Financial Report 2008/2009

Transcription

Financial Report 2008/2009
Contents
Page
Chairman’s Review
1
CEO’s Review
2
e-channelling Performance Charts
3
Board of Directors
5
Report of the Directors
6
Report of the Auditors
9
Balance Sheet
10
Income Statement
11
Statement of Changes in Equity
12
Cash Flow Statement
13
Accounting Policies
14
Notes to the Financial Statements
19
Share Information
27
Notice of Annual General Meeting
28
Form of Proxy
29
Name of the Company
e-Channelling PLC
Legal Form
Quoted Public Company incorporated in Sri Lanka in 2000
Ordinary share listed on the Second board of the Colombo Stock Exchange
Directors
Mr.S.S.Bartlett
Mr.N.Weerasekara
Mr.S.N.Seneviratne
Mr.I.Hettiarachchi (Alternate to Mr.N.Weerasekara)
Mr.T.K.D.A.P. Samarasinghe
Mr.P.V.S.N. Jayatissa (Alternate to Mr.T.K.D.A.P. Samarasinghe)
Secretaries and Registers
S.S.P.Corporate Services (Pvt) Limited
No 101, Inner Flower Road,
Colombo 03
Auditors
KPMG Ford, Rhodes, Thornton & Co
Chartered Accountants
32A,Sir Mohamed Macan Markar Mawatha
P.O.Box 186,
Colombo 03
Bankers
Sampath Bank PLC
Seylan Bank PLC
Nations Trust Bank PLC
Hongkong and Shanghai Banking Corporation
Registered Office of the Company
Suncity Towers,
Mezzanine Floor,
18, St Anthony’s Mawatha
Colombo 03
Tel: 011 5300500 Fax :011 4724114
Email: [email protected]
Internet: www.echannelling.com
Chairmanʼs Review
The HospitalNet solution which automates the operations of
a hospital has been fully deployed and continues to power
Nawaloka Hospital which is one of the largest in South Asia
handling large volumes of transactions. The company is still
looking to secure its second client for this solution which has
been a challenge in an environment where hospitals have
differed most large scale investment decisions. The company
signed up four new hospitals for the channelling solution and
an additional telecom provider to the 225 network.
I would like to take this opportunity to thank you the
I am pleased to provide this message on the recently
shareholders for keeping faith in the company, Board of
concluded year of operation at E-Channelling PLC. The period
Directors for their continued guidance and support, the CEO
2008/09 has been a time for further consolidation in an
and the team at E-Channelling for their tireless efforts. Our
extremely difficult business environment where interest rates
special thanks and appreciation is due to our valued customers
and inflation were at record levels.
for choosing E-Channelling as their preferred healthcare
platform and for placing their trust in the company. You have
The company continued its monopoly of the market in the
all contributed in no small measure in ensuring value to the
area of channelling with a majority of the hospitals using
shareholders and building a company that is well geared to
our channelling solution as its primary booking system. This
dominate this industry in the future.
is indeed significant and bookings via this system increased
by 33% during the year to a record 317,000 bookings and
revenues by a healthy 23% but the company still incurred a
Suresh Bartlett
loss of Rs 11.1 million which was similar to the previous period.
Colombo
This is primarily due to labour and other associated costs
31st July 2009
relating to the development of the HospitalNet Solution
(which was previously capitalized until such time the license
revenue started accruing to the company) now being charged
to expenses. Cash and cash equivalents have stabilized
at Rs 41 million with the organization now operationally
sustainable on a month on month basis and not dipping into
this reserve since mid way through the financial year.
1
CEOʼs Review
Significant revenue growth achieved by focusing on
Great ROI was achieved on the sales promotional activities
profitable channels and streamlining and automating
that were carried out during the year where we witnessed
the rest.
direct increase in network bookings and awareness. We
are also leveraging on the strong relationships we have built
now with our hospitals and telecom partners; pushing the
message forward to the channelling public.
Even with the growth in revenue the Company incurred a
Rs. 11.1 million loss, which was predominantly due to the
rising cost in labour and infrastructure. However, we have
achieved the level of up-time and reliability which has never
been demonstrated in this sector before. The system is truly
available around the clock, especially for the web customer.
The web based booking, i.e. people channelling online has
seen the highest growth of all with a 36% increase.
Yet another year of exceptional revenue growth of 23%.
We have signed up more hospitals and more “225” Partners
The HospitalNet is now fully deployed at Nawaloka and
during the year and many more in the pipeline. Our revenue
is managing their end to end processes. The challenge has
per booking has also increased by 22% whilst maintaining
been to secure more customers for this Enterprise Solution
a “fair value” to our customers. However, there is more room
under the present economic climate. We have successfully
for growth here. We worked relentlessly hard in reducing
modularised this product and are targetting smaller
the cost of collection, distribution and support to ensure that
hospitals, pharmacies and laboratories. The pipeline for this
the overheads do not rise at the same rate as revenue, which
is looking strong with this new approach, but the challenge
is a challenge in the current market.
will be to achieve the level of revenues required to achieve
the break even for this SBU.
My sincere appreciation goes out to the Chairman and the
Board of Directors for their strategic input and direction
given throughout the year. I would like to thank my team; for
their valuable and dedicated contribution especially through
the downsizing that we went through during the year.
Last but not least, I thank all of you, our stakeholders, for your
support, confidence and trust that you have placed in us.
Whilst focusing on growing the revenue we spent a fair
The future is bright.
portion of our efforts on questioning and changing how
we did business. Through this we streamlined a number of
poor performing operations and automated them. All of this
Ravi Raveendran
achieved high level efficiency and visibility to the business
Colombo
and saw an end to us tapping into the reserve to manage the
31st July 2009
day to day operations.
2
eChannelling Performance Charts
Revenue generated from
fees charged from
appointments.
The number of
appointments made
through our network, i.e.
internet, telephone and the
pharmacy chains.
Conversion rate is the
share of the network based
appointments compared
to the total number of
appointments (which
includes appointments
made at the hospital
channelling counters)
3
eChannelling Performance Charts
Steady and consistent
growth in revenue from
our primary fee based
activities.
Steady growth in
appointments year on year.
Profit / (Loss) from the
eChannelling operation
since launch.
4
Board of Directors
Mr. Suresh Bartlett
Chairman / Independent, Non-Executive Director
Mr. Bartlett was appointed to the Board of E-channelling on
25 April 2007.
He is currently National Director of World Vision Lanka,
Chairman of Vision Fund Lanka. Mr. Bartlett‘s previous
appointments were in international development as Program
Director/Chief of Party at The Asia Foundation and Program
Director on the ICT4D eSri Lanka World Bank assignments.
Prior to this, Mr. Bartlett worked extensively in the corporate
sector in Finance, Banking and Information Technology both
locally and overseas - at National Mutual Life and ANZ
Banking Group in Melbourne, Australia and Informatics Group
in Colombo, Sri Lanka. His expertise and experience is in
Business/Finance, Operations and Technology Management,
Program and Project Management.
