SamSon international PlC annual report 2013/14

Transcription

i
Evolution of the Company
Samson International Plc is a subsidiary of the DSI Samson Group (Pvt) Ltd.
The parent Company was
founded in 1962. DSI Samson Group has an export turnover of more than 1% of the country’s total export
turnover and has a workforce of 8,500 employees. The majority of their factories are located in remote rural
areas. Samson International PLC is one of them.
Samson International Plc started its business on 14th October 1988 at a time the open economic policies
had got firmly established in the country with a great tendency among the business community to commence
export-oriented projects. Accordingly, this Company was intended to produce rubber-based products largely
for export markets.
Samson International Plc now manufactures and exports molded and extruded rubber products such as hot
water bottles, jar sealing rings, rubber mats, rubber floorings, beadings and mud flaps mainly to international
markets. Samson International Plc has 324 employees and the main factory is situated at Bogahagoda, Galle.
Milestones
•
1988 – Samson International Ltd. was incorporated as a Private Company on
14th October, 1988
•
1992- Ordinary shares of the Company were listed in the Colombo Stock
Exchange and became a public quoted company as Samson International Plc
on 24th July, 1992
•
1994 - Was awarded the first “ ISO 9001: 2008 quality management
certificate” among the rubber-related product manufacturing companies in
Sri Lanka
•
2007- Invested in the first microwave continuous line machine in Sri Lanka.
(This is the only microwave machine in South Asia)
•
2009- Purchased all assets of Aksel Rubber Mat Company, Kalutara
•
2012 - Was awarded the Gold Export Award from the National Chamber of
Exporters of Sri Lanka
•
2013 – Was awarded the Gold Export Award from the National Chamber of
Exporters of Sri Lanka for the second consecutive year when the Company
celebrated its Silver Jubilee
•
2014- Purchased assets of Okta PVC Lanka (Private) Ltd., Baddegama, and
stepped into manufacturing PVC products
cOntents
Page
1)
Financial highlights
01
2)
OurCorporateVision,Mission,ValuesandourAim
02
3)
Chairman’s review In English
03 - 06
4)
Chairman‘sreviewinSinhala
07-09
5)
ManagingDirector’soperationalreview
10-13
6)
Corporate information
14 - 15
7)
TheBoardofDirectors
16-17
8)
Profiles of Directors
18 - 19
9)
Executive management
20 - 23
10)
Managementdiscussion&analysis
24-52
11)
Corporate governance
53 - 58
12)
Riskmanagement
59-64
13)
ReportoftheBoardofDirectors
65-70
14)
StatementofDirectors’responsibilities
15)
AuditCommitteeReport
16)
RemunerationCommitteeReport
17)
FinancialReview
75-76
18)
Auditor’sReport
77
19)
FinancialStatement
78-107
20)
SustainabilityReport
108-121
21)
GlobalReportingInitiative
122-126
22)
InvestorInformation
127-130
23)
Four-Quarter Financial Summary
131
24)
Ten- year Economic Summary
132
25)
Ten-year Financial Summary
133
26)
Foreign Currency Financial Statement
134
27)
GlossaryofFinancialTerms
135
28)
NoticeoftheAGM
136
29)
DirectiontothevenueoftheAGM
137
30)
Notes
138
31)
Form of Proxy
71
72-73
74
Enclosed
Profit before tax increased by 27% or Rs. 13.7mn
Finance cost decreased by 62% or Rs. 6.0mn
Financial investments increased by Rs. 50mn
Profit Before Tax (Rs. ‘000)
Finance Cost (Rs. ‘000)
80,000
25,000
64,841
21,922
60,000
40,000
17,161
20,000
15,000
19,123
(20,000)
20,000
51,077
(7,608)
2009/10
2010/11
2011/12
10,106
2012/13
2013/14
5,000
(40,000)
3,780
(55,980)
(60,000)
-
(80,000)
2009/10
2010/11
2011/12
2012/13
140
6
120
5
5.31
117.00
102.87
104.00
88.27
80
2013/14
Fixed Asset Turnover Ratio (Times)
Net Assets Per Share (Rs.)
