelwatte Sugar Industries Ltd, Chairman of Pelwatte Diary Industries,Chairman of Mawbima Lanka Foundation, Director of Bogawantalawa Tea Estates PLC, Director of Elpitiya Plantations Ltd, Council member of Uva Wellassa University and Council member of National Institute of Fisheries and Nautical Engineering He is also the Former Chairman of National Livestock Development Board, former Chairman of State Engineering Corporation and former Member of the council University of Ruhuna. Mr Wickramanayake has published the HAMBANTOTA (Regarding Port of Hambantota) book WHY Mr J Molligoda Mr Jayampathy Molligoda is a Fellow Member of the Institute of Chartered Accountants of Sri Lanka and he holds a FMIC Masters of Business Administration from the Post graduate Institute of Management, University of Sri Jayawardenapura. He has also completed the “Executive Strategy Programme” at Victoria University, Melbourne, Australia. He is a Fellow Member of the Institute of Certified Management Accountants of Sri Lanka. He counts over 28 years of experience in the fields human resource development, financial management and strategic planning. At present he is the Director/CEO of Bogawantalawa Tea Estates PLC. BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 19 Statement of Directors Responsibility The Directors are required by the Companies Act to prepare financial statements for each financial year, which give a true and fair view of the state of affairs of the Company and the Group as at the end of the financial year and of the profit and loss for that period. Accordingly, the Directors have taken all reasonable steps to ensure that proper books of accounts of the Company and its subsidiaries and associates have been maintained and that the financial statements have been prepared in compliance with the Sri Lanka Accounting Standards. In preparing the financial statements, suitable accounting policies have been used and applied consistently, and reasonable and prudent judgments and estimates have been made. Relevant accounting standards have been followed. By Order of the Board BOGAWANTALAWA TEA ESTATES PLC The Directors are responsible for maintaining adequate accounting records, for safe guarding the assets of the Group and for preventing and detecting fraud and other irregularities. (Sgd) D J Ambani Chairman 26th August 2014 Bogawantalawa Tea Estates PLC. Management team Director / Chief Executive Officer - Mr. J.Molligoda Agricultural Advisor - Mr. P.C.B.Dasanayaka Manufacturing Consultant - Mr. S.K.Abeygoonewardena Chief Operating Officer (BPL Teas) - Mr. V.S.B.Liyanage Senior Vice President Marketing (BPL Teas) - Mr. J.M.Ratwatte Financial Controller - Mrs. C.Wahalathantri General Manager - Low Country -Mr. A.S. Gunawardena Senior Manager QA/QC - Mr. V.A.S.Panditharathne Senior Manager Personnel/Administration - Mr. U.S.Waidyatilleke Manager Business Development - Mr. H.M.C.Gamagedara Chief Internal Auditor - Mr. S.R.Rajapakse National Sales Manager (LMD) - Mr. G.C.Weerasinghe General Manager Operations (BPL Teas) - Mr W.M.S.C Welegama Engineering Consultant - Mr. P.Kanagasabapathy Estate level Regional General Manager Hatton/Dickoya Mr. U.K.Navaratne Regional General Manager Bogawantalawa Mr. M.F.Majeed Senior Manager Loinorn Estate Mr. R.M.Samarakoon Senior Manager Lethenty Estate Mr. N.P.Sirithunga Senior Manager Campion Estate Mr. M.A.Fernando Manager Kotiyagalla Estate Mr. S.A.I.B.Peiris Manager Wanarajah Estate Mr. K.G.Samarathunga Manager Bogawantalawa Estate Mr. K.S.Weerasuriya Manager Fetteresso Estate Mr. W.N.D.De Alwis Manager Poyston Estate Mr. M.Y.B.Markar Manager Osborne Estate Mr. E.U.D.B.G.D.Ehelepola Plantation Manager Forestry and Environment Mr. Y.M.T.K.Bandara Manager Low Country Mr H E Wijayasundara Manager Anhettigama Estate Mr M Premarathne Assistant Manager Illuktenne Tea Factory Mr. I.G.C.P.Rathnasiri 20 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Corporate Governance The Directors confirm that the Company has already Audit Committee implemented action to comply with the Rules on Corporate The Audit Committee, of the Parent Company, Metropolitan Governance contained in the listing rules of the Colombo Resource Holdings PLC ( MRH PLC), acts as the Audit Committee Stock Exchange. The Board of Directors of Bogawantalawa of BTE PLC. Tea Estates PLC believes that good Corporate Governance is essential to create value for all stakeholders and are committed The members of the Audit Committee (AC) are as follows to upholding very high standards of transparency and utmost Mr G V M Nanayakkara - Chairman AC ( Independent non integrity in the governance of the Company. executive Director - MRH PLC ) Mr S A S Jayasundara - Member AC ( Independent non executive The Board of Directors Director - MRH PLC ) The Directors of the Board are responsible for the formation Mr A A D S Saparamadu - Member AC of overall business strategies, policies and setting standards and ensuring the implementation of them, setting goals and The Audit Committee, is responsible, for reviewing policies and targets in short, medium and long term basis. The Directors procedures of Internal Control, Risk Review and Control reports, review progress quarterly and during the year under review planning and audit completion reports from the Company’s they met on four occasions. external auditors and ensuring that the Company has an embedded process of identifying risks, both financial and operational. The Committee ensures that risks, so identified, are Attendance at these meetings was: managed via a well-defined action plan. Mr. D J Ambani 4/4 Mr. L J Ambani 3/4 The Committee is also responsible for the consideration Mr. C M O Haglind 4/4 and appointment of external auditors, the maintenance of a Mr. D A D S Wickramanayake 1/4 professional relationship with them, reviewing accounting Mr J Molligoda 1/1 principles, policies and practices adopted in the preparation Mr. S A S Jayasundara 2/4 of public financial information and examining all documents representing the final financial statements. The Board reviews and approves the Annual Budget, actual performance against the budget, grants approval for capital The Financial Controller, Chief Internal Auditor and relevant expenditure and any other project proposals. Separate sub operational divisional heads attend the meeting by invitation. committees are set up by the Board for Investment decisions The decisions of the Audit Committee are reported to the and special projects. The recommendation from these sub Directors at the Board Meetings. committees are forwarded to the Board for the final approval at a Board meeting. The report from the Chairman of the Audit Committee is on page no 23 Management Meeting Management meetings are held every quarter whereby all Remuneration Committee Directors, the senior management including all divisional The Remuneration Committee, of the Parent Company, heads review the progress for the most recent quarter and the Metropolitan Resource Holdings PLC, acts as the Remuneration performance against budget and last year. Further the next Committee of BTE PLC. quarters forecast and the forecast for the year are discussed and agreed upon at each meeting. Estate wise details are The members of the Remuneration Committee (RC) are as analysed and recommendations are made to the Board. All follows capital expenditure, other project proposals, budgets are initially reviewed at this meeting and referred to the Board Mr J H Hertzburg - Chairman RC ( Independent non executive at the Board Meeting for formal approval and/or ratification Director - MRH PLC ) wherever necessary. In addition there is also a Management Mr G V M Nanayakkara - Member RC ( Independent non Committee consisting the Chairman / 2 Directors and the Senior executive Director - MRH PLC ) Management Team which meets every week / fortnightly and to review progress, approval for payments and recommendations to the Board for any Board papers. BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 21 Corporate Governance The Remuneration Committee is responsible for the Relations with the Community recommendation of the remuneration payable to the The Board is conscious of the principles of good citizenship and Chairman, Executive Directors and Chief Executive Officer and the operational dimensions of the BTE PLC’s social programmes. sets guidelines for the remuneration of the Senior Management The Human Resources division of the Company is set up at within the Company, to the Board of BTE PLC. The Board Head Office in Colombo with regional coordinating officers. makes the final determination upon consideration of such recommendations. The remuneration recommendations are based on the present market rates. The gross amount amount paid as directors emoluments for the year is disclosed under notes to the financial statements note no 8 Page 54. Internal Control Board has endeavored to ensure that control systems, designed to safeguard the Company’s assets and maintain proper accounting records that facilitate the production and availability of reliable information, are in place and are functioning as planned. An internal audit and monitoring division is set up to monitor whether all internal control systems, processes and procedures are followed Any issues relating to controls, productivity, efficiency, effectiveness are discussed at the monthly review meetings with respective operational managers. All operational and financial functions and approval levels are clearly defined and controlled by the officers with proper segregation of duties. All purchases for major inputs, capital expenditure, disposals are handled by a committee at Center Office and recommend to the Chief Executive Officer. Payments to major suppliers of estates are made from Head Office. All sales proceeds are collected at Head Office and the required funds are released for remuneration and local purchases to operational units. Actual utilization of funds released are monitored by obtaining certified statements from respective operational managers. Compliance with Legal Requirements The Board is conscious of its responsibility to the Shareholders, the Government and the Society in which it operates and is unequivocally committed to upholding ethical behavior in conducting its business. The Board, through the Company’s Administrative and Finance Divisions, strives to ensure that the businesses of the Company and its subsidiary comply with the laws and regulations of the country. The Board of Directors ensure that all financial statements are prepared in accordance with the Sri Lanka Accounting Standards and conform to the requirements of the Colombo Stock Exchange. 22 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Corporate Governance Subject Compliance Table (Colombo Stock Exchange - Listing Rules) Compliance Details Status Disclosures regarding the Board of Directors Three of the six Directors are Non-Executive Directors Compliant Please refer page no 26. Two of the three non-executive directors are Independent Directors Compliant Mr. D A de S Wickramanayake and Mr. S A S Jayasundara are the Independent Directors of the Company. Mr. S A S Jayasundera is also a Director of Metropolitan Resource Holdings PLC (MRH). However, after taking into consideration the fact that he is not actively involved in the Management of MRH and since he does not hold a significant shareholding in the Company, the Board is of the view that his independence is not compromised. Accordingly, the Board has determined that Mr. D A de S Wickramanayake and Mr. S A S Jayasundara are independent Directors as per the criteria set out in the Listing Rules of the Colombo Stock Exchange Non-Executive Directors have submitted the declaration of independence /non-independence Compliant Names of independent Directors included in the Annual Report Compliant Please refer page no 26. A brief resume of each Director included in the Annual Report Compliant Please refer page no 18. Disclosures regarding remuneration and Remuneration Committee Specify whether a separate Remuneration Committee was formed or listed parent’s remuneration committee used Compliant The Remuneration Committee of the parent Company serves as the Remuneration Committee of the Company. The names of the members and the composition of the Remunerations committee included in the annual report Compliant Please refer page no 28. The functions and the remuneration policy of the Remuneration Committee included in the annual report Compliant Please refer page no 21. The aggregate remuneration paid to Executive & NonExecutive Directors specified in the annual report Compliant Please refer page no 54. Specify whether a separate Audit Committee was formed or listed parent’s audit committee used Compliant The Audit Committee of the parent Company serves as the Audit Committee of the Company. The names of the members and the composition of the Audit committee included in the annual report Compliant Please refer page no 28. Chief Executive Officer and the Chief Financial officer attend Audit Committee Meetings Compliant The Chairman of the Audit Committee and two members are Members of a professional accounting body Compliant The Audit Committee shall make a determination of the independence of the Auditors and disclose the basis for such determination Compliant Please refer Audit Committee Report on page 23. c) The Annual Report shall Contain a Report of the Audit Committee setting out the manner of Compliance of the Functions Compliant Please refer Audit Committee Report on page 23. Contents under the Audit Committee Report By order of the Board Bogawantalawa Tea Estates PLC Sgd Director 26th August 2014 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 23 Report of the Audit Committee The Audit Committee of the parent company, Metropolitan Resource Holdings PLC acts as the Audit Committee of Bogawantalawa Tea Estates PLC. The Audit Committee consists of the following Non-Executive Directors. ² Mr G V M Nanayakkara-Chairman ² Mr A A D S Saparamadu ² Mr S A S Jayasundara The audit committee’s role and duties include; ² the review of internal control systems, ² assist the board of directors in its oversight of the preparation of the financial statements in conformity with SLFRS, Companies Act No. 7 of 2007, rules and regulations of CSE and SEC, ² Overview of the company’s processes for monitoring compliance with laws & regulations and risk assessments, ² make recommendations to the board on the appointment of external auditors and recommend their remuneration and terms of engagement. The Audit Committee met four times during the year under review. The Chief Financial Controller, Chief Internal Auditor, sector senior management personnel and Chief Executive Officer were invited and attended to deliberate proceedings. The Audit Committee reviewed the management letter issued by the external auditors at the audit committee meeting and also considered and verified the independence of the external auditors Messers BDO partners, Chartered Accountants are independent. The Audit Committee reviewed the nature of the non-audit function related to tax that external auditors have undertaken to ensure that it did not compromise their independence. The audit committee is strongly supported by the internal audit reports. The internal audits have been outsourced to M/S B R De Silva & Company, Chartered Accountants and they have carried out internal audits for the financial year covering estates other administrative units and the BPL Teas Private Ltd and specific scopes are given by the Chief Internal Auditor based on the audit committee proposals and board directions. Audit supervisory committee has been set up consisting senior management team to scrutinize the audit reports and deliberations are reported to the Audit Committee. Audit Supervisory Committee had discussed report findings and implemented the recommendations with the respective sector managers and estate managers. These reports have been reviewed by the audit committee along with the explanations given by the estate management and members of the senior management who participated at these audit committee meetings. At the meetings, the Committee reviewed the effectiveness of the internal control systems and the Group’s approach to its exposure to the business and financial risks. The committee studied the processes that are in place to safeguard the assets of the company and its subsidiaries. The committee also reviewed the internal audit reports pertaining to the subsidiary company, BPL Teas (Pvt) Ltd. The committee noted that a comprehensive set of Management accounts and progress reports are produced on a monthly basis highlighting all key performance indications and reviewed by the Senior Management. The Directors review the performance at the pre- Board meetings followed by the Board Meetings held quarterly on a pre-determined dates agreed. The committee reviewed the audited financial statements including the annual report for the year 2013/14.The audit committee has recommended to the Board of Directors that Messers BDO partners, Chartered Accountants be continued as the external auditors for the year ending 31st March 2015 as well. Sgd. G V M Nanayakkara Chairman - Audit Committee 26th August 2014 24 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Risk Management Risk Management Process & Approach The process of risk management consist of identification, analysis, assessment, prioritization, monitoring of risk and either acceptance or mitigation of uncertainty in Business decisionmaking. Our approach to risk management is to have built in internal control systems to business processes, outcome of regular discussions, review meetings and comprehensive reporting. Responsibilities for the Risk The Board of Directors of Bogawantlawa Tea estates PLC: ² bears overall responsibility to exercise prudent risk management mechanisms. Area of Risk Our main concern over ² ² ² identifies principle risks faced by the company and ensure implementation of appropriate system to manage such risks. designates key management personnel and defines their areas of responsibility to manage risks reviews risk management strategy periodically and formulate mitigating actions considering internal and external environmental changes. Company Audit Committee review probable risk elements at its meeting and report to the Board of Directors. Impact to the Company performance Key Mitigating Actions Climate and weather Production quantities Changes & quality fluctuate according to the seasons and weather patterns Change in the weather Timely replanting of selected cultivars to patterns affects production and minimize the effect on climatic conditions, productivity and quality good agricultural practices such as pruning, fertilizing depending on seasons Product Quality Maintain consistent product quality & be amongst the premium quality category Buyers curtailing demand and offer average price for low quality products due to more teas available in the market in such category. Quality assurance is considered as key in this area and our processing plants are with HACCP / ISO. Obtaining Rainforest alliance certification is in progress. Quality Assurance Systems are implemented throughout the value chain and more emphasis given on cultivation and processing. Human Resource Industry wide highly unionized large workforce Create globally accepted healthy employee satisfied working environment through obtaining SA 8000 industry standards and Fair Trade Certificates As the industry is highly labour intensive with high bargaining power, low productivity, work stoppages, strikes would result in a major impact on the profitability & liquidity of the company. Satisfied motivated workforce with the implementation of SA 8000 & Fair Trade The Collective Agreement entered into with the Trade Unions in the Company’s capacity as a member of the Employers Federation ensures industrial peace and wages are applied industry wide and not ad hoc. Continuous training and development programs are conducted to motivate and develop the human resource to enhance productivity and have better relationship with workforce and staff. Frequent assessment and monitoring status and standards requested by the international regulatory bodies Fluctuation of global Maintain a stable Net commodity prices Sale Average (Realized - Tea Price per Kg) Fluctuation of prices are very sensitive to profitability & liquidity Low inflation regime, high value (strong) of local currency Gap between revenue and cost may be narrowed due to increased labour wages possibly high liquidity issues would surface. The cyclical pattern of price is mitigated by focusing on producing ‘quality teas’. Availability of a range of high and low grown teas and change in product quality depending on market behavior minimize loss in margin due to price fluctuations. Value added tea marketing through our subsidiary and concentration on local market by introducing our own brand also minimize the effect on such situations. Maintain minimum gap in price level compared to benchmarking estate selling marks. Tea export earnings in term of local currency may not be favorable to the company/industry BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 25 Risk Management Area of Risk Our main concern over Impact to the Company performance Key Mitigating Actions Operational A sound internal control system is a key factor in safeguarding tangible, intangible assets and creation of wealth Natural disasters, accidents, fraud, human errors, may lead to financial losses Periodical checks are carried out at estate level to ensure the quality and cost effectiveness of systems Regular reviews are undertaken to ensure that appropriate infrastructure and sufficient insurance covers are available to safeguard the company’s assets and minimize any financial loss. Financial Adequate return on investments within acceptable risk levels, generation of funds for capital development projects securing working capital requirements Effect on profitability and liquidity and long term sustainability Prudent investments in capital developments projects after proper investment evaluation in replanting, factory development etc. Adoption of diversification strategies. Monitoring and reporting return on investments quarterly to the Board of Directors. Interest Rate Needs to minimize the adverse effects of the fluctuating interest rates Effect on profitability and cash flows Liquidity issues in Short Term Settlement of Labour wages & supplier Bills Company Reputation & Corporate Image Compliance of legal and statutory requirements and best corporate governance Non compliance may lead to loss of reputation, fines and surcharges and even litigation Reputation is considered as the Company’s most important aspect. Therefore, the Company obtains legal advice to include mitigating clauses wherever possible in the Agreements for new ventures and investments. Due consideration is given to health, safety and environmental issues and the best practices are followed in these areas. Investments As Investments are key to the sustainability of the business Impact on future profitability, liquidity and risk project failing mid-way Investments are first subject to a technical & financial evaluation process and prioritize depending on the cost benefit and the availability of funding. Then Board approval is sought prior to embarking on the investment. Close monitoring of the progress is made to ensure forecasted investment proposals are achieved and expectations are met. Competition Global competitors of tea industry benefit from lower costs etc. Low demand for tea from exporters will lead to low prices. To mitigate risk of competition company focus on productivity, quality and local market operation. Information Management Systems Risk To minimize risk associated with security, Hardware communication and software. Non availability of information for monitoring, Risk involve in information leakage. Maintaining spare servers to safeguard critical data, software. Data backups stored at off site locations, vendor agreements for support service and maintenance, Update virus scanners and firewalls etc. Compliance with the statutory requirements The Company manages and mitigates interest rate risk by utilising low cost funding from banking and financial services sector to minimize high cost borrowing such as overdraft. Also an appropriate mix of floating and fixed rate interest debt capital is employed. Financing through securitization Any delays may effect to labour manage fluctuation of interest rates. Pre-arranged short term financing facility at unrest and continuous supply lowest finance cost based on quarterly cash of input materials flow projections. 26 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Directors’ Report BOGAWANTALAWA TEA ESTATES PLC ANNUAL REPORT OF THE BOARD OF DIRECTORS ON THE AFFAIRS OF THE COMPANY The Directors of Bogawantalawa Tea Estates PLC have pleasure in presenting their Annual Report together with the Audited Financial Statements of the Company for the year ended 31st March 2014. This Annual Report of the Board on the affairs of the Company contains the information required in terms of the Companies Act No. 07 of 2007, the Listing Rules of the Colombo Stock Exchange and is guided by recommended best practices. General Bogawantalawa Tea Estates PLC is a public limited liability Company which was incorporated under the Companies Act No.17 of 1982 as a public Company on 22nd June 1992. Pursuant to the requirements of the new Companies Act No. 7 of 2007, the Company was re-registered on 8th April 2008 and bears registration number PQ 124. Accordingly, the name of the Company has changed to Bogawantalawa Tea Estates PLC. Principal activities of the Company and review of performance during the year A review of the business of the Company and its performance during the year with comments on financial results and future strategies and prospects are contained in the Chairman’s review (pages 03 to 04). This report together with the Financial Statements reflect the state of affairs of the Company. Financial Statements The Financial Statements of the Company are given on pages 30 to 33. Revenue Net Profit / (Loss) for the year Carried forward Profit /(Loss) Directors The names of the Directors who held office as at the end of the accounting period are given below and their brief profiles appear on page 18. Executive Directors Mr. D J Ambani Mr. L J Ambani Mr. J Molligoda - - - Non - Executive Directors Mr. C M O Haglind - *Mr. D A De S Wickramanayake - *Mr. S A S Jayasundara - Chairman Deputy Chairman Director / CEO Director Director Director * Independent Non-Executive Director The principal activity of the Company, which is cultivation and processing of Tea and Rubber, remained unchanged. Summarised Financial Results Year ended 31st March 2014 Accounting Policies The financial statements of the Company have been prepared in accordance with the revised Sri Lanka Accounting Standards and the policies adopted thereof are given on page 34 to 52. Figures pertaining to the previous period have been re-stated where necessary to conform to the presentation for the year under review. 2014 Rs.’000 2013 Rs.’000 2,651,117 (41,039) 340,664 2,646,370 286,801 390,058 Independent Auditors’ Report The Report of the Independent Auditors on the Financial Statements of the Company is given on page 29. Mr. S A S Jayasundara retires by rotation at the conclusion of the Annual General Meeting in terms of Articles 89 and 90 of the Articles of Association and being eligible is recommended by the Directors for re-election. Mr. J Molligoda who was appointed during the year shall retire in terms of Article 96 of the Articles of Association of the Company and being eligible is recommended by the Directors for re-election. Interests Register The Company maintains an Interests Register in terms of the Companies Act, No.7 of 2007, and the names of Directors who were directly or indirectly interested in a contract or a related party transaction with the Company during the accounting period under review are given in Note 40 to the Financial Statements on page 77 to 78. Directors’ Remuneration The Directors’ remuneration is disclosed under key management personnel compensation in Note 12 to the Financial Statements on page 54. Directors’ Interests in Contracts The Directors have no direct or indirect interest in any other contract or proposed contract with the Company. Except for the transactions referred to in Note 40. to the Financial Statements, BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 27 Directors’ Report the Company did not carry out any transaction with any of the Directors. Directors’ responsibility for Financial Reporting The Directors are responsible for the preparation of Financial Statements of the Company to reflect a true and fair view of the state of its affairs. The Directors are of the view that these financial statements have been prepared in conformity with requirements of the Sri Lanka Accounting Standards, the Companies Act No.7 of 2007 and the Listing Rules of the Colombo Stock Exchange. Auditors Messrs BDO Partners, Chartered Accountants served as the Auditors during the year under review. Based on the written representations made by the Auditors, they do not have any interest in the Company other than that of Auditors and provider of tax related services. A total amount of Rs. 2,214,927/- is payable by the Company to the Auditors for the year under review comprising Rs. 1,913,525/- as audit fees and Rs. 211,402/- for non audit services. The Auditors have expressed their willingness to continue in office. The Audit Committee at a meeting held on August 2014 recommended that they be re-appointed as Auditors. A resolution to re-appoint the Auditors and to authorise the Directors to determine their remuneration will be proposed at the Annual General Meeting. Stated Capital The Stated Capital of the Company is Rs.586,250,010/-. The number of shares issued by the Company stood at 58,400,000 fully paid ordinary shares and 01 Golden Share as at 31st March 2014 (which was the same as at 31st March 2013). Directors’ Shareholding The relevant interests of Directors in the shares of the Company as at 31st March 2014 and 31st March 2013 are as follows. Shareholding Shareholding as at as at 31/03/2014 31/03/2013 Mr. D J Ambani 63,750 63,750 Mr. L J Ambani - Mr. C M O Haglind - Mr. D A de S Wickramanayake 6,086,006 6,069,836 Mr. S J S Jayasunera - Mr. J Molligoda 16,388 N/A Shareholders There were 18,655 shareholders registered as at 31st March 2014 (18,637 shareholders as at 31st March 2013). The details of distribution are given on page 16 to 17 of this Report. Major Shareholders, Distribution Schedule and other information Information on the distribution of shareholding, analysis of shareholders, market values per share, earnings, dividends, net assets per share, twenty largest shareholders of the Company, percentage of shares held by the public as per the Listing Rules of the Colombo Stock Exchange are given on page 16 to 17 under Share Information. Reserves The movement of reserves during the year are given in under the Statement of Changes in Equity on page 32. Land holdings The book value of property, plant and equipment as at the balance sheet date amounted to Rs. 601,393,296/- (2013 Rs. 599,103,610/-) The extents, locations, valuations and the number of buildings of the Company’s land holdings are given in Note 18.6. The movement of fixed assets during the year is given in Note 18 to the financial statements. Dividends The Directors do not recommend a dividend. Statutory Payments The Directors confirm that to the best of their knowledge, all taxes, duties and levies payable by the Company, all contributions, levies and taxes payable on behalf of, and in respect of employees of the Company and all other known statutory dues as were due and payable by the Company as at the Balance Sheet date have been paid or, where relevant provided for. Donations The Company made donations amounting to Rs. 69,500/(2013 - Rs.78,970/-) during the year under review for charitable purposes. Events occurring after the Balance Sheet date There are no material events as at the date of the Auditor’s report which require adjustment to, or disclosure in the Financial Statements. 