Mr. Bartlett is a Certified Practicing Accountant (CPA Australia), Chartered Management Accountant (ACMA - UK)
and a Chartered Manager (MCMI - UK & AIMM - Australia)
and his earlier experience was with KPMG Ford, Rhodes,
Thornton & Co. in Finance, Audit and special assignments.
Mr. Nissanka Weerasekera
Non-Independent, Non-Executive Director
Mr. Weerasekera was appointed to the Board of E-channelling
on 19 June 2006.
He is the Regional Managing Partner for South and Central
Asia, with responsibility for managing Aureos South Asia
Fund I, Aureos South Asia Fund LLC the operational activities
of the Aureos Central Asia Fund, and the pioneer funds of
Mr. Indika Hettiarachchi
Non-Independent, Non-Executive Director
Mr. Hettiarachchi was appointed to the Board of E-channelling
on 19 June 2006 and act as the alternate Director to
Mr. Nissanka Weerasekera.
Mr. Hettiarachchi is an Investment Principal with Aureos
Capital and is responsible for investments in Sri Lanka and
Bangladesh.
Prior to joining Aureos in 2006, Mr. Hettiarachchi was
Manager Research and Business Development (Real Estate/
Property Sector) at John Keells Holdings PLC. He has over
10 years experience in Private Equity/ Venture Capital,
Corporate Finance and Property sector.
Mr. Hettiarachchi is a Chartered Financial Analyst (CFA) and
holds a Bachelor of Science degree from the University of
Wisconsin, USA.
Mr. Satyajit Seneviratne
Non-Independent, Non-Executive Director
Mr. Seneviratne was appointed to the Board of E-channelling
on 01 August 2007.
Mr. Satyajit Seneviratne is the Head of Business Development
at Millennium Information Technologies Limited. A key member
of the strategic management team, his responsibilities include
sales in emerging and frontier markets and also enhancing
the company’s global position and awareness as a leading
provider of capital markets automation products. Prior to this,
he formed the Global Software Support Division and also the
Business Consulting Division within Millennium Information
NDB Venture Investments and Ayojana Fund.
Technologies Limited.
Prior to joining Aureos in November 2003, Mr. Weerasekera
was Chief Executive Officer of People’s Venture Investment
Company (PVIC) and subsequently Managing Director of
Nextventures, which was spun off from PVIC under Nissanka’s
leadership. He has 14 years private equity experience in Sri
Lanka.
Before joining Millennium Information Technologies Limited,
Mr. Seneviratne was employed by Apple Computer Inc., as
an Engineering Project Manager. He was responsible for all
software deliverables for the Apple Macintosh G3 desktop
Mr. Weerasekera has also been a Project Manager at the
United States Agency for International Development on SME
Finance-related projects and has several years’ operational
experience in Manufacturing and Finance.
He is a Fellow Member of the Chartered Institute of
Management Accountants, UK. He also holds a Masters
degree in Economics from the University of Colombo,
Sri Lanka and a Bachelor of Science Special degree in Physics
from the University of Peradeniya, Sri Lanka.
computer product range.
From ’90 – ’96, he served as the long-term computer specialist on
the USAID funded Financial Markets Project in Sri Lanka. He was
responsible for the initial and subsequent post-trade automation
projects of the Colombo Stock Exchange (CSE). He was also
involved in producing the Request for Proposals (RFP) and the
evaluation of the automated trading system for the CSE.
Mr. Seneviratne began his career as a Programmer Analyst
at the U.S. House of Representatives in Washington, D.C. He
holds a Master of Science in Computer Engineering from
Clemson University, South Carolina, USA and a Bachelor of
Science degree in Electrical Engineering from the University
of Texas at Austin, USA.
5
Report of the Directors on the Affairs of the Company
The Board of Directors are pleased to present their Report
Directorʼs Remuneration and Other Benefits
and the Audited Financial Statements of the Company for
Director’s remuneration in respect of the Company for the
the year ended 31st March 2009. The details set out herein
financial year ended 31st March 2009 is given in Note 20.2
provide pertinent information required by the Companies
to the Financial Statements.
Act, No.7 of 2007, the Colombo Stock Exchange Listing rules
and are guided by recommended best accounting practices.
Corporate Donations
No donations were made by the Company during the financial
Review of the Year
year for charitable or political purposes.
The Chairman’s Review describes the Company’s affairs and
mentions important events of the year.
Directors and their Shareholdings
Directors of the Company and their respective shareholdings
Principal Activity
as at 31st March 2009 are as follows.
The principal activity of the Company is to operate an
31.03.2009 31.03.2008
Internet based electronic commerce business to provide a
booking service for the consultation of doctors and related
medical services.
Mr. S.S. Bartlett
Nil
Nil
Mr. T.K.D.A.P. Samarasinghe
Nil
Nil
Auditorʼs Report
Mr. N. Weerasekera
Nil
Nil
The Auditor’s report on the financial statements is given on
Mr S.N. Seneviratne
66
66
page 9.
Mr. I. Hettiarachchi
Nil
Nil
Nil
Nil
(Alternate to Mr. N. Weerasekera)
Financial Statements
Mr. P.V.S.N. Jayatissa
The financial statements of the Company are given in pages
(Alternate to Mr. T.K.D.A.P. Samarasinghe)
10 to 13.
Mr. T.W. De Silva resigned from the Board with effect from
Accounting Policies
1st September 2008. Mr. D.J.P. Fernandopulle Alternate to
The accounting policies adopted in preparation of Financial
Mr. T.W. De Silva ceased to be a Director with effect from
Statements are given on pages 14 to 26. There were no
the same date.
material changes in the Accounting Policies adopted.
Mr. T.K.D.A.P. Samarasinghe resigned from the Board with
Interest Register
effect from 4th June 2009. Mr. P.V.S.N. Jayatissa Alternate
The Company maintains an Interest Register and the
Director to Mr. T.K.D.A.P. Samarasinghe ceased to be a
particulars of those directors who were directly or indirectly
Director with effect from the same date.
interested in a contract of the Company are stated there in.
The Board wishes to place on record the Company’s sincere
Directorsʼ Interest
appreciation for the valuable contribution extended to the
None of the directors had a direct or indirect interest in any
Company by Messrs T.W. De Silva, T.K.D.A.P. Samarasinghe
contracts or proposed contracts with the Company other
and P.V.S.N. Jayatissa during their tenure on the Board.
than as disclosed in Note 20 to the Financial Statements as
Related Party Transactions to the Financial Statements.
In terms of Article 89 of the Articles of Association of the
Company, Mr. S.N. Seneviratne retires by rotation at the
Mr. T.K.D.A.P. Samarasinghe was also a director of Lanka
Annual General Meeting and being eligible offers himself
Bell Ltd. During the year where Rs. 422,453 was paid for
for re-election.
communication lines to that company.
