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Head Office Al Salhiya Commercial Complex Entrance No.3, 2nd & 4th floor Telephone: 22455700 Facsimile: 22438970 - 22402109 P.O.Box 23727 Safat, code 13098 Kuwait E-mail: [email protected] Meat Processing / Department Sulaibiah, Block 2 Tel: 24676101 - 24676156 24676178 - 24676200 - 24676211 Fax: 24676113 Processed / Products Sales Department Sulaibiah, Block 2 Tel: 24676101 - 24676156 - 24676178 24676200 - 24676211 Fax: 24676113 The Farm Department Sulaibiah, Block 2 Tel: 24674903 - 24673797 - 24674644 24673796 - 24674781 Fax: 24674812 Butcheries Dept. & Local Sales Dept. Shuwaikh 3rd industrial Area, Block D, Plot 139 Tel: 24844212 - 24844463 Home Delivery: 1888822 Facsimile: 24835076 Butcheries Dept. Facsimile: 24838402 Emirates Livestock & Meal Product Trading Co. P.O.Box 55540 Dubai - UAE Jabal Ali Complex - Al Ain Road Tel: 009714-8801118 - Fax: 009714-8801119 E-mail: [email protected] Rural Export & Trading (W.A) Pty. LTD. Australia / P.O. Box 1362 West Perth 6872 Western Australia Tel: 6189-3226649 (3 lines) - Telex: AA 94036 Retwa Facsimile: 6189 - 3221240 E-mail: [email protected] Company Establishment A Kuwait shareholding Company established under Amiri decree issued on 28th November, 1973 and was incorporated pursuant to a memorandum of association of shareholding company. It was authentucated at the Ministry of justice Authertication and Real Estate Department unde r Ref. 701/D/file 2 on 24th November, 1973. The Founder’s general assembly meeting held 20th january, 1974 Formally declared the company legally formed Livestock Transport & Trading Company K.S.C. 36 years of Commitment to food security Development and maintaining all the achievements and accomplishments since the company incorporation till now, despite the great events and changes witnessed by the world. nevertheless your company - thanks to the efforts of the faithful personnel-kept abreast of them with full confidence and capability to prove its distinction in: The achievements it presented The achievements it is presenting and all achievements it will present in the future CONTENTS Board of Directors 10 Chairman’s report 11-13 Independent Auditors’ Report 14 - 15 Consolidated Financial Position 16 Consolidated Statement of Income 17 Consolidated Statement of Comprehensive Income 18 Consolidated Statement of Changes in Equity 19 Consolidated Statement of Cash Flows 20 Notes to the Consolidated Financial Statements 21 - 45 Board of Directors 10 Bader Sulaiman Jarallah Al-Jarallah Mohammed Hamad Hassan Al-Ibrahim Chairman & Managing Director Vice Chairman Abdulkarim Mohammed Abdulkarim Al-Saeed Rasha Fahad Ahmad Al-Amir Ahmed Faisal Saoud Al-Zabin Member of the Board Member of the Board Member of the Board Mohammed Saoud Mohammed Al-Osaimi Marzouk Fajhan Hilal Al-Mutairi Member of the Board Member of the Board Board of Director’s message Dear valuable shareholders We are pleased and honored to present to you the 36th annual report for all the operations and activities of the Livestock Transport & Trading Company for the fiscal year ended on 31 December 2010, in which we take pride in the businesses and results accomplished, despite the events and circumstances to which the company was exposed in 2010. The year 2010 contained significant and turning points which will have a visible impact on the company’s future in the forthcoming years, the most significant of which was the manifestation and indication of the extent and volume of the impact of the continued demand from the company to supply massive quantities of livestock and meat to fulfill the need of the Kuwaiti market and selling according to the imposed price. This led the company to use up all its profits realized from all other activities, whether investment or from external sales. Moreover, they increased to cause gross losses in which the management had no hand, which were covered by assets and reserves assumed to be directed to developing the company’s future activities and operations and the unacceptable depletion it is facing from such reserves and assets. This has driven the company to move, illustrate and explain this dilemma to all the concerned government authorities, on the highest level in an constant and serious attempt to end and put a limit to this, which we hope to be resolved as soon as possible to avoid its catastrophic effects in the future. Dear shareholders sisters and brothers The world did not witness in its modern history conditions related to the livestock and meat activity as it is today due to the severe reduction in the livestock supplies, particularly from main source such as Australian, with the increase in the global demand rates for livestock and meat tremendously, as confirmed by all reports and studies published by the World Food Organization of the UN and all the authorities concerned with global food. This has been assisted and contributed by the exposure of our world to natural catastrophes such as floods and droughts affecting all the world continents. Therefore, the activity of the Livestock Transport and Trading Company is undergoing a decisive turn, which your company worked to keep abreast of by constantly searching for alternative sources to provide the company’s needs of livestock and sheep. Several serious attempts were undertaken to import from Georgia, Uruguay and Sudan and other countries, while continuing all development and modernization plans of the company operations and fleet, in anticipation of the future. 11 Shareholding sisters and brothers, The Livestock Transport and Trading Company imported 1,697,266 heads of sheep in 2010, of which the Kuwaiti market’s share was 1,059,899 heads of sheep compared with 974,156 in 2009. further, it sold 625,210 heads of sheep in the external market, to continue maintaining our market share there. The management continued to follow up the collection of the company dues through the cases filed in favor of the company in the United Arab Emirates and Sultanate of Oman, and anticipate the results of such cases. Further, the management continued following up the amounts of the subsidy determined for the company which only covers a part of the losses resulting from the sales in the Kuwaiti market, while continuing efforts with the concerned authorities to implement the Council of Ministers resolutions in connection with the company’s entitlement to obtain fodder at subsidized prices. Shareholding sisters and brothers: The company management is still working to overcome all the government administrative routine hurdles, in order to initiate the procedures for establishing the company slaughterhouse, long awaited fro, which is hoped to start working with the amendment of the company financial conditions in view of its assumed capital cost. Further, the management continued to encourage Kuwaiti national manpower, which increased by 5% compared with 2009 in an attempt on part of the company to qualify and train its need of national manpower who now constitute 78% of the total leadership of the company. Operation and activities accounts: The total revenues realized amounted to KD 59,744,704 and sales cost KD 64, 188,709 with a realized profit margin of 7.5% (profit margin 9% in 2009). Further, general, administrative and marketing expenses amounted to KD 3,169,021. The company realized operational costs of KD 3,290,071 (operational profits KD 6,453,924 in 2009). The most important reasons for such losses are attributed to the rise in the prices of sheep in Australia by 55% compared with 2009, the rise in transport and operation costs of ships as fuel price increased to 60% compared with 2009, as well as the exchange rate of Australian dollar by 50% compared with 2009. It is noteworthy that the external sales activity realized profits of KD 2,448,756, while the other local activities – although they enjoyed a government subsidy of Kd 4,720,240- realized 12 losses of KD 6,223,040 during the year. This raised a persistent need for considering and reconsidering the extent of sufficiency and coverage by the subsidy amount of the company activity and future plans in light of the constant increase in the prices of livestock and operational costs. Profits and losses: The company realized net losses of KD 2,205,145 (profits of KD 6,662,619 for the same period in 2009) for the above reasons. The board of directors proposes non distribution of profits for 2010, following approval of the general assembly. Finally, and as the Livestock Transport and Trading Company is a primary foundation of the food security foundations in our beloved country by providing such massive quantities of livestock to fulfill the need of the local market, and according to its commitment towards its responsibilities and despite all the conditions explained above, according to the trust of confidence bestowed on us, we would like to confirmed to you our sincere commitment to foster and reinforce the financial and administrative position of the company and exert all the efforts and required measures to correct all matters related to this. This is supported by the sincere efforts of all the company personnel in all its sectors who played a big role in translating all the company directions. We do not miss during these days in our country’s celebration of national events which are dear to our hearts to extend our heartfelt congratulations and greetings to our leader, His Highness the Amir of Kuwait, Sheikh Sabah Al Ahmad Al Jaber Al Sabah, may God protect him, and to His Highness Sheikh Nawaf Al Ahmad Al Jaber Al Sabah, the crown prince, and to Sheikh Nasser Al Mohammed al Sabah, the prime minister, as well as the wise government, our kind Kuwaiti people and all those concerned in our beloved land. Board of directors 13 PKF Bouresli & Co. Accountants & Business Advisers P.O Box 20986 Safat, 13070 Kuwait Tel : (965) 22655777 Fax : (965) 22659100 E-mail: [email protected] Web Site : www.pkf-kuwait.com Livestock Transport & Trading Co. K.S.C. and its subsidiaries State of Kuwait Independent Auditors› Report to the Shareholders Report on the Financial Statements We have audited the accompanying consolidated financial statements of Livestock Transport & Trading Company and its subsidiaries (K.S.C.), “the parent company” and its subsidiaries (collectively referred to as “The Group”) which comprise the consolidated financial position as of 31 December 2010 and the consolidated statements of income, comprehensive income, cash flows and changes in equity for the year then ended and a summary of significant accounting policies and other explanatory notes. Management’s Responsibility for the Consolidated Financial Statements The parent company’s management is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with International Financial Reporting Standards. This responsibility includes: designing, implementing and maintaining internal control relevant to the preparation and fair presentation of consolidated 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. Auditors’ Responsibility Our responsibility is to express an opinion on these consolidated financial statements based on our audit. We conducted our audit in accordance with International Standards on Auditing. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the consolidated financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements. The procedures selected depend on the auditors’ judgment, including the assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or error. In making those risk assessments, the auditors’ considers internal control relevant to the entity’s preparation and fair presentation of the consolidated financial statements in order to design audit procedures that are appropriate for the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by parent company’s management as well as evaluating the overall presentation of the consolidated financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the consolidated financial statements. 14 PKF Bouresli & Co. Accountants & Business Advisers P.O Box 20986 Safat, 13070 Kuwait Tel : (965) 22655777 Fax : (965) 22659100 E-mail: [email protected] Web Site : www.pkf-kuwait.com Opinion In our opinion based on our audit and the report of other auditor the consolidated financial statements present fairly, in all material respects, the financial position of the group, as of 31 December 2010, and its financial performance and its cash flows for the year then ended, in accordance with International Financial Reporting Standards. Report on Other Legal and Regulatory Requirements Furthermore, in our opinion proper books of account have been kept by the company and the consolidated financial statements, together with the contents of the report of the parent company’s board of directors relating to these consolidated financial statements, are in accordance therewith. We further report that we obtained the information and explanations that we required for the purpose of our audit and that the consolidated financial statements incorporate information that is required by the Commercial Companies Law of 1960, as amended, and by the parent company’s Articles of Association, that an inventory was duly carried out and that, to the best of our knowledge and belief, no violations of the Commercial Companies Law of 1960, as amended, nor of the Articles of Association have occurred during the year ended 31 December 2010 that might have had a material effect on the business of the group or on its financial position , except for what was mentioned in Note No. (10) of Consolidated Financial statements on the investment by the Parent Company in land which is of disagreement with its purposes. Dr: Saud AL-Humaidi License No. 51 (A) Member of Baker Tilly International Tareq Majid Bouresli License No. 75 (A) PKF Bouresli & Co. Member of PKF International Kuwait : State of Kuwait 15 Consolidated Statement of Finincial Position as at 31 December 2010 (All amounts are in Kuwait Dinars) Note ASSETS Non - Current Assets 31 December 2010 31 December 2009 Property, plants and equipment 5 11,632,431 12,190,899 Available for sale investments 7 2,048,075 2,405,725 Investments in associates Current Assets 6 Inventories 8 Investment properties 10 Receivables and other debit balances Investments at fair value – Income Statement Deposits with financial institutions Cash and Cash Equivalents 16,169,061 7,497,623 5,481,553 11 7,909,684 5,248,468 12 13,214,623 174,336 - 10,936,281 38,324,465 41,846,674 21,659,057 21,659,057 53,244,251 13 174,336 9,084,106 58,015,735 14 (1,321,129) (1,074,243) Statutory reserve 15 11,825,560 11,825,560 Other reserves and changes in fair values 17 Treasury shares Share premium Voluntary reserve (Accumulated loss)/ Retained earnings 16 Total equity Non-current Liabilities Employee’s end-of-service indemnity Current Liabilities Payables and other credit balances Total liabilities 18 4,967,805 4,967,805 10,758,595 10,758,595 (1,660,047) 3,714,346 1,034,112 912,033 47,263,953 52,763,153 1,640,895 1,520,343 4,339,403 3,732,239 5,980,298 53,244,251 TOTAL EQUITY AND LIABILITIES 16 14,919,786 10,921,930 EQUITY AND LIABILITIES Share capital 1,572,437 9,528,199 9 TOTAL ASSETS Equity 1,239,280 5,252,582 58,015,735 Bader Sulaiman Al Jarallah Mohammed Hamad Hasan Al Ibrahim Chairman & Managing Director Vice Chairman Consolidated Statement of Income for period Ended 31 December 2010 (All amounts are in Kuwait Dinars) Operating revenues Operating cost GROSS (LOSS)/ PROFIT Governmental subsidy Other operating income Note 31 December 2010 31 December 2009 19 59,744,705 59,391,465 20 Marketing expenses General and administrative expenses Other operating expenses OPERATING (LOSS)/ PROFIT 21 (54,032,260) 4,720,240 4,475,580 (1,422,061) (1,343,598) (623,384) (548,805) (4,444,004) 226,098 (1,746,960) (3,290,071) 435,517 Interest on deposits, call accounts Gains from investments at fair value – Income Statement (64,188,709) 22 1,235,051 Net loss from investments available for sale 23 (297,701) Impairment of associates 6 (70,000) 5,359,205 207,367 (1,695,825) 6,453,924 688,370 (458,692) (34,378) 40,713 109,721 NET (LOSS)/ PROFIT BEFORE SUBSIDIARIES TAX AND DEDUCTIONS (162,691) 373,946 (2,109,182) 7,102,891 NET (LOSS)/ PROFIT AFTER SUBSIDIARIES TAX AND BEFORE DEDUCTIONS (2,177,145) Share of result of associates Foreign exchange differences 6 (67,963) Income tax on subsidiaries (30,000) (126,153) 6,976,738 Contribution to Kuwait Foundation for the Advancement of Sciences - (42,915) Zakat - - (174,419) National Labor Support Tax Board of Directors’ remuneration 24 (LOSSES)/ EARNINGSE PER SHARE (FILS) 25 NET (LOSS)/ PROFIT FOR THE YEAR (28,000) (2,205,145) (10.46) (68,785) (28,000) 6,662,619 31.48 17 Consolidated Statement of comprehensive Income For the year Ended 31 December 2010 (All amounts are in Kuwait Dinars) (loss)/ profit for the year 31 December 2010 31 December 2009 (2,205,145) 6,662,619 (59,949) 39,308 (167,028) (39,392) - 39,392 349,056 524,434 122,079 563,742 (2,083,066) 7,226,361 Other comprehensive income Changes in fair value of available for sale investments Changes in the share of associates’ reserve Transferred to retained earnings from share in associates› reserve Foreign currency translation differences Total other comprehensive income for the year Total comprehensive (loss)/ income for the year 18 19 4,967,805 (1,074,243) (1,074,243) (246,886) (1,321,129) 21,659,057 21,659,057 - 21,659,057 Balance as at 31 December 2009 Balance as at 31 December 2009 Total comprehensive loss for the year Cash dividends (Note 26) Purchase of treasury shares Balance as at 31 December 2010 - - 4,967,805 - - - 4,967,805 - Transfer to reserves (303,386) - - 4,967,805 Share Premium Purchase of treasury shares (770,857) Treasury Shares - 21,659,057 Capital Share Total comprehensive income for the period Balance as at 31 December 2008 (All amounts are in Kuwait Dinars) 11,825,560 - - - 11,825,560 11,825,560 498,634 - - 11,326,926 Statutory Reserve 10,758,595 - - - 10,758,595 10,758,595 498,634 - - 10,259,961 Voluntary Reserve 1,034,112 - - 122,079 912,033 912,033 - - 524,350 387,683 Other Reserves and Changes in Fair Value (Note 17) Consolidated Statement of Changes in Equity for the year Ended 31 December 2010 (1,660,047) - (3,169,248) (2,205,145) 3,714,346 3,714,346 )997,268( - 6,702,011 (1,990,397) (Accumulated Loss) / Retained Earnings 47,263,953 (246,886) (3,169,248) (2,083,066) 52,763,153 52,763,153 - (303,386) 7,226,361 45,840,178 Total Consolidated Statement of Cash Flows for the year Ended 31 December 2010 (All amounts are in Kuwait Dinars) Operating activities Net (loss)/ profit before adjustments Adjustments for: Depreciation Interest on deposits and call accounts Share of result of associates Impairment of associate loss from available for sale investments Net disposal of property, plants and equipment Gain from investments at fair value–Income Statement Employees’ end-of-service indemnity Operating (Loss)/ profit before changes in working capital 31 December 2009 (2,205,145) 6,662,619 3,025,051 3,509,511 (40,713) (109,721) (435,517) 70,000 297,701 6,110 (688,370) 30,000 34,378 (1,387) (1,235,051) 457,437 (335,378) 10,044,121 1,360,563 (3,936,047) 629,174 (834,858) 182,186 149,654 Inventories (2,016,070) Investments at fair value – Income Statement (1,466,080) Cash generated from operating activities (1,827,791) 3,528,916 Net cash generated from operating activities (1,889,425) 3,311,539 Purchase of property, plants and equipment (2,350,686) (2,783,446) - 1,570,778 10,936,281 (10,936,281) 9,442,982 (11,426,682) (246,886) (303,386) (3,423,040) (303,386) Receivables and other debit balances Payables and other credit balances Employees› end of service