28 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Directors’ Report Corporate Governance Corporate Governance practices and principles with respect to the management and operations of the Company is set out on page 20 of this report. The Directors confirm that the Company has complied with the Rules on Corporate Governance contained in the Listing Rules of the Colombo Stock Exchange. Going Concern The financial statements are prepared on going concern principles. After making adequate enquires from the management, the Directors are satisfied that the Company has adequate resources to continue its operations in the foreseeable future. The Audit Committee and Remuneration Committee of Metropolitan Resource Holdings PLC, which is the holding Company of Bogawantalawa Tea Estates PLC functions as the Companies Audit Committee and Remuneration Committee. The composition of the said Committees is as follows: Annual General Meeting The Annual General Meeting will be held at the Auditorium of the Center for Banking Studies, Central Bank of Sri Lanka, No 58, Sri Jayawardanapura Mawatha, Rajagiriya on 30th September 2014 at 10.00 a.m Audit Committee Mr. G V M Nanayakkara - Chairman (Independent non-executive Director - MRH PLC) Mr. S A S Jayasundara - Member (Independent non-executive Director) Mr. A A D S Saparamadu - Member The Notice of the Annual General Meeting appears on page 02. Remuneration Committee Mr. J H Hertzburg - Chairman (Independent non-executive Director - MRH PLC) Mr. G V M Nanayakkara - Member (Independent non-executive Director - MRH PLC) Sgd D J Ambani Chairman The Corporate Governance of the Company is reflected in its strong belief in protecting and enhancing stakeholder value in a sustainable manner, supported by a sound system of policies and practices. Prudent internal controls ensure professionalism, integrity and commitment of the Board of Directors, Management and employees. The Corporate Governance Statement on page 20 explains the measures adopted by the Company during the year. Corporate Social Responsibility The Company continued its Corporate Social Responsibility Programme, details of which are set out on pages 10 to 15 of this Report. Environmental Protection After making adequate enquiries from the management, the Directors are satisfied that the Company operates in a manner that minimizes the detrimental effects on the environment and provides products and services that have a beneficial effect on the customers and the communities within which the Company operates. By Order of the Board Bogawantalawa Tea Estates PLC Sgd J Molligoda Director / CEO Sgd P W Corporate Secretarial (Pvt) Ltd Secretaries 26th August 2014 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 29 Independent Auditors Report INDEPENDENT AUDITOR’S REPORT TO THE SHAREHOLDERS OF BOGAWANTALAWA TEA ESTATES PLC Report on the Financial Statements We have audited the accompanying financial statements of Bogawantalawa Tea Estates PLC, and the Consolidated Financial Statements of the Company and its subsidiaries which comprise the Statement of Financial Position as at 31st March, 2014, and the Statement of Comprehensive Income, Statement of Changes in Equity and Statement of Cash Flow for the year then ended, and a summary of significant accounting policies and other explanatory notes as set out on pages 30 to 88. Management’s Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with Sri Lanka Accounting Standards. This responsibility includes: designing, implementing and maintaining internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances. Scope of Audit and Basis of Opinion Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with Sri Lanka Auditing Standards. Those standards require that we plan and perform the audit to obtain reasonable assurance whether the financial statements are free from material misstatement. Opinion - Company In our opinion, so far as appears from our examination, the Company maintained proper accounting records for the year ended 31st March, 2014 and the financial statements give a true and fair view of the financial position of the company as at 31st March, 2014 and of its financial performance and cash flows for the year then ended in accordance with Sri Lanka Accounting Standards. Opinion - Group In our opinion, the consolidated financial statements give a true and fair view of the financial position as at 31st March, 2014 and the financial performance and cash flows for the year then ended in accordance with Sri Lanka Accounting Standards, of the company and its subsidiaries dealt with thereby, so far as concerns the shareholders of the company. Report on Other Legal and Regulatory Requirements These financial statements also comply with the requirements of Section 151(2) and 153(2) to 153(7) of the Companies Act No.07 of 2007. Sgd CHARTERED ACCOUNTANTS Colombo 26th August 2014 An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit. We therefore believe that our audit provides a reasonable basis for our opinion. 30 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Consolidated Statement of Comprehensive Income FOR THE YEAR ENDED 31ST MARCH, 2014 Note Group 2013/2014 2012/2013 Rs. Rs. Company 2013/2014 2012/2013 Rs. Rs. Revenue 7 3,862,480,689 3,769,086,748 2,651,117,896 2,646,370,878 Cost of Sales 8 (3,648,347,013) (3,288,391,544) (2,692,201,261) (2,383,228,231) Gross Profit/ (Loss) 214,133,676 480,695,204 (41,083,365) 263,142,647 Gain on Fair Value of Consumable Biological Assets Other Income 9 Administration Expenses Distribution Expenses Management Fee Expenses 10 Other Expenses Net Finance Income/ (Expenses) 11 118,734,030 176,862,429 509,730,135 114,365,356 197,503,365 792,563,925 118,734,030 208,410,075 286,060,740 114,365,356 174,670,798 552,178,801 (327,589,679) (79,130,231) (27,979,950) - (98,974,192) (533,674,052) (225,218,646) (70,176,407) - (11,920,621) (102,937,686) (410,253,360) (230,257,164) - (24,228,544) - (70,540,065) (325,025,773) (152,812,508) (11,668,621) (74,360,857) (238,841,986) Profit/ (Loss) Before Taxation 12 (23,943,917) 382,310,565 (38,965,033) 313,336,815 Income Tax Expenses 13 (4,665,323) (31,771,256) (540,302) (26,534,999) Profit/ (Loss) For the Year (28,609,240) 350,539,309 (39,505,335) 286,801,816 Attributable to: Equity Holders of the Parent Non-Controlling Interest (28,609,240) - (28,609,240) 350,539,309 - 350,539,309 (39,505,335) - (39,505,335) 286,801,816 286,801,816 Earnings/(Loss) Per Share - Basic 14 (0.34) 4.19 (0.47) 3.42 Dividend Per Share 15 0.1 - 0.1 - Acturial Gain/ (Loss) on Retirement Benefit Obligation (1,533,975) - (1,533,975) - Tax on Other Comprehensive Income / (Expenses) - - - - Other Comprehensive Income / (Expenses) For the Year, Net of Tax Total Comprehensive Income / (Expenses) For the Year, Net of Tax (1,533,975) - (1,533,975) - (30,143,215) 350,539,309 (41,039,310) 286,801,816 Attributable to : Equity Holders of the Parent Non-Controlling Interest (30,143,215) - (30,143,215) 350,539,309 - 350,539,309 (41,039,310) - (41,039,310) 286,801,816 286,801,816 Other Comprehensive Income / (Expenses) Figures in brackets indicate deductions. The Significant Accounting Policies and the Notes from pages 34 to 88 form an integral part of these financial statements. Colombo 26th August 2014 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 31 Consolidated Statement of Financial Position AS AT 31ST MARCH, 2014 Note Group 2013/2014 Rs. 2012/2013 Rs. Company 2013/2014 2012/2013 Rs. Rs. ASSETS Non-Current Assets Right to Use of Land 16 Immovable JEDB/ SLSPC Estate Assets on Finance Lease (Other than Right to use of Land) 17 Tangible Assets Other than Bearer Biological Assets 18 Intangible Assets 19 Bearer Biological Assets 20 Consumable Biological Assets 21 Capital Work-in-Progress 22 Investments 23 Total Non-Current Assets 268,519,149 277,063,733 268,519,149 277,063,733 5,437,227 947,651,935 373,361 1,458,168,381 531,388,185 64,152,557 15,000,000 3,290,690,795 7,747,587 708,649,742 2,279,398 1,427,324,894 456,207,475 19,249,753 15,024,521 2,913,547,103 5,437,227 601,393,296 - 1,458,168,381 531,388,185 22,590,497 78,300,000 2,965,796,735 7,747,587 599,103,610 1,427,324,894 456,207,475 19,249,753 46,674,521 2,833,371,573 Current Assets Inventories 24 Trade and Other Receivables 25 Amount Due From Related Parties 26 Cash and Cash Equivalents 27 Total Current Assets Total Assets 582,490,910 515,934,093 52,343,066 38,969,252 1,189,737,321 4,480,428,116 607,109,912 494,852,260 7,902,628 55,119,816 1,164,984,616 4,078,531,719 391,540,877 238,492,215 3,110,207 30,151,196 663,294,495 3,629,091,230 393,845,774 260,808,479 22,281,556 48,053,522 724,989,331 3,558,360,904 EQUITY AND LIABILITIES Equity Stated Capital 28 Retained Earnings Equity Attributable to Owners of the Parent Non-Controlling Interest Total Equity 586,250,010 420,777,816 1,007,027,826 20 1,007,027,846 586,250,010 459,296,031 1,045,546,041 20 1,045,546,061 586,250,010 340,644,386 926,894,396 - 926,894,396 586,250,010 390,058,696 976,308,706 976,308,706 620,861,552 24,176,451 694,787,142 163,662,110 290,820,657 510,975,432 25,000,000 2,330,283,344 255,879,437 24,357,912 639,342,192 169,439,632 313,941,037 519,616,916 50,000,000 1,972,577,126 382,342,641 21,106,086 677,486,884 163,662,110 290,820,657 510,975,432 25,000,000 2,071,393,810 253,464,512 18,918,878 625,520,246 169,439,632 313,941,037 519,616,916 50,000,000 1,950,901,221 550,029,538 26,527,403 4,925,516 281,735,280 540,302 136,476,373 13,597,313 552,014,243 26,962,987 4,534,503 280,020,630 26,534,999 73,836,044 12,758,439 441,658,974 24,856,569 4,925,516 - 540,302 102,262,315 11,433,734 446,151,085 25,292,153 4,534,503 20,000,000 26,534,999 64,431,814 10,876,732 8,641,483 25,000,000 95,643,718 1,143,116,926 3,473,400,270 4,480,428,116 8,309,117 25,000,000 50,437,570 1,060,408,532 3,032,985,658 4,078,531,719 8,641,483 25,000,000 11,484,131 630,803,024 2,702,196,834 3,629,091,230 8,309,117 25,000,000 20,574 631,150,977 2,582,052,198 3,558,360,904 Non-Current Liabilities Interest Bearing Borrowings 29 Liability to Make Lease Payments 30 Retirement Benefit Obligations 31 Grants and Subsidies 32 Deferred Income 33 Net Liability to Lessor of JEDB/ SLSPC Estates 34 Redeemable Debentures 35 Current Liabilities Trade and Other Payables 36 Amounts Due to Related Parties 37 Dividend Payable Short Term Borrowings Income Tax Liability Current Portion of Interest Bearing Borrowings 29 Current Portion of Liability to Make Lease Payments 30 Current Portion of Net Liability to Lessor of JEDB/ SLSPC Estates 34 Redeemable Debentures - Current Maturity 35 Bank Overdrafts 27 Total Current Liabilities Total Liabilities Total Equity and Liabilities Commitments and Contingencies 38 & 39 Figures in brackets indicate deductions. The Significant Accounting Policies and the Notes from pages 05 to 66 form an integral part of these financial statements. I certify that these financial statements have been prepared in compliance with the requirements of the Companies Act No.07 of 2007. Sgd Mrs. Chamari Wahalathanthri Financial Controller The Board of Directors is responsible for the preparation of these financial statements. Approved and signed for and on behalf of the Board of Directors of Bogawantalawa Tea Estates PLC. Sgd Mr. D. J. Ambani Chairman Colombo 26th August 2014 Sgd Mr. L. J.Ambani Deputy Chairman 32 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Consolidated Statement of Changes in Equity FOR THE YEAR ENDED 31ST MARCH, 2014 GROUP Stated Non-Controlling Capital Interest Rs. Rs. Retained Earnings Rs. Total Rs. Balance As At 01st April, 2012 Net Profit for the Year Other Comprehensive Income 586,250,010 - - 20 - - 108,756,722 350,539,309 - 695,006,752 350,539,309 - Balance As At 31st March, 2013 Dividend Paid Net Loss for the Year Other Comprehensive Income / (Expenses) Balance As At 31st March, 2014 586,250,010 - - - 586,250,010 20 - - - 20 459,296,031 (8,375,000) (28,609,240) (1,533,975) 420,777,816 1,045,546,061 (8,375,000) (28,609,240) (1,533,975) 1,007,027,846 Stated Non-Controlling Capital Interest Rs. Rs. Retained Earnings Rs. Total Rs. COMPANY Balance As At 01st April, 2012 Net Profit for the Year Other Comprehensive Income 586,250,010 - - - - - 103,256,880 286,801,816 - 689,506,890 286,801,816 - Balance As At 31st March, 2013 Dividend Paid Net Loss for the Year Other Comprehensive Income / (Expenses) Balance As At 31st March, 2014 586,250,010 - - - 586,250,010 - - - - - 390,058,696 (8,375,000) (39,505,335) (1,533,975) 340,644,386 976,308,706 (8,375,000) (39,505,335) (1,533,975) 926,894,396 Figures in brackets indicate deductions. The Significant Accounting Policies and the Notes from pages 05 to 66 form an integral part of these financial statements. Colombo 26th August 2014 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 33 Consolidated Cash Flow Statement FOR THE YEAR ENDED 31ST MARCH, 2014 Cash Flows From Operating Activities Net Profit/(Loss) Before Taxation Adjustments for: - Depreciation/Amortization - Profit on Disposal of Property, Plant and Equipment - Interest Income - Lease Interest - Interest Expense - Lease Interest to JEDB/SLSPC - Provision for Retirement Benefit Obligations - Gratuity (Including Provision for Bolted Workers) - Amortization of Grants and Subsidiaries - Gain on Fair Value of Consumable Biological Assets - Amortization of Net Income from Operating Rights Given to LRL - Amortization of Net Income from Operating Rights Given to ASPIC - Provision for Inventories - Lease Creditors Written Back - Gain on Investments in Shares - Profit on Disposal of Investment in Quoted Shares - Exchange Gain on Revaluation of Interest Bearing Borrowings - Dividends Income - Provision Made for Immature Plantation - Bearer Biological Assets - Reversal of Impairment Provision Made in Respect of BPL Teas (Pvt) Ltd Operating Income/ (Loss) Before Working Capital Changes (Increase)/Decrease in Inventories (Increase)/Decrease in Trade and Other Receivables Increase/(Decrease) in Due From Related Parties Increase/(Decrease) in Trade and Other Payables Increase/(Decrease) in Due To Related Parties Cash Generated from Operations Group 2013/2014 Rs. 2012/2013 Rs. Company 2013/2014 2012/2013 Rs. Rs. (23,943,917) 382,310,565 (38,965,033) 313,336,815 131,241,371 (5,332,160) (3,203,084) 4,697,737 69,025,885 28,453,654 128,776,513 (21,876,835) (1,496,760) 5,289,859 69,376,837 27,845,803 113,669,438 (5,332,160) (2,968,689) 3,889,162 41,165,938 28,453,654 113,193,610 (21,876,835) (1,226,372) 4,385,520 43,355,906 27,845,803 116,476,950 (8,839,140) (118,734,030) (9,381,311) (416,336) - (46,474) - (2,203) (206,794) (7,350,398) 50,000,000 - 222,439,750 24,619,002 (21,081,834) (44,440,438) (15,493,780) (435,584) 165,607,116 74,149,296 (9,031,127) (114,365,356) (9,381,311) (416,336) 1,072,092 - (3,121) - (8,534) (1,356,358) - - 530,885,227 (129,382,890) (73,267,288) (1,898,170) 43,337,541 (13,165,541) 356,508,879 112,521,938 (8,839,140) (118,734,030) (9,381,311) (416,336) - - - (2,203) (7,350,398) 50,000,000 (31,650,000) 126,060,830 2,304,897 22,316,263 19,171,349 (18,001,187) (435,584) 151,416,568 70,950,228 (9,031,127) (114,365,356) (9,381,311) (416,336) (3,121) - (76,362,497) (62,379,632) 3,061,618 (30,660,020) (733,415) (97,222,640) (98,730,969) - (9,706,996) 150,848,274 (48,502,550) (61,902,932) 3,061,618 (26,534,999) 17,537,705 (71,201,709) (97,483,545) (6,884,404) 198,653,718 Cash Flows From Investment Activities Investment in Bearer Biological Assets - Immature Plantations (Tea) Harvesting of Timber Plantations Additions to Biological Assets - Nursery Acquisition of Property, Plant and Equipment and Capital Expenditure Incurred Acquisition of Intangible Assets Proceeds from Disposal of Property, Plant and Equipment Proceeds from Disposal of Investment in Shares Gain on Investment in Shares Dividends Received Interest Received Net Cash Used in Investing Activities (119,597,959) 51,787,033 (8,521,711) (348,935,803) - 5,450,044 26,724 - 7,350,398 3,203,084 (409,238,190) (109,996,766) 36,389,425 - (53,132,259) (286,042) 27,536,849 178,778 3,121 1,356,358 1,496,760 (96,453,776) (119,597,959) 51,787,033 (8,521,711) (54,995,340) - 5,450,044 26,724 - 7,350,398 2,968,689 (115,532,122) (109,996,766) 36,389,425 (23,930,987) 27,536,850 178,778 3,121 1,356,358 1,226,372 (67,236,849) Cash Flow From Financing Activities Payments of Finance Lease Rentals Payments Made to Lessor of JEDB/SLSPC Estates Receipts From Interest Bearing Borrowings Payments of Long Term Borrowings Short Term Borrowings - (Net of Receipts) Dividends Paid Repayment Debentures Net Cash From/ (Used In) Financing Activities Net Increase/ (Decrease) in Cash and Cash Equivalents Cash and Cash Equivalents at the Beginning of the Year Cash and Cash Equivalents at the End of the Year (Note A) (18,518,850) (29,426,160) 565,915,949 (138,086,710) 1,714,650 (7,983,986) (25,000,000) 348,614,893 (61,356,712) 4,682,246 (56,674,466) (17,527,232) (78,026,686) 114,989,777 (51,134,452) 14,852,630 - (25,000,000) (41,845,963) 12,548,535 (7,866,289) 4,682,246 (15,669,952) (29,426,160) 250,300,873 (83,592,241) (20,000,000) (7,983,986) (25,000,000) 68,628,534 (29,365,883) 48,032,948 18,667,065 (15,116,627) (78,026,685) 114,989,778 (40,817,468) (20,000,000) (25,000,000) (63,971,002) 67,445,867 (19,412,919) 48,032,948 38,969,252 (95,643,718) (56,674,466) 55,119,816 (50,437,570) 4,682,246 30,151,196 (11,484,131) 18,667,065 48,053,522 (20,574) 48,032,948 Interest Paid Gratuity Paid Grants Received Taxes Paid Net Cash Generated from Operating Activities (A) Cash and Cash Equivalents at the End of the Year Cash and Bank Balances Bank Overdrafts Figures in brackets indicate deductions. The Significant Accounting Policies and the Notes from pages 05 to 66 form an integral part of these financial statements. Colombo 26th August 2014 (1,356,358) 415,411,066 (74,132,675) 24,330,013 11,276,904 9,303,609 (11,965,541) 374,223,376 34 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Significant Accounting Policies 1 1.1 CORPORATE INFORMATION Domicile and Legal Form Bogawantalawa Tea Estates PLC (BTE PLC) formerly known as Bogawantalawa Plantations Limited (BPL), is a public limited liability Company, listed in the Colombo Stock Exchange, incorporated and domiciled in Sri Lanka, under the Companies Act No.17 of 1982 later got replaced with the Companies Act No.07 of 2007, in terms of the provisions of the Conversion of Corporations and Government Owned Businesses Undertakings into Public Companies Act No.23 of 1987. The registered office of the Company is located at No.153, Nawala Road, Narahenpita, Colombo 05, and Plantations are situated in the planting regions of Bogawantalawa and Deraniyagala. appropriate disclosures as required by the Listing Rules of the Colombo Stock Exchange. The Group and the Company did not adopt any inappropriate accounting treatments which are not in compliance with the requirements of the SLASs, and regulations governing the preparation and presentation of the Financial Statements. 2.2 Basis of Measurement The Financial Statements of the Group and the Company have been prepared on the historical cost basis except for the following material items in the statement of financial position. 1.2 Principle Business Activities and Nature of Operations of the Company and its Subsidiaries Company During the year, the principle activities of the Company were the cultivation, manufacture and sale of Tea, Rubber and Forestry. Items Measurements Basis Consumer Biological Assets Stated at valuation Right to Use of Stated at valuation Land Immovable JEDB/SLSPC Estate Assets on Finance Lease Stated at valuation Subsidiary - BPL Teas (Pvt) Ltd During the year, the principal activity of BPL Teas (Pvt) Ltd was exporting value-added tea. 1.3 Parent Company The Company’s parent undertaking and controlling party is Metropolitan Resource Holdings PLC, which hold 67.35 %, of the shares, and is incorporated in Sri Lanka. Defined Benefit Obligations Management Contract The Company is managed by Metropolitan Resource Holdings PLC. The Management agreement which came into effect from 01st January, 1996 was initially for a period of five years and with a provision to extend by a further period by mutual consent of both parties. Liability for defined benefit obligations is recognized as the present value of the defined benefit obligation plus unrecognized actuarial gains, less unrecognized past service cost and unrecognized actuarial losses 1.4 Date of Authorization for Issue The Financial Statements of Bogawantalawa Tea Estates PLC, for the year ended 31st March, 2014 was authorized for issue by the Directors on 26th August 2014. 2 2.1 BASIS OF PREPARATION Statement of Compliance The financial statements of the Company and the Group have been prepared and presented in accordance with Sri Lanka Accounting Standards, which comprise Sri Lanka Financial Reporting Standards (SLFRSs), Sri Lanka Accounting Standards (LKASs), Statement of Alternative Treatment (SoAT), relevant interpretations of the Standing Interpretations Committee (SIC) and International Financial Reporting Interpretations Committee (IFRIC) which are collectively referred to as SLASs and in compliance with the requirements of the Companies Act No.07 of 2007 and amendments thereto, and provide Note No. 2.3 Use of Estimates and Judgements The preparation of financial statements in conformity with SLFRS requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amount of assets, liabilities, income and expenses. Actual results may differ from these estimates. Estimates and assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results form the basis of making the judgements about the carrying amount of assets and liabilities that are not readily apparent from other sources. Estimates and assumptions are reviewed on an ongoing basis. Revision to accounting estimates are recognized in the period in which the estimate is revised and in any future period affected. BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 35 Significant Accounting Policies Information about critical judgements in applying accounting policies that have the most significant effect on the amounts recognized in the financial statements are included in note no 06 to the financial statements. 2.4 Comparative Information Previous period figures and notes have been reclassified wherever necessary to conform to the current year’s presentation. 2.5 Materiality and Aggregation Each material class of similar items is presented separately in the financial statements. Items of a dissimilar nature or function are presented separately unless they are immaterial. 2.6 Offsetting Assets and liabilities, and income and expenses, are not offset unless required or permitted by SLFRSs / LKASs. 2.7 Going Concern The management has made an assessment of its ability to continue as a going concern and is satisfied that it has the resources to continue in business for the foreseeable future. Furthermore, management is not aware of any material uncertainties that may cast significant doubt upon the Company’s ability to continue as a going concern. Therefore, the Financial Statements continue to be prepared on the going concern basis. 2.8 Responsibility for Financial Statements The Board of Directors is responsible for the preparation and fair presentation of the Financial Statements of the Group and the Company as per the provision of the Companies Act No. 07 of 2007 and the Sri Lanka Accounting Standards. 2.9 a) - Amortized cost - Fair value through profit or loss - Fair value through other comprehensive income. The standard is effective for accounting periods beginning on or after 01st January, 2015. b) SLFRS 10 - Consolidated Financial Statements SLFRS 10 replaces the portion of LKAS 27 - Consolidated and Separate Financial Statements that addresses the accounting for consolidated financial statements. It also addresses the issues raised in SIC 12 - Consolidation Special Purpose Entities. SLFRS 10 establishes a single control model that applies to all entities including special purpose entities. The changes introduced by SLFRS 10 will require management to exercise significant judgement to determine which entities are controlled and therefore, are required to be consolidated by a parent, compared with the requirements that were in LKAS 27. SLFRS 10 was issued in 2012 and become effective for the financial periods beginning on or after 01st January, 2014. Accordingly, the financial statements for the year ending 31st March, 2015 will adopt the SLFRS 10. The company/group will quantify the effect in due course. c) SLFRS 11 - Joint Arrangements SLFRS 11 replaces LKAS 31 - Interest in Joint Ventures and SIC - 13 Jointly-controlled Entities - Non-monetary Contributions by Ventures. SLFRS 11 removes the option to account for Jointly Controlled Entities (JCEs) using proportionate consolidation. Instead, JCEs that meet the definition of a joint venture must be accounted for using the equity method. The company does not have any joint venture arrangements presently recognized under proportionate consolidation method. SLFRS 11 was issued in 2012 and become effective for the financial periods beginning on or after 01st January, 2014. Accordingly, the financial statements for the year ending 31st March, 2015 will adopt the SLFRS 11. The company/group will quantify the effect in due course. d) SLFRS 12 - Disclosure of Interests in Other Entities SLFRS 12 includes all of the disclosures that were previously in LKAS 27 related to consolidated financial statements, as well as all of the disclosures that were previously included in LKAS 31 and LKAS 28. These disclosures relate to an entity’s interest in subsidiaries, Effect of Accounting Standards Issued but not Effective As At the Reporting Date There are a number of new Accounting Standards, amendments to standards, which have been issued but not yet effective as at the reporting date have not been applied in preparing these Financial Statements. The Company and the Group will adopt the following new/ revised Accounting Standards which will be effective from 01st January, 2014 and 2015. Accordingly, these Accounting Standards have not been applied in preparing these Financial Statements. - - - - - SLFRS 9 - Financial Instruments SLFRS 10- Consolidated Financial Statements SLFRS 11- Joint Arrangements SLFRS 12- Disclosure of Interest in Other Entities SLFRS 13- Fair Value Measurement SLFRS 9 - Financial Instruments : Classification and Measurement SLFRS 9, as issued reflects the first phase of work on replacement of LKAS 39 and applies to classification and measurement of financial assets and liabilities as defined in LKAS 39. The available-for-sale and held-to-maturity categories of financial assets in LKAS 39 have been eliminated. Under SLFRS 9, there are three categories of financial assets: 36 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Significant Accounting Policies joint arrangements, associates and structured entities. The number of new disclosures is also required, but has no impact on the group’s financial position or performance. SLFRS 12 was issued in 2012 and become effective for the financial periods beginning on or after 01st January, 2014. Accordingly, the financial statements for the year ending 31st March, 2015 will adopt the SLFRS 12. e) 3. 3.1 SLFRS 13 - Fair Value Measurement SLFRS 13 establishes a single source of guidance under SLFRS for all fair value measurements. SLFRS 13 does not change when an entity is required to use fair value, but rather provides guidance on how to measure fair value under SLFRSs when fair value is required or permitted. This standard is effective for annual periods beginning on or after 01st January, 2014. Accordingly, the financial statements for the year ending 31st March, 2015 will adopt the SLFRS 13. The company/group will quantify the effect in due course. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The accounting policies set out below are consistent with those used in the previous year. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Group. Basis of Consolidation The Group’s Financial Statements comprise consolidation of the Financial Statements of the Company, its Subsidiary (BPL Teas (Pvt) Ltd) in terms of the Sri Lanka Accounting Standard -LKAS 27 on ‘Consolidated and Separate Financial Statements’. 3.1.1 Business Combinations and Goodwill Acquisitions of subsidiaries are accounted for using the acquisition method of accounting. The Group measures goodwill at the acquisition date as the fair value of the consideration transferred including the recognized amount of any non-controlling interests in the acquiree, less the net recognized amount (generally fair value) of the identifiable assets acquired and liabilities assumed, all measured as of the acquisition date. When the fair value of the consideration transferred including the recognized amount of any non-controlling interests in the acquire is lower than the fair value of net assets acquired, a gain is recognized immediately in the statement of comprehensive income. The Group elects on a transaction-by transaction basis whether to measure non-controlling interests at fair value, or at their proportionate share of the recognized amount of the identifiable net assets, at the acquisition date. Transaction costs, other than those associated with the issue of debt or equity securities, that the Group incurs in connection with a business combination are expensed as incurred. When the Group acquires a business, it assesses the financial assets and liabilities assumed for appropriate classification and designation in accordance with the contractual terms, economic circumstances and pertinent conditions as at the acquisition date. If the business combination is achieved in stages, the acquisition date fair value of the acquirer’s previously held equity interest in the acquiree is remeasured to fair value at the acquisition date through profit or loss. Any contingent consideration to be transferred by the acquirer will be recognized at fair value at the acquisition date. Contingent consideration which is deemed to be an asset or liability, which is a financial instrument and within the scope of LKAS 39, is measured at fair value with changes in fair value either in the statement of comprehensive income or as a change to other comprehensive income. If the contingent consideration is classified as equity, it will not be remeasured. Subsequent settlement is accounted for within equity. In instances where the contingent consideration does not fall within the scope of LKAS 39, it is measured in accordance with the appropriate SLFRS/ LKAS. After initial recognition, goodwill is measured at cost less any accumulated impairment losses. Goodwill is reviewed for impairment, annually or more frequently if events or changes in circumstances indicate that the carrying value maybe impaired. For the purpose of impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated to each of the Group’s cash generating units that are expected to benefit from the combination, irrespective of whether other assets or liabilities of the acquiree are assigned to those units. 3.1.2 Subsidiaries Subsidiaries are all entities (including special purpose entities) over which the Group has the power to govern the financial and operating policies generally accompanying a shareholding of more than one half of the voting rights. The existence and effect of potential voting rights that are currently exercisable or convertible are considered when assessing whether the Group controls another entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are deconsolidated from the date that control ceases. The Group also assesses existence of control where it does not have more than 50% of the voting power but is able to govern the financial and operating policies by virtue of de-facto control. De-facto control may arise in circumstances where the size of the Group’s voting rights relative to the size and dispersion of holdings of other shareholders give the Group the power to govern the financial and operating policies, etc. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 37 Significant Accounting Policies estimate revised and in any future periods affected. 3.2 Investments in subsidiaries are accounted for at cost less impairment. Cost is adjusted to reflect changes in consideration arising from contingent consideration amendments. Cost also includes directly attributable costs of investment. 3.2.1 Functional and Presentation Currency Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in which the entities operate (‘the functional currency’). The consolidated financial statements are presented in Sri Lankan Rupees, which is the Company’s and the Group’s functional and presentation currency. 3.1.3 Non-Controlling Interests Non-controlling interests represent the portion of profit or loss and net assets of Subsidiaries not owned, directly or indirectly, by the Company. Non-controlling interests are presented separately in the consolidated statement of comprehensive income and within equity in the consolidated statement of financial position, but separate from Parent shareholders’ equity. Any losses applicable to the non-controlling interests are allocated against the interests of the noncontrolling interests even if this results in a deficit balance. Acquisitions of non-controlling interests are accounted for using the Parent entity extension method, whereby the difference between the consideration and the fair value of the share of the net assets acquired is recognized as equity. Therefore, no goodwill recognized as a result of such transactions. The Financial Statements of the Company’s Subsidiaries are prepared for the same reporting year, using consistent Accounting Policies. The Financial Statements of all Subsidiaries in the Group have a common financial year which ends on 31st March. 3.1.4 Loss of Control Upon the loss of control, the Group de-recognizes the assets and liabilities of the Subsidiary, any non-controlling interests and the other components of equity related to the Subsidiary. Any surplus or deficit arising on the loss of control is recognized in profit or loss. If the Group retains any interest in the previous Subsidiary, then such interest is measured at fair value at the date that control is lost. Subsequently it is accounted for as an Associate or in accordance with the Group’s accounting policy for financial instruments. 3.1.5 Transactions Eliminated on Consolidation Intra-group balances and transactions, and any unrealized income and expenses arising from intragroup transactions, are eliminated in full in preparing the Consolidated Financial Statements. Unrealized gains arising from transactions with equity-accounted investees are eliminated against the investment to the extent of the Group’s interest in the investee. Unrealized losses are eliminated in the same way as unrealized gains, but only to the extent that there is no evidence of impairment. Foreign Currencies 3.2.2 Transactions and Balances Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where items are re-measured. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognized in the statement of comprehensive income. Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the statement of comprehensive income within ‘Finance income or cost’. 3.3 Property, Plant and Equipment 3.3.1 Measurement Items of property, plant and equipment other than bare land are stated at historical cost less accumulated depreciation. Historical cost includes expenditure that is directly attributable to the acquisition of the items. The Company and the Group elected the exemption to measure land and buildings recognized previously at revalued amounts as deemed cost with effect from 01st April, 2011 in accordance with provisions of SLFRS 1. Accordingly, land and buildings are stated at deemed cost less accumulated depreciation. The cost of property, plant and equipment comprises expenditure directly attributable to the acquisition of the item. These costs include the cost of replacing part of the property, plant and equipment and borrowing costs for long term construction projects if the recognition criteria are met. The cost of self-constructed assets includes the cost of materials and direct labour, any other cost directly attributable to bringing the asset to a working condition for its intended use, and the costs of dismantling, removal and restoration, and the obligation for which an entity incurs either when the item is acquired or as a consequence of having used the item during a particular period. 38 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Significant Accounting Policies Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Company and the Group and the cost of the item can be measured reliably. The carrying amount of the replaced part is de-recognized. All other repairs and maintenance are charged to the statement of comprehensive income during the financial period in which they are incurred 3.3.2 Depreciation Depreciation of assets begins when it is available for use and ceases at the earlier of the date that the asset is classified as held for sale and the date that the asset is derecognized. Significant components of individual assets are assessed and if a component has a useful life that is different from the remainder of that asset, that component is depreciated separately. Land is not depreciated. Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognized within ‘other income’ in the statement of comprehensive income. Identifiable interest costs on borrowings to finance the construction of property, plant and equipment are capitalized during the period of time that is required to complete and prepare the asset for its intended use. 3.3.3 Amortization of Leasehold Right The leasehold rights over assets taken over from JEDB / SLSPC are being amortized in equal amounts over the following years. (Lower of lease period and economic useful life) Depreciation on assets is calculated using the straight-line method to allocate their cost to their residual values over their estimated useful lives. Assets held under finance leases are depreciated over the shorter of the lease term and the useful lives of equivalent owned assets unless it is reasonably certain that the Group will have ownership by the end of the lease term. The estimated useful lives for the current and comparative periods are as follows: Over 40 years Water Projects and Sanitation Over 20 years Plant and Machinery Over 13 1/3 years Motor Vehicles Over 05 years Equipment Over 08 years Furniture and Fittings Over 10 years Bearer Biological Assets (Replanting and New Planting) Tea Over 33 1/3 years Rubber Over 20 years Coconut Over 08 years Leasehold Assets Plant and Machinery Over 13 1/3 years Motor Vehicles Over 05 years Equipment Over 08 years The useful life, residual values and depreciation method of assets are reviewed, and adjusted if required, at the end of each financial year. An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated recoverable amount. Over 53 years Buildings Over 25 years Plant and Machinery Over 15 years Water Supply Scheme Over 20 years Mature Plantation (Both Tea and Rubber) over 30 years 3.3.4 Permanent Land Development Costs Permanent land development costs are those costs incurred making major infrastructure development and building new access roads on leasehold lands. These costs have been capitalized and amortized over the remaining lease period. Permanent impairment to land development costs is charged to the statement of comprehensive income in full or reduced to the net carrying amounts of such assets in the year of occurrence after ascertaining the loss. Freehold Assets Improvements to Bare Land Bare Land 3.3.5 Repairs and Maintenance Repairs and maintenance are charged to the statement of comprehensive income during the period in which they are incurred. The cost of major renovations is included in the carrying amount of the asset when it is probable that future economic benefits in excess of the originally assessed standard of performance of the existing asset will flow to the Company and the Group. This cost is depreciated over the remaining useful life of the related asset. 3.4 Non-Current Assets Held for Sale and Discontinued Operations Non-current assets and disposal groups classified as held for sale are measured at the lower of their carrying amount and fair value less costs to sell. Non-current assets and disposal groups are classified as held for sale only when the sale is highly probable and the asset or disposal group is available for immediate sale in its present condition. In the consolidated statement of comprehensive income of the reporting period, and of the comparable period of the BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 39 Significant Accounting Policies previous year, income and expenses from discontinued operations are reported separately from income and expenses from continuing operations. Property, plant and equipment and intangible assets once classified as held for sale are not depreciated or amortized. The gain or loss arising on initial recognition of consumable biological assets at fair value less cost to sell and from a change in fair value less cost to sell of consumable biological assets are included in the statement of comprehensive income for the period in which it arises. 3.5 Biological Assets The entity recognizes the biological assets when, and only when, the entity controls the assets as a result of a past event, it is probable that future economic benefits associated with the assets will flow to the entity and the fair value or cost of the assets can be measured reliably. Consumable biological assets represent Eucalyptus Grandis timber trees that the company grows and manages in its plantations. The Eucalyptus Grandis timber tree matures after 17 years and as per best harvesting practices, the trees can be harvested when they are 20 years old. Biological assets are classified in to mature biological assets and immature biological assets. Mature biological assets are those that have attained harvestable specifications or are able to sustain regular harvests. Immature biological assets are those that have not yet attained harvestable specifications. Tea, rubber, other plantations and nurseries are classified as biological assets. Eucalyptus Grandis Trees at their initial stage (i.e upto five years from the date of planting) are measured at cost and depreciated over five years. The fair value of timber trees are measured using DCF method taking into consideration the current market prices of timber, applied to expected timber content of trees at the maturity by an independent professional Valuation Surveyor M/S Ariyatillake & Co. (Pvt) Ltd. The cost of land preparation, rehabilitation, new planting, replanting, crop diversification, inter-planting and fertilizing, etc., incurred between the time of planting and harvesting (when the planted area attains maturity), are classified as immature plantations. These immature plantations are shown at direct costs plus attributable overheads, including interest attributable to long-term loans used for financing immature plantations. The expenditure incurred on bearer biological assets (tea, rubber fields) which comes into bearing during the year, is transferred to mature plantations. Expenditure incurred on consumable biological assets is recorded at cost at initial recognition and thereafter at fair value at the end of each reporting period. 3.5.3 Growing Crop Nurseries Nursery cost includes the cost of direct materials, direct labour and an appropriate proportion of directly attributable overheads, less provision for overgrown plants. The main variables in the DCF model are: Variable Comments Currency Sri Lankan Rupees. Timber Content Estimate based on physical verification of girth, height and considering the growth of each spice in different geographical regions. Biological assets are further classified as bearer biological assets and consumable biological assets. Economic Estimated based on the normal life span of each spices by factoring the forestry plan Useful of the Company. Life 3.5.1 Bearer Biological Assets Bearer biological assets include tea and rubber trees that are not intended to be sold or harvested, but are grown for harvesting agricultural produce from such biological assets. The bearer biological assets are measured at cost less accumulated depreciation and accumulated impairment losses, if any, in terms of LKAS 16 - Property, Plant and Equipment as per the ruling issued by ICASL. 3.5.2 Consumable Biological Assets Consumable biological assets include managed timber trees that are to be sold as biological assets. The managed timber trees are measured on initial recognition and at the end of each reporting period at its fair value less cost to sell in terms of LKAS 41. The cost is treated as approximation to fair value of young plants as the impact on biological transformation of such plants to price during this period is immaterial. Selling Price Estimated based on price quotation extracted from timber corporation net of all the direct expenses, incurred in bringing the trees into saleable condition. (Stumpage value). Discount Rate Discount rate reflects the possible variations in the Cash flows and the risk related to the biological assets. Grandis Trees are measured at the directors’ assessment of their fair value at each reporting date, after considering and making necessary adjustments to the independent valuers’ report to reflect the requirements of the International Accounting Standard with respect to valuation. In the absence of market based valuation 40 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Significant Accounting Policies accumulated amortization. Amortization is calculated using the straight-line method to allocate the cost of licenses over their estimated useful lives which is between 10 years. measures the fair value of biological assets have been determined using the net present value of the expected future cash flows (discounted at a risk adjusted rate). All other assumptions and sensitivity analysis are given in note 21 to the financial statements. 3.5.4 Infilling Cost on Bearer Biological Assets Where infilling results in an increase in the economic life of the relevant field beyond its previously assessed standard of performance, the costs are capitalized and depreciated over the useful life at rates applicable to mature plantations. Infilling costs that are not capitalized have been charged to the statement of comprehensive income in the year in which they are incurred. 3.6 3.7 Borrowing Costs Borrowing costs that are directly attributable to acquisition, construction or production of a qualifying asset, which takes a substantial period of time to get ready for its intended use or sale are capitalized as a part of the asset. Costs associated with maintaining computer software programmes are recognized as an expense as incurred. Costs that are directly associated with the production of identifiable and unique software products controlled by the Group, and that will probably generate economic benefits exceeding costs beyond one year, are recognized as intangible assets. These directly attributable costs include the software development employee costs and an appropriate portion of relevant overheads. Borrowing costs that are not capitalized are recognized as expenses in the period in which they are incurred and charged to the statement of comprehensive income. Computer software development costs recognized as assets are amortized over their estimated useful lives, which do not exceed 02 years. The amounts of the borrowing costs which are eligible for capitalization are determined in accordance with LKAS 23 - “Borrowing Costs”. Costs relating to development of software are carried in capital work-in-progress until the software is available for use. Other development expenditures that do not meet the above criteria are recognized as an expense as incurred. Development costs previously recognized as an expense are not recognized as an asset in a subsequent period. 3.8 Capital Work-in-Progress The cost of capital work-in-progress is the cost of purchase or construction together with any related expenses thereon. Intangible Assets 3.7.1 Goodwill Goodwill represents the excess of the cost of an acquisition over the fair value of the Group’s share of the net identifiable assets of the acquired subsidiary at the date of acquisition. Goodwill on acquisitions of subsidiaries is included under intangible assets. Goodwill acquired in a business combination is tested annually for impairment or more frequently if events or changes in circumstances indicate that it might be impaired and carried at less than costs less accumulated impairment losses. Impairment losses on goodwill are not reversed. 3.7.3 Computer Software Acquired computer software licenses are capitalized on the basis of the costs incurred to acquire and bring to use the specific software. These costs are amortized over their estimated useful life of 02 years. Goodwill is allocated to cash-generating units (‘CGU’) for the purpose of impairment testing. Each CGU or a group of CGUs represents the lowest level within the Group at which goodwill is monitored for internal management purposes and which are expected to benefit from the synergies of the combination. 3.7.2 Licenses Separately acquired licenses are shown at historical cost. Licenses acquired in a business combination are recognized at fair value at the acquisition date. Licenses have a finite useful life and are carried at cost less Expenditure incurred on capital work-in-progress for permanent nature or for the purpose of increasing the earning capacity of the business has been treated as capital expenditure. Capital work-in-progress is transferred to the respective asset accounts at the time of first utilization or at the time the asset is commissioned. 3.9 Investments In the Company’s separate financial statement, investments in subsidiaries and associates are stated at cost less accumulated impairment losses. Where an indication of impairment exists, the carrying amount of the investment is assessed and written down immediately to its recoverable amount. BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 41 Significant Accounting Policies 3.10 Impairment of Non-Financial Assets The carrying amounts of the Group’s non-financial assets, other than deferred tax assets are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated. The recoverable amount of an asset or cash generating unit is the greater of its value in use and its fair value less costs to sell. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. For the purpose of impairment testing, assets that cannot be tested individually are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or groups of assets (the “cash generating unit, or CGU”). An impairment loss is recognized if the carrying amount of an asset or its CGU exceeds its estimated recoverable amount. Impairment losses are recognized in statement of comprehensive income. In respect of other assets, impairment losses recognized in prior periods are assessed at each reporting date for any indications that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount. An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognized. 3.11 Financial Assets 3.11.1Classification The Company and the Group classify its financial assets in the following categories: at fair value through profit or loss (‘FvTPL’), loans and receivables, available-for-sale (‘AFS’) and held-to-maturity (‘HTM’). The classification depends on the purpose for which the financial assets were acquired. Management determines the classification of its financial assets at initial recognition. i. Financial Assets at Fair Value Through Profit or Loss Financial assets at fair value through profit or loss are financial assets held for trading. A financial asset is classified in this category if acquired principally for the purpose of selling in the short term. Derivatives are also categorized as held for trading unless they are designated as hedges. Assets in this category are classified as current assets if expected to be settled within 12 months; otherwise, they are classified as non-current. ii. Loans and Receivables Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. They are included in current assets, except for maturities greater than twelve (12) months after the end of the reporting period. These are classified as non-current assets. iii. Available-For-Sale Financial Assets AFS financial assets are non-derivatives that are either designated in this category or not classified in any of the other categories. They are included in non-current assets unless the investment matures or management intends to dispose of it within twelve (12) months from the end of the reporting period. iv. Held-To-Maturity Financial Assets HTM financial assets are non-derivative financial assets with fixed or determinable payments and fixed maturities that the Company’s and the Group’s management have the positive intention and ability to hold to maturity. If the Company and the Group were to sell other than an insignificant amount of HTM financial assets, the whole category would be reclassified as AFS. HTM financial assets are included in non-current assets, except for those with maturities less than twelve (12) months from the end of the reporting period, which are classified as current assets. 3.11.2Recognition and Initial Measurement Regular purchases and sales of financial assets are recognized on the trade-date, the date on which the Company and the Group commit to purchase or sell the asset. Financial assets are initially recognized at fair value plus transaction costs for all financial assets not carried at FvTPL. Financial assets carried at FvTPL are initially recognized at fair value and transaction costs are expensed in the statement of comprehensive income. 3.11.3Subsequent Measurement - Gains and Losses AFS financial assets and financial assets at FvTPL are subsequently carried at fair value. Loans and receivables and HTM financial assets are subsequently carried at amortized cost using the effective interest method. Changes in the fair values of financial assets at FvTPL, including the effects of currency translation are recognized in the statement of comprehensive income in the period in which the changes arise. 42 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Significant Accounting Policies 3.11.4Determination of Fair Value Fair value is the amount for which an asset could be exchanged, or a liability settled, between knowledgeable, willing parties in an arm’s length transaction on the measurement date. Fair Value Measurement Hierarchy Level 1 The fair value for financial instruments traded in active markets at the reporting date is based on their quoted market price or dealer price quotations (bid price for long positions and ask price for short positions), without any deduction for transaction costs. Level 2 For all other financial instruments not traded in an active market, the fair value is determined by using appropriate valuation techniques. Valuation techniques include the discounted cash flow method, comparison with similar instruments for which market observable prices exist, options pricing models, credit models and other relevant valuation models. Level 3 Certain financial instruments are recorded at fair value using valuation techniques in which current market transactions or observable market data are not available. Their fair value is determined using a valuation model that has been tested against prices or inputs to actual market transactions and using the best estimate of the most appropriate model assumptions. For loans and receivables category, the amount of the loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows (excluding future credit losses that have not been incurred) discounted at the financial asset’s original effective interest rate. The carrying amount of the asset is reduced and the amount of the loss is recognized in the statement of comprehensive income. If a loan or held-to maturity investment has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract. As a practical expedient, the Company and the Group may measure impairment on the basis of an instrument’s fair value using an observable market price. If, in a subsequent period, the amount of the impairment loss decreases and the decrease can be related objectively to an event occurring after the impairment was recognized, the reversal of the previously recognized impairment loss is recognized in the statement of comprehensive income. ii. Assets Classified as AFS The Company and the Group assess at the end of each reporting period whether there is objective evidence that a financial asset or a group of financial assets is impaired. For debt securities, the Company and the Group use criteria and measurement of impairment loss applicable for ‘assets carried at amortized cost’ above. If, in a subsequent period, the fair value of a debt instrument classified as AFS increases and the increase can be objectively related to an event occurring after the impairment loss was recognized in the statement of comprehensive income, the impairment loss is reversed through the statement of comprehensive income. In the case of equity securities classified as AFS, in addition to the criteria for ‘assets carried at amortized cost’ above, a significant or prolonged decline in the fair value of the security below its cost is also considered as an indicator that the assets are impaired. If any such evidence exists for AFS financial assets, the cumulative loss that had been recognized directly in equity is removed from equity and recognized in the statement of comprehensive income. The amount of cumulative loss that is reclassified to the statement of comprehensive income is the difference between the acquisition cost and the current fair value, less any impairment loss on that financial asset previously recognized in the statement of comprehensive income. Impairment losses recognized in the statement of comprehensive income on equity instruments classified as AFS are not reversed through the statement of comprehensive income. 