6
Report of the Directors on the Affairs of the Company
Auditors
Stated Capital
The Financial Statements for the year ended 31st March
The Stated Capital of the Company is Rs. 187,516,633 There
2009 have been audited by Messrs KPMG Ford, Rhodes,
was no change in the stated capital of the Company during
Thornton & Company, Chartered Accountants, who express
the year.
their willingness to continue in office. In accordance with the
Companies Act No.07 of 2007, a resolution relating to their
Reserves
re-appointment and authorising the Directors to determine
Retained losses as at 31st March 2009 amount to
their remuneration will be proposed at the forthcoming
Rs. 119,162,012. Movements are shown in the Statement of
Annual General Meeting.
Changes in Equity in the Financial Statements.
The Auditor’s Messrs KPMG Ford, Rhodes, Thornton &
Events subsequent to the Balance Sheet date
Company were paid Rs. 132,000 (2008 – Rs. 110,000) as
No significant events have occurred since the Balance Sheet
audit fees by the Company. In addition they were paid Rs Nil
date other than those disclosed in Note 23 to the Financial
(2008 – Rs. Nil.) by the Company for non-audit related work.
Statements.
As far as the Directors are aware, the Auditors do not have
Employment Policies
any relationship (other than that of an Auditor) with the
The Company identifies Human Resource as one of the most
Company other than those disclosed above. The Auditors
important factor contributing to the survival and growth of
also do not have any interest in the Company.
the Company in the current competitive business environment.
While appreciating and valuing the service of our employees
Dividends
a greater effort is made to hire the best talent from external
The Directors do not recommend the payment of a dividend
sources to maintain and improve the high quality of the
for the year ended 31st March 2009.
service.
Investments
Taxation
Details of investments held by the Company are disclosed in
The tax position of the Company is given in Note 18 to the
Note 6 to the Financial Statements.
Financial Statements.
Intangible Assets
Disclosure as per Colombo Stock Exchange Rule
An analysis of the Intangible Assets of the Company,
No.8.7
31.03.09
additions and impairments during the year and amortisation
31.03.08
charged during the year are set out in Note 4 to the Financial
Market price per share as at 31st March
7.75
15.50
Statements.
Highest share price during the year
16.00
36.50
Lowest share price during the year
6.50
12.00
Property, Plant and Equipment
An analysis of the property, plant and equipment of the
Shareholding
Company, additions and disposals made during the year and
The number of registered shareholders of the Company as at
depreciation charged during the year are set out in Note 2 to
31st March 2009 was 1,243.
the Financial Statements.
Major Shareholders
Capital Commitments
The twenty largest shareholders of the Company as at 31st
There are no material capital commitments that would require
March 2009, together with an analysis are given on page 27.
disclosures in the Financial Statements.
7
Report of the Directors on the Affairs of the Company
Statutory Payments
Post Balance Sheet Events
The Directors to the best of their knowledge and belief
Subsequent to the date of the Balance Sheet no circumstances
are satisfied that all statutory payments in relation to the
have arisen which would require adjustments to the accounts.
government and the employees have been made on time.
Significant post balance sheet events which in the opinion of
the Directors require disclosure are described in Note 23 to
Environment, Health and Safety
the financial statements.
The company policy continues to ensure that all environmental,
health and safety regulations are strictly adhered to minimize
Annual General Meeting
any adverse effect to the environment.
The Ninth Annual General Meeting of the Company will be
held at the Anthuriam Hall, Hotel Renuka, 328, Galle Road,
Corporate Governance
Colombo 03 on Wednesday 30th September 2009 at
The Directors are responsible for the formulation and
9.00 a.m.
implementation of overall business strategies, policies and
for setting standards in the short, medium and long term and
adopting good governance in managing the affairs of the
For and on behalf of the Board of Directors of
Company.
E-CHANNELLING PLC
Contingent Liabilities
There were no material contingent liabilities outstanding as
at 31st March 2009.
Director
Director
S S P Corporate Services
(Private) Limited, Secretaries
Date: 31st July 2009
8
Report of the Auditors
INDEPENDENT AUDITORSʼ REPORT
TO THE SHAREHOLDERS OF E-CHANNELLING PLC
Report on the Financial Statements
We have audited the accompanying financial statements of E-Channelling PLC which comprise the balance sheet as
at March 31, 2009, and the income statement, statement of changes in equity and cash flow statement for the year then
ended, and a summary of significant accounting policies and other explanatory notes.
Managementʼs 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.
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.
Opinion
In our opinion, so far as appears from our examination, the Company maintained proper accounting records for the
year ended March 31, 2009 and the financial statements give a true and fair view of the Companyʼs state of affairs
as at March 31, 2009 and of its loss and cash flows for the year then ended in accordance with Sri Lanka Accounting
Standards.
Report on Other Legal and Regulatory Requirements
These financial statements also comply with the requirements of Section 151(2) of the Companies Act No. 07 of
2007.
CHARTERED ACCOUNTANTS
Colombo
31st July 2009
9
Balance Sheet
AS AT 31ST MARCH 2009
Note
31.03.2009
Rs.
31.03.2008
Rs.
2
3
4
5
6.1
6,386,278
41,417
9,817,997
3,350,000
9,085,187
9,165,054
118,222
10,893,973
3,350,000
-
28,680,879
23,527,249
10,406,177
45,700,000
2,315,164
6,571,221
70,223,063
242,974
58,421,341
77,037,258
87,102,220
100,564,507
187,516,633
(119,162,012)
187,516,633
(107,999,277)
68,354,621
79,517,356
1,329,432
-
1,079,900
189,126
1,329,432
1,269,026
9,136,565
189,126
1,227,114
6,865,362
7,321,351
273,367
9,084,091
3,099,316
-
17,418,167
19,778,125
Total Liabilities
18,747,599
21,047,151
Total Equity & Liabilities
87,102,220
100,564,507
ASSETS
Property, Plant & Equipment
Leasehold Asset
Intangible Assets
Employees’ Share Ownership Trust (ESOT Fund)
Investments
Total Non Current Assets
Trade & Other Receivable
Short Term Investments
Cash & Cash Equivalent
7
6.2
Total Current Assets
Total Assets
EQUITY
Stated Capital
Retained Loss
8
Total Equity
LIABILITIES
Retirement Benefit Obligation
Lease Creditor
9
10
Total Non Current Liabilities
Trade & Other Payable
Lease Creditor
Related Party Payable
Current Tax Payable
Bank Overdraft
Total Current Liabilities
11
10
12
The above Balance Sheet is to be read in conjunction with the Accounting Policies and Notes to the financial statements on
pages 14 to 26.
These financial statements are prepared in compliance with the requirements of the Company’s Act No. 07 of 2007.
Malshani Thanthrige
Finance Manager
The Board of Directors are responsible for the preparation and presentation of these Financial Statements.