indemnity - paid Investing activities Proceeds from sale of property, plants and equipment Proceeds from sale of available for sale investments Dividends received Deposits at financial institutions Interest received on deposits and call accounts Net cash generated from / (used in) investment activity Financing activities Purchase of treasury shares Dividends paid Net cash used in finance activities Increase/ (decrease) in cash and cash equivalents Cash and cash equivalents at the beginning of the year Cash and cash equivalent at the end of the year 20 31 December 2010 (61,634) 125,201 263,501 468,685 (3,176,154) (212,719) (1,531,581) (217,377) 3,193 30,704 688,370 - 4,130,517 (8,418,529) 13,214,623 9,084,106 9,084,106 17,502,635 Notes to consolidated Finanical Statements for the Year Ended 31 December 2010 (All Amounts are in Kuwait Dinar unless otherwise stated) 1. INCORPORATION AND ACTIVITIES Livestock Transport and Trading Co. K.S.C. (the parent company) was incorporated pursuant to a memorandum of association of a Kuwait shareholding company authenticated by the Ministry of Justice - Real Estate Authentication and Registration Department under Ref. No. 70/D volume 2 on 24 November 1973. The founder’s general assembly meeting held on 20 January 1974 formally declared the formation of the parent company. The parent company’s registered head office is at Al-Salhiya Complex - Al Salhyia - Kuwait. The principal shareholder of the parent company is Kuwait investment authority in the State of Kuwait. The main objectives of the parent company and its subsidiaries (The Group) are as follow: carrying out all operations of producing transporting and trading in all kinds of meat throughout the State of Kuwait and abroad including food industries and opening the related restaurants; the construction and purchase of farms, pastures, land and real estates necessary to achieve the Group’s objectives within the State of Kuwait or abroad; the import, export and manufacture of all cattle fodders and organic fertilizers; the possession, purchase and use of all means of marine and land transport necessary to achieve the Group’s objectives; the import and export the related necessary equipment; and investment in portfolios managed by specialized entities for the Group’s interest. The Group operates in three countries; i.e. Kuwait, United Arab Emirates and Australia and transports and sells livestock to some countries in the Middle East. The consolidated financial statements include the financial statements of Livestock Transport and Trading Co. K.S.C. (parent company) and its wholly owned subsidiaries as follows:- Company Rural Export and Trading (WA) PTY Ltd. Emirates Livestock and Meat Products Trading Company (W.L.L) Country Activity Australia Trade in livestock and meat UAE Trade in livestock and meat Share percentage 31 December 2010 31 December 2009 %100 %100 %100 %100 Emirates Livestock & Meat Product, Trading Company, (Under Management) which is licensed in the United Arab Emirates and conducts its activities through an associate (Emirates Livestock & Meat Products Trading Company L.L.C) based on an agreement concluded between the two companies. The financial statements for Rual Export Trading (WA) has been consolidated under financial statements prepared by management of the company as at 31 December 2010. The subsidiary’s total assets is KD 3,321,400 as at 31 December 2010, and its net profit is KD 103,931 The financial statements of Emirates Livestock and Meat Products Trading Company (under management) has been consolidated under audited financial statements of the company as at 31 December 2010. The subsidiary’s total assets is KD 948,574 as at 31 December 2010, and its net profit is KD 54,434 The Consolidated Financial Statements for the year ended 31 December 2010 were authorized for issuance by the Board of Directors› resolution on 24 March 2011. The General Assembly of shareholders has the authority to amend these consolidated financial statements after issuance. 21 Notes to consolidated Finanical Statements for the Year Ended 31 December 2010 (All Amounts are in Kuwait Dinar unless otherwise stated) 2. BASIS OF PREPARATION AND SIGNIFICANT ACCOUNTING POLICIES The principal accounting policies applied in the preparation of these consolidated financial statements are set out below. These policies have been consistently applied to all years presented in these financial statements unless otherwise stated. 2.1 Basis of preparation The financial statements have been prepared in accordance with the International Financial Reporting Standard (IFRS) on the historical cost basis except for certain financial instruments that are measured at fair values. 2.1.1 The standards and interpretations applied in the current year. The Group has adopted the new standards, interpretations and amendments to (IFRS) issued by International Accounting Standards Board (IASB), which are effective for the financial statements for the financial period beginning on or after January 1, 2009. Annual improvements on accounting standards: IASB has issued improvements for IFRS. The application of these new and revised IFRSs has not had any material impact on the amounts reported for the current and prior years but may affect the accounting for future engagements and transactions. The new requirements applied to the Group in respect of these amendments are summarized below: Amendments to IAS 1 Presentation of Financial Statements Effective on 1 January 2010, the revised standard is concerned with the classification of convertible instruments into current and non-current. IFRIC 17 Distributions of Non-cash Assets to Owners Effective on 1 July 2009, the Interpretation provides guidance on the appropriate accounting treatment when an entity distributes assets other than cash as dividends to its shareholders. Amendments to IFRS 5 (Non-current Assets Held for Sale and Discontinued Operations) Effective on 1 January 2010, the amendments to IFRS 5 clarify that the disclosure requirements in IFRSs other than IFRS 5 do not apply to non-current assets classified as held for sale or discontinued operations. Amendments to IAS 7 Cash Flows Effective on 1 January 2010, the amendments of IAS 7 (as a part of improvements to IFRSs (2009)) specify that only expenditures that result in a recognized asset in the statement of financial position can be classified as investing activities in the statement of cash flows. IFRS 8 “Operating Segments” Effective on 1 January 2010, the amendment is concerned with the disclosure of information about segment assets. Amendments to IFRS 7: Financial Instruments: Disclosures Effective on 1 January 2010, the amendments provide future clarifications for the required disclosures. 22 Notes to consolidated Finanical Statements for the Year Ended 31 December 2010 (All Amounts are in Kuwait Dinar unless otherwise stated) 2.1.2 New and revised IFRSs in issue but not yet effective: The Group has not applied the following new and revised IFRS that have been issued but are not yet effective. The amendments applicable to the Group are: Amendments to IAS 1 Effective on or after 1 July 2010, The amendment requires more disclosures of Presentation for analysis of items of other comprehensive income Amendments to IFRS 7: Disclosures: Effective for the periods beginning on or after 1 July 2011, The amendments provide additional disclosure for transactions involving transfers of financial assets. IFRS 9 (As amended in 2010): Effective for annual periods beginning on or after 1 January 2013 with earlier application permitted, IFRS 9 provides additional requirements for the classification and measurement of financial assets and financial liabilities and for recognition. IAS 24 (revised in 2009): Effective for annual periods beginning on or after 1 January 2011, IAS 24 Related Party Disclosures modifies the definition of a related party and simplifies disclosures for government-related entities. Amendments to IAS 32: Effective for annual periods beginning on or after 1 February 2010, Classification of Rights issues. IFRIC 19: Effective for annual periods beginning on or after 1 July 2010, IFRIC 19 provides guidance regarding the accounting for the extinguishment of a financial liability by the issue of equity instruments. The management anticipates that the new standards and interpretations will be adopted in the Company’s accounting policies for the period beginning on or after the effective date of the pronouncement. Certain other new standards and interpretations have been issued but are not relevant to the Company’s operations and therefore not expected to have a material impact on the Company’s financial statements. 2.2 Basis of Consolidation Subsidiaries The consolidated financial statements incorporate the financial statements of the Company and entities controlled by the Company (its subsidiaries). Control is achieved where the Company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. Income and expenses of subsidiaries acquired or disposed of during the year are included in the consolidated statement of comprehensive income from the effective date of acquisition and up to the effective date of disposal, as appropriate. Total comprehensive income of the subsidiaries is attributed to the owners of the Company and to the non-controlling interests even if this results in the non-controlling interests having a deficit balance. When necessary, adjustments are made to the financial statements of the subsidiaries to bring their accounting policies into line with those used by other members of the Group. All intra-group transactions, balances, income and expenses are eliminated in full on consolidation. Changes in the Group’s ownership interests in the subsidiaries that do not result in the Group losing control over the subsidiaries are accounted for as equity transactions. The carrying amounts of the Group’s interests and the non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiaries. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognized directly in equity and attributed to owners of the Company. 23 Notes to consolidated Finanical Statements for the Year Ended 31 December 2010 (All Amounts are in Kuwait Dinar unless otherwise stated) When the Group loses control on a subsidiary, the profit or loss on disposal is calculated as the difference between: (i) the aggregate of the fair value of the consideration received and the fair value of any retained interest and (ii)the previous carrying amount of the assets (including goodwill), and liabilities of the subsidiary and any noncontrolling interests. Any related accumulated items in equity will be accounted for as if the Company had directly disposed of the relevant assets (reclassified to profit or loss or transferred directly to retained earnings). The fair value of any investment retained in the former subsidiary at the date when control is lost is regarded as the fair value on initial recognition for subsequent accounting. Business combinations Acquisitions of businesses combination are accounted for using the acquisition method. The consideration transferred in a business combination is measured at fair value, which is calculated as the sum of the acquisitiondate fair values of the assets transferred by the Group, liabilities incurred by the Group to the former owners of the acquiree and the equity interests issued by the Group in exchange for control of the acquiree. Acquisitionrelated costs are generally recognised in profit or loss as incurred. At the acquisition date, the identifiable assets acquired and the liabilities assumed are recognised at their fair value at the acquisition date. Goodwill is measured as the excess of the sum of the consideration transferred, the amount of any noncontrolling interests in the acquiree, and the fair value of the acquirer’s previously held equity interest in the acquiree over the net of the acquisition-date amounts of the identifiable assets acquired and the liabilities assumed. If, after reassessment, the net of the acquisition-date amounts of the identifiable assets acquired and liabilities assumed exceeds the sum of the consideration transferred, the amount of any non-controlling interests in the acquiree and the fair value of the acquirer’s previously held interest in the acquiree (if any), the excess is recognised immediately in profit or loss as a bargain purchase gain. Non-controlling interests may be initially measured either at fair value or at the non-controlling interests’ proportionate share of the recognised amounts of the acquiree’s identifiable net assets. The choice of measurement basis is made on a transaction-by-transaction basis. When a business combination is achieved in stages, the Group’s previously held equity interest in the acquire is remeasured to fair value at the acquisition date (the date when the Group obtains control) and the resulting gain or loss, if any, is recognised in profit or loss. Amounts arising from interests in the acquire prior to the acquisition date that have previously been recognised in other comprehensive income are reclassified to profit or loss where such treatment would be appropriate if that interest were disposed of. Goodwill Goodwill arising on an acquisition of a business is carried at cost as established at the date of acquisition of the business less accumulated impairment losses, if any. For the purposes of impairment testing, goodwill is allocated to each of the Group’s cash-generating units (or groups of cash-generating units) that is expected to benefit from the synergies of the combination. Any impairment loss for goodwill is recognised directly in profit or loss. An impairment loss recognised for goodwill is not reversed in subsequent periods. 24 Notes to consolidated Finanical Statements for the Year Ended 31 December 2010 (All Amounts are in Kuwait Dinar unless otherwise stated) Investments in associates An associate is an entity over which the Group has significant influence. Significant influence is the power to participate in the financial and operating policy decisions of the investee but is not control or joint control over those policies. The assets and liabilities of associates are incorporated in these consolidated financial statements using the equity method. Under the equity method, an investment in an associate is initially recognised in the consolidated statement of financial position at cost and adjusted thereafter to recognise the Group’s share of the profit or loss and other comprehensive income of the associate. When the Group’s share of losses of an associate exceeds the Group’s interest in that associate, the Group discontinues recognising its share of further losses. Additional losses are recognised only to the extent that the Group has incurred legal or constructive obligations or made payments on behalf of the associate. Any excess of the cost of acquisition over the Group’s share of the net fair value of the identifiable assets, liabilities and contingent liabilities of an associate recognised at the date of acquisition is recognised as goodwill, which is included within the carrying amount of the investment. Any excess of the Group’s share of the net fair value of the identifiable assets, liabilities and contingent liabilities over the cost of acquisition, after reassessment, is recognised immediately in profit or loss. When necessary, the entire carrying amount of the investment (including goodwill) is tested for impairment as a single asset by comparing its recoverable amount (higher of value in use and fair value less costs to sell) with its carrying amount. Any impairment loss is recognized immediately in the profit or loss. Any reversal of that impairment loss is recognized to the extent that the recoverable amount of the investment subsequently increases. When a group entity transacts with its associate, profits and losses resulting from the transactions with the associate are recognized in the Group’ consolidated financial statements only to the extent of interests in the associate that are not related to the Group. 2.3 Property, plant and equipment Property, plant and equipment are stated at cost less accumulated depreciation and impairment losses. Cost comprises its purchase price and any directly attributable costs of bringing the asset to its working condition and location for its intended use. Expenditures incurred after the property, plant and equipment have been placed into operation, such as repairs and maintenance and overhaul costs, are normally charged to the consolidated statement of income for the period in which the costs are incurred. In situations where it is clearly demonstrated that the expenditures have resulted in an increase in the future expected economic benefits from the use of an item of property, plant and equipment beyond its originally assessed standard of performance, the expenditures are capitalized. The estimated current cost of major vessels maintenance occurring at regular intervals (dry-dock) is capitalized as inherent components of the related vessels. This component is treated as a separate asset from the original cost of the vessels, as its useful lives is different from that of the vessel to which it relates. All other expenditure is expensed when incurred. Property, plant and equipment, except for land, are depreciated on a straight-line basis over their estimated useful lives as follows: Year Vessels 12 – 15 Constructions, buildings and livestock sheds 5 – 20 Machinery and equipment 3 – 10 Vehicles 3–5 Other assets 2–5 25 Notes to consolidated Finanical Statements for the Year Ended 31 December 2010 (All Amounts are in Kuwait Dinar unless otherwise stated) The useful lives and depreciation method are reviewed periodically to ensure the compliance of the method and depreciation period with the expected economic benefits from these assets. In case of change in the estimated useful lives, these lives are changed from the beginning of the financial year in which the change takes places. Cost of inherent components (major maintenance of vessels) is depreciated over 24-30 months. Gains or losses resulting on disposal of property, plant and equipment are recognized in the consolidated statement of income by the difference between the selling price and net book value of these assets. Projects under construction are included in property, plant and equipment in the balance sheet until they are completed and ready for their intended use. At that time, they are reclassified under similar assets and depreciation commences. 2.4 Financial Assets Classification The Group classifies its financial assets upon acquisitions based on the purpose of acquiring these investments. The Group classifies its financial assets as “at fair value through profit and loss”, “receivables” and “available for sale investments”. Financial assets at fair value – income statement This category has two sub-categories: financial assets held for trading, and those designated at fair value through profit and loss at inception. Financial assets held for trading are those assets acquired principally for the purpose of selling in the short term. The financial assets designated at fair value through profit and loss at inception are classified in this category, if they are managed and their performance is evaluated and internally reported on a fair value basis in accordance with a documented investment strategy approved by management. Receivables These are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. These arise when the Group provides goods or services directly to customers with no intention for trading these debts. Available for sale These are non-derivative financial assets that are not included in any of the above categories and are principally, those acquired to be held for indefinite period of time and could be sold when liquidity is needed or upon changes in profit rates. Recognition and de-recognition All regular way purchase and sale of financial assets are recognized on the trade date, on which the Group commits to buy or sell the asset. A financial asset is de-recognized when the Group’s right to the cash flows from the financial assets expires or, when the Group transfers substantially all the risks and rewards related to the assets ownership. Measurement Financial assets are initially recognized at fair value plus transaction costs, other than investments at fair value through profit or loss, whose related costs recorded in the statement of income. Subsequently, available for sale financial assets and financial assets at fair value through profit and loss are re-measured at fair value. Receivables are carried at amortized cost using the effective interest method. 