100
9,900
10,000
4.95
4
91.75
3
5.45
7.71
3.44
60
2
40
1
20
-
2009/10
2010/11
2011/12
Samson international PLC Annual Report 2013/14
2012/13
2013/14
2009/10
2010/11
2011/12
2012/13
2013/14
Financial
Highlights
2013/14
2012/13
Variance
%
Operating Results
Revenue
Rs.000
952,561
973,858
(21,297)
(2)
Profitbeforetax
Rs.000
64,841
51,077
13,764
27
Tax onprofit
Rs.000
8,491
(4,438)
12,929
291
Profitaftertax
Rs.000
56,350
55,515
835
1.5
inUS$000
4,753
5,235
(482)
(9)
Rs.000
227,496
199,631
27,865
14
times
18.15
6.15
ROCE
%
12.5
13.8
(1.3)
Gross profit to Sales
%
15.2
15.3
(0.1)
Rs/month
58,512
55,085
3,427
6.2
Nos.
324
302
22
7.3
Dividendcover
times
7.3
7.2
Currentratio
times
2.37
2.39
%
6.8
13.2
(6.4)
Financecost
Rs.000
3,780
9,900
(6,120)
FinancialInvestments
Rs.000
50,354
-
50,354
Totalassets
Rs.000
654,125
593,108
61,017
10.2
Cashgeneratedfromoperations
Rs.000
136,204
17,785
118,419
666
Dividendpershare
Rs.
2.00
2.00
-
-
Marketpricepershare-Closing
Rs.
88.20
82.20
6.00
7
Earningspershare
Rs.
14.64
14.43
0.21
1.5
Netassetspershare
Rs.
116.82
104.18
12.64
12
Numberofsharesissued
Nos.
3,847,974
3,847,974
-
-
NumberofShareholders
Nos.
1,125
1,127
(2)
(0.2)
Marketcapitalization
Rs.000
339,391
316,303
23,088
7
Shareholders’Funds
Rs.000
449,558
400,904
48,654
12
times
6.02
5.69
0.33
5.8
Exportsearnings
Valueadditions
Interest cover
Valueadditionsperemployee
Manpower
Financial Position
Gearing
(62)
Shareholder information
Price earnings ratio
1
Our cOrpOrate
Vision, Mission, Values and aim
Our Vision
To be a leading Polymer Product manufacturer in the region.
Our Mission
To become a versatile manufacturer of diversified polymer products in the
globalmarketbyutilizingmoderntechnologywhileprovidingoptimum
value to Stakeholders.
Our Values
Contributing to the Socio-economic development,
Respecting national and religious heritage,
Protecting and safeguarding our environment,
Enhancing disciplined human resources based on the family concept.
Our Aim
Aiming at versatility in all polymer products…
During the last 25 years, we have maintained a benchmark for having arguably the widest
product range among the rubber products manufacturing companies in Sri Lanka.
WearemovingonbeyondourSilverJubilee,determinedtoexpandourpolymerproducts
range and invest in modern technology aimed at versatility.
Wealsocontinuetobecommittedtocontributetothenationaleconomy,servingtherural
areas in the Southern Province by using local raw materials, opening direct employment
avenues for neighbouring villages, generating foreign exchange and nurturing our
indigenousheritageasasociallyresponsiblecorporatecitizenwhileaimingatversatilityand
movingforwardinthedirectionofourVision.
2
cHairMan’s
review
“It is observed that currently, more than half of
Sri Lankan exports are still centered on the US
and EU markets. We would be severely affected
if the economies in both the US and EU decline.
To minimize the risk, the right mixture of exports
has to be identified. In view of this, we all have to
develop the Chinese, Japanese and South Asian
markets… “
I
tismypleasuretopresenttheAnnualReportofSamson
InternationalPlcfortheyearended31stMarch2014.As
you are aware, Samson International Plc was incorporated on
14th October 1988 and we celebrated our silver jubilee this
financial year.
Global Economic outlook
In 2013, the global economic growth was estimated at 3
percent which is a marginal drop from 3.2 percent recorded
in2012.AsprojectedintheIMFforecast,globalgrowthwill
strengthen from 3 percent in 2013 to 3.6 percent in 2014 and
3.9 percent in 2015.
World Economic Output Growth (%)
%
6
5.2
5
3.9
3.9
4
3.6
3.2
3
3
2
1
0
2010
2011
2012
2013
2014
2015
Source : IMF World Economic Outlook Report of April 2014
3
cHairMan’s statement (contd...)