Signed for and on behalf of the board by,
Mr S S Bartlett
Chairman
Date: 31st July 2009
Colombo
10
Mr N B Weerasekera
Director
Income Statement
FOR THE YEAR ENDED 31ST MARCH 2009
31.03.2009
31.03.2008
Note
Rs.
Rs.
Revenue
13
38,484,507
28,330,762
Other Income
14
601,092
-
(58,265,491)
(43,846,779)
(1,484,513)
(5,755,926)
Administrative Expenses
Selling & Distribution Expenses
Loss from Operating Activities
15
(20,664,405)
(21,271,943)
Financial Income
16
12,347,867
14,471,564
Financial Cost
17
(74,957)
(688,749)
(8,391,496)
(7,489,128)
(2,771,239)
(3,243,902)
(11,162,735)
(10,733,030)
(0.64)
(0.62)
Loss Before Taxation
Income Tax Expenses
18
Loss for the Year
Loss per share - Basic
19
The above Income Statement is to be read in conjunction with the Accounting Policies and Notes to the financial statements on
pages 14 to 26.
11
Statement of Changes in Equity
FOR THE YEAR ENDED 31ST MARCH 2009
Balance as at 31st March 2007
Loss for the year
Balance as at 31st March 2008
Loss for the year
Balance as at 31st March 2009
Stated
Retained
Total
Capital
Losses
Rs.
Rs.
Rs.
187,516,633
(97,266,247)
90,250,386
-
(10,733,030)
(10,733,030)
187,516,633
(107,999,277)
79,517,356
-
(11,162,735)
(11,162,735)
187,516,633
(119,162,012)
68,354,621
The above Statement of Changes in Equity is to be read in conjunction with the Accounting Policies and Notes to the financial
statements on pages 14 to 26.
12
Cash Flow Statement
FOR THE YEAR ENDED 31ST MARCH 2009
31.03.2009
Rs.
31.03.2008
Rs.
(8,391,496)
(7,489,128)
Adjustments for
Depreciation & Amortization
Profit from Disposal of Assets
Amortization of Government Bond
Gratuity Provision
Interest Income
Interest Expense
4,761,779
(185,217)
23,063
1,054,532
(12,347,867)
74,957
2,339,499
151,731
760,050
(14,471,564)
688,749
Operating Loss before Working Capital Changes
(15,010,249)
(18,020,663)
(952,033)
(9,084,091)
1,815,214
(111,059)
9,084,091
111,398
Cash used in Operations
(23,231,159)
(8,936,233)
Income Tax Paid
Interest Paid
Gratuity Paid
Interest Received
(3,578,371)
(74,957)
(805,000)
8,307,389
(2,453,928)
(688,747)
(375,000)
14,468,270
(19,382,098)
2,014,362
(783,472)
185,217
(35,063)
15,495,611
(8,132,566)
(9,600,289)
11,800,000
Net Cash Flow from / (used) in Investing Activities
14,862,293
(5,932,855)
Cash Flows from (Used in) Financing Activities
Proceeds from Short Term Borrowings
Settlement of Short Term Borrowings
Lease Installments Paid on Finance Lease
(273,367)
10,500,000
(10,500,000)
-
Net Cash Flows from / (used in) Financing Activities
(273,367)
-
(4,793,172)
242,974
(3,918,493)
4,161,467
(4,550,198)
242,974
2,315,164
(6,865,362)
242,974
-
(4,550,198)
242,974
Cash Flows From Operating Activities
Loss before Taxation
(Increase) / Decrease in Trade & Other Receivables
Increase/ (Decrease) in Amount Due to Related Parties
Increase/ (Decrease) in Trade & Other Payables
Net Cash Flow from / (used in) Operating Activities
Cash Flows from / (used in) Investing Activities
Acquisition of Property, Plant & Equipment
Proceeds from Property, Plant & Equipment
Acquisition of Intangible Assets
Proceeds from Investments uplifted (net)
Changes in Cash & Cash Equivalents
Cash & Cash Equivalents at the beginning of the Period
Cash & Cash Equivalents at the end of the Period (Note -A)
(Note -A) Cash and Cash Equivalents
Cash & Cash Equivalents
Bank Overdraft
The above Cash Flow Statement is to be read in conjunction with the Accounting Policies and Notes to the financial statements
on pages 14 to 26.
13
Accounting Policies
1. GENERAL
1.1
Legal Status and Domicile
E-Channelling PLC is a quoted public company incorporated on the 27th day of July 2000 and domiciled in Sri Lanka.
The Company commenced generating revenue from 24th July 2001. The registered office of the Company is located at
Suncity Towers, Mezzanine Floor, No.18, St. Anthony’s Mawatha, Colombo 3.
The principal activity of the Company is to operate an internet based electronic commerce (e-commerce) business with
the primary objective of providing a channelling service to consult doctors and related medical services.
The financial statements were authorized for issue by the Directors on 31st July 2009
1.2
Statement of Compliance
The financial statements of the Company have been prepared in accordance with the Sri Lanka Accounting Standards
(SLASs) as laid down by the Institute of Chartered Accountants of Sri Lanka, and the requirements of the Companies Act
No.7 of 2007.
1.3
Basis of Measurement
The Financial Statements are presented in Sri Lankan rupees, rounded to the nearest rupee. They are prepared on a
historical cost convention and no adjustment has been made for inflationary factors.
1.4
Use of Estimates and Judgements
The preparation of financial statements in conformity with SLAS requires management to make adjustments, estimates and
assumptions that affects the application of policies and reported amounts of assets and liabilities, income and expenses.
The estimates and associated 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 judgment about carrying values of
assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are
recognized in the period in which the estimate is revised if the revision affects only that period or in the period of the
revision and future periods if the revision affects both current and future periods.
The accounting policies have been consistently applied by the Company and are consistent with those used in previous
years.
1.5
Property, Plant and Equipment
(i) Recognition and Measurement
Property, Plant and Equipment is recorded at cost less accumulated depreciation less accumulate impairment loss
if any. The cost of property, Plant and Equipment is the cost of purchase and any incidental expenses thereon.
Gains and losses and disposal of items of Property, Plant and Equipment are determined by comparing the
proceeds for disposal with the carrying amount of Property, Plant and Equipment and are recognized net within
“other income” in income statement.
14
Accounting Policies (Contd)
(ii) Subsequent Cost
The Company recognizes in the carrying amount of an item of Property, Plant and Equipment. The cost of replacing
part of such an item when that the cost is incurred if it is probable that the future economic benefits embodied with
the item will flow to the company and the cost of the item can be measured reliably. All other costs are recognized
in the Income statement as an expense incurred.
(iii) Depreciation
Depreciation is charged to the Income Statement on a straight line basis to write off the cost of the assets over the
estimated useful lives of items of Property, Plant and Equipment. Depreciation is provided proportionately in the
month of purchase and in the month of disposal of the asset.
Estimated useful lives for the current and comparative periods are as follows.