26 Notes to consolidated Finanical Statements for the Year Ended 31 December 2010 (All Amounts are in Kuwait Dinar unless otherwise stated) Realized and unrealized gains and losses arising from changes in the fair value of the financial assets at fair value through profit or loss are included in the statement of income for the year in which they arise. Changes in fair value of financial assets classified as available for sale are recognized directly in equity. When availablefor sale financial assets are sold or impaired, the accumulated changes in fair value recognized in equity are transferred to the statement of income. Fair values The fair values of quoted investments are based on the latest bid prices. The fair value of unquoted investments is determined by reference to the market value of a similar investment or discounted cash flows, adjusted to reflect the specific conditions of the issuer. Available for sale investments that their market values cannot be determined are recorded at cost less impairment in value. Impairment in value The Group assesses at each balance sheet date whether there is objective evidence that a financial asset or group of similar financial assets is impaired. In the case of equity investments classified as available for sale, a “significant” or “prolonged” decline in fair value is considered as an indicator for impairment. If any such evidence exists, the cumulative losses are measured as the difference between the acquisition cost and the fair value, less any previously recognized impairment losses to be taken from equity to the statement of income. Impairment losses on equity instruments are not reversed through the statement of income. 2.5 Inventory Inventory is stated at the lower of cost and net realizable value. Cost is determined based on the first in first-out method Livestock cost is determined based on the cost of acquisition plus costs of raising. The cost of finished goods includes raw materials, wages and overheads incurred. Net realizable value is based on the selling price less the estimated cost till completion and sale of inventory. 2.6 Trade receivable Trade receivables are stated at their nominal value, less an allowance for any doubtful debts. The management determines the adequacy of the allowance based upon reviews of individual customers, current economic conditions, past experience and other related factors. 2.7 Investment properties Properties unutilized by the Group, but held for lease over long term period or for capital appreciation are classified as investment properties. Investment properties are stated at cost and remeasured at fair value. Fair value is determined by an independent registered value at the balance sheet date. The resulted gains and losses are included in the statement of income. 2.8 Cash and cash equivalents Cash and cash equivalents are carried on the consolidated balance sheet at cost. Cash and cash equivalents represent cash on hand and at banks, term deposits and placements, whose original maturities do not exceed three months from the date of placement. 27 Notes to consolidated Finanical Statements for the Year Ended 31 December 2010 (All Amounts are in Kuwait Dinar unless otherwise stated) 2.9 Treasury Shares Treasury shares are the Parent Company’s own shares that have been issued, subsequently acquired by the Parent company and not yet reissued or cancelled. Treasury shares are accounted for using cost method of accounting, under which the cost of share acquired is charged to a contra account in equity. When the shares are reissued, gains are credited to a separate account in shareholders’ equity (gain on sale of treasury shares), which is not distributable. Any realized losses are charged to the same account to the extent of the credit balance on that account. Any excess losses are charged to retained earnings then reserves. Gains realized subsequently on the sale of treasury shares are first used to offset any previously recorded losses in the order of reserves, retained earnings and the gain on sale of treasury shares account. No dividends are paid on the treasury shares. The issue of bonus shares increases the number of treasury shares proportionately and reduces the average cost per share without affecting the total cost of treasury shares. 2.10 Provisions Provisions are recognized when the Group 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 that obligation. Provisions are reviewed at each balance sheet date and adjusted to reflect the best current estimate of the obligation. 2.11 End of service indemnity The Group is liable under Kuwaiti Labor Law, to make payments to the employees for past employment benefits through defined benefits plan. These amounts are paid to employees on a lump sum basis upon service termination. As for the employees in other countries, end of service indemnity is calculated as per the applicable laws of these countries. This liability, which is unfunded, represents the amount payable to each employee as a result of involuntary termination on the consolidated balance sheet date. The management expect that the application of this method will provide an appropriate estimation of the present value of the obligation. 2.12 Payables and accrued expenses Liabilities are recorded against amounts to be paid in future for goods and services received and stated at cost on the consolidated balance sheet. 2.13 Revenue recognition Revenues from sale of goods are recognized when the significant risks and rewards of ownership have been transferred to the buyer. These risks and rewards are transferred to the buyer on delivery. Services revenues are recognized when the service is rendered. Dividend income is recognized when the right to receive payments is established. Interest income from deposits is recognized on a time proportion basis using the effective interest method. Other revenues and expenses are recognized on an accrual basis. 2.14 Taxes and deductions Taxes and deductions are represented in the followings: • Income taxes on subsidiaries. • Contribution to Kuwait Foundation for Advancement of Science on the Parent company. • Tax due from the company in accordance of Law No. 19 of 2000 concerning Support and Encouragement of National Manpower to Work in Private Sector. • Zakat in accordance with Kuwait Law NO.46 of 2006. 28 Notes to consolidated Finanical Statements for the Year Ended 31 December 2010 (All Amounts are in Kuwait Dinar unless otherwise stated) 2.15 Foreign currencies The financial statements of each subsidiary are measured at the currency of the economic environment under which this subsidiary operates. The Group’s consolidated financial statements are presented in Kuwaiti Dinars, which is the functional currency of the Parent Company. Transactions and Balances Foreign currency transactions are recorded at the rate of exchange prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated at the year-end rate of exchange. All differences are taken to the consolidated statement of income. Non–monetary assets and liabilities denominated in foreign currencies, which are stated at historical cost or amortized cost are translated at the foreign exchange rate prevailing at the date of transaction. Non–monetary assets and liabilities stated at fair value and denominated in foreign currencies are translated to Kuwaiti Dinar. Translation differences are reported as part of the fair value gain or loss. Translation of the Financial Statements Assets and liabilities of associates and subsidiaries are translated at the rate of exchange prevailing at the balance sheet date, income and expenses are translated at the average rate of exchange during the year. All differences are taken to a separate account in equity. 3. FINANCIAL RISK MANAGEMENT 3.1 Financial Risk The activities of the group expose it to a group of financial risks which are market risks, including (foreign currency risks and risks of change in fair value resulting from the change in interest rates, and risks of fluctuations in cash flows resulting from changes in interest rates, and risks of market prices) in addition to credit risk and liquidity risks. The Group’s management of these financial risks consists in the continuous evaluation of market conditions and trends and the assessment of the changes in market factors for the long and short-term. Market Risk Foreign currency risks The Group is exposed to the risk of foreign currency resulting primarily from dealing in financial instruments with US$ and Australian Dollar. The risk of foreign exchange results from future transactions on financial instruments in foreign currency recognized in the financial statements of the group which are represent mainly in the available for sale investments, receivable, investments at fair value through profit and loss, deposits at financial institutions, cash and cash equivalent and the creditors. The group has set policies for the management of foreign exchange risk which require each company in the group to manage the foreign risk against its currency of operation. The separate managements of the Group companies manage foreign exchange risks through the careful monitoring of the changes in currency rates in addition to monitoring their impact on the financial position of the Group, throughout the year. In the case of high \ low foreign currency referred to above, at 5% against the Kuwaiti dinar with the stability of all other variables, the net profit \ Equity of the group will be affected by the following positive values and the same negative values. 