%
AccordingtoIMFWorldEconomicOutlookReportofApril
Economic Growth (%)
Source : World Economic
Outlook Apr 2014
16
14
2014, the USA, Euro area ( Germany, France, Italy and Spain),
Emergind and Devoloping Asia
India
China
12
10
Japan,UKandCanadahaveadvancedeconomies.The
8
economic activities in these countries struggled in the first half
6
4
2
but grew firmly in the second half of the year and recorded
1.4 percent growth in 2013 compared to 1.3 percent in 2012.
In these countries, growth is expected to increase to about
0
2005
-2
2006
2007
2008
2009
2010
2011
2012
2013
2014
2015
-4
-6
2.2percentin2014.Keydriversofsuchgrowthwillbea
reduction in fiscal tightening (except in Japan) while pursuing
Whenwelookattheforeigncurrencytrends,forsome
accommodative monetary measures . Growth will be strongest
currencies the foreign exchange market was highly volatile. The
in the United States at about 2.8 percent while in the Euro area
Japanese Yen recorded 18.1 percent depreciation against the
growth is projected to be positive but varied area depending on
dollar where currencies such as the Euro, Sterling Pound and
theSouthAfricanRandsignificantlyappreciatedagainstthe
the extent of debt and financial fragmentation.
dollar. Inflation remained stable in many economies in 2013
while a few developed economies faced deflationary pressures.
%
6
United States
Economic Growth (%)
Outlook Apr 2014
4
Japan
Advanced Economies
2
0
2005
Sri Lankan Economic Outlook
TheSriLankaneconomyrecordeda7.3percentgrowthin
2006
2007
2008
2009
2010
2011
20
11
2012
2013
2014
2015
2013 while inflation remained at single digit levels for the fifth
-2
consecutiveyear,steadilydecliningtomid–singledigitlevels
-4
by the end of 2013. Though remaining at a low level of 4.4
-6
percent in 2013, the unemployment level recorded a slight
increase of 0.4 percent compared to the previous year due to
%
new job seekers entering the labour market. Inflation trended
Economic Growth (%)
Outlook Apr 2014
6
Euro Area
downward in 2013, averaging 6.9% in the year. Economic
France
Germony
4
growth was broad based with contributions from all sectors,
2
0
2005
supported by favorable weather conditions.
2006
2007
2008
2009
2010
2011
2012
2013
2014
2015
-2
The Sri Lankan economy was projected to accelerate further
-4
in the medium term to an annual growth rate of 8 percent.
-6
This economic growth target is expected to be supported by
Economic activity in many emerging market economies ( i.e.,
China,India,Indonesia,Malaysia,Philippines,Thailandand
Vietnam)hasbeendisappointinginalessfavorableexternal
financial environment, although they continue to contribute
more than two-thirds of global growth. Some emerging
economies slowed in growth due to weaker domestic demand
than anticipated and the growth recorded by emerging
economieswas4.7percent,whichisa0.2percentdrop
infrastructure expansion in transport, telecommunication, ports
and growth of tourism. The services sector made the largest
contributiontogrowthin2013.Rapidgrowthinwholesale
and retail trade, hotels and restaurants, transport, banking,
insurance and real estate enhanced performance in the large
service sector to 6.4% from 4.6% a year earlier. Industry grew
by 9.9%, slightly less than a year earlier, as slower growth
in mining and quarrying and in construction offset a pickup
in manufacturing and utilities. Favourable weather helped
fromthepreviousyear.AccordingtoIMF,inChinagrowthis
maintainagriculturegrowthatarelativelyfavourable4.7%.
projectedtoremainatabout7.5percentin2014.
Whenwelookfurther,foodinflationwasatabout12%during
the first quarter as the drought late in 2012 had disrupted
domestic food supplies, but then dropped markedly to 0.9%
inFebruary2014.Non-foodinflationwasalsoloweroverthe
yearbutincreasedto7.1%inJanuary2014.