3.11.5Subsequent Measurement - Impairment of Financial Assets i. Assets Carried at Amortized Cost The Company and the Group assess at the end of each reporting period whether there is objective evidence that a financial asset or group of financial assets is impaired. A financial asset or a group of financial assets is impaired and impairment losses are incurred only if there is objective evidence of impairment as a result of one or more events that occurred after the initial recognition of the asset (a ‘loss event’) and that loss event (or events) has an impact on the estimated future cash flows of the financial asset or group of financial assets that can be reliably estimated. Evidence of impairment may include indications that the debtors or a group of debtors is experiencing significant financial difficulty, default or delinquency in interest or principal payments, the probability that they will enter bankruptcy or other financial reorganization, and where observable data indicate that there is a measurable decrease in the estimated future cash flows, such as changes in arrears or economic conditions that correlate with defaults. 3.11.6De-recognition Financial assets are de-recognized when the rights to receive cash flows from the investments have expired or have BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 43 Significant Accounting Policies been transferred and the Company and the Group have transferred substantially all risks and rewards of ownership. due according to the original terms of receivable. Bad debts are written-off when identified. 3.11.7Offsetting Financial Instruments Financial assets and liabilities are offset and the net amount presented in the statement of financial position when there is a legally enforceable right to offset the recognized amounts and there is an intention to settle on a net basis, or realize the asset and settle the liability simultaneously. 3.14 Cash and Cash Equivalents For the purpose of the statements of cash flows, cash and cash equivalents includes cash in hand, deposits held at call with banks, other short-term highly liquid investments with original maturities of three months or less and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities in the statement of financial position. 3.12 Inventories Inventories are valued at the lower of cost and net realizable value, after making due allowances for obsolete and slow moving items. The cost of inventories includes expenditure incurred in acquiring the inventories, production or conversion costs and other costs incurred in bringing them to their existing location and condition. Manufactured inventories cost includes an appropriate share of production overheads based on normal operating capacity. Net realizable value is the price at which inventories can be sold in the ordinary course of business less the estimated cost of completion and estimated cost necessary to make the sale. 3.15 Stated Capital Inventory Element Valuation Method Input Material At average cost Growing CropNurseries At the cost of direct materials, direct labour and an appropriate proportion of directly attributable overheads. Agricultural Produce harvested from Biological Assets Agricultural produce harvested from Biological Assets are measured at their fair value less cost to sell at the point of harvest. The finished and semi finished inventories from agricultural produce are valued by adding the cost of conversion to the fair value of agricultural produce. Spares and At average cost Consumables 3.13 Trade and Other Receivables Trade receivables are amounts due from customers for merchandise sold or services performed in the ordinary course of business. If collection is expected in one year or less (or in the normal operating cycle of the business if longer), they are classified as current assets. If not, they are presented as non-current assets. Trade and other receivables are stated at the amounts they are estimated to realize, net of provisions for bad and doubtful receivables. A provision for doubtful debts is made where as there is objective evidence that the Company or Group will not be able to recover all amounts 3.15.1Classification Ordinary shares with discretionary dividends are classified as equity. Other shares are classified as equity or liability according to the economic substance of the particular instrument. Distribution to holders of a financial instrument classified as an equity instrument is charged directly to equity. 3.15.2Share Issue Expenses Incremental costs directly attributable to the issuance of new shares or options are shown in equity as a deduction, net of tax from the proceeds. 3.15.3Dividend to Shareholders of the Company Dividend distribution to the Company’s shareholders is recognized as a liability in the Company’s and the Group’s financial statements in the period in which the dividends are approved by the Company’s shareholders. 3.16 Financial Liabilities 3.16.1Initial Recognition and Measurement Financial liabilities within the scope of LKAS 39 are classified as financial liabilities at fair value through profit or loss, loans and borrowings, or as derivatives designated as hedging instruments in an effective hedge, as appropriate. The Group and Company determines the classification of its financial liabilities at initial recognition. All financial liabilities are recognized initially at fair value and, in the case of loans and borrowings, carried at amortized cost. This includes directly attributable transaction costs. The Group’s financial liabilities include trade and other payables, bank overdrafts, loans and borrowings. 3.16.2Subsequent Measurement The subsequent measurement of financial liabilities depends on their classification as described below: a) Financial Liabilities at Fair Value Through Profit or Loss Financial liabilities at fair value through profit or loss include financial liabilities held for trading and financial liabilities designated upon initial recognition as at fair 44 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Significant Accounting Policies value through profit or loss. Financial liabilities are classified as held for trading if they are acquired for the purpose of selling in the near term. Gains or losses on liabilities held for trading are recognized in the statement of comprehensive income. The Group and Company have not designated any financial liabilities upon initial recognition as at fair value through profit or loss. b) Loans and Borrowings After initial recognition, interest bearing loans and borrowings are subsequently measured at amortized cost using the effective interest rate method. Gains or losses are recognized in the statement of comprehensive income when the liabilities are de-recognized as well as through the effective interest rate method (EIR) amortization process. Other financial liabilities comprise interest bearing loans and borrowings, trade payables, other payables, income tax payables and amounts due to related parties. 3.16.3De-recognition A financial liability is de-recognized when the obligation under the liability is discharged or cancelled or expires. Preference shares, which are mandatorily redeemable on a specific date, are classified as liabilities. The dividends on these preference shares are recognized in the statement of comprehensive income as finance cost. Borrowings are classified as current liabilities unless the Company and the Group have an unconditional right to defer settlement of the liability for atleast twelve (12) months after the date of statement of financial position. Identifiable interest costs on borrowing to finance the construction of property, plant and equipment are capitalized during the period of time that is required to complete and prepare the asset for its intended use. 3.17 Employee Benefits 3.17.1Defined Benefit Plan - Gratuity Defined benefit plan defines an amount of benefit that an employee will receive on retirement, usually dependent on one or more factors such as years of service and compensation. The defined benefit plan comprises the gratuity provided under the payment of gratuity Act, No 12 of 1983. The liability recognized in the statement of financial position in respect of defined benefit plan is the present value of the defined benefit obligation at the date of the statement of financial position together with adjustments for unrecognized pastservice costs. The defined benefit obligation is calculated once in two years by independent actuaries, Messrs Actuarial and Management Consultants (Private) Limited [Formerly Messrs Watson Wyatt Lanka (Private) Limited] using the projected unit credit method. The present value of the defined benefit obligation is determined by discounting the estimated future cash outflows using appropriate interest rates by the actuarial valuer. Past-service costs are recognized immediately in statement of comprehensive income, unless the changes to the defined benefit plan are conditional on the employees remaining in service for a specified period of time (the vesting period). In this case, the past-service costs are amortized on a straight-line basis over the vesting period. The following assumptions based on which the results of the actuarial valuation was determined, are included in note 31 to the financial statements. The key assumptions used by the actuary include the following: When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such as exchange or modification is treated as the de-recognition of the original liability. The difference in the respective carrying amounts is recognized in the statement of comprehensive income. 3.16.4Trade and Other Payables Trade and other payables are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if payment is due within one (1) year or less (or in the normal operating cycle of the business if longer). If not, they are presented as non-current liabilities. Trade and other payables are stated at their costs. 3.16.5Borrowings Borrowings are recognized initially at fair value, net of transaction costs incurred. In subsequent periods, borrowings are stated at amortized cost using the effective interest method; any difference between proceeds (net of transaction costs) and the redemption value is recognized in the statement of comprehensive income over the period of the borrowings. Interest, dividends, losses and gains relating to a financial instrument, or a component part, classified as a liability is reported within finance cost in the statement of comprehensive income. BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 45 Significant Accounting Policies - 11% (Per annum) Average Rate of Interest b. Average Rate of Salary Increases c. an outflow of resources will be required to settle the obligation and when a reliable estimate of the amount can be made. Provisions are not recognized for future operating losses. (Previous Year 11%) a. - Worker - 15% (Once (Previous Year 15%) in two years) - Staff - 7.5% (Per Annum) Where there are number of similar obligations, the likelihood that an outflow will be required in settlement is determined by considering the class of obligations as a whole. A provision is recognized even if the likelihood of an outflow with respect to any one item included in the same class of obligations may be small. Provisions for asset retirement obligations are measured at the present value of the expenditures expected to be required to settle the obligation using a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the obligation. The increase in the provision due to passage of time is recognized as finance cost. (Previous Year 7.5%) Average Retirement Age - Workers - 60 Years (Previous Year 60 Years) - Staff - 55 Years (Previous Year 55 Years) d. Daily Wage Rate - Rs.450/= (Previous Year Rs.380) e. The company will continue in business as a going concern. 3.17.2Defined Contribution Plans For defined contribution plans, such as Ceylon Plantation Provident Society (CPPS) / Estate Staff Provident Society (ESPS), Employees’ Provident Fund (EPF) and Employees’ Trust Fund (ETF), the Company and the Group contribute 12% or 15% and 3% respectively, of the employees’ basic or consolidated wage or salary. The Company and the Group have no further payment obligation once the contributions have been paid. The Company and the employees are members of these defined contribution plans. 3.19 Contingent Liabilities and Contingent Assets The Company and the Group do not recognize a contingent liability but disclose its existence in the financial statements. A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by uncertain future events beyond the control of the Company and the Group or a present obligation that is not recognized because it is not probable that an outflow of resources will be required to settle the obligation. A contingent liability also arises in the extremely rare circumstance where there is a liability that cannot be recognized because it cannot be measured reliably. A contingent asset is a possible asset that arises from past events whose existence will be confirmed by uncertain future events beyond the control of the Company and the Group. The Company and the Group do not recognize a contingent asset but discloses its existence where inflows of economic benefits are probable, but not virtually certain. In the acquisition of subsidiaries by the Group under a business combination, the contingent liabilities assumed are measured initially at their fair values at the acquisition date, irrespective of the extent of any minority interest. 3.17.3Short Term Employee Benefits Wages, salaries, paid annual leave and sick leave, bonuses and non-monetary benefits are accrued in the period in which the associated services are rendered by employees of the Company and the Group. 3.17.4Termination Benefits Termination benefits are payable whenever an employee’s service is terminated before the normal retirement date or whenever an employee accepts voluntary redundancy in exchange for these benefits. The Company and the Group recognize termination benefits when it is demonstrably committed to either terminate the employment of current employees according to a detailed formal plan without possibility of withdrawal or to provide termination benefits as a result of an offer made to encourage voluntary redundancy. 3.18 Provisions Provisions are recognized when the Company and the Group have a present legal or constructive obligation as a result of past events when it is more probable that 3.20 Deferred Revenue 3.20.1Government Grants and Subsidies Government grants are recognized where there is reasonable assurance that the grant will be received and all attached conditions will be compiled with. When the grant relates to an expense item, it is recognized as income over the period necessary to match the grant on a systematic basis to the costs that it is intended to compensate. Where the grant relates to an asset, it is recognized as deferred 46 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Significant Accounting Policies income and released to income in equal amounts over the expected useful life of the related asset. Where the company receives non-monitory grants, the asset and the grant are recorded gross at nominal amounts and released to the statement of comprehensive income over the expected useful life and pattern of consumption of the benefit of the underlying asset by equal annual installments. Where loans or similar assistance are provided by governments or related institutions with an interest rate below the current applicable market rate, the effect of this favourable interest is regarded as additional government grant. Grants related to property, plant and equipment other than grants received for biological assets are initially deferred and allocated to the statement of comprehensive income on a systematic basis over the useful life of the related property, plant and equipment. Assets are amortized over their useful lives or unexpired lease period, whichever is lower. Government grant related to the Biological Assets which are measured at fair value less point sale cost is directly charged to the carrying value of such assets in accordance with the applicable financial framework. Property, plant and equipment acquired under finance leases are depreciated over the estimated useful life of the asset in accordance with the annual rates stated in note 2.4 (c) to the financial statements as mentioned above. Where there is no reasonable certainty that the ownership will be transferred to the Company and the Group, the asset is depreciated over the shorter of the lease term or its estimated useful life. 3.21.2Operating Leases Leases of assets where a significant portion of the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged as an expense to the statement of comprehensive income on a straight-line basis over the period of the lease. 3.22 Tax Expense Income tax expense comprises of current, deferred tax and other statutory taxes. Income tax expense is recognized in the statement of comprehensive income except to the extent that it relates to items recognized directly in the statement of changes in equity. a) Current Tax Current tax is the expected tax payable or receivable on the taxable income or loss for the year, using tax rates enacted or substantively enacted at the reporting date, and any adjustment to tax payable in respect of previous years. Current tax payable also includes any tax liability arising from the tax on dividend income. 3.21 Accounting for Leases Where the Company and the Group are the Lessee The provision for income tax is based on the elements of income and expenditure as reported in the Financial Statements and computed in accordance with the provisions of the Inland Revenue Act. No 10 of 2006 and subsequent amendments thereto. 3.21.1Finance Leases Leases of property, plant and equipment where the Company and the Group assumes substantially all the benefits and risks of ownership are classified as finance leases. Current tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from or paid to the Commissioner General of Inland Revenue. b) Deferred Tax Deferred tax is recognized in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. Deferred tax is not recognized for: 3.20.2Net Income from Operating Rights Given The net income raised on giving up of operating rights to Lalan Rubbers (Pvt) Ltd and Walters Bay Tea Estates (Pvt) Ltd is recognized as income to the statement of comprehensive income over a period of 42 and 06 years respectively, which is the period of operating lease in agreements. Finance leases are capitalized at the inception of the lease at the lower of the fair value of the leased asset and the present value of the minimum lease payments. Each lease payment is allocated between the liability and finance charges so as to achieve a constant periodic rate of interest on the balance outstanding. The corresponding rental obligations, net of finance charges, are included in payables. The interest element of the finance lease is charged to the statement of comprehensive income as finance cost over the lease period so as to produce a constant periodic rate of interest on the remaining balance of the liability for each period. - Temporary differences on the initial recognition of assets or liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profit or loss; - Temporary differences related to investments in subsidiaries and jointly controlled entities to the extent that it is probable that they will not reverse in the foreseeable future; and BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 47 Significant Accounting Policies - Taxable temporary differences arising on the initial recognition of goodwill. - Taxable temporary differences arising on subsidiaries, associates or joint ventures who have not distributed their entire profits to the parent or investor. Deferred tax is measured at the tax rates that are expected to be applied to temporary differences when they reverse, based on the laws that have been enacted or substantively enacted by the reporting date. Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets, and they relate to income taxes levied by the same tax authority on the same taxable entity, or on different tax entities, but they intend to settle current tax liabilities and assets on a net basis or their tax assets and liabilities will be realized simultaneously. A deferred tax asset is recognized for unused tax losses, tax credits and deductible temporary differences, to the extent that it is probable that future taxable profits will be available against which they can be utilized. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefits will be realized. Deferred tax assets and liabilities are not discounted. The net increase in the carrying amount of deferred tax liability net of deferred tax asset is recognized as deferred tax asset is recognized as deferred tax expense and conversely any net decrease is recognized as reversal to deferred tax expense, in the statement of comprehensive income. c) Withholding Tax on Dividends Dividend distributed out of taxable profit of the local companies attracts a 10% deduction at source and is not available for set off against the tax liability of the company. Withholding tax that arises from the distribution of dividends by the company is recognized at the same time as the liability to pay the related dividend is recognized. d) Sales Taxes Revenues, expenses and assets are recognized net of the amount of sales tax except for the following; - Sales tax incurred on a purchase of a assets or services is not recoverable from the taxation authority, in which case the sales tax is recognized as part of the cost of acquisition of the asset or as part of the expense item as applicable; and - Receivables and payables that are stated with the amount of sales tax included. The net amount of sales tax recoverable from, or payable to, the taxation authority is included as part of other receivables or other payables in the statement of financial position. 3.23 Revenue Recognition Revenue is recognized to the extent that it is probable that the economic benefits will flow to the company, and the revenue can be reliably measured, regardless of when the payment is being made. Revenue is measured at the fair value of consideration received or receivable, taking into account contractually defined terms of payment and excluding taxes or duty. 3.23.1Sale of Goods Revenue from the sale of goods in the course of ordinary activities is measured at invoice value net of brokerage, sale expenses and other levies relate to revenue. Revenue is recognized when persuasive evidence exists, usually in the form of an executed sales agreement, that the significant risks and rewards of ownership have been transferred to the buyer, recovery of the consideration is probable, the associated costs and possible return of goods can be estimated reliably, there is no continuing management involvement with the goods, and the amount of revenue can be measured reliably. If it is probable that discounts will be granted and the amount can be measured reliably, then the discount is recognized as a reduction of revenue as the sales are recognized. 3.23.2Interest Interest income is recognized using the effective interest method. When a loan granted or a receivable is impaired, the Company and the Group reduces the carrying amount to its recoverable amount, being the estimated future cash flow discounted at the original effective interest rate of the instrument, and continues unwinding the discount as interest income. Interest income on impaired loan and receivables are recognized using the original effective interest rate. 3.23.3Rental Income Rental income arising from operating leases is recognized on an accrual basis. 3.23.4Gains and Losses on Disposal Gains and losses on disposal of an item of property, plant and equipment are determined by comparing the net sales proceeds with the carrying amounts of property, plant and equipment and are recognized within ‘other operating income’ in the statement of comprehensive income. 3.23.5Other Income Other income is recognized on an accrual basis. 48 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Significant Accounting Policies 3.23.6Amortization of Government Grants Received An unconditional government grant related to a biological asset is recognized in the statement of comprehensive income as other income when the grant becomes receivable. Other government grants are recognized initially as deferred income at fair value when there is reasonable assurance that they will be received and the company will comply with the conditions associated with the grant and are then recognized in the statement of comprehensive income as other income on a systematic basis over the useful life of the asset. Grants that compensate the company for expenses incurred are recognized in the statement of comprehensive income as other income on a systematic basis in the same periods in which the expenses are recognized. 3.23.7Gains Arising from Changes in Fair Value of Biological Assets Gains or losses arising on initial recognition of biological assets at fair value less estimated point of sale costs are recognized in the statement of comprehensive income. Gains or losses arising on change in fair value due to subsequent measurements are recognized in the statement of comprehensive income in the period in which they arise. 3.23.8Dividend Income Dividend income is recognized in the statement of comprehensive income on the date the entity’s right to receive payment is established. 3.24 Expenditure Recognition Expenses are recognized in the statement of comprehensive income on the basis of a direct association between the cost incurred and the earning of specific items of income. All expenditure incurred in the running of the business and in maintaining the property, plant and equipment in a state of efficiency has been charged to income in arriving at the profit/ (Loss) for the year. For the purpose of presentation of the statement of comprehensive income the Directors are of the opinion that function of expenses method presents fairly the elements of the Company’s performance, and hence such presentation method is adopted. 3.25 Earnings Per Share The Company presents basic and diluted earnings per share (EPS) data for its ordinary shares. Basic EPS is calculated by dividing the profit or loss attributable to ordinary shareholders of the Company by the weighted average number of ordinary shares outstanding during the period, adjusted for own shares held. Diluted EPS is determined by adjusting the profit or loss attributable to ordinary shareholders and the weighted average number of ordinary shares outstanding, adjusted for own shares held, for the effects of all dilutive potential ordinary shares, which comprise convertible notes and share options granted to employees. 3.26 Comparatives Where necessary, comparative figures have been adjusted to conform with changes in presentation in the current year. 3.27 Related Party Disclosures 3.27.1Transactions with Related Parties The company carries out transactions in the ordinary course of its business with parties who are defined as related parties in Sri Lanka Accounting Standard 24. The Pricing applicable to such transactions is based on the assessment of the risk and pricing model of the company and is comparable with what is applied to transactions between the company and its unrelated customers. 3.27.2Transactions with Key Management Personnel According to Sri Lanka Accounting Standard 24 “Related Party Disclosures”, Key management personnel, are those having authority and responsibility for planning, directing and controlling the activities of the entity. Accordingly, the board of directors (including executive and non-executive directors), personnel hold designation of General Manager and above positions and their immediate family members have been classified as Key Management Personnel of the company. The immediate family member is defined as spouse or dependent. Dependent is defined as anyone who depends on the respective Director for more than 50% of his/her financial needs. 3.28 Segment Reporting Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The chief operating decision maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Board of Directors that makes strategic decisions. Accordingly, the segment comprises of tea, rubber and others as described in the note 47 to the financial statements. Revenue and expenses directly attributable to each segment are allocated to the respective segments. Revenue and expenses not directly attributable to a segment are allocated on the basis of their resource utilization, wherever possible. BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 49 Significant Accounting Policies Assets and liabilities directly attributable to each segment are allocated to the respective segments. Assets and liabilities, which are not directly attributable to a segment, are allocated on a reasonable basis wherever possible. Unallocated items comprise mainly interest bearing borrowings, finance lease liability to government and expenses. Segment capital expenditures are the total cost incurred during the period to acquire segment assets that are expected to be used for more than one accounting period. 4.1 Foreign Exchange Risk The Group’s component BPL Teas (Pvt) Ltd operates internationally and are exposed to foreign exchange risk arising from various currency exposures, primarily with respect to the US Dollar. Foreign exchange risk arises when future commercial transactions or recognized assets or liabilities are denominated in a currency that is not the entity’s functional currency. 