Computer Equipment
2 Years
Computer Servers
5 Years
Furniture & Fittings
4 Years
Office Equipment
2 Years
Motor Vehicle
3 Years
Leased Asset
2 Years
(iv) Leased Assets
Lease assets in terms of which the Company assumes substantially all the risks and rewards of ownership are
classified as finance leases. Upon initial recognition the leased asset is measured at an amount equal to the lower
of its fair value and the present value of the minimum lease payments. Subsequent to initial recognition, the asset
is accounted for in accordance with the accounting policy applicable to that asset.
Other leases are operating leases and the leased assets are not recognized on the Company’s Balance Sheet.
Lease payments are recognized as an expense in the Income Statement on a straight line basis over the term of the
lease.
(v) Impairment of Assets
The non-financial asset is considered to be impaired if objective evidence indicates that one or more events have
had a negative effect on the estimated future cash flows of that asset.
The carrying amount of the company assets are reviewed at each balance sheet date to determine whether
there is any indication of impairment. If any such indication exists, the asset’s recoverable amount is estimated.
An impairment loss is recognized whenever the carrying amount of the asset exceeds its recoverable amount.
Impairment losses are recognized in the income statement.
1.6
Intangible Assets
(i) Research and Development
Expenditure on research activities, undertaken with the prospect of gaining new scientific or technical knowledge
and understanding, is recognised in profit or loss when incurred.
Development activities involve a plan or design for the production of new or substantially improved products
and processes. Development expenditure is capitalized only if development cost can be measured reliably,
15
Accounting Policies (Contd)
the product or process is technically and commercially feasible, future economic benefits are probable, and
the company intends to and has sufficient resources to complete development and to use or sell the asset.
The expenditure capitalized includes the cost of materials, direct labour and overhead costs that are directly
attributable to preparing the asset for its intended use. Other development expenditure is recognized in profit or
loss as incurred.
Capitalized development expenditure is measured at cost less accumulated amortisation and accumulated
impairment losses.
(ii) License Fees
Licenses acquired by the Company are measured at cost less accumulated amortization and accumulated
impairment losses.
(iii) Subsequent Expenditure
Subsequent Expenditure is capitalised only when it increase the future economic benefits embodied in the specific
asset to which it relates. All other expenditure is recognised in the Income Statement as incurred.
(iv) Amortization
Amortization is recognised in the Income Statement on a straight line basis over the estimated useful lives of
intangible assets, from the date that they are available for use. The estimated useful lives for the current and
comparative periods are as follows.
1.7
License Fee
3 Years
Hospital Net
10 Years
Investments
Investments in Treasury Bonds
Investments in treasury bonds held for maturity are reflected at the value of bonds purchased and the discount / premium
accrued thereon. Discount received / premium paid is taken to the Income Statement on a straight line basis.
1.8
Trade and Other Receivables
Trade receivables are stated at the amounts they are estimated to realise net of provisions for bad and doubtful
receivables.
1.9
Cash and Cash Equivalents
Cash and cash equivalents are defined as cash in hand, demand deposits and short term highly liquid investments, readily
convertible to known amounts of cash and subject to insignificant risk of changes in value.
1.10 Employee Benefits
(i) Defined Contribution Plans Employee Provident Fund & Employees Trust Fund
Employees are eligible for Employees’ Provident Fund Contributions and Employees’ Trust Fund Contributions in
line with the respective statutes and regulations. The Company contributes 15% and 3% of gross emoluments of
employees to Employees’ Provident Fund and Employees’ Trust Fund respectively.
16
Accounting Policies (Contd)
(ii) Retirement Benefits Obligations – Gratuity
Provision has been made for retirement gratuities from the first year of service for all employees in conformity
with the SLAS 16. However under the Payment of Gratuity Act, No. 12 of 1983, the liability to an employee arises
only on completion of 5 years of continued service.
The gratuity liability is not externally funded nor is actuarially valued. The Gratuity Liability is valued using the
Gratuity Formula Method as allowed by Sri Lanka Accounting Standards 16- Employee benefits.
(iii) Liabilities and Provisions
A provision is recognized in the Balance Sheet when the Company has a legal or constructive obligation as a result
of past events and it is probable that an outflow of economic benefits will be required to settle the obligations,
and a reliable estimate of the amount can be made.
1.11 Revenue Recognition
Revenue is recognised when 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 and the
amount of revenue can be measured reliably.
Revenue is measured at the fair value of the consideration received or receivable net of trade discounts or sales taxes.
The following specific criteria are used for purpose of recognition of revenue.
(i) Rendering of Services
Revenue from rendering of services is recognised in the accounting period in which the services are rendered
(ii) Interest Income
Interest Income is recognized on an accrual basis.
1.12 Expenditure Recognition
Expenses are recognised in the income statement 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 Income Statement the directors are of the opinion that the nature of expenses method
present fairly the elements of the Company’s performance, and hence such presentation method is adopted.
(i) Borrowing Costs
Borrowing costs are recognized as an expense in the period which they are incurred.
(ii) Interest Costs
Interest Costs are recognized as an expense in the period which they are incurred.
1.13 Income Tax Expense
(i) Current Taxes
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 its
amendments thereto.
17
Accounting Policies (Contd)
(ii) Deferred Taxation
Deferred tax is recognized using the balance sheet liability method, providing for temporary differences between
the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation
purposes. The amount of deferred tax is provided based on the expected manner of realization or settlement of
the carrying amount of assets and liabilities, using tax rates enacted or substantively enacted at the balance sheet
date.
The principal temporary differences arise from depreciation on Property, Plant and Equipment, tax losses carried
forward and provisions for defined benefit obligations. Deferred tax assets relating to the carried forward of unused
tax losses are recognised to the extent that it is probable that future taxable profit will be available against which
the unused tax losses can be utilized.
Deferred tax assets are reviewed at balance sheet date and are reduced to the extent that it is no longer probable
that the related tax benefit will be realized.
1.14 Cash Flow Statement
Cash Flow Statements have been prepared using the indirect method in accordance with Sri Lanka Accounting Standards
9 – Cash Flow Statements. For the purpose of Cash Flow Statement, cash and cash equivalents consist of cash in hand and
deposits in banks, net of outstanding bank overdrafts. Investments with short maturities i.e. three months or less from the
date of acquition are also treated as cash equivalents.
1.15 Commitments and Contingencies
Contingencies are possible assets or obligations that arise from an event and would be confirmed only on the occurrence
of uncertain future events, which are beyond the Company’s control.
1.16 Comparative Figures
The accounting policies have been consistently applied by the Company and are consistent with those used in the
previous year. Comparative information is reclassified where necessary in order to provide a more appropriate basis
for comparison and disclosed in the note 24 to the financial statements.
1.17 Directors Responsibility Statement
The Board of Directors takes the responsibility for preparation of these Financial Statements.