4
Industry Performance
%
12.0
The rubber industry of the country faced two major challenges
10.0
during the year. Firstly, the significant decline in production was
8.0
due to a drop in tapping days during the adverse weather in the
6.0
firstninemonths.Rubberproductiondeclinedby14.2percent
4.0
compared to 2012. Secondly, declining world market prices of
2.0
natural rubber due to high stocks levels maintained in China
and Japan, which affected rubber prices in Sri Lanka too.
0.0
2009
2010
Agriculture
2011
Industry
2012
2013
Services
GDP
Source :Central Bank Annual Report 2013
The 2013 fiscal deficit is estimated at 5.8% of GDP in keeping
with the target. The target was achieved notwithstanding
unexpectedly weak revenues by reducing current expenditure.
Capital expenditure was largely sustained but was again
slightly below the target of 6% of GDP. The ratio of
Despite these challenges the output of rubber products
increased at a moderate rate of 4.6 percent with the increase
in international demand for rubber-based products in the
latter part of 2013. Earnings from exports of rubber products
recorded a 3.3 percent growth in 2013, which was the second
largest contributor to the growth in industrial exports of the
country.
governmentdebttoGDPfellto78.4%inSeptember2013
from79.1%in2012.
Future prospects for the industry will be more favourable with
the government’s master plan in respect of the rubber industry
There was a turnaround in external demand during the
secondhalfofthefinancialyear2013/14withthegradual
improvement in the advanced economies including the United
States and the European Union, which are Sri Lanka’s major
export destinations. Currently, more than half of Sri Lankan
exportsarestillcentredontheUSandEUmarkets.Wewould
be severely affected if the economies of both the US and the
EUdecline.Tominimizetherisk,therightmixtureofexports
has to be identified. In view of this, we have all to develop the
Chinese, Japanese and South Asian markets.
looking to generate USD 5 bn worth of rubber exports by
2022. In achieving this goal we could expect the authorities
to extend their support towards improving testing laboratory
facilities, developing infrastructure and regulating the industry.
Company’s Performance
Duringtheyearended31stMarch2014,theCompany
recordedaturnoverofRs.953mnasagainstRs.974mnin
the previous year. The reduced turnover was caused by the
significant depreciation of the currency of India, South Africa
and Japan, our customers. However, the profit before taxation
Withtheflexibleexchangeratepoliciesofthegovernment
the rupee remained less volatile against the dollar and the
currencies of some of the major emerging economies. By the
endof2013,therupeehadexchangedatarateof130.75
againsttheUSdollarrecordingadepreciationof2.75percent
compared to the previous year.
In 2013, many key infrastructure projects were completed,
namely, the country’s second international airport, harbour
and port development projects, the Expressway and highway
developmentprojects,theNorthernrailwayprojectandpower
inthecurrentyearisRs.64.8mnascomparedtoRs51.0mn
inthepreviousyear,whichisanincreaseby27%.
Wecontinuetomanufacturetotheinternationalstandards
required of many ISO certified products. In the future, we
will focus on widening our global presence with a wide
productrange.Wewillcontinuetofocusonhighcontributing
products.Wastageandscraplevelswillbefurtherminimized
withpropercontrols.Weneedtofurtherimproveourquality
levels and delivery times from their current position in order to
differentiate our products from Chinese products.
projects, with some more due to be completed in the future.
5
I am happy to inform you that Samson International Plc
purchasedtheassetsofOktaPVCLanka(Pvt)Ltd.on14th
July2014bymovingforwardinthedirectionofourVision.We
willbeabletowidenourproductrangefurtherwiththePVCrelated products.
Appreciation
As we complete our Silver Jubilee this year, I would like to
especially thank our invaluable and loyal customers. Further, I
would like to thank the Board of Directors, the management
and every employee of the company for their dedication and
commitment extended to the company.
Movingforwardinthe
I would also like to thank our bankers and all our suppliers for
theirsupport.Wedeeplyappreciateourshareholdersfortheir
directionofourVision
faith in our Company and we assure them of a bright future.
Dividends
The Board of Directors decided to recommend a dividend of
Rs.2.00persharefortheyearunderreview(Rs.2.00pershare
in2012/13).