29 Notes to consolidated Finanical Statements for the Year Ended 31 December 2010 (All Amounts are in Kuwait Dinar unless otherwise stated) Impact on income statement 2010 Impact on Equity 2009 2010 2009 ـ ـ 47,259 48,240 Receivable 251,858 319,783 ـ ـ investments at fair value – income statement loss 117,313 44,598 ـ ـ 94,980 7,436 ـ ـ )12,702( (24,249) ـ ـ Available for sale investments Cash and cash equivalent Creditors Fair Value Risks The Group is exposed to the price risk in its investments classified as available for sale. And investments at fair value through profit and loss. To manage this risk, the group diversifies its portfolio on the basis of predetermined allocation of the assets on. Diversification of the portfolio takes place in accordance with the limits set by the Group and the continuous monitoring of market prices and the management’s estimates of long term changes in fair value. In addition, the group keeps its investments at specialized investment companies which manage these investments The following sensitivity analysis shows the impact of the decline of the index of the Kuwait Stock Exchange on the Group’s net profit for the year. This analysis is based on the decline of the index of the Kuwait Stock Exchange by 5% with the stability of all other variables. Impact on net profit 2010 Investments at fair value - income statement 2009 )70,166( (55,503) The following sensitivity analysis shows the impact of the decline of the indexes of other financial markets on the Group’s equity. This analysis is based on the decline of the other market index by 5% with the stability of all other variables. Impact on equity 2010 Available for sale investments )11,369( 2009 )28,088( Interest rate risks The Group is exposed to the interest rate risk due to the deposits at fixed interest rate. The Group is not exposed to the cash flow risk as the interest rate is fixed. The Group manages this risk by transacting with institutions with good reputation. In addition, the Group periodically studies the data on interest rates to assess the potential usefulness of the possibility of reduction or increase in interest rates for future periods, the impact on cash flows and the company’s profits along with taking the corrective action to address the potential of such possibilities. 30 Notes to consolidated Finanical Statements for the Year Ended 31 December 2010 (All Amounts are in Kuwait Dinar unless otherwise stated) Credit Risks The credit risk is the risk that the group will incur a loss as a result of its customers’ or, counterparties’ failure to discharge their contractual obligation. The credit risk is highly concentrated in trade receivables and cash and cash equivalents, the group manages and follows up the credit risk as follows: Transacting with customers with good reputation and strong financial positions and with government parties. Diversifying its customer base and avoiding centralization of customers Focusing on cash sales. The credit sales are held only for the contractual agreements and external sales with obtaining a bank guarantee from the customers issued from high credit reputation banks, as well as obtaining a irrevocable letters of credit and tangible warranties. Transacting with financial institutions with high credit reputation. The Group Management’s opinion is that the maximum credit risk as at 31 December is as follows: Trade receivable 2010 2009 9,166,472 10,219,261 - Deposit in financial institutions 10,936,281 13,214,623 Cash and cash equivalents 9,084,106 Liquidity Risks The liquidity risk is the risk that the Group becomes unable to repay its liabilities when due, to minimize this risk the management has secured different financing resources and monitors the liquidity of assets on a regular basis. The responsibility of managing the liquidity risk is kept with the Board of Director which developed an appropriate framework to manage the liquidity. The Group manages the liquidity by keeping appropriate reserves as well as through the continuous monitoring of the expected and actual cash flows and the maturity dates of financial assets and liabilities. The table below shows the breakdown of the non-derivative liabilities for the year ended as of the financial position date up to the contractual due dates. The balances which mature within 12 month equal its carrying value as the effect of discount will be insignificant. The maturity dates of financial liabilities as at 31 December 2010: Between 1 and 3 Months During 1 month From 3 months and one year Between 1 and 5 years Total Liabilities Creditors and other credit balances Indemnity Total 1,305,600 1,182,065 1,851,738 - 4,339,403 - - - 1,640,895 1,640,895 1,305,600 1,182,065 1,851,738 1,640,895 5,980,298 31 Notes to consolidated Finanical Statements for the Year Ended 31 December 2010 (All Amounts are in Kuwait Dinar unless otherwise stated) The maturity dates of financial liabilities as at 31 December 2009: Between 1 and 3 Months During 1 month From 3 months and one year Between 1 and 5 years Total Liabilities Creditors and other credit balances 746,448 1,119,671 1,866,120 ـ 3,732,239 - - - 1,520,343 1,520,343 746,448 1,119,671 1,866,120 1,520,343 5,252,582 Indemnity Total 3.2 Capital risk management The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a going concern in order to provide returns for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the costs of capital. In order to maintain or adjust the capital structure, the Group monitors capital on the basis of gearing ratio. The ratio is calculated as net debt divided by total capital. Net debt is calculated as total borrowings (including facilities and creditors) less cash and cash equivalents. Total capital is calculated as equity (as shown in the consolidated balance sheet) plus net debt. 3.3 Fair value estimation The fair values of financial assets and financial liabilities are determined as follows: • The fair values of financial assets and financial liabilities with standard terms and conditions and traded on active markets are determined with reference to quoted market prices. • The fair values of other financial assets and financial liabilities are determined in accordance with generally accepted pricing models based on discounted cash flow analysis. The following table provides an analysis of financial instruments that are measured subsequent to initial recognition at fair value, grouped into Levels 1 to 3 based on the degree to which the fair value is observable. • Level one: Quoted prices in active markets for identical assets or liabilities. • Level two: quoted prices included within level I that are observable for the asset or liability from the managers of the funds invested in or other methods of quotation that are not based on observable market date, either directly or indirectly. • Level three: Inputs for the asset or liabilities that are not based on observable market data. The table below represents the analysis of financial instruments that are recorded at fair value on the levels above mentioned: 2010 Level one Level two Total Assets Available for sale investments Investment at fair value through profit or loss 32 227,374 1,386,925 1,614,299 1,403,320 6,506,364 7,909,684 Notes to consolidated Finanical Statements for the Year Ended 31 December 2010 (All Amounts are in Kuwait Dinar unless otherwise stated) 2009 Level one Level two Total Assets Available for sale investments Investment at fair value through profit or loss 561,750 1,409,321 1,971,071 1,110,066 4,138,402 5,248,468 4. CRITICAL ACCOUNTING ESTIMATES AND ASSUMPTIONS According to the accounting policies included in the International Financial Reporting Standard (IFRS) which are adopted by the group, these IFRS require from the management to make the following estimates and assumptions which may affect the assets and liability book value. Critical accounting estimates and assumptions Fair value of unquoted equity investments Valuation techniques for unquoted equity investments in which estimates are used representing the expected cash flows discount rates, return rates, credit risks, and other valuation techniques used by market participants. The Group calibrates the valuation techniques periodically and tests these for validity using either prices from observable current market transactions in the same instrument or other available methods. Impairment of fixed assets and inventory The Group reviews the fixed assets and inventories on a continuous basis to determine whether a provision for impairment should be recorded in the statement of income. In particular, a considerable judgment by the management is required in the estimation of the amount and timing of future cash flows when determining the level of provisions required. Such estimates are necessarily based on assumptions about several factors involving varying degrees of judgment and uncertainty, and actual results may differ resulting in future changes to such provisions. Critical Judgments in applying the entity’s accounting policies: Impairment of available for sale investment The Group determines whether an available-for-sale investment is impaired. This determination requires significant