1.18 Segment Reporting
A segment is a distinguishable component of the company that is engaged in either providing product or services (business
segment), or in providing product or services within a particular economic environment (geographical segment), which is
subject to risks and rewards that are different from those of other segments.
Management believes that it is not practical to provide segment costs and expenses and consequently segment profits and
losses, since a realistic allocation cannot be made. The fixed assets used in the Company’s business are not identifiable
to any particular reportable segment and can be used interchangeably among segments. Consequently Management
believes that it is not practical to provide segmental disclosures relating to total assets since a realistic analysis among
the various operating segments is not possible.
18
Notes to the Financial Statements
FOR THE YEAR ENDED 31ST MARCH 2009
2 Property, Plant & Equipment
Cost
As at the beginning of the year
Additions
Transfers
Disposals
As at the end of the year
Computer
Computer
Furniture &
Office
Motor
Total
Equipment
Servers
Fittings
Equipment
Vehicles
Rs.
Rs.
Rs.
Rs.
Rs.
Rs.
37,685,399
-
1,223,185
1,316,390
134,500
181,967
-
467,005
-
783,472
(27,023,787) 27,023,787
-
-
-
-
(78,337)
(53,862)
(75,750)
(455,149)
1,144,848
1,729,533
(247,200)
10,548,912 27,205,754
236,000 40,460,974
160,250 40,789,297
Accumulated Depreciation
As at the beginning of the year
29,405,118
-
718,733
992,011
180,058
31,295,920
1,676,753
1,252,288
194,588
410,061
28,558
3,562,248
Transfers
(20,888,413)
20,888,413
-
-
-
-
Disposals
(247,200)
-
(78,337)
(53,862)
(75,750)
(455,149)
9,946,258
22,140,701
834,985
1,348,210
132,866
34,403,019
As at 31st March 2009
602,654
5,065,053
309,864
381,323
27,384
6,386,278
As at 31st March 2008
8,280,281
-
504,452
324,379
55,942
9,165,054
Charge for the year
As at the end of the year
Carrying Amount
Plant and equipment includes fully depreciated assets in use at the balance sheet date, the cost of which at 31st March
2009 amounted to Rs. 31,356,295 (2008 - Rs. 28,715,132).
3 Leasehold Asset
Cost
As at the beginning of the year
Additions
As at the end of the year
Laptop
Total
Rs.
Rs.
140,000
140,000
-
-
140,000
140,000
As at the beginning of the year
21,778
21,778
Charge for the year
76,805
76,805
As at the end of the year
98,583
98,583
Accumulated Depreciation
Carrying Amount
As at 31st March 2009
41,417
As at 31st March 2008
118,222
19
Notes to the Financial Statements (Contd)
FOR THE YEAR ENDED 31ST MARCH 2009
4 Intangible Assets
License Fee
Hospital Net
31.03.2009
31.03.2008
Rs.
Rs.
Rs.
Rs.
As at the beginning of the year
122,800
10,804,943
10,927,743
1,327,454
Additions
46,750
-
46,750
9,600,289
As at the end of the year
169,550
10,804,943
10,974,493
10,927,743
As at the beginning of the year
33,770
-
33,770
33,770
Amortization for the year
42,232
1,080,494
1,122,726
-
As at the end of the year
76,002
1,080,494
1,156,496
33,770
Carrying Amount
93,548
9,724,449
9,817,997
10,893,973
Cost
Accumulated Amortization
Company has entered into an agreement with Nawaloka Hospital PLC on 7th September 2005 to develop a healthcare
management system called Hospital Net. This was capitalized end of March 2008 by the Company.
31.03.2009
31.03.2008
Rs.
Rs.
3,350,000
3,350,000
-
-
3,350,000
3,350,000
5 Employeesʼ Share Ownership Trust (ESOT Fund)
Balance as at the beginning of the year
Loan settled during the year
Balance as at the end of the year
During the year ended March 31, 2002 the Company set up an Employee Share Ownership Trust to issue Ordinary Shares
of the Company to it’s employees. The Trust loan was created by the allocation of 350,000 ordinary shares issued at the
par value (Rs. 10) and Rs. 15,000 shares has been settled during the year ended March 31, 2006.
The scheme was set up for the employees of the Company including any director holding a salaried employment or officer in
the Company. Shares shall be allotted to participants only at the end of the probation period unless the Board of Directors
shall otherwise determine.
Dividend and other income on these shares would be paid to the Company by the Trust in order to settle the loan.
No shares were allotted to employees during the financial year 2008/2009.
20
Notes to the Financial Statements (Contd)
FOR THE YEAR ENDED 31ST MARCH 2009
31.03.2009
31.03.2008
Rs.
Rs.
6 Investments
6.1
Long Term Investment
Investment in Treasury Bond (Interest Rate 15.5%)
9,085,187
-
9,085,187
-
-
10,023,063
21,000,000
-
-
22,500,000
24,700,000
37,700,000
45,700,000
70,223,063
1,494,018
516,206
Advance & Prepayments
2,457,715
2,369,792
WHT & Tax Receivables
1,373,104
1,329,586
Interest Receivable
3,291,480
460,667
Refundable Deposits
1,789,860
1,894,970
10,406,177
6,571,221
Stated Capital
187,516,633
187,516,633
No. of Shares
17,337,345
17,337,345
(20.01.2009-01.08.2010)
6.2 Short Term Investment
Investment in Government Bond (Interest Rate 9.5%)
Fixed Deposits
Repurchase of Treasury Bonds
Commercial Papers
7 Trade & Other Receivables
Trade Receivables
8 Stated Capital
The holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote
per individual present at meetings of the shareholders or one vote per share in case of a poll. All shares are ranked equally
with regard to the Company’s residual assets.
9 Retirement Benefit Obligations
Balance at the beginning of the year
1,079,900
694,850
Provision for the Year
1,054,532
760,050
Paid during the Year
(805,000)
(375,000)
1,329,432
1,079,900
Balance at the end of the year
21
Notes to the Financial Statements (Contd)
FOR THE YEAR ENDED 31ST MARCH 2009
9 Retirement Benefit Obligations (Contd)
The retirement benefit plan entitle, a retired employee to receive payment equal to 1/2 of final salary multiplied by the
number of completed years of service.
The retirement benefit plan valuation is carried out based on Gratuity Formula Method in accordance with SLAS 16.
Principal assumption as at the balance sheet date are as follows;
Discount Rate at 31st March 2009
12%
Future salary increase
5%
31.03.2009
31.03.2008
Rs.
Rs.