Dr D. S. Rajapaksa
Turnover Last Ten Financial Years (Rs.Mn)
Chairman
1200
Colombo
1000
800
1st August 2014
600
Turn Over (Rs. Mn)
Tu
400
200
0
2004/05
2005/06
2006/07
2007/08
2008/09
2009/10
6
2010/11
2011/12
2012/13
2013/14
ManaGinG
Director’s Operational review
“During the year we improved many aspects of
our operational effectiveness through investing
in advanced technology, improving the working
capital, minimizing waste, maintaining higher levels
of capacity utilization in most of the products and
controlling all overheads… “
W
e, Samson International Plc, cater to sophisticated
international markets as well as the local market.
However, we continued to maintain satisfactory profit levels
in the recent past notwithstanding macroeconomic pressures,
which were challenges to face in the face of slightly lower
global economic growth (3.0 % in 2013 compared to 3.2%
in 2012), adverse movements in exchange rates of some
currencies that we dealt with ( India, South Africa and
Japan) and continuous increases in energy prices.
However, in a more positive light, an increase in exports
as well as local demand could be expected as advanced
economies are picking up, domestic demand in emerging
economies is increasing, and the rupee continues to be
stable against some major currencies and continues domestic
demand in infrastructure developments.
Profit Before Tax (Rs.Mn)
PBT (Rs.Mn)
P
PB
80
60
40
20
0
-20
2004/05
2005/06
2006/07
2007/08
2008/09
2009/10
2010/11
2011/12
2012/13
2013/14
-40
-60
-80
WiththeKatunayaka-Colombohighwaynowopen,our
customerscanreachuswithintwohoursfromtheKatunayaka
International Airport. Although our factory is located 100
km from Colombo in the South of Sri Lanka , the Southern
Expressway has brought us closer to Colombo. Anyone can
reach us now in a one-hour journey from Colombo and 15
10
ManaGinG Director’s Operational review (contd...)
minutesfromMatara.Thegovernment’smassiveinfrastructure
1994, we have enjoyed ISO status. Further, we have been
projects certainly help our business.
awardedBritishStandard(BS1970:2006),TUVCertification
andFSCCertificationforhotwaterbottles.Wealsohavethe
Weareplanningtobecome
FireRetardantCertificateforrubbersmatsandflooringsand
theElectricalResistantCertificateforrubbermats.Allraw
materials are used to manufacture our products by conforming
bigger and bigger
totheReachregulationsofEurope.
Wearethefirst
year by year
rubber- related product
During the year we improved many aspects of operational
effectiveness by investing in advanced technology, improving
ourworkingcapital,minimizingwaste,maintaininghigher
levelsofcapacityutilizationandcontrollingalloverheads.
In the financial year under review, we invested in a fully
manufacturing company to
receivetheISO9001:2008
automatedflashlesspressforVstrap,amill,anotherpress
QualityManagement
line for hot water bottles and an additional cutter for jar
sealingrings.Wecontinuetoinvestmoreandmorein
Certificate
Research&Development.OurGroupsignedanagreement
withthePolymerUnitoftheUniversityofMoratuwafor
researchactivitiesfor3yearsbyinvestingRs.15mnfrom
Above all, our main focus is contributing to the rural
which the major contribution will come to Samson Intentional
communities by offering them many more employment
Plc.Wearelookingforwardtothefuturewithmuchpositive
opportunitiesandupliftingtheirlivingstandards.Weasa
hope.Wewillcontinuouslyengageinproductdevelopment,
company are committed to protecting our cultural heritage
processautomationandcreatingsynergies.Weareplanning
and customs. Our years of experience prove that customs and
to become bigger and bigger year by year.
rituals tie generations with bonds that cannot be broken.
Ourworkingcapitalcycleisasfollows:
WearepleasedtoinformyouthatyourCompanyreceiveda
2013/2014 2012/2013 Variance
coupleofawardsduringtheyear:firstlyNationalChamber
of Commerce Gold Awards for the last two consecutive years
DebtCollectionPeriod(Days)
65
79
(14)
RMHoldingPeriod(Days)
23
18
5
CertificateofRecognitionawardedbytheInstituteofChartered
WIPHoldingPeriod(Days)
14
11
3
Accountantswasreceivedforlastyear’sAnnualReportinthe
FG Holding Period (Days)
19
58
(39)
Credit Settlement Period (Days)
(54)
(38)
(16)
CashOperatingCycle(Days)
67
128
(61)
than 40 types of rubber products under four different
OperatingCycle(Days)
56
87
(31)
product segments.