4.2 Cash Flow and Fair Value Interest Rate Risk The Company and the Group has cash and bank balances including deposits placed with creditworthy licensed banks and financial institutions. The Company and the Group manage its interest rate risk by actively monitoring the yield curve trend and interest rate movement for the various cash and bank balances. 3.29 Events after the Reporting Date All material events after the reporting date have been considered and where appropriate adjustments or disclosures have been made in the respective notes to the financial statements. 4 FINANCIAL RISK MANAGEMENT Financial Risk Factors The Company’s and the Group’s activities exposed to variety of financial risks: market risk (including currency risk, fair value interest rate risk, cash flow interest rate risk and price risk), credit risk and liquidity risk. The Company’s and the Group’s overall financial risk management programme focuses on the unpredictability of financial markets and seeks to minimize potential adverse effects on the financial performance of the Company and the Group. Financial risk management is carried out through risk reviews, internal control systems, insurance programmes and adherence to the Company’s and the Group’s financial risk management policies. The Board of Directors regularly reviews these risks and approves the risk management policies, which covers the management of these risks. Market risk consists of: - Foreign currency exchange risk - risk that the value of a financial instrument will fluctuate due to changes in foreign exchange rates. - Price risk - risk that the value of a financial instrument will fluctuate as a result of changes in market prices, whether those changes are caused by factors specific to the individual instrument or its issuer or factors affecting all instrument traded in the market. Liquidity risk (funding risk) - risk that an entity will encounter difficulty in raising funds to meet commitments associated with financial instruments. The Company’s and the Group’s borrowings comprise borrowings from financial and non-financial institutions and Debentures. The Company’s and the Group’s interest rate risk objective is to manage an acceptable level of rate fluctuation on the interest expense. In order to achieve this objective, the Company and the Group target a composition of fixed and floating borrowings based on assessment of its existing exposure and desirable interest rate profile. The Company and the Group analyses its interest rate exposure on a dynamic basis. 4.3 Credit Risk Credit risk is managed on Company and the Group basis. Credit risk arises from cash and cash equivalents, derivative financial instruments and deposits with banks and financial institutions, as well as credit exposures to customers, including outstanding receivables (net of deposits held). Individual risk limits are set, based on internal or external ratings. The utilization of credit limits is regularly monitored. The Company and the Group place its cash and cash equivalents with a number of creditworthy financial institutions. The Company’s and the Group’s policy limits the concentration of financial exposure to any single financial institution. The maximum credit risk exposure of the financial assets of the Company and the Group are approximately their carrying amounts as at the date of the statement of financial position. - Fair value interest rate risk - risk that the value of a financial instrument will fluctuate due to changes in market interest rates. - Cash flow interest rate risk - risk that future cash flows associated with a financial instrument will fluctuate. In the case of a floating rate debt instrument, such fluctuations. Result in a change in the effective interest rate of the financial instrument, usually without a corresponding change in its fair value. Credit risk - risk that one party to a financial instrument will fail to discharge an obligation and cause the other party to incur a financial loss. 50 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Significant Accounting Policies 4.4 Liquidity Risk Prudent liquidity risk management implies maintaining sufficient liquid funds to meet its financial obligations. In the management of liquidity risk, the Company and the Group monitor and maintain a level of cash and cash equivalents deemed adequate by the management to finance the Company’s and the Group’s operations and to mitigate the effects of fluctuations in cash flows. Due to the dynamic nature of the underlying business, the Company and the Group aim at maintaining flexibility in funding by keeping both committed and uncommitted credit lines available. The table below analyses the Group’s and the Company’s non-derivative financial liabilities into relevant maturity groupings based on the remaining period at the date of the statement of financial position to the contractual maturity date. Group Less Than 01 Year (Rs.) Between Year 02 And Year 05 (Rs.) Over 05 Years (Rs.) As at 31st March, 2014 Borrowings 136,476,373 612,687,000 8,174,552 13,597,313 24,176,451 - Borrowings 73,836,044 224,246,902 31,632,535 Lease Liability 12,758,439 24,357,912 - Lease Liability As at 31st March, 2013 Company Less Than 01 Year (Rs.) Between Year 02 And Year 05 (Rs.) Over 05 Years (Rs.) As at 31st March, 2014 Borrowings 102,262,315 374,168,089 8,174,552 11,433,734 21,106,086 - Borrowings 64,431,814 221,831,977 31,632,535 Lease Liability 10,876,732 18,918,878 - Lease Liability As at 31st March, 2013 Capital expenditure and working capital expenditure requirements of the Group are financed through internally generated cash flows as well as external financing arrangements. Management has arranged financial facilities with several financial institutions to support future financial requirements. The Company and the Group manage its capital structure and make adjustments to it in light of changes in economic conditions. To maintain or adjust the capital structure, the Company and the Group may or may not make dividend payments to shareholders, return capital to shareholders or issue new shares or other instruments. 5 CAPITAL MANAGEMENT RISK The primary objective of the Company’s and the Group’s capital management is to ensure that it maintains a strong credit rating and healthy capital ratios in order to support its business and maximize shareholder value. Consistent with others in the industry, the Company and the Group monitor capital on the basis of the gearing ratio. This ratio is calculated as total borrowings by total equity. Total borrowings including non-current and current borrowings as shown in the statements of financial position. Total equity is calculated as ‘Total equity’ in the statements of financial position. BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 51 Significant Accounting Policies Group 2013/2014 Company 2012/2013 2011/2012 2013/2014 2012/2013 2011/2012 Borrowings (Rs.) 1,039,073,205 609,736,111 531,036,690 484,604,956 337,896,326 283,724,016 Total Equity (Rs.) 1,057,027,846 1,045,546,061 695,006,752 945,244,396 976,308,706 689,506,890 98% 58% 76% 52% 35% 41% Gearing Ratio 6 CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS 6.1 Critical Accounting Estimates and Assumptions The Company and the Group make estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are addressed below: 6.1.1 Estimated Useful Lives of Property, Plant and Equipment The Company and the Group reviews annually the estimated useful lives of property, plant and equipment based on factors such as business plan and strategies, expected level of usage and future technological developments. Future results of operations could be materially affected by changes in these estimates brought about by changes in the factors mentioned. A reduction in the estimated useful lives of property, plant and equipment would increase the recorded depreciation charge and decrease the property, plant and equipment carrying value. 6.1.2 Taxation i. Income Taxes Judgement is involved in determining the Company and the Group provision for income taxes. There are certain transactions and computations for which the ultimate tax determination is uncertain during the ordinary course of business. The Company and the Group recognize liabilities for tax matters based on estimates of whether additional taxes will be due. If the final outcome of these tax matters result in a difference in the amounts initially recognized, such differences will impact the income tax and/or deferred tax provisions in the period in which such determination is made. ii.Deferred Tax Deferred tax assets are recognized to the extent that it is probable that future taxable profit will be available against which temporary differences can be utilised. This involves judgement regarding future financial performance of a particular entity in which the deferred tax asset has been recognized. 6.1.3 Fair Valuation of Consumable Biological Assets-Timber The fair value of timber trees are measured using DCF method taking into consideration the available log and tree prices in city centers less point-of-sale-costs applied to expected timber content of a tree at the maturity and changes in fair value reflected in the statement of comprehensive income. 6.1.4 Fair Value of Derivatives and Other Financial Instruments Certain financial instruments such as investments, derivative financial instruments and certain elements of borrowings are carried on the statement of financial position at fair value, with changes in fair value reflected in the statement of comprehensive income. Fair values are estimated by reference in part to published price quotations and in part by using valuation techniques. The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. The Company and the Group use its judgement to select a variety of methods and make assumptions that are mainly based on market conditions existing at the end of each financial reporting period. 6.1.5 Impairment of Non-Current Assets The Company and the Group test annually the indicators to ascertain whether non-current assets (including intangibles) have suffered any impairment, in accordance with the accounting policy stated in note 3.10. These calculations require the use of estimates. 6.1.6 Defined Benefit Plan - Gratuity The present value of the defined benefit plan depends on a number of factors that are determined on an actuarial basis using a number of assumptions. The assumptions used in determining the net cost (income) for defined benefit plan include the discount rate, future salary increase rate, mortality rate, withdrawal and disability rates and retirement age. Any changes in these assumptions will impact the carrying amount of defined benefit plan. The Company and the Group determine the appropriate discount rate at the end of each year. This is the interest rate that should be used to determine the present value of estimated future cash outflows, expected to be required to settle the defined benefit plan. In determining the appropriate discount rate, the Company and the Group consider the interest yield of long term government 52 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Significant Accounting Policies bonds that are denominated in the currency in which the benefits will be paid, and that have terms to maturity approximating the terms of the related defined benefit plan. Other key assumptions for defined benefit plan are based in part on current market conditions (Note 3.17.1). 6.1.7 Provisions The Company and the Group recognize provisions when they have a present legal or constructive obligation arising as a result of a past event, and it is probable that an outflow of economic benefits will be required to settle the obligation and a reliable estimate can be made. The recording of provisions requires the application of judgements about the ultimate resolution of these obligations. As a result, provisions are reviewed at each statement of financial position date and adjusted to reflect the Company’s and the Group’s current best estimate. 6.1.8 Contingent Liabilities Determination of the treatment of contingent liabilities in the financial statements is based on the management’s view of the expected outcome of the applicable contingency. The Company and the Group consult with legal counsel on matters related to litigation and other experts both within and outside the Company and the Group with respect to matters in the ordinary course of business. 6.1.9 Impairment of Trade Receivables The Company and the Group assesses at the date of statement of financial position whether there is objective evidence that trade receivables have been impaired. Impairment loss is calculated based on a review of the current status of existing receivables and historical collections experience. Such provisions are adjusted periodically to reflect the actual and anticipated impairment. BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 53 Notes to the Financial Statements 7. REVENUE 7.1 Industry Segment Tea Rubber Local Marketing Sales Group 2013/2014 2012/2013 Rs. Rs. Company 2013/2014 2012/2013 Rs. Rs. 3,547,090,003 13,848,947 301,541,739 3,862,480,689 3,512,006,927 4,978,235 252,101,586 3,769,086,748 2,637,268,949 13,848,947 - 2,651,117,896 2,641,392,643 4,978,235 2,646,370,878 3,419,857,995 15,797,379 212,691,639 3,648,347,013 3,088,593,256 5,440,342 194,357,946 3,288,391,544 2,676,403,882 15,797,379 - 2,692,201,261 2,377,787,889 5,440,342 2,383,228,231 17,117,934 16,421,028 4,878,915 8,866,299 5,332,160 8,839,140 9,381,311 416,336 - 42,434,752 35,276,077 9,500,852 - 21,876,835 9,031,127 9,381,311 416,337 999,608 31,503,603 33,212,008 6,916,708 3,121 2,203 7,350,398 6,229,997 7,455 1,356,358 4,679,000 30,000,000 - - 30,000,000 - - - - 31,650,000 208,410,075 174,670,798 8. COST OF SALES 8.1 Industry Segment Tea Rubber Local Marketing Division 9. OTHER INCOME Income from Leasing of Bungalows and Renting Land for Communication Towers 17,117,934 16,421,028 Revenue Share Income from ASPIC and Eco Power (Pvt) Ltd 4,878,915 8,866,299 Profit on Sale of Property, Plant and Equipment 5,332,160 21,876,835 Amortization of Grants 8,839,140 9,031,127 Income from Operating Rights Given to LRL 9,381,311 9,381,311 Income from Operating Rights Given to ASPIC 416,336 416,337 Sundry Income 55,880 999,608 Profit on Sale of Reprocessed Tea 42,434,752 31,503,603 Profit on Sale of Refuse Tea 35,276,077 33,212,008 Revenue Share of Tea Trial (Pvt) Ltd., 9,500,852 6,916,708 Gain on Investments In Shares - 3,121 Profit on Disposal of Investment in Quoted Shares 2,203 7,455 Dividends Income 7,350,398 1,356,358 Other Income 6,229,997 4,683,657 Walters Bay Tea Estates Pvt) Ltd - Fee for Management & Operation 30,000,000 30,000,000 Written Back of Lease Creditor 46,474 - Contract Packing Income - 1,462,908 Exchange Gain on Transaction of Foreign Currency - 21,300,170 Tea Sales - Staff - 64,832 Reversal of Impairment Provision Made in Respect of BPL Teas (Pvt) Ltd - - 176,862,429 197,503,365 10. MANAGEMENT FEE EXPENSES Previous Year’s Profit After Tax Management Fee to Managing Agent 350,539,309 (353,006,087) 286,801,816 (353,006,087) 27,979,950 - 24,228,544 - As per agreement entered with the managing agent Metropolitan Resource Holdings PLC, the management fee is computed based on profit after tax as follows: - 5.15% of the previous year’s annual profit after tax upto Rs.100 million - 7.5% of the previous year’s annual profit after tax slab of Rs.100 to Rs.200 million - 9.85% of the previous year’s annual profit after tax over Rs.200 million 54 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Notes to the Financial Statements 11. NET FINANCE INCOME/ (EXPENSES) Finance Income Interest Income Finance Expenses Interest on Finance Lease Interest on Bank Overdrafts Lease Interest to JEDB/SLSPC Interest on Long Term Loans Interest on Short Term Borrowings Bill Discounting Charges Interest on Debentures Net Finance Income/(Expenses) Group 2013/2014 2012/2013 Rs. Rs. Company 2013/2014 2012/2013 Rs. Rs. 3,203,084 1,496,760 2,968,689 1,226,372 (4,697,737) (8,568,679) (28,453,654) (50,543,787) (956,796) - (8,956,623) (98,974,192) (5,289,859) (7,248,424) (27,845,803) (46,455,649) (4,869,166) (16,759) (12,708,786) (102,937,686) (3,889,162) (2,683,390) (28,453,654) (28,569,129) (956,796) - (8,956,623) (70,540,065) (4,385,520) (1,211,708) (27,845,803) (24,566,246) (4,869,166) (12,708,786) (74,360,857) 14,669,080 1,913,525 - 7,784,125 1,848,846 347,528 8,544,584 8,460,551 2,310,360 63,772,026 - 39,042,468 20,439,832 66,351,247 17,941,980 114,055,913 1,724,595,309 70,950,228 1,465,002,037 50,000,000 - 540,302 - 540,302 13,582,895 12,952,104 26,534,999 12. PROFIT/ (LOSS) BEFORE TAXATION Profit/ (loss) before tax is stated after charging all expenses including the followings: Directors’ Emoluments 14,669,080 7,784,125 Auditor’s Remuneration - Audit Services 2,408,525 2,433,846 - Other Services - 347,528 Depreciation/Amortization On ; - Right to Use of Land 8,544,584 8,460,551 - Immovable (JEDB/SLSPC) Estate Assets on Finance Lease (Other than Right to Use of Land) 2,310,360 20,439,832 - Property, Plant and Equipment 79,437,921 79,565,189 - Brand Developments 1,906,036 1,518,951 - Bearer Biological Assets 39,042,468 17,941,980 Staff Costs - Retirement Benefit Obligations (including Provision for Bolted Workers) 118,010,925 73,435,870 - Salaries and Wages 1,803,078,035 1,530,000,980 Provision made for Immature Plantation - Bearer Biological Assets 50,000,000 - 13. INCOME TAX EXPENSES 13.1Current Income Tax Expense Current Income Tax Expense on Current Year’s Profit Under Provision in Respect of Previous Year 4,665,323 - 4,665,323 18,819,152 12,952,104 31,771,256 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 55 Notes to the Financial Statements 13. INCOME TAX EXPENSES (Contd…) 13.2Reconciliation of Accounting Profit/ (Loss) to Income Tax Expense Numerical reconciliation between the tax expense/ (income) and the product of accounting profit/ (loss) multiplied by the applicable tax rate disclosing also the basis on which the applicable tax rate is computed are given below: Group Company 2013/2014 2012/2013 2013/2014 2012/2013 Rs. Rs. Rs. Rs. Statutory Tax Rate 28% 28% 28% 28% Accounting Profit/ (Loss) (23,943,917) 382,310,565 (38,965,033) 313,336,815 Tax Expense/ (Tax Income) on Accounting Profit/ (Loss) (6,704,297) 94,631,683 (10,910,209) 87,734,308 Add : Tax Effect of Disallowable Expenses in Determining Taxable Income/ (Loss) 105,139,966 67,730,939 84,633,839 64,447,356 Less : Tax Effect of Allowable Expenses in Determining Taxable Income/ (Loss) Less : Tax Effect of Profit from Agriculture Add : Tax Effect of Adjusted Loss from Trade or Business Add : Tax Effect of Non- Agricultural Income in Determining Taxable Income/ (Loss) Add : Tax on Interest Income Less : Tax Effect of Tax Loss Set Off in Determining Taxable Income/ (Loss) Less : Effect on Changing the Profits Due to SLFRS/ LKAS Less : Effect on Agricultural Profit which is Taxed at Lower Rate Tax Expense Charge to Statement of Comprhensive Income (133,253,427) (133,803,771) (126,354,795) (131,702,966) - 10,164,666 - 10,189,039 41,020,757 (2,819,523) 41,020,757 - 11,610,408 (726,126) 11,610,408 (726,126) 831,233 343,384 831,233 343,384 (6,510,194) (10,176,519) (290,931) (10,176,519) - (1,209,226) - (1,209,226) (7,469,123) (5,316,355) - (5,316,355) 4,665,323 18,819,152 540,302 13,582,895 13.3Deferred Taxation The deferred tax asset arising on the temporary difference of the company has not been recognized as a matter of prudence and the resultant tax effect is disclosed below: Group Company 2013/2014 2012/2013 2013/2014 2012/2013 Rs. Rs. Rs. Rs. Temporary Difference on PPE 379,327,694 389,975,459 312,723,994 316,780,708 Temporary Difference on Retirement Benefit Obligations - Gratuity (772,817,545) (717,186,253) (755,517,287) (703,364,306) Tax Losses Carried Forward (715,315,543) (613,295,628) (584,787,437) (440,483,943) Tax Credits Carried Forward - (48,060,395) - (46,217,542) Temporary Difference on Consumable Biological Assets 531,388,185 456,207,475 531,388,185 456,207,475 Temporary Difference on Deferred Income 290,820,657 313,941,037 290,820,657 313,941,037 (286,596,552) (218,418,305) (205,371,888) (103,136,571) Deferred Tax Asset (39,427,253) (122,523,759) (31,304,786) (110,995,585) Deferred tax of the company has been computed at effective tax rate of 16.14% for all the temporary differences except temporary difference on consumable biological assets and deferred income which were taxed at the rate of 10% and 28% respectively. The tax rate used by the subsidiary company for the computation of deferred tax is 10%. 56 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Notes to the Financial Statements 14. EARNINGS/ (LOSS) PER ORDINARY SHARE 14.1Basic Earnings/ (Loss) Per Ordinary Share The calculation of basic earnings/ (loss) per ordinary share has been done based on net profit/(loss) attributable to ordinary shareholders divided by weighted average number of ordinary shares in issue as at the reporting date and calculated as follows: Group Company 2013/2014 2012/2013 2013/2014 2012/2013 Rs. Rs. Rs. Rs. Net Profit/(Loss) Attributable to Ordinary Shareholders (28,609,240) 350,539,309 (39,505,335) 286,801,816 Weighted Average Number of Ordinary Shares in Issue (Nos) 83,750,001 83,750,001 83,750,001 83,750,001 Basic (Loss)/ Earnings per Ordinary Share (Rs.) 4.19 (0.47) 3.42 (0.34) 14.2Diluted Earnings Per Ordinary Share The calculation of diluted earnings/(loss) per ordinary share is based on net profit/(loss) attributable to ordinary shareholders and weighted average number of ordinary shares outstanding after adjustment for the effect of all dilutive potential ordinary shares. There were no potentially dilutive shares outstanding at any time during the year/previous year. Group Company 2013/2014 2012/2013 2013/2014 2012/2013 Rs. Rs. Rs. Rs. 15. DIVIDEND PER SHARE Dividend Paid (Rs.) No. of Ordinary Shares in Issue (Nos.) Dividend Per Ordinary Share (Rs.) 8,375,000 83,750,001 0.1 - - - 8,375,000 83,750,001 0.1 - 16. RIGHT TO USE OF LAND - (GROUP/COMPANY) “JEDB/SLSPC Estates allocated to the Company have been handed over to, and are being operated by the Company. Lease deeds of all estates have been executed. All leases signed are retroactive to 22nd June,1992, the date of formation of the Company. The leasehold rights to use of bare land on all Estates have been taken into the books of the Company on 22nd June,1992 immediately after the formation of the Company in terms of the ruling on this matter obtained from the Urgent Issue Task Force (UITF) of the Institute of Chartered Accountants of Sri Lanka. For this purpose, the Board decided at its meeting on 8th March,1995 that the values attached to the right to use land would be those determined by Valuation Specialist, Mr.D.R.Wickramasinghe just prior to the formation of the Company. The valuation report referred to above was not subjected to a land survey. “ However, the Institute of Chartered Accountants of Sri Lanka has withdrawn the UITF ruling with the implementation of LKAS/ SLFRS and introduced Statement of Recommended Practice (SoRP) on Leasehold Land on 19th December, 2012. Subsequently, amendments to the SoRP along with the modification to the title as Statement of Alternative Treatment (SoAT) were approved by the council on 21st August, 2013. As per the SoRT, right to use of land on lease does not permit further revaluation. Balance Balance As At As At 31.03.2014 31.03.2013 Rs. Rs. Capitalized Value Revaluation as at 22nd June, 1992 448,380,000 448,380,000 Amortization As at 01st April 171,316,267 162,855,716 Amortization for the Year 8,544,584 8,460,551 As at 31st March 179,860,851 171,316,267 Written Down Value 268,519,149 277,063,733 The Leasehold Right to use of Bare Land is being amortized by equal amounts over a 53 years period and the unexpired period of the lease as at the date of the Statement of Financial Position is 31.75 years. BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 57 Notes to the Financial Statements 17. IMMOVABLE JEDB/ SLSPC ESTATE ASSETS ON FINANCE LEASE (OTHER THAN RIGHT TO USE OF LAND) - (GROUP/ COMPANY) As more fully explained in Note 16, all JEDB/SLSPC estate lease deeds have been executed to date. In terms of the ruling of the UITF of The Institute of Chartered Accountants of Sri Lanka prevailed at the time of privatization of plantation estates, all immovable assets in the JEDP/SLSPC estates under finance leases have been taken into the books of the company retroactive to 22nd June, 1992. For this purpose, the Board decided at its meeting on 08th March, 1995, that these assets be revalued at their book values as they appear in the books of the JEDB/SLSPC, on the day immediately preceding the date of formation of the company. These assets are taken into the Statement of Financial Position as at 22nd June, 1992 and amortized as follows: 17.1Capitalized Value Buildings Rs. Revaluation as at 22nd June, 1992 64,948,134 Balance As At 31st March, 2013 64,948,134 Balance As At 31st March, 2014 64,948,134 Plant and Machinery Rs. Total Rs. 13,272,826 13,272,826 13,272,826 78,220,960 78,220,960 78,220,960 17.2Amortization Accumulated Amortization As At 01st April, 2013 Amortization for the Year Accumulated Amortization As At 31st March, 2014 57,203,846 2,307,061 59,510,907 13,269,527 3,299 13,272,826 70,473,373 2,310,360 72,783,733 17.3Written Down Value As At 31st March, 2014 5,437,227 - 5,437,227 17.4Written Down Value As At 31st March, 2013 7,744,288 3,299 7,747,587 17.5Investment in plantation assets which were immature at the time of handing over to the company by way of estate leases are shown under immature plantations (revalued as at 22nd June,1992), all of which have been transferred to mature plantations (Bearer Biological Assets) as at the date of statement of financial position. Investment by the company on mature and immature plantations is shown separately under bearer biological assets in Note 20 to the financial statements. 17.6Assets are being amortized in equal annual amounts over the following periods: Mature Plantations/Improvements to Land (Note 20) - 30 Years Buildings - 25 Years Plant and Machinery - 15 Years 58 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Notes to the Financial Statements 18 TANGIBLE ASSETS OTHER THAN BEARER BIOLOGICAL ASSETS 18.1 GROUP 18.1.1 Cost 18.1.1.1 Freehold Assets Buildings Rs. Balance As At 01st April, 2013 258,328,470 Additions 10,052,479 Disposals - Transfer From Leasehold - Balance As At 31st March, 2014 268,380,949 Plant and Machinery Rs. 667,013,980 278,018,770 (333,869) - 944,698,881 Motor Vehicles Rs. 83,640,062 6,830 (10,491,217) 1,191,304 74,346,979 Others Rs. 376,232,274 15,730,524 (60,780) - 391,902,018 Total Rs. 1,385,214,786 303,808,603 (10,885,866) 1,191,304 1,679,328,827 18.1.1.2 Assets on Finance Leases Balance As At 01st April, 2013 Additions Transfer To Freehold Balance As At 31st March, 2014 - - - - 54,089,346 - - 54,089,346 24,066,272 14,749,396 (1,191,304) 37,624,364 - - - - 78,155,618 14,749,396 (1,191,304) 91,713,710 18.1.1.3 Total Gross Carrying Amount As At 31st March, 2014 268,380,949 998,788,227 111,971,343 391,902,018 1,771,042,537 18.1.1.4 Total Gross Carrying Amount As At 31st March, 2013 258,328,470 721,103,326 107,706,334 376,232,274 1,463,370,404 18.1.2.1 Freehold Assets Balance As At 01st April, 2013 53,200,397 Charge For the Year 7,137,539 Transfer From Leasehold - Accumulated Depreciation on Disposals - Balance As At 31st March, 2014 60,337,936 424,840,574 39,647,305 - (276,765) 464,211,114 74,079,180 4,169,201 992,754 (10,491,217) 68,749,918 191,273,001 22,178,605 - - 213,451,606 743,393,152 73,132,650 992,754 (10,767,982) 806,750,574 - - - - 8,034,164 1,510,892 - 9,545,056 3,293,346 4,794,380 (992,754) 7,094,972 - - - - 11,327,510 6,305,272 (992,754) 16,640,028 18.1.2.3 Total Accumulated Depreciation As At 31st March, 2014 60,337,936 473,756,170 75,844,890 213,451,606 823,390,602 18.1.2.4 Total Accumulated Depreciation As At 31st March, 2013 53,200,397 432,874,738 77,372,526 191,273,001 754,720,662 18.1.2 Accumulated Depreciation 18.1.2.2 Assets On Finance Leases Balance As At 01st April, 2013 Charge For the Year Transfer To Freehold Balance As At 31st March, 2014 18.1.3 Written Down Value As At 31st March, 2014 208,043,013 525,032,057 36,126,453 178,450,412 947,651,935 18.1.4 Written Down Value As At 31st March, 2013 205,128,073 288,228,588 30,333,808 184,959,273 708,649,742 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 59 Notes to the Financial Statements 18 TANGIBLE ASSETS OTHER THAN BEARER BIOLOGICAL ASSETS (Contd..) 18.2 COMPANY 18.2.1 Cost 18.2.1.1 Freehold Assets Buildings Rs. Balance As At 01st April, 2013 258,328,471 Additions 10,052,479 Disposals - Balance As At 31st March, 2014 268,380,950 Plant and Machinery Rs. Motor Vehicles Rs. Others Rs. Total Rs. 554,372,384 37,520,100 (333,869) 591,558,615 79,847,158 - (10,491,217) 69,355,941 310,031,604 3,857,621 (60,780) 313,828,445 1,202,579,617 51,430,200 (10,885,866) 1,243,123,951 18.2.1.2 Assets On Finance Leases Balance As At 01st April, 2013 Additions Balance As At 31st March, 2014 - - - 44,247,161 - 44,247,161 22,874,968 14,749,396 37,624,364 - - - 67,122,129 14,749,396 81,871,525 18.2.1.3 Total Gross Carrying Amount As At 31st March, 2014 268,380,950 635,805,776 106,980,305 313,828,445 1,324,995,476 18.2.1.4 Total Gross Carrying Amount As At 31st March, 2013 258,328,471 598,619,545 102,722,126 310,031,604 1,269,701,746 375,972,516 31,860,375 (276,765) 407,556,126 72,820,241 3,389,999 (10,491,217) 65,719,023 159,562,011 15,817,005 - 175,379,016 661,555,164 58,204,918 (10,767,982) 708,992,100 6,742,377 772,728 7,515,105 2,300,595 4,794,380 7,094,975 - - - 9,042,972 5,567,108 14,610,080 18.2.2 Accumulated Depreciation 18.2.2.1 Freehold Assets Balance As At 01st April, 2013 53,200,396 Charge For the Year 7,137,539 Accumulated Depreciation on Disposals - Balance As At 31st March, 2014 60,337,935 18.2.2.2 Assets On Finance Leases Balance As At 01st April, 2013 - Charge For the Year - Balance As At 31st March, 2014 - 18.2.2.3 Total Accumulated Depreciation As At 31st March, 2014 60,337,935 415,071,231 72,813,998 175,379,016 723,602,180 18.2.2.4 Total Accumulated Depreciation As At 31st March, 2013 53,200,396 382,714,893 75,120,836 159,562,011 670,598,136 208,043,015 220,734,545 34,166,307 138,449,429 601,393,296 205,128,075 215,904,652 27,601,290 150,469,593 599,103,610 18.2.3 Written Down Value As At 31st March, 2014 Written Down Value As At 31st March, 2013 60 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Notes to the Financial Statements 18. TANGIBLE ASSETS OTHER THAN BEARER BIOLOGICAL ASSETS (Contd..) 