10 Lease Creditors
Lease Creditors payable within one year
203,189
348,324
Interest in suspense
(14,063)
(74,957)
189,126
273,367
Lease Creditors payable after one year
-
203,189
Interest in suspense
-
(14,063)
-
189,126
5,938,412
3,605,148
3,198,153
3,716,203
9,136,565
7,321,351
Balance at the beginning of the year
3,099,316
2,686,318
Provision for the year
2,771,239
3,243,902
WHT credit set-off during the year
(1,065,070)
(376,976)
Income tax paid
(3,578,371)
(2,453,928)
Balance at the end of the year
1,227,114
3,099,316
11 Trade & Other Payables
Trade Payables
Other Creditors & Accrued Expenses
12 Current Tax Payable
13 REVENUE
Revenue from Portals
Software Providing Income
Call Charges Income
22
29,207,371
25,162,431
7,483,758
3,085,413
1,793,378
82,918
38,484,507
28,330,762
Notes to the Financial Statements (Contd)
FOR THE YEAR ENDED 31ST MARCH 2009
31.03.2009
31.03.2008
Rs.
Rs.
185,217
-
415,875
-
601,092
-
4,761,779
2,339,499
Salary Related Expenses
19,211,194
9,812,769
EPF
2,213,933
1,351,801
ETF
442,787
276,122
132,000
110,000
1,054,532
760,050
120,750
-
121,351
199,500
12,347,867
14,471,564
12,347,867
14,471,564
-
641,121
74,957
47,628
74,957
688,749
12,272,910
13,782,817
2,771,239
3,243,902
14 Other Operating Income
Sale of Fixed Assets
Software Development (Others)
15 The loss from operations was arrived after charging the following.
Depreciation & Amortization
Audit Fee
Gratuity Provision
Penalties & Surcharges
Legal Expenses
16 Financial Income
Interest Income
17 Financial Cost
Reverse REPO Interest
Lease Interest
Net Financial Income
18 Income Tax Expenses
Current taxation
23
Notes to the Financial Statements (Contd)
FOR THE YEAR ENDED 31ST MARCH 2009
18 Income Tax Expenses (Contd)
The corporate income tax rate of eChannelling PLC is 35%. The full benefit of capital allowances arising in terms of section
25 of the Inland Revenue Act No. 10 of 2006 and amendments there to have been taken into account to determine taxation
for the year. The provision has been made in these Financial Statements on the taxable income arising from the interest
income of the Company. (The carried forward tax losses of the company up to 2008/2009 amounts to Rs. 131,298,382
(2007/2008 -Rs. 114,201,211)
31.03.2009
31.03.2008
Rs.
Rs.
(8,391,496)
7,489,128)
Reconciliation between the accounting loss and tax expenses
Accounting loss
Deductible expenses
Non deductible expenses
(19,190,857) (20,907,692)
7,363,761
6,063,882
(20,218,592)
(22,332,938)
Statutory Income- Income from other sources
12,451,935
14,577,120
Loss claimed (35% of statutory Income)
(4,358,177)
(5,101,992)
Taxable Income
8,093,758
9,475,128
35%
35%
2,832,815
3,316,295
SRL @ 1.5%
42,492
33,163
Tax Credits
(104,068)
(105,556)
2,771,239
3,243,902
131,298,382
114,201,211
1,329,432
1,079,900
-
3,440,974
132,627,814
118,722,085
(4,607,240)
-
128,020,574
118,722,085
35%
35%
44,807,201
41,552,730
Statutory losses from the business
Applicable tax rate
Tax on taxable income
Current tax expense
18.1 Deferred Tax
Deductible Temporary differences as follows:
Tax Losses
Retirement Benefit
Property Plant & Equipments
Taxable Temporary Differences
Property Plant & Equipments
Total Deductible Temporary Differences
Tax Rate
Unrecognized Deferred Tax Asset
No provision has been made in respect of deferred taxation as the Company has incurred tax losses and the temporary
differences are not expected to reverse on the above components and it is not probable that future taxable profit will
be available against which the Company can utilize the benefits there from, in the near future.
24
Notes to the Financial Statements (Contd)
FOR THE YEAR ENDED 31ST MARCH 2009
19 Loss Per Share - Basic
The basic loss per share is calculated based on the loss attributable to ordinary shareholders divided by weighted
average number of ordinary shares as at the balance sheet date .
Loss for the current year (Rs.)
Weighted average No of ordinary shares
31.03.2009
31.03.2008
(11,162,735)
(10,733,030)
17,447,345
17,447,345
(0.64)
(0.62)
Loss Per Share (Rs.)
20 Transactions with Related Parties
20.1 Transactions with Related Entities
Company
Name of Director
Millennium Information
Mr. S. N. Seneviratne
Technologies Limited
Mr. N. B. Weerasekara
Mr. I. Hettiarachchi
Relationship
}
Nature of Transactions
Director related
Settlement of the last year outstanding
and 19%
for purchase of Computer Hardware
Shareholder
disclosed in last year accounts. Rs. 9,084,091
Payment for the purchase of software
system & SCSI card - Rs. 1,506,080
20.2 Transactions with Key Management Personnel
Key management personnel comprises the Directors of the Company having authority and responsibility for
planning, directing, and controlling the activities of the Company.
Short term employee benefits
Post employment benefits
31.03.2009
31.03.2008
Rs.
Rs.
1,333,889
1,334,667
Nil
Nil
21 Commitments & Contingencies
There are no material contingent liabilities & capital expenditure commitments as at the balance sheet date other than
those disclosed below.
31.03.2009
31.03.2008
Rs.
Rs.
1,723,128
1,723,128
2,584,692
4,307,820
Operating Lease
Total future minimum lease payments on operating lease are as follows:
Payable within one year
Payable within one to five years
25
Notes to the Financial Statements (Contd)
FOR THE YEAR ENDED 31ST MARCH 2009
22 Number of Employees
The number of employees of the company as at 31 st March 2009 amounted to 42 (2007/08-66).
23 Events Occurring After The Balance Sheet Date
Subsequent to the balance sheet date, no circumstances have arisen which would require adjustment to or disclosure in the
Financial Statements.
24 Comparative Information
The accounting policies have been consistently applied by the Company.
Comparative figures have been re-classified by the management, to conform to the current year’s presentation as
follows;
As per audited accounts
previously stated
24.1 Lease creditors
Re-classified
462,493
-
Within one year
-
273,367
More than one year
-
189,126
25 Directors Responsibility
The Board of Directors take responsibility for the preparation and presentation of these financial statements.