Our measures to improve quality in compliance with
in recognition of our export growth and volume; secondly a
manufacturing category.
As you are aware, Samson International Plc produces more
a)
international standards and continuous in-house and
Medical Items: These include hot water bottles, finger
exercises and power web.
overseas laboratory tests will ensure a solid market share
b)
Food Grade Items: These include jar sealing rings.
forourproducts.Wehaveachievedsignificantinternational
c)
Household & Industry Items: This segment includes
recognitionintermsofproductquality.Wearethefirst
rubber mats ,rubber flooring and rubber hoses,
rubber- related product manufacturing company to receive
continuous rubber rolls, bath mats, staircase mats, vehicle
theISO9001:2008QualityManagementCertificate.Since
11
mats, entrance mats, industry mats and also specialty mats
The segmental profit analysis is given below.
such as fire retardant mats, oil resistant mats, antistatic
4)
Operating Profit (Rs. Mn.)
mats and fabric mats.
35
Other products: These include beadings, footwear
30
30
components, road humps, mud flaps, D- fenders and
31
25
other items which do not belong to the above three
20
categories.
15
2013
2013/14
2012/13
12
10
10
9
5
5
4
Food Grade Items
Medical Items
Others
3
Household Items
Turnover Mix in (Rs. Mn.)
2013/14
2012/13
209.49
213.67
330.38
348.12
286.66
138.55
291.25
108.27
Business Segment
Export Sales
Local Sales
Profit/(Loss) on Fixed Asset Disposal
Other Income
Segmental Expense
Operating Profit/(Loss)
House Hold Item
Ho
Food Grade Item
Foo
other
oth
Medical Items
2013/14
2012/13
Food Grade Items
2013/14
2012/13
Household Items
2013/14
2012/13
2013/14
2012/13
Company
2013/14
2012/13
Rs.'000
Rs.'000
Rs.'000
Rs.'000
Rs.'000
Rs.'000
Rs.'000
Rs.'000
Rs.'000
Rs.'000
208,861
635
209,496
82
472
210,050
212,328
1,343
213,671
291
328
214,290
284,583
2,081
286,664
81
472
287,217
285,912
5,338
291,250
291
214
291,755
67,717
40,561
108,275
88
472
108,835
99,166
39,389
138,555
292
24
138,871
52,092
296,034
348,126
81
535
348,742
58,635
271,747
330,382
292
16
330,690
613,250
339,311
952,561
332
1,951
954,844
656,041
317,817
973,858
1,166
582
975,606
(200,558)
(201,821)
(256,869)
(261,225)
(105,064)
(136,291)
(344,589)
(322,209)
(907,080)
(921,546)
9,492
12,469
30,348
30,530
3,771
2,580
4,153
8,481
47,764
54,060
12
Medical Items
Me
Others
Wehadasalesgrowthof7%fromlocalsales.However,
Currently we produce more than 40 products out of rubber
export sales decreased by 6.5 %. During the year overheads
using moulding , extruding, microwaving and injection
were controlled effectively. Finance costs decreased by 62%
moulding. Your company has now reached versatility in
fromRs.9.9mninthepreviousyeartoRs.3.7mninthe
manufacturing rubber products. In the future we will focus
currentfinancialyear.WeinvestedRs50.3mninTreasuryBills,
on reaching versatility in other polymer products such as
Tax free Debentures and Fixed Deposits this year. Administration
PVCtoo.IamhappytoinformyouthatSamsonInternational
overheads and selling and distribution overheads too are under
PlcpurchasedtheassetsoftheOktaPVCLanka(Pvt)Ltd.
control.ExchangegainincomeincreasedfromRs6.1mnin
on 14th July 2014 by moving forward in the direction of
thepreviousyeartoRs17.7mninthecurrentyear,whichwas
ourVision.Wewillbeabletowidenourproductrangeand
mainly due to the favourable exchange rate of the Euro that
turnoverfurtherwhenweaddtoitPVC-relatedproducts.
prevailed during the year. However, we also lost some revenue
due to unfavorable exchange rates that prevailed in Japan,
I would like to thank all the members of management and
India and South Africa in the same period. The net profit
every employee of the company for their dedication and
beforetaxincreasedby27%toRs.64.8mninthecurrent
commitment extended to the company during the year.
financialyearcomparedtoRs.51.0mninthepreviousyear.