18.3 The residual values and useful lives of above assets have been evaluated at the end of the year and did not recognize changes of any of those estimations. The company has evaluated both internal and external indicators of impairment of long lived assets and has not identified presence of any of such indicators at the end of the financial year. The management is confident that there are no estimations uncertainty at the date of the statement of financial position that have a significant risk of causing material adjustment to the carrying value of assets and liabilities within the financial year. 18.4 The assets shown above are those movable and immovable assets vested in the company by Gazette Notification on the date of formation of the company (22nd June, 1992) and all investments in tangible assets by the company since its formation. The assets taken over by way of estates leases are set out in Notes 16 and 17 above. 18.5 Cost of property, plant and equipment of the company as at reporting date includes the fully depreciated assets amounting to Rs. 287,569,727/- (Group - Rs.338,422,639/-) 18.6 Information of the freehold building of the company/ group is disclosed below as required under rule 7.6 (VIII) of the Colombo Stock Exchange listing rules. Cost As At Net Book Value As At 31.03.2014 31.03.2014 Location/ Estate Square Feet No. of Buildings Rs. Rs. Kotiyagala Bogawana Campion Norwood Wanarajah Lethenty Bogawantalawa Fetteresso Loinorn Osborne Poyston 19. INTANGIBLE ASSETS 10,422 10,201 25,536 30,689 36,624 8,231 25,292 3,545 31,391 2,323 31,203 218 144 192 154 218 188 139 126 103 128 90 28,923,420 10,817,963 17,736,256 20,346,081 13,825,125 30,409,914 14,508,146 8,900,992 10,283,383 3,429,856 4,337,481 21,493,730 8,408,838 12,834,449 16,516,720 11,153,545 29,962,736 15,290,450 10,583,562 8,261,780 2,121,396 3,425,953 19.1 GROUP/COMPANY Group Company Brand Brand 19.1.1 Cost Development Software Total Development Software Rs. Rs. Rs. Rs. Rs. Total Rs. Balance As At 01st April, 2013 Additions Balance As At 31st March, 2014 3,037,908 - 3,037,908 2,675,525 - 2,675,525 5,713,433 - 5,713,433 - - - - - - - 19.1.2 Accumulated Depreciation Balance As At 01st April, 2013 Charge For the Year Balance As At 31st March, 2014 1,518,951 1,518,957 3,037,908 1,915,084 387,080 2,302,164 3,434,035 1,906,037 5,340,072 - - - - - - - 19.1.3 Written Down Value As At 31st March, 2014 - 373,361 373,361 - - - 19.1.4 Written Down Value As At 31st March, 2013 1,518,957 760,441 2,279,398 - - - 19.1.5 Brand Development represents the investments made in brand developments, acquiring marketing rights and legal protections for the brands which will result in future economic benefits. Brand acquisition cost will be amortized over a period of 5 years and the costs relating to investment in brand acquiring, acquiring of marketing rights and legal protection will be amortized over a period of ten years commencing from 2004/2005. 335,287,026 17,482,663 352,769,689 196,854,312 20,529,550 217,383,862 178,912,332 17,941,980 196,854,312 549,624,001 39,042,468 588,666,469 514,199,358 35,424,643 549,624,001 450,657,707 1,960,500,388 1,850,503,622 - 119,597,959 109,996,766 54,695,335 - 505,353,042 2,080,098,347 1,960,500,388 20.4 Borrowing cost incurred in respect of replanting amounting to Rs.14,909,200/-(Previous Year-Rs.17,028,880/-) has been capitalized to immature plantation during the year. 352,769,689 18,512,918 371,282,607 505,353,042 - 101,794,869 607,147,911 Written Down Value 917,562,944 899,759,854 184,104,885 202,617,803 389,764,049 308,498,730 1,491,431,878 1,410,876,387 Less: Provision Made for Immature Plantation (50,000,000) Written Down Value After Provision 1,441,431,878 1,410,876,387 Growing Crop Nurseries 17,519,238 17,391,869 Less: Provision for Over-grown Plants (782,735) (943,362) Total Written Down Value 1,458,168,381 1,427,324,894 - - - 555,387,492 - - 555,387,492 20.3 - - - 555,387,492 - - 555,387,492 Depreciation Balance As At 01st April, 2013 Charge For the Year Balance As At 31st March, 2014 844,458,423 109,996,766 (54,695,335) 899,759,854 20.2 899,759,854 119,597,959 (101,794,869) 917,562,944 Total 2013/2014 2012/2013 Rs. Rs. Balance As At 01st April, 2013 Additions Transfers In/(Out) Balance As At 31st March, 2014 Mature Plantations Before Formation After Formation of the Company of the Company 2013/2014 2012/2013 2013/2014 2012/2013 Rs. Rs. Rs. Rs. 20. BEARER BIOLOGICAL ASSETS (GROUP/ COMPANY) Immature Plantations 2013/2014 2012/2013 20.1 Cost Rs. Rs. BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Notes to the Financial Statements 61 62 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Notes to the Financial Statements 2013/2014 21. CONSUMABLE BIOLOGICAL ASSETS - MANAGED TIMBER PLANTATIONS (GROUP/ COMPANY) Rs. Balance As At 01st April, 2013 455,948,264 Decrease Due to Harvesting (51,787,033) Gain/ (Loss) on Fair Valuation 118,734,028 522,895,259 Increase Due to New Planting Note 21.1 7,310,497 Growing Crop Nurseries 1,182,429 Balance As At 31st March, 2014 531,388,185 21.1Biological Assets at Initial Stage Cost Balance As At 01st April, 2013 Add : Additions for the Year Less : Transfer Out Balance As At 31st March, 2014 Depreciation Balance As At 01st April, 2013 Add : Charge for the Year Less : Transfer Out Balance As At 31st March, 2014 Written Down Value 2012/2013 Rs. 377,972,333 (36,389,425) 114,365,356 455,948,264 259,211 456,207,475 2,581,091 7,051,286 - 9,632,377 2,581,091 2,581,091 (2,321,880) - - (2,321,880) 7,310,497 (2,321,880) (2,321,880) 259,211 21.2The biological assets, Eucalyptus Grandis Mature and Immature Timber Trees of the company were inspected and valued by M/S. Ariyatileka & Co (Pvt) Ltd., independent Chartered Valuers (UK) as at 31st March, 2014. Based on this Valuation Report, the Directors of the company have valued the Eucalyptus Grandis Tree Plantation as at the date of the statement of financial position after making adjustments for risk at individual fields to reflect the requirement of the Sri Lanka Accounting Standards. Accordingly, Directors of the company have determined the fair value of these trees as Rs.522,895,259/-. Eucalyptus Grandis Timber Trees are measured at the directors’ assessment of their value at each reporting date. The fair value is determined as being the net present value of expected future cash flows (discounted at a risk adjusted rate) Significant assumption used are, as follows: a) Trees will reach maturity, 20 years after planting and further 40% of the existing inventory of trees will be thinned out during the next 02 to 05 years with clear fell at 20 years. b) Trees have been valued as per the current timber prices in the domestic market based on the price list of the State Timber Corporation and prices of timber trees sold by Estates and prices of logs and sawn timber in the popular timber traders in Sri Lanka. c) Timber yields have been adjusted to reflect volumes as reported by independent valuers contracted by the company. Plantations have been independently inspected by the valuers and assessed in order to make this determination. d) Future cash flows are determined by references to current timber prices without considering the inflationary effect. e) The ongoing costs of growing the trees which are deducted in determining the net cash flows are constant in real terms. f) A discounting rate of 13% per annum is applied to the estimated cash flows. The rate was determined having regard to the followings: (i) New “Forestry Master Plan” (FMP) of the company for the period of 2014/2018 was completed and new inventories of estate levels were completed. The “FMP” was approved by the Director of Plantation Management Monitoring Division and the Conservator General of Forest in June, 2014. The valuation of Consumable Biological Asset was done based on the figures of this approved FMP and all the risk factors with respect to the number of trees, species selection…etc. were reduced to minimum residue level to have a better estimate of the valuation. (ii) The weighted average long term bond rate (iii) The adjusted risk premium by considering, - Specific provision made in the “FMP” and the valuation schedule - The illiquid nature of the plantations prior to maturity. - A lack of market evidence as to the value of biological assets through their life cycle. - Risk relations to diseases and fire affecting the Biological Assets - Adoption of conservative valuation approach g) Biological Assets at Initial Stage The company has separately identified biological assets at their initial stage (that is Eucalyptus Grandis below 5 years from the date of planting) and has valued at cost less accumulated depreciation due to the fact that the fair value of those assets cannot be measured reliably. BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 63 Notes to the Financial Statements 21. CONSUMABLE BIOLOGICAL ASSETS - MANAGED TIMBER PLANTATIONS (GROUP/COMPANY) (Contd…) 21.3 Potential Risks- Timber Plantations The Company is Exposed to following Risks in Relation to Timber Plantations a) Supply and Demand Risk The company is exposed to risks arising from fluctuations in the price and sales volume of timber. When possible, the company manages this risk by aligning its harvest volume to market supply and demand. Management performs regular industry trend analyses to ensure that the company’s pricing structure is in line with the market and to ensure that projected harvest volumes are consistent with the expected demand. b) Regulatory and Environmental Risks The company is subject to laws and regulations in Sri Lanka. The company has established environmental policies and procedures aimed at compliance with local environmental and other laws. Management performs regular reviews to identify environmental risks and to ensure that the systems in place are adequate to manage those risks. c) Climate and Other Risks The Company’s timber plantations are exposed to the risk of damage from climatic changes, diseases, forest fires and other natural forces. The company has extensive processes in place aimed at monitoring and mitigating those risks, including regular forest health inspections and industry pest and disease surveys. The company also insures itself against natural disasters such as floods, Land slides and hurricanes. 21.4 Sensitivity Analysis 21.4.1Sensitivity Variation on Sales Price Net present value of the biological assets as appearing in the Statement of Financial Position are very sensitive to the changes into the average sales prices applied. Simulations made for timber show that an increase or decrease by 10% of the estimated future selling price other variables are remained unchanged, has the following effect on the net present value of biological assets: +10% 0% -10% (Rs.) (Rs.) (Rs.) Managed Timber 577,103,320 522,895,259 468,404,100 21.4.2Sensitivity Variation on Discount Rate Net present value of the biological assets as appearing in the Statement of Financial Position are very sensitive to changes of the discount rate applied. Simulations made for timber show that an increase or decrease by 1 % of the estimated future discount rate has the following effect on the net present value of biological assets: 14% 13% 12% (Rs.) (Rs.) (Rs.) Managed Timber 495,536,684 522,895,259 552,132,859 Group Company 2013/2014 2012/2013 2013/2014 2012/2013 Rs. Rs. Rs. Rs. 22. CAPITAL WORK-IN-PROGRESS Balance As At 01st April, 2013 19,249,753 18,258,771 19,249,753 18,258,771 Additions During the Year 80,073,595 9,325,883 38,511,535 9,325,883 99,323,348 27,584,654 57,761,288 27,584,654 Less: Capitalized During the Year (35,170,791) (8,334,901) (35,170,791) (8,334,901) Balance As At 31st March, 2014 64,152,557 19,249,753 22,590,497 19,249,753 64 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Notes to the Financial Statements 23 INVESTMENTS Group 2013/2014 2012/2013 Rs. Rs. Company 2013/2014 2012/2013 Rs. Rs. Investments in Subsidiaries 23.1 - - 63,300,000 31,650,000 Investments in Equity Shares 23.2 15,000,000 15,000,000 15,000,000 15,000,000 Other Investments 23.3 - 24,521 - 24,521 15,000,000 15,024,521 78,300,000 46,674,521 Percentage 23.1 Investments in Subsidiaries Holding BPL Teas (Pvt) Ltd (12,660,000 Ordinary Shares of Rs.10/- Each) 100% - - 126,600,000 126,600,000 - - 126,600,000 126,600,000 Less : Provision for Impairment of Investments In Subsidiaries - - (94,950,000) (94,950,000) Reversal of Impairment Provision - - 31,650,000 - - 63,300,000 31,650,000 23.1.1Impairment of Investments in Subsidiaries a)The recoverable amount of the investment made in BPL Teas (Pvt) Ltd., was less than the carrying amount of investment of Rs.126,600,000/- and as such the difference between the carrying amount and the recoverable amount of Rs.94,950,000/has been recognized in the financial statements as impairment loss in year 2008/2009. Since BPL Teas (Pvt) Ltd (subsidiary) has made a profit (net of tax) during the year and previous year amounting to Rs.42,388,646/- and Rs.63,737,492/-, respectively, and net asset position has been improved in past 3 years, board of directors has decided to reverse the impairment provision made upto 50% of the total investment. Accordingly impairment provision of Rs. 31,650,000/- has been reversed to the statement of comprehensive income during the year. b)The following assumptions have been made when determining the recoverable amount: i. The business activities of BPL Teas (Pvt) Ltd., will be drastically improved in the near future. ii. Impairment is assumed to be limited to 75% of the investment made. 23.2 Investments in Equity Shares Group Percentage 2013/2014 2012/2013 Holding Rs. Rs. Company 2013/2014 2012/2013 Rs. Rs. Tea Trails (Pvt) Ltd (1,500,000 Ordinary Shares of Rs.10/- Each) 6% 15,000,000 15,000,000 15,000,000 15,000,000 15,000,000 15,000,000 15,000,000 15,000,000 The Company has received 1,500,000 Ordinary Shares of Rs.10/= each free of charge from Tea Trails (Pvt) Ltd., as Promoter Shares. Corresponding entry has been credited to the income statement in the year 2005/2006. BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 65 Notes to the Financial Statements 23. INVESTMENTS (Contd..) Group 2013/2014 2012/2013 Rs. Rs. Company 2013/2014 2012/2013 Rs. Rs. 23.3 Other Investments 23.3.1Quoted Shares Commercial Bank Of Ceylon PLC - - 24,521 24,521 - - 24,521 24,521 236,244,919 (19,765,994) 216,478,925 246,450,224 (26,368,931) 220,081,293 65,607,586 (2,528,639) 63,078,947 68,577,348 (9,131,576) 59,445,772 322,925,282 (452,129) 322,473,153 339,257,855 (10,846,630) 328,411,225 322,925,282 (452,129) 322,473,153 339,257,855 (10,846,630) 328,411,225 8,958,697 23,037,525 11,542,610 582,490,910 7,928,267 29,247,642 21,441,485 607,109,912 - 5,988,777 - 391,540,877 5,988,777 393,845,774 25. TRADE AND OTHER RECEIVABLES Trade Receivables 316,866,455 Deposits, Prepayments and Other Receivables 46,644,607 Amount Receivable from Lalan Rubbers (Pvt) Ltd Note 25.1 5,644,686 Amount Receivable from ASPIC Corporation (Pvt) Ltd Note 25.2 3,955,369 Amount Receivable from Walters Bay Tea Estates (Pvt) Ltd 911,620 Interest Receivable from Lalan Rubbers (Pvt) Ltd 6,388,872 Economic Service Charge Recoverable 16,941,070 VAT Receivable 29,177,408 Staff Advances 69,049,894 Advance Company Tax Recoverable 17,926,245 Withholding Tax Recoverable 6,171,957 Fair Trade 3,579,411 523,257,594 Less : Provision for Bad Debtors/Losses (7,323,501) 515,934,093 280,135,996 40,310,676 11,991,726 4,906,163 7,643,751 6,388,872 44,550,390 49,281,409 67,970,320 17,926,245 5,275,088 3,881,580 540,262,216 (45,409,956) 494,852,260 78,878,747 31,187,364 5,644,686 3,955,369 911,620 6,388,872 14,407,455 9,359,645 68,983,756 17,926,245 6,171,957 - 243,815,716 (5,323,501) 238,492,215 84,083,194 27,129,894 11,991,726 4,906,163 7,643,751 6,388,872 40,942,454 30,103,584 67,827,464 17,926,245 5,275,088 304,218,435 (43,409,956) 260,808,479 24 INVENTORIES Input Materials Less : Provision for Obsolete and Damaged Items Harvested Crops Less : Provision for Harvested Crops Finished Goods Work-in-Progress Goods in Transit 25.1 Amount Receivable from Lalan Rubbers (Pvt) Ltd This includes the amount receivable for the following liabilities of the Rubber Division taken over by Lalan Rubbers (Pvt) Ltd. (LRL), in terms of the Operating Agreement signed by the company and LRL on 19th March, 2003 and the amount receivable in instalments as part payments for giving up operating rights and transfer of movable assets. 2013/2014 2012/2013 Rs. Rs. Long Term Loan Given to Lalan Rubbers (Pvt) Ltd Note 25.1.1 5,644,686 11,991,726 5,644,686 11,991,726 The above balance remains as a liability of the company since the legal obligation of these remains with the company and it will be changed annually in accordance with the settlements of loans. 66 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Notes to the Financial Statements 25. TRADE AND OTHER RECEIVABLES (Contd…) 2013/2014 Rs. 2012/2013 Rs. 25.1.1Long Term Loan Given to Lalan Rubbers (Pvt) Ltd Balance At the Beginning of the Year Less : Payments Made During the Year Balance At the End of the Year 11,991,726 (6,347,040) 5,644,686 20,540,166 (8,548,440) 11,991,726 25.2 Amount Receivable from ASPIC Corporation (Pvt) Ltd This represents the amount receivable from ASPIC Corporation (Pvt) Ltd as part of consideration for giving up of all of the operating rights relating to coconut cultivation of the Maliboda estate and Noori estate excluding an extent of approximately 152.32 hectares covered by forestry and timber planted and to be planted under ADB projects and an extent of approximately 2 hectares there of Noori Estate, Interests and transfer of movable assets. As per second amendment to the operating agreement dated 31st May, 2011, Aspic Corporation (Pvt) Ltd requires to pay an yearly payment of 9% plus VAT and NBT on the turnover of the said company from 01st April, 2011 to 21st June, 2045. However, the operating agreement has been ceased during the year 2013/2014 and Anhettigama estate was taken over by Bogawantalawa Tea Estates PLC. Retiring Gratuity Liability Consideration for the Operating Right Given Note 25.2.1 2013/2014 Rs. 3,720,634 234,735 3,955,369 2012/2013 Rs. 3,720,634 1,185,529 4,906,163 25.2.1Consideration for the Operating Right Given Balance At the Beginning of the Year Add : Provision for the Year Less : Payments Made During the Year Balance At the End of the Year 1,185,529 1,313,585 (2,264,379) 234,735 892,164 3,835,073 (3,541,708) 1,185,529 Group 26. AMOUNT DUE FROM RELATED PARTIES 2013/2014 2012/2013 Name of Related Party Relationship Rs. Rs. Walters Bay Bogawantalawa Tea Estates (Pvt) Ltd Related Entity 50,275,532 6,748,207 BPL Teas ( Pvt) Ltd Subsidiary Company - - Lanka Mother and Child Foundation Related Entity 179,785 - Eco Power (Pvt) Ltd Related Company 115,626 246,165 Tea Trails (Pvt) Ltd Related Company 1,463,753 808,804 Metropolitan Resource Holdings PLC Parent Entity 301,500 - Metrocorp (Pvt) Ltd Related Company 6,870 99,452 52,343,066 7,902,628 Company 2013/2014 2012/2013 Rs. Rs. - 1,042,673 179,785 115,626 1,463,753 301,500 6,870 3,110,207 21,127,135 246,165 808,804 99,452 22,281,556 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 67 Notes to the Financial Statements 27. CASH AND CASH EQUIVALENTS Group 2013/2014 2012/2013 Rs. Rs. Company 2013/2014 2012/2013 Rs. Rs. 27.1 Favourable Balances Short Term Deposits Cash in Hand Cash in Transit Cash at Bank 18,897,683 517,621 - 19,553,948 38,969,252 14,852,815 482,008 (660) 39,785,653 55,119,816 18,897,683 337,621 - 10,915,892 30,151,196 14,852,815 277,008 (660) 32,924,359 48,053,522 (95,643,718) (50,437,570) (11,484,131) (20,574) (56,674,466) 4,682,246 18,667,065 48,032,948 STATED CAPITAL 2013/2014 2012/2013 28.1 Number of Shares No. of ordinary shares including one golden share held by the treasury which has special rights. Nos. Nos. 83,750,001 83,750,001 Rs. Rs. 586,250,010 586,250,010 27.2 Unfavourable Balances Bank Overdrafts Cash and Cash Equivalents for the Purpose of Cash Flow Statement 28. 28.2 Value of Shares Value of ordinary shares including the value of one golden share held by the treasury which has special rights. 28.3 The Golden Shareholder The Golden Share is currently held by Secretary to the Treasury and should be owned either directly by the Government of Sri Lanka or by a 100% Government owned public Company. In addition to the rights of the normal ordinary shareholders, in terms of the Articles of the Company, following special rights are vested with the Golden Shareholder. a) The Company shall obtain the written consent of the Golden Shareholder prior to sub-leasing, ceding or assigning its rights in part or all of the land leased/ to be leased to the Company by the JEDB/SLSPC. b) The Golden Shareholder shall be entitled to call upon the Board of Directors once in three months to meet him or his nominee to discuss matters of the Company to the state. c) The Golden Shareholder and his nominee shall be entitled to inspect the books of accounts of the Company after giving two weeks written notice to the Company. d) The Company should submit to the Golden Shareholder, within 60 days of the end of each quarter, a quarter report relating to the performance of the Company during the said quarter in a pre-specified format agreed to by the Golden Shareholder and the Company. e) The Company shall submit the Golden Shareholder, within 90 days of the end of each fiscal year, information related to the Company in a pre-specified format agreed to by the Golden Shareholder and the Company. 29.1.1.1National Development Bank PLC Terms of Repayments Total per Month Facility Loan No. Rs. Rs. Term Loan 1LD0025000204 950,971 19,019,403 Term Loan 2LD0025000256 149,492 18,996,095 Term Loan 3LD0025000257 158,300 17,939,123 Term Loan 4LD0920800104 804,998 58,000,000 Term Loan 5LD1127309186 1,570,000 113,000,000 Term Loan 6LD1215983106 1,400,000 50,000,000 Term Loan 7LD1217027807 937,500 45,000,000 Term Loan 8 - 416,600 20,000,000 Term Loan 9 200,000,000 541,954,621 950,971 2,374,988 1,624,308 49,145,022 113,000,000 50,000,000 45,000,000 - - 262,095,289 Balance As At 01.04.2013 Rs. - - - - - - - 20,000,000 200,000,000 220,000,000 - - - - - - - - - - (950,971) (1,793,904) (1,899,600) (9,659,980) (10,990,000) (14,000,000) (9,375,000) - - (48,669,455) New Revaluation Loans Exchange Obtained Gain/Loss Repayments Rs. Rs. Rs. 29. INTEREST BEARING BORROWINGS 29.1 GROUP 2013/2014 2012/2013 Amount Amount Amount Amount Amount Amount Amount Repayable Repayable Repayable Repayable Balance Repayable Repayable Repayable Repayable within within after after As At within within after after 1 Year 2 - 5 Years 5 Years 1 Year 31.03.2014 1 Year 2 - 5 Years 5 Years 1 Year Rs. Rs. Rs. Rs. Rs. Rs. Rs. Rs. Rs. Term Loans 29.1.1 136,476,373 612,687,000 8,174,552 620,861,552 757,337,925 73,836,044 24,246,902 31,632,535 255,879,437 Balance New Revaluation As At Loans Exchange 01.04.2013 Obtained Gain/ Loss Repayments 29.1.1Term Loans Rs. Rs. Rs. Rs. National Development Bank PLC Note 29.1.1.1 262,095,289 220,000,000 - (48,669,455) DFCC Bank Note 29.1.1.2 911,808 - - (911,808) Commercial Bank of Ceylon PLC Note 29.1.1.3 66,708,384 345,915,949 (206,794) (88,505,448) 329,715,481 565,915,949 (206,794) (138,086,711) 581,084 (275,292) 39,485,042 102,010,000 36,000,000 35,625,000 20,000,000 200,000,000 433,425,834 Balance As At 31.03.2014 Rs. 433,425,834 323,912,091 757,337,925 Balance As At 31.03.2014 Rs. 329,715,481 Balance As At 31.03.2013 Rs. 68 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Notes to the Financial Statements (375) 1,636 375,614 189,980 2,491,132 458,513 8,295,160 1,842,207 1,024,992 874,090 4,676,740 2,192,338 1,163,972 3,379,298 5,613,869 2,822,588 2,770,236 2,765,120 13,489,576 462,543 8,250,000 3,569,155 - - - - 66,708,384 Term Loan 1 37782 7,801 Term Loan 2 37781 27,075 Term Loan 3 55867 187,650 Term Loan 4 62458 23,635 Term Loan 5 68868 191,630 Term Loan 6 73236 46,940 Term Loan 7 96238 259,000 Term Loan 8 103688 51,175 Term Loan 9 299000 26,970 Term Loan 10 299000 18,590 Term Loan 11 299000 76,660 Term Loan 12 299000 59,250 Term Loan 13 369825 22,830 Term Loan 14 464637 57,270 Term Loan 15 489215 83,789 Term Loan 16 483152 42,128 Term Loan 17 476136 41,346 Term Loan 18 475256 41,270 Term Loan 19 514681 182,292 Term Loan 20 533762 6,903 Term Loan 21 461200 750,000 Term Loan 22 696961 USD 1,350 Term Loan 23 - 1,579,197 Term Loan 24 1528620 416,000 Term Loan 25 1588377 416,000 2,947,083 12,997,635 22,518,314 2,836,085 22,995,542 5,632,833 31,088,960 6,140,907 2,022,882 1,785,000 5,520,000 4,977,118 2,191,712 5,498,288 8,043,750 4,044,300 3,969,270 3,961,950 17,500,000 662,730 45,000,000 6,531,300 30,000,000 20,000,000 75,000,000 - 343,865,659 Balance As At 01.04.2013 Rs. 911,808 911,808 Balance As At 01.04.2013 Rs. Term Loan29974 & 29975 75,984 13,677,680 13,677,680 Terms of Repayments Total per Month Facility 29.1.1.3Commercial Bank of Ceylon PLC Loan No. Rs. Rs. 29. INTEREST BEARING BORROWINGS (Contd...) Terms of Repayments Total per Month Facility 29.1.1.2DFCC Bank Loan No. Rs. Rs. - - (911,808) (911,808) - - - - - - - - - - - - - - - - - - - - - - 30,300,873 20,000,000 75,000,000 220,615,076 345,915,949 - - - - - - - - - - - - - - - - - - - - - 117,263 - - - (324,057) (206,794) - - (375,300) (188,800) (2,299,560) (563,280) (3,108,000) (614,100) (323,640) (223,080) (919,920) (711,000) (273,960) 687,240) (1,005,468) (505,536) (496,152) (495,240) (2,187,504) (82,836) (8,250,000) (2,084,468) (18,950,364) (4,160,000) (40,000,000) - (88,505,448) New Revaluation Loans Exchange Obtained Gain/ Loss Repayments Rs. Rs. Rs. - - New Revaluation Loans Exchange Obtained Gain/ Loss Repayments Rs. Rs. Rs. (375) 1,636 314 1,180 191,572 (104,767) 5,187,160 1,228,107 701,352 651,010 3,756,820 1,481,338 890,012 2,692,058 4,608,401 2,317,052 2,274,084 2,269,880 11,302,072 379,707 1,601,950 11,350,509 15,840,000 35,000,000 220,291,019 323,912,091 Balance As At 31.03.2014 Rs. - Balance As At 31.03.2014 Rs. BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Notes to the Financial Statements 69 29. INTEREST BEARING BORROWINGS (Contd...) 29.2 COMPANY 2013/2014 Amount Amount Amount Amount Amount Amount Repayable Repayable Repayable Repayable Balance Repayable Repayable within within After After As At within within 1 Year 2 - 5 Years 5 Years 1 Year 31.03.2014 1 Year 2 - 5 Years Rs. Rs. Rs. Rs. Rs. Rs. Rs. Term Loans 29.2.1 102,262,315 374,168,089 8,174,552 382,342,641 484,604,956 64,431,814 221,831,977 Balance As At 01.04.2013 29.2.1Term Loans Rs. National Development Bank PLC 29.2.1.1 262,095,289 DFCC Bank 29.2.1.2 911,808 Commercial Bank of Ceylon PLC 29.2.1.3 54,889,229 317,896,326 Terms of Balance Repayments Total As At per Month Facility 01.04.2013 29.2.1.1National Development Bank PLC Loan No. Rs. Rs. Rs. Term Loan 1LD0025000204 950,971 19,019,403 950,971 Term Loan 2LD0025000256 149,492 18,996,095 2,374,988 Term Loan 3LD0025000257 158,300 17,939,123 1,624,308 Term Loan 4LD0920800104 804,998 58,000,000 49,145,022 Term Loan 5LD1127309186 1,570,000 113,000,000 113,000,000 Term Loan 6LD1215983106 1,400,000 50,000,000 50,000,000 Term Loan 7LD1217027807 937,500 45,000,000 45,000,000 Term Loan 8LD1317171799 416,600 20,000,000 - Securitization Loan - - 200,000,000 - 541,954,621 262,095,289 317,896,326 Balance As At 31.03.2014 Rs. 433,425,834 51,179,122 484,604,956 Balance As At 31.03.2014 Rs. 581,084 (275,292) 39,485,042 102,010,000 36,000,000 35,625,000 20,000,000 200,000,000 433,425,834 253,464,512 31,632,535 New Loans Obtained Repayments Rs. Rs. 220,000,000 (48,669,455) - (911,808) 30,300,873 (34,010,980) 250,300,873 (83,592,243) New Loans Obtained Repayments Rs. Rs. - (950,971) - (1,793,904) - (1,899,600) - (9,659,980) - (10,990,000) - (14,000,000) - (9,375,000) 20,000,000 - 200,000,000 - 220,000,000 (48,669,455) Balance As At 31.03.2013 Rs. Repayable After 1 Year Rs. 2012/2013 Amount Repayable After 5 Years Rs. 70 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Notes to the Financial Statements Term Loan 1 37782 7,801 Term Loan 2 37781 27,075 Term Loan 3 55867 187,650 Term Loan 4 62458 23,635 Term Loan 5 68868 191,630 Term Loan 6 73236 46,940 Term Loan 7 96238 259,000 Term Loan 8 103688 51,175 Term Loan 9 299000 26,970 Term Loan 10 299000 18,590 Term Loan 11 299000 76,660 Term Loan 12 299000 59,250 Term Loan 13 369825 22,830 Term Loan 14 464637 57,270 Term Loan 15 489215 83,789 Term Loan 16 483152 42,128 Term Loan 17 476136 41,346 Term Loan 18 475256 41,270 Term Loan 19 514681 182,292 Term Loan 20 533762 6,903 Term Loan 21 1,579,197 Assets pledged details are given in note 47 to the financial statements. 