26
Share Information
ANALYSIS OF SHAREHOLDERS ACCORDING TO THE NUMBER OF SHARES AS AT 31.03.2009
Shareholdings
RESIDENT
NON RESIDENT
Number of No. of Shares Percentage (%)
Number of No. of Shares Percentage (%)
Shareholders
1 to
1,000 Shares
738
1001 to
5,000 Shares
5,001 to
10,000 Shares
10,001 to
Shareholders
313,190
1.80
345
921,176
79
584,231
50,000 Shares
51
50,001 to
100,000 Shares
8
100,001 to
500,000 Shares
500,001 to
1,000,000 Shares
Over
1,000,000 Shares
Categories of Shareholders
Individual
Institutional
TOTAL
Number of No. of Shares Percentage (%)
Shareholders
2
666
-
740
313,856
1.80
5.28
3
7,418
0.04
348
928,594
5.32
3.35
0
-
-
79
584,231
3.35
975,399
5.59
1
12,200
0.07
52
987,599
5.66
509,066
2.92
1
89,633
0.51
9
598,699
3.43
9
2,107,300
12.08
0
-
-
9
2,107,300
12.08
2
1,544,700
8.85
0
-
-
2
1,544,700
8.85
4
10,382,366
59.51
0
-
-
4
10,382,366
59.51
1,236
17,337,428
99.38
7
109,917
0.62
1,243
17,447,345
100
No. of Shareholders
1,210
No. of Shares
5,211,774
33
12,235,571
1,243
17,447,345
LIST OF 20 MAJOR SHAREHOLDERS BASED ON THE SHAREHOLDINGS AS AT 31.03.2009
NAME
SHAREHOLDINGS
PERCENTAGE (%)
MILLENNIUM INFORMATION TECHNOLOGIES LIMITED
3,470,000
19.89
SRI LANKA INSURANCE CORPORATION LTD. - GENERAL FUND
2,866,666
16.43
AYOJANA FUND (PRIVATE)LIMITED
2,800,000
16.05
SRI LANKA INSURANCE CORPORATION LTD. - LIFE FUND
1,245,700
7.14
DFCC BANK A/C 1
877,100
5.03
MR. RUWANPATHIRANA
667,600
3.83
COMMERCIAL BANK OF CEYLON PLC A/C NO. 02
425,000
2.44
MR. PERERA
408,100
2.34
MR. GOONEWARDENA
335,000
1.92
DPMC FINANCIAL SERVICES (PVT) LTD. ACCOUNT NO. 01
242,000
1.39
180,000
1.03
MR. KANDEGEDARA
165,100
0.95
MRS. JAYASINGHE
120,100
0.69
MR. RATHNAYAKA
120,000
0.69
MR. SENARATNE
112,000
0.64
MR. MUNASINGHE
89,633
0.51
MR. THIYAGARAJAH
82,000
0.47
MR. JAYAKUMAR
69,400
0.40
MR. WEERASINGHE
64,266
0.37
MR. MORAHELA
62,800
0.36
AYIAN TECHNOLOGIES (PRIVATE) LIMITED
27
Notice of Annual General Meeting
NOTICE IS HEREBY GIVEN that the Ninth Annual General Meeting of the E-Channelling PLC will be held at the Anthuriam Hall,
Hotel Renuka, 328, Galle Road, Colombo 03 on Wednesday 30th September 2009 at 9.00 a.m. for the purpose:
AGENDA
1.
To receive and consider the Report of the Directors on the State of Affairs of the Company and the Statement of Accounts
for the year ended 31st March 2009, with the Report of the Auditors thereon.
2. To re-elect Mr. S.N. Seneviratne a Director who retires by rotation at the Annual General Meeting in terms of Article 89 of
the Articles of Association of the Company.
3. To re-appoint Messrs KPMG Ford, Rhodes, Thornton and Company, Chartered Accountants as Auditors of the Company
and to authorise the Directors to determine their remuneration.
4. To authorise the Directors to determine contributions to charities for 2009.
ORDER OF THE BOARD OF DIRECTORS OF
E-CHANNELLING PLC
S S P CORPORATE SERVICES (PRIVATE) LIMITED
SECRETARIES
Date: 31st July 2009
Note:
(a) A member who is unable to attend and vote at the above mentioned meeting is entitled to appoint a Proxy to attend and
vote in his or her place. A proxy need not be a member of the Company. A Form of Proxy accompanies this Notice.
(b) A Form of Proxy is annexed to this notice.
(c) The completed Form of Proxy should be deposited at the Registered Office of the Company, Suncity Towers, Mezzanine
Floor, No.18, St. Anthony’s Mawatha, Colombo 03 not later than 48 hours before the time appointed for the holding of the
meeting.
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Form of Proxy
I /We ...................................................................of ............................................................................................................. being a member/s of the above Company,
hereby appoint ................................................................................................................... of ............................................................................................................. or failing him.
Mr. Samuel Sureshkumar Bartlett of Colombo or failing him
Mr. Nissanka Bandara Weerasekera of Colombo or failing him
Mr. Satyajit Nilkamal Seneviratne of Colombo or failing him
as my/our proxy to represent me/us and vote on my/our behalf at the Ninth Annual General Meeting of the Company
to be held on Wednesday 30th September 2009 and at any adjournment thereof and at every poll which may be taken in
consequence of the aforesaid meeting and to VOTE as indicated below:
FOR
1.
AGAINST
To receive and consider the Report of the Directors on the
State of Affairs of the Company and the Statement of
Accounts for the year ended 31st March 2009, with the Report
of the Auditors thereon.
2. To re-elect Mr. S.N. Seneviratne a Director who retires by rotation
at the Annual General Meeting in terms of Article 89 of the
Articles of Association of the Company.
3. To re-appoint Messrs KPMG Ford, Rhodes, Thornton and
Company, Chartered Accountants as Auditors of the Company
and to authorise the Directors to determine their remuneration.
4. To authorise the Directors to determine contributions to charities
for 2009.
Signed this .................................................................................................... day of .........................................................................................Two Thousand and Nine.
Signature: ........................................................................................
Note : Please delete the inappropriate words.
1.
Instructions for completion of form of proxy are noted on the reverse
2. A proxy need not be a member of the Company
3. Please mark “X” in appropriate cages, to indicate your instructions as to voting
29
Instructions to Completion of Form of Proxy
1.
Kindly perfect the Form of Proxy by filling in legibly your full name and address, your instructions as to voting, by signing in
the space provided and filling in the date of signature.
2. Please indicate with a ‘X’ in the cages provided how your proxy is to vote on the Resolutions. If no indication is given the
Proxy in his/her discretion may vote as he/she thinks fit.
3. The completed Form of Proxy should be deposited at the Registered Office of the Company at Suncity Towers, Mezzanine
Floor, No.18, St. Anthony’s Mawatha, Colombo 03, at least 48 hours before the time appointed for holding of the Meeting.
4. If the form of proxy is signed by an attorney, the relative power of attorney should accompany the completed form of proxy
for registration, if such power of attorney has not already been registered with the Company.
Note:
If the shareholder is a Company or body corporate, Section 138 of the Companies Act No. 07 of 2007 applies to Corporate
Shareholders of E-Channelling PLC. Section 138 provides for representation of Companies at meetings of other Companies.
A Corporation, whether a Company within the meaning of this act or not, may where it is a member of another Corporation,
being a Company within the meaning of this Act, by resolution of its Directors or other governing body authorise such person
as it thinks fit to act as its representative at any meeting of the Company. A person authorised as aforesaid shall be entitled
to exercise the same power on behalf of the Corporation which it represents as that Corporation could exercise if it were an
individual shareholder.
30