judgment by the management. The Group makes this judgment based on many factors, such as whether the duration and extent to which the fair value of an investment is less than its cost, and the financial solvency of the Company including factors such as industry and sector performance, changes in technology and operational and financing cash flow. 33 34 At 31 December 2010 Net book value: 8,166,831 40,169,236 - Foreign currency translation differences At 31 December 2010 - 2,493,214 37,676,022 48,336,067 - Disposals Depreciation for the year At 1 January 2010 Accumulated depreciation and impairment losses: At 31 December 2010 Foreign currency translation differences 1,819,016 - Disposals during the year Transfer from project in progress - 46,517,051 Additions during the year At 1 January 2010 Cost: Vessels 5. PROPERTY, PLANT AND EQUIPMENT 1,012,725 6,814,389 - - 181,058 6,633,331 7,827,114 - - - 60,126 7,766,988 Lands, constructions, and buildings (All Amounts are in Kuwait Dinar unless otherwise stated) 293,613 2,609,837 - (189,046) 66,501 2,732,382 2,903,450 - - (189,107) 138,731 2,953,826 Machinery and equipment 200,131 1,648,150 - (291,237) 100,814 1,838,573 1,848,281 - - (313,095) 95,347 2,066,029 Vehicles 66,979 793,793 - (138,651) 26,740 905,704 860,772 - - (139,483) 52,405 947,850 Other assets 2010 Notes to consolidated Finanical Statements for the Year Ended 31 December 2010 1,744,008 3,171,668 111,284 (179,883) 156,724 3,083,543 4,915,676 258,492 - (179,883) 171,685 4,665,382 Assets of subsidiary companies 148,144 - - - - ـ 148,144 - (1,819,016) (8,560) 1,832,392 143,328 Projects in progress 11,632,431 55,207,073 111,284 (798,817) 3,025,051 52,869,555 66,839,504 258,492 - (830,128) 2,350,686 65,060,454 Total 35 At 31 December 2009 Net book value: 8,841,029 37,676,022 ـ Foreign currency translation differences At 31 December 2009 ـ 3,049,918 34,626,104 46,517,051 ـ Disposals Depreciation for the year At 1 January 2009 Accumulated depreciation and impairment losses: At 31 December 2009 Foreign currency translation differences 4,540,711 ـ Disposals during the year Transfer from project in progress ـ 41,976,340 Additions during the year At 1 January 2009 Cost: Vessels 1,133,657 6,633,331 ـ ـ 179,297 6,454,034 7,766,988 ـ ـ ـ 71,765 7,695,223 Lands, nstructions, and buildings 221,444 2,732,382 ـ ـ 52,167 2,680,215 2,953,826 ـ ـ ـ 124,755 2,829,071 Machinery and equipment 227,456 1,838,573 ـ (14,878) 86,748 1,766,703 2,066,029 ـ ـ (14,878) 65,450 2,015,457 Vehicles 2009 42,146 905,704 ـ (7,116) 25,694 887,126 947,850 ـ ـ (7,646) 24,769 930,727 Other assets 1,581,839 3,083,543 381,497 (19,025) 115,687 2,605,384 4,665,382 588,358 ـ (19,025) 637,599 3,458,450 Assets of subsidiary companies 143,328 ـ ـ ـ ـ ـ 143,328 ـ (4,541,987) ـ 1,859,108 2,826,207 Projects in progress 12,190,899 52,869,555 381,497 (41,019) 3,509,511 49,019,566 65,060,454 588,358 (1,276) (41,549) 2,783,446 61,731,475 Total Notes to consolidated Finanical Statements for the Year Ended 31 December 2010 (All Amounts are in Kuwait Dinar unless otherwise stated) 6. INVESTMENT IN ASSOCIATES Country of Incorporation Share % Kuwait Emirates Livestock and Meat Products Trading Company L.L.C Portland Pellet Suppliers (Partnership) Company 31 December 2010 31 December 2009 40% 650,863 926,624 UAE 49% 60,552 62,282 Australia 50% 527,865 583,531 1,239,280 1,572,437 National Tannery Co. (K.S.C.C.) The Group’s share in the result of the National Tannery Company (K.S.C.C) operations for the year ended 31 December 2010 is recorded based on financial statements prepared by the management of associate company as at 30 September 2010. During the year ended 31 December 2010, the parent company recorded impairment losses for its investment in National Tannery Company K.S.C.C of KD 70,000 (31 December 2009 - KD 30,000). The Group’s share in the result of the Emirates Livestock and Meat Products Trading Company (LLC) operations and the operations of Portland Pellet Suppliers – Partnership (Associate of Rural Export and Trading –WA PTY Ltd), for the year ended at 31 December 2010 is recorded based on the financial statements prepared by the management of these associates. The Group’s share in the assets, liabilities, revenues, and net (loss)/ gain of the unlisted associates is as follows: Assets Liabilities Revenues Net Profit 2010 National Tannery company Emirates Livestock & Meat Products Trading Co. Portland Pellet Suppliers 1,122,765 371,902 289,394 )38,733( 72,363 11,811 45,061 )11,753( 599,556 71,691 1,527,073 91,199 1,794,684 455,404 1,861,528 40,713 1,390,536 433,912 108,142 (70,380) 74,352 12,070 45,089 33,335 680,289 96,758 849,123 146,766 2,145,177 542,740 1,002,354 109,721 2009 National Tannery company Emirates Livestock & Meat Products Trading Co. Portland Pellet Suppliers 36 Notes to consolidated Finanical Statements for the Year Ended 31 December 2010 (All Amounts are in Kuwait Dinar unless otherwise stated) 7. AVAILABLE FOR SALE INVESTMENTS 31 December 2010 31December 2009 Investments in local securities (quoted) 227,374 561,750 Investments in local securities (unquoted) 658,091 649,433 Investments in foreign securities (unquoted) 914,642 941,095 Investments in foreign funds (unquoted) 247,968 253,447 2,048,075 2,405,725 - Available for sale investments include an amount of KD 1,386,925 as of 31 December 2010 represent unquoted investments in securities (KD 1,409,321 at 31 December 2009) have been evaluated by the portfolio’s manager. Available for sale investments are managed by local investment companies. - Available for sale investments include an amount of KD 433,776 as of 31 December 2010 represent unquoted investments in securities (KD 434,654 as of 31 December 2009) recorded at cost as its fair value cannot reliably measured. The Group’s management believes that no indication of any impairment in respect of these investments. - During the year, the Group’s management has recorded an impairment of investment in quoted local securities amounted to KD 297,701. - Investments available for sale are dominated into the following currencies as of 31 December: 2010 2009 Kuwaiti Dinar 885,465 1,211,183 US Dollar 945,172 963,125 Sterling Pound 217,438 231,417 2,048,075 2,405,725 8. INVENTORIES 31 December 2010 31 December 2009 3,242,662 1,728,116 98,452 259,741 Gut 8,976 40,411 Medicines, fertilizers and others 6,228 16,575 3,356,318 2,044,843 Goods in transit 2,584,135 1,990,409 Production materials and spare parts 1,557,170 1,446,301 7,497,623 5,481,553 Livestock and meat (net) Fodder 37 Notes to consolidated Finanical Statements for the Year Ended 31 December 2010 (All Amounts are in Kuwait Dinar unless otherwise stated) 9. RECEIVABLES AND OTHER DEBIT BALANCES 31 December 2010 31 December 2009 9,432,934 10,485,723 (266,462) (266,462) 9,166,472 10,219,261 151,606 111,614 Accrued income 20,871 54,039 Refundable deposits 59,571 59,692 Tax assets 27,160 24,999 Staff receivables 21,906 5,144 Others 80,613 447,181 9,528,199 10,921,930 Trade receivables Doubtful debts Prepaid expenses - Trade receivables include an amount of KD 983,850 as of 31 December 2010 (KD 1,005,549 as at 31 December 2009 – 1,004,850 as at 30 June 2009), a balance due from a delinquent customer. The Parent Company did not provide a provision for this Balance due to the existence of guarantees represented in checks at the amount of US$3,500,000 representing the full value of the debt in addition to a first degree real estate mortgage over collaterals, and also a power of attorney to sell those collaterals, whose fair value amounted to KD 1,331,737 based on an evaluation by independent evaluators dated 21 June 2006. The Company has got an initial verdict in its favor and it has been supported in appeal stage. The disputant has challenged the verdict at the supreme court which partially accepted the challenge. In 19 May 2010 session the supreme court ruled for referral of the case to the court of appeal for which a court session has been scheduled to be held on 22 March 2011. The company›s management believes that there is no need to provide a provision during the period as the case is still under deliberation with the concerned authorities. - The book value of receivables and other debit balances is approximately equal their fair value. - The policy of the group to start providing a provision for debts which are past due for more than 6 months. - Trade receivables which are not due amounted to KD 8,849,860 as of 31 December 2010 (KD 6,853,040 as of 31 December 2009). - The total trade receivables that are past due but not collected or impaired amounted to KD 316,612 as of 31 December 2010 (KD 3,366,221 as of 31 December 2009). - Trade receivables which are impaired and provided for amounted to KD 266,462 as of 31 December 2010 (KD 266,462 as of 31 December 2009). 38 Notes to consolidated Finanical Statements for the Year Ended 31 December 2010 (All Amounts are in Kuwait Dinar unless otherwise stated) 10. INVESTMENT PROPERTIES This item represents lands located in the United Arab Emirates. - The Parent Company did not revalue the investment properties as of 31 December 2010. - The Parent Company’s investment in lands is contradicted with its objectives as stated in Article no. (5) of its memorandum of association and Article no. (4) of Articles of Association thereof. 11. INVESTMENTS AT FAIR VALUE – INCOME STATEMENT 31 December 2010 1,403,320 31 December 2009 1,110,066 87,465 87,465 Foreign unquoted investments 2,346,253 890,405 Investments in funds 4,072,646 3,160,532 7,909,684 5,248,468 Local quoted investments Local unquoted investments All unquoted and foreign investments have been valued by the Investment Portfolio’s Manager as at 31 December 2010. 