2,947,083 12,997,635 22,518,314 2,836,085 22,995,542 5,632,833 31,088,960 6,140,907 2,022,882 1,785,000 5,520,000 4,977,118 2,191,712 5,498,288 8,043,750 4,044,300 3,969,270 3,961,950 17,500,000 662,730 30,000,000 197,334,359 911,808 911,808 Term Loan 29974 & 29975 75,984 13,677,680 13,677,680 Terms of Repayments Total per Month Facility 29.2.1.3Commercial Bank of Ceylon PLC Loan No. Rs. Rs. (375) 1,636 375,614 189,980 2,491,132 458,513 8,295,160 1,842,207 1,024,992 874,090 4,676,740 2,192,338 1,163,972 3,379,298 5,613,869 2,822,588 2,770,236 2,765,120 13,489,576 462,543 - 54,889,229 Balance As At 01.04.2013 Rs. New As At 01.04.2013 Rs. Balance Total Facility Rs. 29. INTEREST BEARING BORROWINGS (Contd...) Terms of Repayments per Month 29.2.1.2DFCC Bank Loan No. Rs. (911,808) (911,808) - - - - - - - - - - - - - - - - - - - - 30,300,873 30,300,873 - - (375,300) (188,800) (2,299,560) (563,280) (3,108,000) (614,100) (323,640) (223,080) (919,920) (711,000) (273,960) (687,240) (1,005,468) (505,536) (496,152) (495,240) (2,187,504) (82,836) (18,950,364) (34,010,980) New Loans As At Obtained Repayments Rs. Rs. - - Balance Loans As At Obtained Repayments Rs. Rs. (375) 1,636 314 1,180 191,572 (104,767) 5,187,160 1,228,107 701,352 651,010 3,756,820 1,481,338 890,012 2,692,058 4,608,401 2,317,052 2,274,084 2,269,880 11,302,072 379,707 11,350,509 51,179,122 31.03.2014 Rs. Balance - 31.03.2014 Rs. BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Notes to the Financial Statements 71 12,758,439 24,176,451 37,773,764 2012/2013 Amount Repayable within 1 Year Rs. 2013/2014 Amount Repayable Balance after As At 1 Year 31.03.2014 Rs. Rs. 24,357,912 Amount Repayable within 2 - 5 Years Rs. - Amount Repayable after 5 Years Rs. 24,357,912 Repayable after 1 Year Rs. 30.1.2 Finance Charges Allocated to Future Years Balance On New Description of As At Leases Class of Asset Facility Number Asset Name of Lease Creditor 01.04.2013 Obtained Rs. Rs. Motor Vehicles 11/PF-IP/AH/3160 01 Double Cab NDB Bank PLC 615,500 - V/12/003/4038 04 Toyota Hilux Cabs Commercial Bank of Ceylon PLC 3,374,620 - 13/PF/DIV III/NS/6859 03 Toyota Hilux Cabs NDB Bank PLC - 2,437,314 3,990,120 2,437,314 Plant and Machinery 09/003/3227 01 Colour Separator Commercial Bank of Ceylon PLC 218,575 - E/09/003/3282 01 Drier Commercial Bank of Ceylon PLC 1,946,396 - E/09/003/3436 01 Generator Commercial Bank of Ceylon PLC 258,667 - E/11/003/3473 01 Air Heater Commercial Bank of Ceylon PLC 460,169 - FCO 11/1142 Machinery Commercial Bank of Ceylon PLC 1,491,573 4,375,380 - Total Finance Charges Allocated to Future Years 8,365,500 2,437,314 Net Carrying Value of Liability to Make Lease Payments 37,116,350 - 37,773,764 5,296,377 819,567 1,819,372 5,233,944 13,169,260 Net Carrying Value Rs. 1,986,533 9,227,550 13,390,421 24,604,504 37,116,351 Balance As At 31.03.2013 Rs. 747,483 36,001 114,113 682,998 1,580,595 6,105,077 37,773,764 (218,575) (1,198,913) (222,666) (346,056) (808,575) (2,794,785) (4,697,737) - Interest Balance Written As At Off 31.03.2014 Rs. Rs. (280,005) 335,495 (1,344,000) 2,030,620 (278,947) 2,158,367 (1,902,952) 4,524,482 30.1.1 Gross Liability Terms of Balance New Balance Repayment Facility As At Leases As At Description of per Month Amount 01.04.2013 Obtained Repayments 31.03.2014 Class of Asset Facility Number Asset Name of Lease Creditor Rs. Rs. Rs. Rs. Rs. Rs. Motor Vehicles 11/PF-IP/AH/3160 01 Double Cab NDB Bank PLC 72,563 7,612,726 3,192,788 - (870,760) 2,322,028 V/12/003/4038 04 Toyota Hilux Cabs Commercial Bank of Ceylon PLC 268,052 16,083,100 14,474,790 - (3,216,620) 11,258,170 V/08/003/3172 Motor Vehicle Commercial Bank of Ceylon PLC 45,822 1,649,592 46,474 - (46,474) - 13/PF/DIV III/NS/6859 03 Toyota Hilux Cabs NDB Bank PLC 353,382 16,962,314 - 16,962,314 (1,413,526) 15,548,788 42,307,732 17,714,052 16,962,314 (5,547,380) 29,128,986 Plant and Machinery 09/003/3227 01 Colour Separator Commercial Bank of Ceylon PLC 515,092 24,724,416 3,605,644 (3,605,644) - E/09/003/3282 01 Drier Commercial Bank of Ceylon PLC 302,193 18,131,580 9,670,176 (3,626,316) 6,043,860 E/09/003/3436 01 Generator Commercial Bank of Ceylon PLC 106,946 5,133,408 2,245,866 (1,390,298) 855,568 E/11/003/3473 01 Air Heater Commercial Bank of Ceylon PLC 128,899 10,958,253 3,480,273 (1,546,788) 1,933,485 FCO 11/1142 Machinery Commercial Bank of Ceylon PLC 219,146 13,148,760 8,765,840 (2,848,898) 5,916,942 72,096,417 27,767,799 - (13,017,944) 14,749,855 Total Gross Liability 45,481,851 16,962,314 (18,565,324) 43,878,841 30. LIABILITY TO MAKE LEASE PAYMENTS 30.1 GROUP Amount Amount Amount Repayable Repayable Repayable within within after 1 Year 2 - 5 Years 5 Years Rs. Rs. Rs. Liability to make lease payments 13,597,313 24,176,451 - 72 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Notes to the Financial Statements 18,918,878 Motor Vehicles 11/PF-IP/AH/3160 01 Double Cab NDB Bank PLC V/12/003/4038 04 Toyota Hilux Cabs Commercial Bank of Ceylon PLC 13/PF/DIV III/NS/6859 03 Toyota Hilux Cabs NDB Bank PLC Plant and Machinery 09/003/3227 01 Colour Separator Commercial Bank of Ceylon PLC E/09/003/3282 01 Drier Commercial Bank of Ceylon PLC E/09/003/3436 01 Generator Commercial Bank of Ceylon PLC E/11/003/3473 01 Air Heater Commercial Bank of Ceylon PLC Total Finance Charges Allocated to Future Years Net Carrying Value of Liability to Make Lease Payments 5,296,377 819,567 1,819,372 7,935,316 32,539,820 1,986,533 9,227,550 13,390,421 24,604,504 Net Carrying Value Rs. 29,795,610 Balance As At 31.03.2013 Rs. 2,437,314 14,525,000 (11,780,790) 6,873,927 29,795,610 (3,889,162) (218,575) (1,198,913) (222,666) (346,056) (1,986,210) - - - - - 218,575 1,946,396 258,667 460,169 2,883,807 (280,005) (1,344,000) (278,947) (1,902,952) 32,539,820 5,422,079 747,483 36,001 114,113 897,597 335,495 2,030,620 2,158,367 4,524,482 Interest Balance Written As At Off 31.03.2014 Rs. Rs. - - 2,437,314 2,437,314 On New Leases Obtained Rs. - 6,043,860 855,568 1,933,485 8,832,913 37,961,899 2,322,028 11,258,170 15,548,788 29,128,986 615,500 3,374,620 - 3,990,120 30.2.2 Finance Charges Allocated to Future Years Balance Description of As At Class of Asset Facility Number Asset Name of Lease Creditor 01.04.2013 Rs. (870,760) (3,216,620) (1,413,526) (5,500,906) - (3,605,644) - (3,626,316) - (1,390,298) - (1,546,788) - (10,169,046) 16,962,314 (15,669,952) - 3,605,644 9,670,176 2,245,866 3,480,273 19,001,959 36,669,537 18,918,878 - - 16,962,314 16,962,314 10,876,732 3,192,788 14,474,790 - 17,667,578 32,539,820 Repayable after 1 Year Rs. Motor Vehicles 11/PF-IP/AH/3160 01 Double Cab NDB Bank PLC 72,563 7,612,726 V/12/003/4038 04 Toyota Hilux Cabs Commercial Bank of Ceylon PLC 268,052 16,083,100 13/PF/DIV III/NS/6859 03 Toyota Hilux Cabs NDB Bank PLC 353,382 16,962,314 40,658,140 Plant and Machinery 09/003/3227 01 Colour Separator Commercial Bank of Ceylon PLC 515,092 24,724,416 E/09/003/3282 01 Drier Commercial Bank of Ceylon PLC 302,193 18,131,580 E/09/003/3436 01 Generator Commercial Bank of Ceylon PLC 106,946 5,133,408 E/11/003/3473 01 Air Heater Commercial Bank of Ceylon PLC 128,899 10,958,253 58,947,657 Total Gross Liability 21,106,086 2012/2013 Amount Repayable after 5 Years Rs. New Balance Leases As At Obtained Repayments 31.03.2014 Rs. Rs. Rs. - 2013/2014 Amount Amount Amount Amount Repayable Repayable Balance Repayable Repayable after after As At within within 5 Years 1 Year 31.03.2014 1 Year 2 - 5 Years Rs. Rs. Rs. Rs. Rs. 30.2.1 Gross Liability Terms of Balance Repayment Facility As At Description of per Month Amount 01.04.2013 Class of Asset Facility Number Asset Name of Lease Creditor Rs. Rs. Rs. 30. LIABILITY TO MAKE LEASE PAYMENTS (Contd…) 30.2 COMPANY Amount Amount Repayable Repayable within within 1 Year 2 - 5 Years Rs. Rs. Liability to Make Lease Payments 11,433,734 21,106,086 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 73 Notes to the Financial Statements 74 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Notes to the Financial Statements 31. RETIREMENT BENEFIT OBLIGATIONS Balance at the Beginning of the Year Provision for the Year Note 31.1 Payable to Bolted Workers Payments Made During the Year Group 2013/2014 2012/2013 Rs. Rs. 639,342,192 741,767,925 112,862,331 74,149,296 752,204,523 815,917,221 - (77,844,060) (57,417,381) (98,730,969) 694,787,142 639,342,192 Company 2013/2014 2012/2013 Rs. Rs. 625,520,246 729,897,623 108,907,319 70,950,228 734,427,565 800,847,851 - (77,844,060) (56,940,681) (97,483,545) 677,486,884 625,520,246 31.1Expenses recognized in the statement of comprehensive income and other comprehensive income for the year ended 31st March, 2014. Group Company 2013/2014 2013/2014 Rs. Rs. Current Service Cost 71,294,022 68,802,153 Interest Cost 40,034,334 38,571,191 Actuarial Loss 1,533,975 1,533,975 112,862,331 108,907,319 Interest cost and actuarial gain/loss could not be estimated in previous year as actuarial valuation or estimation of the gratuity liability of the company has not been done as at 31st March, 2012. 31.2Provision for gratuity for the financial year 2013/2014 has been determined based on the latest actuarial valuation report issued on 29/05/2014 which was done by Actuarial & Management Consultants (Pvt) Ltd. The provision in respect of gratuity liabilities of existing employees as at 31st March, 2014 is Rs.677,486,884/- (company). If the company had provided for gratuity on the basis of fourteen days wages and half month salary for each completed years of service in line with the payment of Gratuities Act No. 12 of 1983, the liability would have been Rs. 925,281,165/-. Hence, there is a contingent liability of Rs.247,794,281/which would crystallize only if the Group ceases to be a going concern. 31.3The key assumptions used by the actuary are disclosed in the note 3.17.1 to the financial statements. 31.4Sensitivity Analysis In order to illustrate the significance of the salary/wage escalation and discount rate used in the actuarial valuation as at 31st March, 2014, sensitivity analysis has been carried out as follows: Present Value of Defined Discount Rate Salary Escalation Rate Benefit Obligation (Rs.) 1% Increase As given in the report 627,410,924 1% Decrease As given in the report 735,129,226 As given in the report 1% Increase 705,890,608 As given in the report 1% Decrease 650,775,547 31.5Even though the group policy for recognizing the gratuity provision is the actuarial valuation, BPL Teas (Pvt) Ltd (Subsidiary) has not adopted the group policy and provision for gratuity has been calculated based on the formula method. However, the effect for not applying the actuarial valuation (subsidiary) is not material to the group as at the date of the statement of financial position. 32. GRANTS AND SUBSIDIES - (GROUP/COMPANY) Balance At the Beginning of the Year Grants and Subsidies Received During the Year Total Grants and Subsidies Available for Amortization Amortization For the Year Balance At the End of the Year 2013/2014 Rs. 169,439,632 3,061,618 172,501,250 (8,839,140) 163,662,110 2012/2013 Rs. 178,470,759 178,470,759 (9,031,127) 169,439,632 32.1The Above Represents the Following: a) Asian Development Bank - Plantation Development Project The funds received are utilized for rehabilitation (tarring and concreting) of internal roads and minor upgrading of tea factories. b) Plantation Human Development Project The funds are utilized for reroofing of worker houses, development of workers welfare facilities and improvement of institutional facilities. c) The funds received from the Tea Board is for the construction of the CTC Tea Factory at Wanarajah and Kotiyagala Grounds. The amounts spent are capitalized under the relevant classification of Property, Plant and Equipment and the corresponding grant component is reflected under differed grants and subsidies and amortized over useful life span of the asset. BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 75 Notes to the Financial Statements 2013/2014 Rs. 2012/2013 Rs. 33. DEFERRED INCOME - (GROUP/COMPANY) Net Income from Operating Rights Given to Lalan Rubbers (Pvt) Ltd 33.1 Net Income from Operating Rights Given to ASPIC Corporation (Pvt) Ltd 33.2 290,820,657 - 290,820,657 300,201,968 13,739,069 313,941,037 33.1 Net Income from Operating Rights Given to Lalan Rubbers (Pvt) Ltd Gross Carrying Amount At the Beginning of the Year Amortization for the Year Net Carrying Amount At the End of the Year 300,201,968 (9,381,311) 290,820,657 309,583,279 (9,381,311) 300,201,968 33.2 Net Income from Operating Rights Given to ASPIC Corporation (Pvt) Ltd Gross Carrying Amount At the Beginning of the Year Amortization for the Year Transferred to Other Payable 33.2.1 Net Carrying Amount At the End of the Year 13,739,069 (416,336) (13,322,733) - 14,155,405 (416,336) 13,739,069 33.2.1Deferred income from operating rights given to ASPIC Corporation (Pvt) Ltd has been transferred to other payable since operating lease agreement with ASPIC Corporation (Pvt) Ltd has been ceased during the year. 34. NET LIABILITY TO LESSOR OF JEDB/SLSPC ESTATES - (GROUP/COMPANY) Gross Liability Finance Charges Net Liability The above reassessed liability is not reflected in these financial statements. 2013/2014 34.1 Gross Liability Rs. Amount Rs. 5,926,463,890 4,744,135,105 1,182,328,785 2012/2013 Rs. Balance At the Beginning of the Year Less : Repayments During the Year Balance At the End of the Year 948,993,660 (29,426,160) 919,567,500 978,419,820 (29,426,160) 948,993,660 34.2 Finance Charges Allocated to Future Periods Balance At the Beginning of the Year Less : Finance Charges Written Off During the Year Balance At the End of the Year 421,067,627 (21,117,042) 399,950,585 442,504,251 (21,436,624) 421,067,627 34.3 Net Liability As At the End of the Year 519,616,915 527,926,033 34.4.1Amount Payable within One Year Gross Liability Finance Costs Allocated to Future Years Net Liability Shown Under Current Liabilities 29,426,160 (20,784,677) 8,641,483 29,426,160 (21,117,043) 8,309,117 34.4.2Amount Payable after One Year and Less than Five Years Gross Liability Finance Costs Allocated to Future Years Net Liability 117,704,640 (79,541,065) 38,163,575 117,704,640 (81,008,894) 36,695,746 34.4.3Amount Payable after Five Years Gross Liability Finance Costs Allocated to Future Years Net Liability 772,436,700 (299,624,843) 472,811,857 801,862,860 (318,941,690) 482,921,170 510,975,432 519,616,916 34.4.5Total Net Liability 519,616,915 527,926,033 34.4 Maturity Analysis 34.4.4Net Liability Payable after One Year Shown Under Non-current Liabilities 76 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Notes to the Financial Statements 34. NET LIABILITY TO LESSOR OF JEDB/SLSPC ESTATES - (GROUP/COMPANY) (Contd…) 34.4 Maturity Analysis (Contd…) 2013/2014 2012/2013 Rs. Rs. 34.4.6The contingent rental of Rs.54,120,630/- has been recovered from Lalan Rubber (Pvt) Ltd, ASPIC Corporation (Pvt) Ltd and Walters Bay Tea Estates (Pvt) Ltd as per operating agreements entered into with parties concerned and balance contingent rental of Rs. 7,336,612/- has been charged to statement of comprehensive income during the year and is based on GDP deflator of 8.9% (2012). 34.4.7The Statement of Recommended Practice (SoRP) for Right-to-use of Land on Lease was approved by the council of the Institute of Chartered Accounts of Sri Lanka on 19th December, 2012. Subsequently, the amendments to the SoRP along with the modification to the title as Statement of Alternative Treatment (SoAT) were approved by the council on 21st August, 2013. The company has not reassessed the Right-to-use of Land because this is not mandatory requirement. However, if the liability is reassessed according to the alternative treatment (SoAT) on the assumption that the lease rent is increased constantly by GDP deflator of 4% and discounted at a rate of 11%, liability would be as follows: 35. REDEEMABLE DEBENTURES (GROUP/COMPANY) Balance At the Beginning of the Year Redemption During the Year Balance At the End of the Year 75,000,000 (25,000,000) 50,000,000 100,000,000 (25,000,000) 75,000,000 Current Maturity 25,000,000 25,000,000 Long Term Portion 25,000,000 50,000,000 During the financial year 2009/2010 the company has issued Rs. 100Mn worth of Redeemable Debentures to the Plantation Trust Fund on 27th July, 2009. Further, details are given in the table below: Debenture Agreement Ref. Par Value No of Maturity Interest Rs. Debentures Period Rate Issued Debenture 2014 A 25,000,000 01 Redeemable in 5 years from 15.33 % p.a the date of subscription Debenture 2014 B 25,000,000 01 Redemption shall be on 15.58 % p.a or before 30th June, 2015 Group Company 36. TRADE AND OTHER PAYABLES 2013/2014 2012/2013 2013/2014 2012/2013 Rs. Rs. Rs. Rs. Trade Creditors 215,666,894 221,745,720 138,072,157 149,802,946 Payable to Bolted Workers Note 36.1 78,030,404 77,844,060 78,030,404 77,844,060 Accruals and Other Payables 245,762,308 238,152,927 214,986,481 204,232,543 Rental Payable - JEDB/SLSPC 10,569,932 14,271,536 10,569,932 14,271,536 550,029,538 552,014,243 441,658,974 446,151,085 Group Company 2013/2014 2013/2014 36.1 Payable to Bolted Workers Rs. Rs. Balance at the Beginning of the Year 77,844,060 77,844,060 Provision Made During the Year 5,148,595 5,148,595 Payment Made During the Year (4,962,251) (4,962,251) 78,030,404 78,030,404 37. AMOUNTS DUE TO RELATED PARTIES Metropolitan Resource Holdings PLC Ceylon Tea Gardens Limited 38. 1,670,834 24,856,569 26,527,403 1,670,834 25,292,153 26,962,987 - 24,856,569 24,856,569 25,292,153 25,292,153 CONTINGENT LIABILITIES AND CONTINGENT ASSETS 38.1 Contingent Liabilities The contingencies in respect of pending litigations in Labour Tribunals are not expected to crystallize in a material liability to the Company/ Group and no other contingent liabilities exist as at the date of the statement of financial position other than those disclosed in Note 31.2 to the financial statements and circumstances disclosed below: a) b) The Company has provided a corporate Guarantee on behalf of BPL Teas (Pvt) Ltd amounting to US $ 1,685,000/- and Rs.25,000,000/- to Commercial Bank of Ceylon PLC. As per the assessment (dated 11.06.2012) issued to the Company by the Department of Inland Revenue amounting to Rs. 20.5 Mn additional VAT liability would crystallize. The tax appeal no. TAC/VAT/04/2014 has been made by the company and appeal has been fixed for hearing on 05th August, 2014. 38.2 Contingent Assets There is no contingent asset as at the reporting date. BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 77 Notes to the Financial Statements 39 UNRECOGNIZED CONTRACTUAL COMMITMENTS There have been no capital commitments contracted but not provided for, or authorized by the board but not contracted for, outstanding as at the date of the statement of financial position. 40. RELATED PARTY DISCLOSURES 40.1 Substantial Shareholding and Ultimate Parent Company The company is a subsidiary of Metropolitan Resource Holdings PLC, which holds 67.35% of ordinary shares of the company. In the opinion of the directors, the company’s ultimate parent company as at the date of Statement of Financial Position is Metropolitan Resource Holdings PLC. 40.2 Key Management Personnel Information The Directors of the company have Interest in the transactions detailed below and some directors held the post of Directors of such related companies during the year. The transactions listed below have been carried out under normal commercial terms. Mr. D. J. Ambani, Mr. C. M. O. Haglind, Mr. L. J. Ambani, Mr. S. A. S. Jayasundara and Mr. J. Molligoda, the directors of the company are also directors of the following companies and have had transactions as disclosed in Note 40.3.1 below. 40.3 Related Party Transactions The company has a related party relationship with its related group companies as disclosed below. The following transactions have been carried out with related parties during the year ended 31st March, 2014 under normal commercial terms. 40.3.1Transactions With Companies in Which Directors of the Company Hold Other Directorships The Company has carried out transactions with entities where the Chairman or a Director of the Company is the Chairman or a Director of such entities as detailed below: 40.3.1.1Transactions with Ultimate Parent Company Name of the Ultimate Parent Company Name of Directors Relationship Nature of Transaction Metropolitan Resource Mr.D.J. Ambani Chairman Holdings PLC. (MRH). Mr. L.J.Ambani Director Mr.C.M.O.Haglind Director Mr.S.A.S.JayasundaraDirector Mr. J. Molligoda Director Management fees paid 24,228,544 (including VAT and NBT) Settlements of outstanding. 1,545,083 Expenses incurred by the company on behalf of MRH. 1,846,583 11,792,159 40.3.1.2Transactions with Other Related Companies Name of the Company Name of Directors Relationship Nature of Transaction Ceylon Tea Gardens Limited. (CTGL) Mr. D. J. Ambani Mr. L. J. Ambani Chairman Director BPL Teas ( Pvt) Mr. D. J. Ambani Chairman Limited. (BPL) Mr. C.M.O. Haglind Director Mr. L. J. Ambani Director Mr. J. Molligoda Director Amounts 2013/2014 2012/2013 Rs. Rs. Expenses incurred by the company on behalf of CTGL. Amounts 2013/2014 2012/2013 Rs. Rs. 435,584 173,382 Funds receiving as 23,399,177 36,591,700 reimbursement of expenses made by the company. Expenses incurred 2,538,903 438,589 by the company. Interest received against 775,812 2,706,825 the outstnding. Funds Transfers - 17,000,000 Transfer of tangible assets - 7,159,170 and finished goods. Issue of corporate guarantees on behalf of BPL Teas (Pvt) Ltd amounting to US $ 1,685,000 and Rs.25,000,000/to Commercial Bank of Ceylon PLC. 78 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Notes to the Financial Statements 40. RELATED PARTY DISCLOSURES (Contd…) 40.3.1.2Transactions with Other Related Companies (Contd…) Name of the Company Name of Directors Relationship Nature of Transaction Amounts 2013/2014 2012/2013 Rs. Rs. Metrocorp (Pvt) Mr. D. J. Ambani Chairman Reimbursement of Rent and - Ltd. (MPL) Administration Expenses. Mr. L. J. Ambani Director Expenses incurred by the 1,450,204 company. Funds receiving against the 1,542,786 expenses incurred by the company. Tea Trails (Pvt) Ltd. Mr. D. J. Ambani Director Income received for renting 7,412,357 (TTPL) out bungalows (Including VAT and NBT). Revenue share income 10,858,117 (Including VAT and NBT). Settlements made by TTPL. 17,615,525 Eco Power (Pvt) Ltd. Mr. D. J. Ambani Chairman Revenue share income 4,609,278 (EPPL) Mr. L. J. Ambani (Including VAT and NBT). Director Settlements made by EPPL. 4,739,817 40.3.1.3Subsidiary - BPL Teas (Pvt) Ltd Amounts Name of the 2013/2014 Company Name of Directors Relationship Nature of Transaction Rs. 1,528,730 98,734 104,737 6,326,283 6,916,708 1,075,844 2,660,892 - 2012/2013 Rs. Metropolitan Mr. D. J. Ambani Ultimate Management fees paid. 3,751,406 Resource Mr. L. J. Ambani Parent (including VAT and NBT) Holdings PLC Mr. C. M. O. Haglind Mr. J. Molligoda Walters Bay Mr. D. J. Ambani Director Expenses incurred on behalf 10,995,724 2,000,000 Bogawantalawa Tea Mr. J. Molligoda Director of WBBTE. Estates (Pvt) Ltd. (WBBTE) Purchase of tea on behalf 14,909,705 4,748,207 of WBBTE Royalty fee received from 33,827,759 WBBTE 40.3.2Transactions with Key Management Personnel ( KMP ) of the Company or Parent Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the company as well as its related parties, directly or indirectly, including any director (whether executive or otherwise) of the company. a) Loans to Directors No loans have been given to the directors of the company and its parent company. b) Compensation to Key Management Personnel Group 2013/2014 2012/2013 Rs. Rs. Company 2013/2014 2012/2013 Rs. Rs. Short-Term Employment Benefits 14,669,080 14,669,080 c) Group has not incurred any amount as termination benefits or post employment benefits on account of the Key Managerial Personnel during the year. 7,784,125 40.3.3Amounts receivable and payable to related parties are disclosed in Notes 26 and 37 to the financial statements. 7,784,125 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 79 Notes to the Financial Statements 41. OPERATING AGREEMENT WITH LALAN RUBBERS (PVT) LTD The Company has entered into an Operating Agreement (OA) with Lalan Rubbers (Pvt) Ltd., (LRL) effective from 19th March, 2003 whereby LRL will operate and manage the Rubber Division of the Company from 01st April, 2003. Consequently, LRL will meet all capital and operating costs of the Rubber Division from 01st April, 2003 and will be entitled to keep all revenues obtained by the Division from that date. As per the terms of the OA, LRL will make a payment of approximately Rs 278.25 million to Bogawantalawa Tea Estates PLC (BTE PLC) in consideration for the operating rights obtained and of which Rs.120 million has been received in the year 2002/2003. LRL were required to pay the Company a further three payments of Rs. 52.75 million each on or before 15th March, 2004, 2005 and 2006 respectively. These amounts have been received by the company. LRL has also taken over the retiring gratuity liability of employees of the Rubber Division estimated at Rs.46.8 million (at actuarial value), the capital and future interest payments of the long term loans of Rs.105.3 million payable to the Commercial Bank of Sri Lanka and 48.21 % of the future annual land lease payments that are required to be made by BTE PLC to Janatha Estate Development Board (JEDB) and Sri Lanka State Plantations Corporation (SLSPC) until the terms of these leases expire. Accordingly, the retiring gratuity liability of Rs.46 8 million and the long term loans of Rs.105.3 million have been treated as amounts due from LRL and recognized as income during the year 2002/2003 as LRL has agreed to pay these liabilities on behalf of the Company. The Secretary, Ministry of Plantation industries (letter Ref. MP1/9/2/6/9 BPL/SL dated 10th February, 2010 addressed to the Company) informed the company that the Golden shareholder has granted covering approval to sub lease of the 13 rubber estates which have been transferred to Lalan Rubbers (Pvt) Ltd under the operating agreement in 2003 without prior approval of the Golden Shareholder. Accordingly, the company has entered into a sublease agreement with Lalan Rubbers (Pvt) Ltd on 12th February, 2010, and a further payment of Rs. 110 million has been made by Lalan Rubbers (Pvt) Ltd to the Company. However, all the assets and liabilities pertaining to those estates subleased to Lalan Rubbers (Pvt) Ltd continue to be reflected in the books of the company (other than Gratuity Liability) as this is considered an operating lease. In addition to the above sub leasing transaction, company has entered into another sub leasing transaction with LRL based on a MOU during the financial year of 2012/2013 as described bellow. However, still the approval from the Golden Shareholder has not been received in this regard as at the date of the Statement of Financial Position. The Company has entered into a Memorandum of Understanding (MOU) with Lalan Rubbers (Pvt) Ltd, (LRL) effective from 01st October, 2012 and up to 21st June, 2045 whereby LRL will operate and manage a total area approximately of 973 hectares comprising Anhettigama, Miyanawita and Maliboda estates. Consequently, LRL will be responsible for all day to day operations of the properties. However, all the movable assets in the properties shall remain the property of BTE PLC. As per the terms of the MOU, during the initial period of 5 years of this MOU, LRL shall invest a sum equivalent to Rupees Three Hundred and Sixty Six Million (Rs 366,000,000/-) for the purpose of developing the properties by tea/rubber replanting, tea/ rubber new planting and undertaking agricultural programs according to the initial plan. For and in consideration for the rights of Usufruct granted to LRL in respect of the properties, LRL shall pay to BTE a sum calculated by reckoning the amount payable in respect of the extent of land comprising the properties as a fraction of the total sum of money payable by BTE in terms of the said Indenture bearing No 1524, as rental for the entirety of the extent of land leased to the BTE by the Lessor viz. Nine Hundred and seventy Three (973) hectares out of Sixteen Thousand Two Hundred and Twenty (16220) hectares viz:- 973/16220; A further sum calculated in the following manner shall be paid by LRL to BTE PLC; Having deducted the lease rental as aforesaid, if the use of the Properties by LRL yields a profit in LRL calculated in accordance with Sri Lanka Accounting Standards and applicable law, a sum equivalent to 45% of the said profit after deducting any previous losses incurred through the use of the properties; and a sum equivalent to 25% of the effective tax benefits received by LRL with regard to the capital allowances connected to the project. 80 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Notes to the Financial Statements 42. OPERATING AGREEMENT WITH ASPIC CORPORATION (PVT) LTD The Company has entered into an Operating Agreement (OA) with ASPIC Corporation (Pvt) Ltd, (ASPIC) & Deraniyagala Tea Estates Ltd (DTEL) effective from 16th March, 2006 whereby ASPIC will operate and manage the Noori Estate excluding an extent of approximately 152.32 hectares covered by forestry and timber planted and to be planted under ADB projects and an extent of approximately 2 hectares thereof; and the coconut cultivation of the Maliboda Estate of the Company from 16th March, 2006. Consequently, ASPIC will meet all capital and operating costs of those estates from 16th March, 2006 and will be entitled to keep all revenues obtained by the estates from that date. As per the terms of the OA, ASPIC will make an initial payment of Rs.500,000/= to Bogawantalawa Tea Estates PLC (BTE PLC) in consideration for the operating rights obtained and of which the initial payment has been received during the year 2005/2006. ASPIC are required to pay the Company the following amounts before the due dates. Initial payment of Rs.500,000/= at the time of execution of the agreement and a payment of Rs.3.5 million on or before 31st January, 2007 and four payments of Rs.4 Million each on or before 31st January, 2008, 2009, 2010 and 2011. Meanwhile ASPIC is required to pay 4.8% of the future annual land lease payments that are required to be made by BTE PLC to Janatha Estate Development Board (JEDB) until the terms of these leases expire. The first payment of Rs.4 Million due on 31st January, 2008 was received by the Company. As per the amendment to the operating agreement dated 11th January, 2008, the above installment payments were amended as follows. 3 minimum payments of Rs.4 Million each on or before 31st January, 2009, 31st January, 2010 and 31st January, 2011 or 10% of the turnover of the company whichever is higher. As per second amendment to the operating agreement dated 31st May, 2011 DTEL requires to pay on yearly payment of 9% plus VAT and NBT on the turnover of the said company from 01st April, 2011 to 21st June, 2045. The operating agreement was terminated on 01st October, 2013 and Bogawanatalawa Tea Estate PLC has taken physical possession and control of the employees. 43. OPERATING AGREEMENT WITH WALTERS BAY TEA ESTATES (PVT) LTD An operating Agreement (MOU) was made on 29th September, 2011 by and between Bogawantalawa Tea Estates PLC (BTE PLC) and Walters Bay Tea Estates, LLC (WBTE US) and Walters Bay Tea Estates (Pvt) Ltd (WBTE SL). WBTE SL is a fully owned subsidiary of WBTES US. According to the agreement, WBTE SL on behalf of WBTE US, operate and manage three tea factories, namely Maliboda, Sapumalkanda and Noori and the tea lands coming under Maliboda and Noori estates (excluding the identified land covering rubber and forestry areas belonging to the said estates). Consequently WBTE US/ WBTE SL will meet all capital and operating costs of the said factories and lands of the estates from 01st July, 2011 until the 21st June, 2045. By letter dated 16th June, 2011 the Director PMMD for the secretary of Ministry of Plantation Industries has informed BTE PLC (Letter Ref, MP1/9/1/BGP/G-1) that the General Treasury has declared that it has no objections in principle, to the proposed management and operating agreement subject to the parties making necessary charges to MOU as per the opinion of the Department of Attorney General. All the assets and liabilities pertaining to those estates subleased to WBTE SL/WBTE US are continued to be reflected in the books of the company as this is considered an operating lease. Consideration for the MOU to BTE would be as follows: (i) During the first 05 year period commencing from the Effective Date ending 30th June, 2016 : -The amount due to BTE during the first three years of operations ending 30th June, 2014 shall be Rs.30 Million per each year. -Thereafter commencing 01st July, 2014 upto 30th June, 2016, it shall be Rs.40 Million per each year. (ii) During the period commencing from 01st July, 2016 upto the end of the agreement 21st June, 2045 the amount due to BTE PLC shall be computed as follows: -For the year commencing 01st July, 2016 and ending 30th June, 2017 the amount due to BTE shall be Rs. 45 Million. -For the year commencing 01st July, 2017 and ending 30th June, 2018 and years thereafter upto June, 2045 each year the figure shall be increased by the GDP deflator of the preceding year as stated by the Central Bank Annual Report. BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 81 Notes to the Financial Statements 44. EVENTS AFTER THE DATE OF THE STATEMENT OF FINANCIAL POSITION 44.1There have been no material events occurring after the date of the statement of financial position that require adjustment or disclosure in the financial statements. 45. PRICING POLICY Sales and purchases of goods and services to/from related parties were made at normal trading terms on arms length basis. Management fees provisions were made as per contractual arrangements. 46. COMPARATIVE INFORMATION Comparative Information of the Company/ Group has been reclassified wherever necessary to conform with the current year’s presentation/ classification. Company/ Group Following information was reclassified for the current year’s presentation: a) Immovable Estate Assets on Finance Lease Mature plantation of bearer biological assets which was classified under immovable LEDB/SLSPC estate assets on finance lease in previous year has been reclassified under bearer biological assets for fair presentation. Company/ Group Amount (Rs) Immovable Estate Assets on Finance Lease as per Previous Financial Statements Less: Mature Plantation Transferred to Bearer Biological Assets Immovable Estate Assets on Finance Lease as per Current Financial Statements. 210,365,390 (202,617,803) 7,747,587 b) Inventories Growing Crop Nurseries which were classified under inventories in previous year have been reclassified under bearer biological assets for fair presentation. Group Company Amount Amount (Rs) (Rs) Inventories as per previous Financial Statements Less: Growing Crop Nurseries Transferred to Bearer Biological Assets Inventories as per Current Financial Statements 623,558,419 (16,448,507) 607,109,912 410,294,281 (16,448,507) 393,845,774 c) Bearer Biological Assets Growing crop nurseries which were classified under inventories and mature plantation which was classified under immovable estate assets on finance lease have been reclassified under bearer biological assets for fair presentation. Company/ Group Amount (Rs) Bearer Biological Assets as per Previous Financial Statements Add: Mature Plantation Transferred from immovable Estate Assets on Finance Lease (Note 45 a) Growing Crop Nurseries Transferred from Inventories (Note 45 b) Bearer Biological Assets as per Current Financial Statements 1,208,258,584 202,617,803 16,448,507 1,427,324,894 82 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Notes to the Financial Statements 46. COMPARATIVE INFORMATION (Contd…) d) Retirement Benefit Obligations/ Trade and Other Payables Amount payable to bolted workers which was classified under retirement benefit obligations has been reclassified under trade and other payable since payment to be made within 30 days from the retirement. Company Amount (Rs.) Retirement Trade Benefit and Other Obligation Payable Balance as per Previous Financial Statements 703,364,306 368,307,025 Payable to Bolted Workers (77,844,060) 77,844,060 Balance as Per Current Financial Statements 625,520,246 446,151,085 Group Amount (Rs.) Retirement Trade Benefit and Other Obligation Payable Balance as per Previous Financial Statements 717,186,252 474,170,183 Payable to Bolted Workers (77,844,060) 77,844,060 Balance as Per Current Financial Statements 639,342,192 552,014,243 Group a) Subsidiary - BPL Teas (Pvt) Ltd The business loss of the local marketing division amounting Rs. 10,308,485/- which was previously classified under other income was re-classified on line by line basis as per the requirement of LKAS 01 (Presentation of Financial Statements) for fair presentation as follows: Statements of Comprehensive Income Current As Reported Presentation Previously Increase/ 2012/2013 2012/2013 (Decrease) Rs. Rs. Rs. Revenue 3,769,086,748 3,516,985,162 252,101,586 Cost of Sales (3,288,391,544) (3,094,033,598) (194,357,946) Gross Profit 480,695,204 422,951,564 57,743,640 Other Income 197,503,365 187,190,223 10,313,142 Distribution Costs (70,176,407) (25,366,903) (44,809,504) Administration Expenses (225,218,646) (204,145,315) (21,073,331) Other Expenses (11,920,621) (11,668,621) (252,000) Net Finance Income / (Expenses) (102,937,686) (101,015,739) (1,921,947) Profit Before Tax 267,945,209 267,945,209 b) Trade and Other Receivable/ Amount Due from Related Parties Amount receivable from Walters Bay Tea Estates (Pvt) Ltd which was classified under trade and other receivable has been reclassified under due from related parties for fair presentation. Company Amount (Rs.) Balance as per Previous Financial Statements Receivable from Walters Bay Tea Estates (Pvt) Ltd Balance as Per Current Financial Statements Trade and Amount Due Other from Related Receivables Parties 501,600,467 1.154,421 (6,748,207) 6,748,207 494,852,260 7,902,628 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 83 Notes to the Financial Statements 47. ASSETS PLEDGED The following assets of the company/ group have been pledged as collaterals for interest bearing loans obtained by the company/group to the respective financial institutions concerned. 47.1 Company Name of the Financial Institution/ Purpose of Facility Nature of the Facility Facility Granted Rs. Balance Outstanding As At 31.03.2014 Rs. Securities Pledged National Development Bank PLC Field Developments and Process Improvements LD0025000256 LD0025000257 LD0920800104 Term Loan Term Loan Term Loan 18,996,095 17,939,123 58,000,000 581,084 Mortgage over the leasehold right and movable (275,292) machinery of the two estates namely Loinorn and 39,485,042 Bogawantalawa. Field Developments and Process Improvements LD1127309186 Term Loan 113,000,000 102,010,000 Mortgage over leasehold rights of Loinorn, Bogawantalawa, Fettereso estates and all moveable and immovable assets. A lien over the “Debt Service Reserve Account” (DSRA) maintained with the bank, with a letter of set off in respect thereof. Irrevocable power of Attorney given to the bank in case of an unforeseen event to approach any other broker and obtain proceeds from auctions due to the company to service the loan. Financing Gratuity Payments LD1215983106 Term Loan 50,000,000 36,000,000 Mortgage over leasehold rights of Loinorn Bogawantalawa, Fettereso estates and all moveable and immovable assets. Upgrading the Lethenty Factory LD1217027807 Financing the purchase of machinery for factory development activities in all the up country factories and factory development activities of Kotiyagala and Campion estates. Term Loan 45,000,000 35,625,000 Term Loan 20,000,000 20,000,000 Primary movable mortgage over the new machinery acquired under the loan. For liquidation Securitization of high cost Loan debt and up country working capital requirement. Mortgage over the leasehold rights of Loinorn, Bogawantalawa and Fettereso buildings and machinery thereon which are already mortgaged to the bank together with a “Deed of Renunciation”. A lien over the “Debt Service Reserve Account” maintained with the bank, with a letter of set off in respect thereof. Irrevocable undertaking from a selected broker to transfer the sales proceeds directly to the “Debt Service Reserve Account” maintained with the bank. Irrevocable “Power of Attorney” given to the bank in case of an unforseen event to approach any other broker and obtain proceeds from auctions due to the company to service the loan. 200,000,000 200,000,000 Monies lying in the “Escrow Account” or monies to be realized on account of the “Escrow Account”, the deposits and all authorised investments made from time to time by the ‘Escrow Agent” in term of “Securuzed Debt Agreement”. 84 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Notes to the Financial Statements 47. ASSETS PLEDGED (Contd…) 47.1 Company (Contd…) Name of the Financial Institution/Purpose of Facility Nature of the Facility Balance Securities Pledged Facility Granted Outstanding As Rs. At 31.03.2014 Rs. Commercial Bank of Ceylon PLC 1) Under Plantations Sector Reform Project Reform Project a) To finance 70% of the total cost of crop development (Part A (I) ) Term Loan to be undertaken during year II of the project. 22,518,314 2,836,085 25,354,399 Term Loan b) To finance 50% of the total cost of crop development (Part A (III) ), to be undertaken during year III of the project. 28,628,375 31,088,960 6,140,907 65,858,242 86,805 5,187,160 1,228,107 6,502,072 Secondary mortgage bond No.1085 dated 04.11.1998 for Rs.12,000,000/- executed over the leasehold rights over the above tea estate. c) For field development and factory modernization. Term Loan 2,191,712 5,498,288 3,961,950 3,969,270 4,044,300 8,043,750 4,977,118 1,785,000 5,520,000 662,730 17,500,000 2,022,882 60,177,000 890,012 2,692,058 2,269,880 2,274,084 2,317,052 4,608,401 1,481,338 651,010 3,756,820 379,707 11,302,072 701,352 33,323,786 Primary ,mortgage bond No.888 dated 30.10.2000 for Rs.37,250,000/- executed over the leasehold rights over the estate namely Norwood. d) To finance the gratuity payments Term Loan of the estate workers. 30,000,000 11,350,509 Stocks and other movable assets together with an assignment over book debts. 2) To meet working capital requirement 10,000,000 Overdraft 314 Primary mortgage bond 1,180 No.646 dated 19.09.1977 for 1,494 Rs.21,208,000/- executed over the leasehold rights over the tea estate namely Wanarajah (Dickoya, Gampola). 6,090,942 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Notes to the Financial Statements 47. ASSETS PLEDGED (Contd…) 47.2 BPL Teas (Pvt) Ltd Name of the Financial Institution Nature of the Facility Balance Securities Pledged Facility Granted Outstanding As At 31.03.2014 Rs. Rs. Commercial Bank of Ceylon PLC 1,601,950 Primary Mortgage for Rs.45 Mn over machinery executed by the company secondary mortgage bond for Rs.50 Mn 15,840,000 over machinery at No.21, Parakrama Road, - Mattumagala, Welisara. Term Loan 13,478,400 (108, 000 USD) Term Loan Term Loan 20,000,000 45,000,000 Bank Overdraft 30,000,000 Letter of Credit 20,000,000 Letters of Guarantees 20,000,000 Packing Credit Loan 73,902,400 (572,000 USD) Packing Credit Loan 695,944,240 (3,931,000` Euro) 142,871,280 Export Bill Purchase Facility 15,000,000 - Short Term Loan 20,000,000 84,159,587 Primary mortgage for Rs.5 Mn over the stocks in trade and other movable assets together with an assignment over book debts executed by the company. - Secondary mortgage for USD 850,000 and tertiary mortgage for USD 650,000 over the - stocks in trade and other movable assets together with an assignment over book debts executed by the company. 118,864,000 Quaternary mortgage for USD 500,000/over the stock in trade and other movable assets together with an assignment over book debts executed by the company. 20,000,000 Fifth mortgage for Rs.20 M over the stock in trade and other movable assets together with an assignment over book debts executed by the company. Fifth mortgage bond No.FCC/12/47 for Rs.20M over the stock in trade. One Off Short Term Loan Long Term Loan Finance Lease 75,000,000 35,000,000 Sixth mortgage bond for Rs.75 Mn over the stock in trade and book debts executed by the company. 220,612,500 (1,250,000 Euro) 220,975,000 Primary mortgage bond for Euro 1,250,000 to be executed over the 4 nos. tea bagging machines to be imported. 34,849,752 5,233,944 Absolute ownership of asset on finance lease. 85 Revenue 2,637,268,949 2,641,392,643 Cost of Sales (2,676,403,882) (2,377,787,889) Gross Profit/(Loss) (39,134,933) 263,604,754 Add : Gain on Fair Value of Consumable Biological Assets - - Other Income 77,710,829 64,715,611 Less : Unallocated Expenses - - Distribution Expenses - - Administration Expenses - - Net Finance Income/(Expenses) - - Profit / (Loss) from Before Taxation 38,575,896 328,320,365 Less : Taxation - - Net Profit/(Loss) for the Year 38,575,896 328,320,365 48.1.2 Segment Assets Non-Current Assets 1,522,383,035 1,613,075,023 Current Assets 569,188,530 580,361,157 2,081,571,565 2,193,436,180 48.1.3 Segment Liabilities Non-Current Liabilities 855,735,960 695,237,368 Current Liabilities 359,842,835 405,347,788 1,215,578,795 1,100,585,156 48.1.4 Segmental Expenses 48.1.4.1 Capital Expenditure 119,597,959 109,996,766 48.1.4.2 Depreciation/Amortization 93,368,979 93,368,979 - - - - - - (462,106) - (462,106) 650,956,280 4,906,250 655,862,530 - - - - 2,623,293 (1,948,432) - (1,948,432) 605,116,278 4,906,250 610,022,528 - - - - 2,623,293 291,346,407 16,189,912 257,276,057 473,753,995 731,030,052 380,173,416 447,568,292 827,741,708 42,974,375 42,974,375 - - 102,354 - (26,382,322) (71,362,110) (25,750,488) - - - 2013/2014 Rs. 2013/2014 Rs. 2012/2013 Rs. Total - 3,862,480,689 3,769,086,748 - (3,648,347,013) (3,288,391,544) - 214,133,676 480,695,204 2012/2013 Rs. Unallocated 24,698,333 14,732,894 20,604,829 405,729,283 426,334,112 105,016,922 393,946,139 498,963,061 79,282,234 79,282,234 - 2,594,056 1,382,019 1,613,476 38,988,557 40,602,033 8,020,644 79,303,184 87,323,828 3,696,741 3,696,741 - 774,997,422 88,771,065 863,768,487 28,609,240 23,943,917 (4,665,323) 350,539,309 382,310,565 (31,771,256) 537,690,271 3,290,690,795 2,913,547,103 119,141,053 1,189,737,321 1,164,984,616 656,831,324 4,480,128,116 4,078,531,719 (46,292,699) (14,521,444) (31,771,256) 4,788,963 850,009 54,995,340 17,677,166 23,930,987 17,201,338 468,533,762 131,241,369 163,415,049 128,776,513 1,075,343 1,215,657,851 1,255,659,586 2,330,283,344 1,972,577,126 43,947,426 270,531,539 205,384,035 1,143,116,926 1,060,408,532 45,022,769 1,486,189,390 1,461,043,621 3,473,400,270 3,032,985,658 6,808,607 66,630,017 73,438,624 (10,308,484) (111,907,820) (10,308,484) (107,242,497) - (4,665,323) - - - 118,734,030 114,365,356 118,734,030 114,365,356 22,827,910 - 4,657 99,049,246 109,955,187 176,862,429 197,503,365 - (275,025,773) (238,841,986) (275,025,773) (238,841,986) (25,366,904) (52,747,909) (44,809,503) - - (79,130,231) (70,176,407) (51,332,807) (29,721,811) (21,073,331) (254,485,708) (164,733,129) (355,569,629) (237,139,267) (26,654,883) (2,683,639) (2,173,945) (70,340,065) (74,108,858) (98,974,192) (102,937,686) 4,978,235 909,821,054 870,614,284 301,541,739 252,101,586 (5,440,341) (743,454,113) (710,805,366) (212,691,639) (194,357,948) (462,106) 166,366,941 159,808,918 88,850,100 57,743,638 - - - - - - 13,848,947 (15,797,379) (1,948,432) 48. SEGMENTAL ANALYSIS BY PRINCIPAL BUSINESS ACTIVITIES 48.1 GROUP Agriculture Manufacturing Tea Rubber Export Market Local Market 48.1.1 Segmental Results 2013/2014 2012/2013 2013/2014 2012/2013 2013/2014 2012/2013 2013/2014 2012/2013 Rs. Rs. Rs. Rs. Rs. Rs. Rs. Rs. 86 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Notes to the Financial Statements 119,597,959 93,368,979 48.2.4.2Depreciation/Amortization 93,368,979 109,996,766 2,623,293 - - - - 855,735,960 695,237,368 359,842,835 405,347,788 1,215,578,795 1,100,585,156 - - - (1,948,432) - (1,948,432) 605,116,278 4,906,250 610,022,528 - 64,715,611 - 328,320,365 - 328,320,365 13,848,947 (15,797,379) (1,948,432) 838,297,422 89,199,715 927,497,137 2,623,293 - 17,677,166 54,995,340 114,365,356 174,670,798 (238,841,986) 313,336,815 (26,534,999) 286,801,816 17,201,338 23,930,987 113,669,438 174,593,299 113,193,610 133,927,753 1,950,901,221 631,150,977 2,582,052,198 569,340,270 2,965,796,735 2,833,371,573 139,721,924 663,294,495 724,989,331 709,062,194 3,629,091,230 3,558,360,904 114,365,356 118,734,030 109,955,187 208,410,075 (238,841,986) (325,025,773) (14,521,443) (38,965,033) (26,534,999) (540,302) (41,056,442) (39,505,335) - 1,215,657,850 1,255,663,853 2,071,393,810 - 270,960,189 225,803,189 630,803,024 - 1,486,618,039 1,481,467,042 2,702,196,834 650,956,280 4,906,250 655,862,530 Total 2013/2014 2012/2013 Rs. Rs. - - 2,651,117,896 2,646,370,878 - (2,692,201,261) (2,383,228,231) - - (41,083,365) 263,142,647 Unallocated 2013/2014 2012/2013 Rs. Rs. - 118,734,030 - 130,699,246 - (325,025,773) (462,107) (75,592,497) - (540,302) (462,107) (76,132,799) 4,978,235 (5,440,342) (462,107) Rubber 2013/2014 2012/2013 Rs. Rs. 1,522,383,035 1,613,075,023 569,188,530 580,361,157 2,091,571,565 2,193,436,180 - 77,710,829 - (38,575,896) - (38,575,896) 2,637,268,949 2,641,392,643 (2,696,403,882) (2,377,787,889) (39,134,933) 263,604,754 48.2.4.1Capital Expenditure 48.2.2 Segmental Assets Non-current Assets Current Assets 48.2.3 Segmental Liabilities Non-current Liabilities Current Liabilities 48.2.4 Segmental Expenses Revenue Cost of Sales Gross Profit/ (Loss) Add : Gain on Fair Value of Consumable Biological Assets Other Income Less : Unallocated Expenses Profit/(Loss) Before Taxation Less : Taxation Net Profit/(Loss) for the Year Tea 2013/2014 2012/2013 Rs. Rs. SEGMENTAL ANALYSIS BY PRINCIPAL BUSINESS ACTIVITIES (Contd…) 48.2 COMPANY 48.2.1 Segmental Results 48. BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Notes to the Financial Statements 87 The carrying amounts of these financial assets and liabilities are a reasonable approximation of fair values, either due to their short term nature or that they are floating rate instruments that we re-priced to market interest rates on or near the reporting date. ii. Financial Assets Trade and Other Receivables Amount Due From Related Parties Cash and Cash Equivalents Financial Liabilities Trade and Other Payables Amounts Due to Related Parties Dividend Payable Short Term Borrowings Redeemable Debentures - Current Maturity Bank Overdrafts Current Portion of Interest Bearing Borrowings Interest Bearing Borrowings - Non-Current Portion Redeemable Debentures - Non-Current Portion 494,852,260 7,902,628 55,119,816 557,874,704 446,151,085 25,292,153 4,534,503 20,000,000 25,000,000 20,574 64,431,814 253,464,512 50,000,000 888,894,641 238,492,215 3,110,207 30,151,196 271,753,618 550,029,538 550,029,538 441,658,974 441,658,974 552,014,243 552,014,243 26,527,403 26,527,403 24,856,569 24,856,569 26,962,987 26,962,987 4,925,516 4,925,516 4,925,516 4,925,516 4,534,503 4,534,503 281,735,280 281,735,280 - - 280,020,630 280,020,630 25,000,000 25,000,000 25,000,000 25,000,000 25,000,000 25,000,000 95,643,718 95,643,718 11,484,131 11,484,131 50,437,570 50,437,570 136,476,373 136,476,373 102,262,315 102,262,315 73,836,044 73,836,044 620,861,552 620,861,552 382,342,641 382,342,641 255,879,437 255,879,437 25,000,000 25,000,000 25,000,000 25,000,000 50,000,000 50,000,000 1,766,199,380 1,766,199,380 1,017,530,146 1,017,530,146 1,318,685,414 1,318,685,414 238,492,215 3,110,207 30,151,196 271,753,618 260,808,479 22,281,556 48,053,522 331,143,557 515,934,093 52,343,066 38,969,252 607,246,411 494,852,260 7,902,628 55,119,816 557,874,704 515,934,093 52,343,066 38,969,252 607,246,411 446,151,085 25,292,153 4,534,503 20,000,000 25,000,000 20,574 64,431,814 253,464,512 50,000,000 888,894,641 260,808,479 22,281,556 48,053,522 331,143,557 The fair values of financial assets and liabilities by classes that are not carried at fair value and of which carrying amounts are reasonable approximation of fair values are as follows: 2013/2014 2012/2013 Group Company Group Company Carrying Fair Carrying Fair Carrying Fair Carrying Fair Amount Value Amount Value CAmount Value Amount Value Rs. Rs. Rs. Rs. Rs. Rs. Rs. Rs. Classes of financial instrument that are not carried at fair value and of which carrying amounts are a reasonable approximation of fair value and, i. 49. FAIR VALUE OF FINANCIAL INSTRUMENTS The fair value of a financial instrument is the amount of which the instrument could be exchanged or settled between knowledgeable and willing parties in an arm’s length transaction, other than in a forced liquidation or sale. Setout below is, 88 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Notes to the Financial Statements 12.63 1.30 5.00 0.50 27.75 17.00 29.60 Investors Ratios Price Earnings Ratio Earnings per Share Dividend Rate % Dividend per Share Net Asset Value per Share (Rs.) Market Price Equity to Assets % Equity Stated Capital 335,000 Retained Earning 578,103 Proposed Dividend 16,750 Total Equity 929,853 11,185 106 121 Production ( In ‘000 Kgs./ Nuts) Tea Rubber Coconut Operating Ratios Operating Profit Margin 6.48 Turnover per Employee (Rs.) 125,387 Return on Share Holders Funds % 4.69 Fixed Asset Turnover Ratio 0.96 Assets & Liabilities Property plant & Equipment 2,143,471 Investment 101,000 Current Assets 769,061 Creditors - Falling Due within one year -716,347 Working Capital 52,714 Non Current & Deferred Liabilities -1,090,647 Provision for terminal benefits -299,376 Financial Ratios Current Ratio 1.07 Fixed Assets to Current Assets (times) 2.79 Interest Cover 1.60 Company - Bogawantalawa Tea Estates PLC Period 2004/05 Trading Results Rs.000 Turnover 2,084,420 Gross Profit 135,169 Financing Cost -71,913 Profit & (Loss) for the Period 43,575 -0.97 3.06 0.00 1.07 3.16 1.17 502,500 437,088 16,750 939,588 959,120 -6.04 -2.24 5.00 0.50 18.70 13.50 28.79 335,000 607,370 16,750 19.46 0.87 5.00 0.50 28.13 16.00 34.68 9,389 - - 2,251,698 276,785 734,955 -756,771 -21,816 -1,167,993 -399,088 2,107,863 286,911 663,608 -620,251 43,357 (1,090,480) (319,230) 11,208 93 82 (0.38) 136,646 -11.96 0.94 Rs.000 2,107,102 (7,923) (74,812) (112,359) Rs.000 2,177,641 112,129 -79,786 29,266 4.28 138,263 2.31 0.88 2006/07 2005/06 1,013,907 502,500 511,407 - 20.94 1.48 0.00 0.00 20.18 34.50 29.68 9,472 - - 1.00 2.90 0.28 2,330,845 281,986 943,268 (832,813) 110,455 (1,129,404) (467,682) 7.57 173,605 7.33 1.17 Rs.000 2,736,017 251,738 -115,615 74,319 2007/08 770,926 502,500 268,426 - (2.76) (4.54) - - 15.34 12.50 24.74 7,952 - - 1.29 2.71 (1.66) 2,241,449 46,650 827,432 (639,665) 187,767 (1,217,078) (487,862) 1.36 148,858 (29.56) 0.97 Rs.000 2,177,498 29,625 (85,745) (227,905) 2008/09 884,451 502500 381951 - 16.16 2.26 - - 17.60 36.50 25.62 8,164.00 - 2.03 2.22 (0.37) 2,349,637 46,650 1,056,351 (521,435) 534,916 (1,402,578) (644,174) 8.14 204,658 12.84 1.26 Rs.000 2,960,384 240,862 (82,917) 113,524 2009/10 1,061,208 586,250 474,958 - 13.56 1.46 12.67 19.80 30.10 9,296 (1.62) 2.70 (1.06) 2,512,908 82,836 930,910 (573,529) 357,381 (1,329,987) (561,930) 9.47 291,033 11.13 1.23 Rs.000 3,080,590 291,644 (125,670) 118,132 2010/11 692,436 976,308 586,250 390,058 11.66 11.5 27.73 8.63 10.5 19.51 586,250 56,186 3.36 3.42 6,998 1.40 3.74 (0.26) 2,770,248 46,674 741,437 (528,306) 213,131 (1,350,380) (703,364) 9.94 281,170 29.38 0.96 Rs .000 2,646,370 263,142 (74,360) 286,801 2012/13 (2.32) -4.53 6,886 (1.11) 4.02 0.24 2,665,198 46,853 662,958 (597,569) 65,389 (1,544,079) (729,897) (13.31) 239,844 (52.75) 0.85 Rs .000 2,253,813 (300,051) (88,909) (365,244) 2011/12 926,894 586,250 340,644 11.07 9.3 25.92 (18.98) (0.49) 6,210 1.05 4.47 1.72 2,965,796 78,300 663,294 (630,803) 32,491 (1,393,907) (677,486) (1.55) 283,148 (4.43) 0.89 Rs .000 2,651,117 (41,083) (70,540) (41,039) 2013/14 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 89 Ten Year Summary 90 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Corporate Information Name of the Company : Bogawantalawa Tea Estates PLC Date of incorporation : 22nd June 1992 Company Registration No. : PQ 124 Legal Form : Quoted Public Company Stock Exchange Listing : The ordinary shares of the company are listed on the Stock Exchange in Sri Lanka Directors Mr. D J Ambani [Chairman] Mr L J Ambani Mr C M O Haglind Mr J Molligoda Mr D A de Silva Wickramanayake Mr S A S Jayasundara Secretaries and registrars P W Corporate Secretarial (Pvt) Ltd No 3/17, Kynsey Road, Colombo 08. Telephone : 4 897 711 / 4 897 722 Fax : 4 740 588 E mail : [email protected] Registered Office : No 153, Nawala Road, Narahenpita, Colombo-05, Sri Lanka Telephone : 2 510 100 Fax 2 510 178 E mail : [email protected] Auditors BDO Partners Chartered Accountants 65/2, Sir Chittampalam A Gardiner Mawatha Colombo 2. Bankers Commercial Bank of Ceylon PLC National Development Bank DFCC Bank Seylan Bank Sampath Bank Bank of Ceylon BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 91 Form of Proxy I/We the undersigned ................................................................................................................................…….... NIC No…....................................................... of ................................................................................................................................................................................................................................................................ being a member/s* of Bogawantalawa Tea Estates PLC hereby appoint: Mr. Dinesh Jamnadas Ambani Mr. Lalithkumar Jamnadas Ambani Mr. Carl Michael Oscarsson Haglind Mr. Don Ariyaseela De Silva Wickramanayake Mr. Sudath Ajitha Samaradivakara Jayasundara Mr. Jayampathi Molligoda of Colombo or failing him* of Colombo or failing him* of Sweden or failing him* of Colombo or failing him * of Colombo or failing him * of Colombo or failing him * ....................................................................................................……..............................................................................................………........................................... of …………….………………………………………………….........................................………………………………….………………… my/our * Proxy to vote as indicated hereunder for me/us* and on my/our* behalf at the Twenty First Annual General Meeting of the Company to be held on 30th September 2014 and at every poll which may be taken in consequence of the aforesaid Meeting and at any adjournment thereof: For Against Resolution 1 To receive and consider the Report of the Directors and the Statement of Accounts for the year ended 31st March 2014 with the Report of the Auditors thereon. Resolution 2 To re-elect Mr. S A S Jayasundara who retires in terms of Article No. 89 & 90 of the Articles of Association of the Company, as a Director. Resolution 3 To elect Mr. J Molligoda who retires in terms of Article No. 96 of the Articles of Association of the Company, as a Director. Resolution 4 To authorise the Directors to determine donations for the ensuing year. Resolution 5 To re-appoint Messrs. BDO Partners Chartered Accountants as Auditors of the Company and authorise the Directors to determine their remuneration. In witness my/our* hands this .............................................................. day of ........................................................ Two Thousand and Fourteen. * Please delete the inappropriate words. Instructions as to completion appear on the reverse. .......................................................... Signature of Shareholder/s 92 BOGAWANTALAWA TEA ESTATES PLC | Annual Report 2013/14 Instructions as to Completion 1. This Form of Proxy must be deposited at No. 153, Nawala Road, Narahenpita, Colombo 5 not less than forty five (45) hours before the time fixed for the Meeting. 2. In perfecting the Form of Proxy please ensure that all details are legible. 3. If you wish to appoint a person other than a Director of the Company as your proxy, please insert the relevant details in the space provided. 4. Please indicate with an ‘X’ in the space provided, how your proxy is to vote on the resolution. If no indication is given, the proxy in his discretion will vote as he thinks fit. 5. In the case of a Company/Corporation, the proxy must be under its Common Seal, which should be affixed and attested in the manner prescribed by its Articles of Association. 6. In the case of a Proxy signed by an Attorney, the Power of Attorney must be deposited at The Secretaries’ Office (i.e. P W Corporate Secretarial (Pvt) Ltd., 3/17, Kynsey Road, Colombo 8) for registration. 7. In the case of joint holders the Form of Proxy must be signed by the first holder.