12. CASH AND CASH EQUIVALENTS Cash on hand and at banks Time deposits Cash at investment portfolio 31 December 2010 2,040,029 31 December 2009 1,114,068 11,116,982 7,937,251 57,612 32,787 13,214,623 9,084,106 The actual average interest rate on deposits amounted to 1.892 % as at 31 December 2010 (2.686 % as at 31 December 2009). 13. SHARE CAPITAL The issued and paid capital of the Parent Company is KD 21,659,057 divided into 216,590,575 shares with a nominal value of 100 fils each as at 31 December 2010. 39 Notes to consolidated Finanical Statements for the Year Ended 31 December 2010 (All Amounts are in Kuwait Dinar unless otherwise stated) 14. TREASURY SHARES Numbers of shares - share Percentage to issued shares (%) Market Value 31 December 2010 31 December 2009 6,057,383 5,307,383 %2.80 %2.45 1,786,928 1,751,436 The treasury shares have been recorded at cost amounted to KD 1,321,129 as at 31 December 2010 (1,074,243 as at 31 December 2009) 15. STATUTORY RESERVE In accordance with the Commercial Companies Law and the Parent Company’s Articles of Association, 10% of the net profit for the year before contribution to Kuwait Foundation for the Advancement of Science, National Labor Support Tax, Board of Directors’ remuneration and Zakat is transferred to the statutory reserve. The General Assembly may resolve to discontinue such annual transfers when the statutory reserve reaches 50% of the Parent Company’s paid up share capital. Distribution of the statutory reserve is limited to the amount required to enable the payment of a dividend of 5% of paid up capital to be made in years when accumulated profits are not sufficient for the payment of such dividend. 16. VOLUNTARY RESERVE As required by the Parent Company’s articles of association, a percentage of the net profit for the year proposed by the Board of Director and approved by the General Assembly is transferred to the voluntary reserve. The General Assembly may resolve to discontinue such transfer based on a recommendation by the Board of Directors. 40 Notes to consolidated Finanical Statements for the Year Ended 31 December 2010 (All Amounts are in Kuwait Dinar unless otherwise stated) 17. OTHER RESERVES AND CHANGES IN FAIR VALUES Accumulated changes in fair market value of available for sale investments Balance as at 1 January 2009 Foreign currency translation reserve Share in associates› reserve Total (157,459) (242,692) 787,834 387,683 39,308 - - 39,308 Transferred to the retained earnings from associate reserves - - )39,392( )39,392( Foreign currency translation differences - 524,434 - 524,434 Balance as at 31 December 2009 (118,151) 281,742 748,442 912,033 Balance as at 1 January 2010 (118,151) 281,742 748,442 912,033 (59,949) - - (59,949) Changes in the company’s share of associate’s reserve - - )167,028( )167,028( Foreign currency translation differences - 349,056 - 349,056 (178,100) 630,798 581,414 1,034,112 Changes in the fair value of available for sale investments Changes in the fair value of available for sale investments Balance as at 31 December 2010 18. PAYABLES AND OTHER CREDIT BALANCES 31 December 2010 31 December 2009 1,217,239 1,333,466 405,037 411,943 1,546,423 711,456 Accrued expenses 815,937 233,418 Staff leave 216,685 198,894 28,000 28,000 110,082 815,062 4,339,403 3,732,239 Trade payables Dividends accrued to shareholders Cost of accrued marine expenses Board of directors› remuneration Other credit balances 41 Notes to consolidated Finanical Statements for the Year Ended 31 December 2010 (All Amounts are in Kuwait Dinar unless otherwise stated) 19. OPERATING INCOME Sales Transportation revenue 2010 2009 58,252,104 57,404,691 1,492,601 1,512,448 - 474,326 59,744,705 59,391,465 Revenue from rent of vessels 20. GOVERNMENTAL SUBSIDY In accordance with the Ministerial Resolution No. 580 dated 31 December 2008 and the Council of Ministers’ Resolution No 844 dated 14 August 2008, the management recorded in the statement of income an amount of KD 4,720,240 for the year ended 31 December 2010 (KD 4,475,580 as at 31 December 2009) as a financial subsidy from the ministry to support the company dealing with the increasing prices of some foodstuffs and consumer goods. The resolution sets out to provide a financial support by five Kuwaiti dinars per head of live sheep entering into the country through seaports by the licensed national companies. 21. OTHER OPERATING EXPENSES This item represents the total vessel expenses during the stoppage and repair durations, amounting to KD 623,384 during the year ended 31 December 2010 (KD 548,805 - 31 December 2009). 22. GAINS/ (LOSSES) FROM INVESTMENTS AT FAIR VALUE – INCOME STATEMENT 2010 Gains/ (losses) from change in fair value Realized gains/ (losses) Portfolios management fees 2009 1,177,225 )431,083( 86,265 )26,354( (28,439) )1,255( 1,235,051 23. NET LOSS FROM INVESTMENTS AVAILABLE FOR SALE Loss from sale of available for sale investments Impairment 2010 )458,692( 2009 - (297,701) (297,701) 24. BOARD OF DIRECTORS REMUNERATION )34,378( (34,378) The board of directors remuneration exceeds the limit allowed by Article No. (150) of the Commercial Companies Law. This remuneration is subject to the approval of the Shareholders General Assembly meeting. 42 Notes to consolidated Finanical Statements for the Year Ended 31 December 2010 (All Amounts are in Kuwait Dinar unless otherwise stated) 25. (LOSSES)/ EARNINGS PER SHARE Basic (losses)/ earnings per share are calculated based on dividing the net (loss)/ profit of the year by the weighted average number of common shares outstanding during the year as follows: Net (loss)/ profit for the year Number of issued shares Less: treasury shares Weighted average number of outstanding shares 2010 2009 (2,205,145) 6,662,619 216,590,575 216,590,575 (5,715,493) (4,968,890) 210,875,082 211,621,685 (10.46) 31.48 (losses)/ Earnings per share (fils) 26. DIVIDENDS On 31 March 2010, the Shareholders’ General Assembly approved the consolidated financial statements for the year ended 31 December 2009; cash dividend for the year ended 31 December 2009 by 15 fils per share, in total KD 3,169,248; and remuneration for the members of the Board of Directors amounting to KD 28,000 for the year ended 31 December 2009 in accordance with the recommendation of the Board of Directors meeting held on 22 February 2010. 27. STAFF COST Staff salaries and benefits 2010 2009 1,863,154 1,654,506 182,186 149,654 91,565 81,626 Employees’ end of service indemnity Leaves 2,136,905 28. CONTINGENT LIABLITITIES AND CAPITAL COMMITMENTS 1,885,786 31 December 2010 31 December 2009 Letters of Guarantee 841,746 1,169,105 Lease contract obligations 258,080 60,492 Lease Contract commitments are as follows: 2010 Payments within a year 258,080 2009 60,492 43 Notes to consolidated Finanical Statements for the Year Ended 31 December 2010 (All Amounts are in Kuwait Dinar unless otherwise stated) 29. RELATED PARTIES TRANSACTIONS The Related Parties are represented in main shareholders, member of Board of Directors, senior management and associate companies. In the ordinary course of business, the Group entered into transactions with related parties during the period. These transactions are detailed below as follows: 2010 2009 90,898 90,152 1,405,799 1,766,519 30 December 2010 31 December 2009 Key management long term benefits 563,420 514,730 Key management short term benefits 57,819 60,119 Management fees paid to associate companies Sales for related parties Transactions with related parties are subject to the Shareholders’ General Assembly approval. 30. SEGMENTAL FINANCIAL INFORMATION Primary segment - Geographical segments The Group conducts its activities through two main geographical segments: the first is in Kuwait through Livestock Transport and Trading Company K.S.C. (Parent Company) and the other in the United Arab Emirates through Emirates Livestock and Meat Products Trading Company (L.L.C. – Under management), a subsidiary. All intra-company transactions are recognized at cost plus all administrative costs. The parent company did not classify Rural Export Company, Australia, as a separate geographical segment due to the fact that the main activity of this company is to provide services of storage, care and shipping of livestock for the Parent Company and the UAE subsidiary. The following is the geographical segments information: The nine months ended 31 December 2010 Operating revenues Segment Results Undistributed revenues Kuwait 54,144 )3,300( Thousand Kuwait Dinar UAE 5,600 10 Undistributed expenses Net Profit for the Year Other Information Segment Assets Other undistributed assets Segment Liabilities Purchase of property, plants and equipment Depreciation 44 48,488 949 5,734 246 Total 59,744 )3,290( 1,711 )626( )2,205( 49,437 3,807 53,244 5,980 2,350 3,025 Notes to consolidated Finanical Statements for the Year Ended 31 December 2010 (All Amounts are in Kuwait Dinar unless otherwise stated) The nine months ended 31 December 2009 Thousand Kuwait Dinar Kuwait Operating revenues Segment Results UAE Total 53,657 5,734 59,391 5,842 601 6,443 Undistributed revenues 1,252 Undistributed expenses (1,033) 6,662 Net Profit for the Year Other Information Segment Assets 52,767 717 53,484 4,531 Other undistributed assets 58,015 Segment Liabilities 5,071 5,252 181 Purchase of property, plants and equipment 2,783 Depreciation 3,509 Sub-Segment – Segments of activities The main activities of the Group are sale of live and slaughtered sheep and the sale of meat either produced only or manufactured in different products. There are, as well, other sub-activities represented in sales of fodder, leather, gut and fertilizers. The company sells its products in Kuwait, UAE and the other Gulf Countries only. The following is an analysis of sales by business segments: Thousand Kuwait Dinar 2010 2009 45,948 44,506 Meat sales 9,492 11,301 Others 4,305 3,584 59,745 59,391 Livestock sales 31. COMPARATIVE FIGURES Certain comparative figures were reclassified to conform to the current year presentation. 45