WeinvestedRs50mn
in Treasury Bills, Tax free
Debentures and Fixed
D. K. Rajapaksa
Managing Director
Colombo
1st August 2014
Deposits this year
It is important that we maintain excellent rapport with our
neighbors, villagers and employees. At present our rapport
with our neighbors and villagers seem to be constructive and
improving. Our relationship with our employees too seems
sound and pleasant at present.
13
cOrpOrate
information
Name of the Company
: SamsonInternationalPlc
Legal Form
: Apublicquotedcompanywithlimitedliability,incorporatedon14thOctober 1988 and reregisteredundertheCompaniesActNo.7of2007on3rdSeptember2008.
Company Registration number
: PQ192
Stock Exchange listing
: TheordinarysharesoftheCompanywerelistedintheColombo Stock Exchange of Sri Lanka
on 24th July 1992 and the Company was converted to a public quoted company.
Principal line of business
: Manufactureandexportofrubber-basedproductsfortheinternationalandlocalmarkets.
Registered Office
: No.110,KumaranRatnamRoad,Colombo02.
Te:(011)4728800,Fax(011)2440890
Email:[email protected]
Galle Factory
: AkuressaRoad,Bogahagoda,Galle.
Te(091)3094469-72,Fax(091)2224036
Kalutara Factory
: No.57/B,FullertonIndustrialZone,Nagoda,Kalutara.
Te (034) 5622688
Baddegama Factory
: GilcroftEstate,Kiribathwila,Ampegama,Baddegama
(Purchased on 14th July 2014)
Te (091) 2293801, Fax (091) 2233020
Directors
:
Secretaries
: PWCorporateSecretarial(Pvt)Ltd.
No.3/17,KynseyRoad,Colombo08
Parent Company
: DSISamsonGroup(Pvt)Ltd.
Auditors
: MessrsHLBEdirisinghe&Company
Chartered Accountants,
No.45,BraybrookStreet,Colombo02.
Bankers
DrD.S.Rajapaksa(Chairman)
MrD.K.Rajapaksa(ManagingDirector)
MrD.R.Rajapaksa
MrD.M.Rajapaksa
MrC.Cumaranatunge
MrR.H.Nandajeewa(Resignedon8/8/2013)
MrG.H.A.Wimalasena
MrT.K.Bandaranayake
MrB.L.P.Jayawardena
MrD.G.P.S.Abeygunawardana(Director/GeneralManager)Appointed-on8/8/2013asDirector
: BankofCeylon
HattonNationalBank
Commercial Bank
NationTrustBank
DFCCVardhanaBank
People’s Bank
15
tHe BOarD of Directors
5
7
3
1
16
4
2
6
8
1.
Dr. D. Samson Rajapaksa
2.
Mr. D. Kulatunga Rajapaksa
3.
Mr. D. Ranatunga Rajapaksa
4.
Mr. D. Mahinda Rajapaksa
5.
Mr. G. H. Ananda Wimalasena
6.
Mr. Tissa K. Bandaranayake
7.
Mr. B. Lalith P. Jayewardene
8.
Mr. D. G. Priyantha S. Abeygunawardana
Note : Mr. C. Cumaranatunga was absent as he is based in Germany
17
prOFiles of the Directors
1. Dr. D. Samson Rajapaksa
4. Mr. D. Mahinda Rajapaksa
M.B.B.S (Cey), F.R.C.O.G. (U.K.), M.S. (S.L.)
B.Sc Eng. (Hons), MBIM, CEng, MIMechE (UK), FIE (SL)
Chairman
Non -Executive Director
DrSamsonRajapaksaisamedicalpractitionerbyprofession
Mr.MahindaRajapaksaisaCharteredEngineerbyprofession
and counts over three decades of experience with DSI Group.
and has more than five years’ experience working as an
He serves as the Chairman of DSI Holdings (Pvt) Ltd. and is the
EngineerinUKandSriLanka.
Chairman of DSI Samson Group (Pvt) Ltd. He is also a Director
of D. Samson Industries (Pvt) Ltd., D. Samson and Sons (Pvt)
In addition to being a Director of Samson International Plc,
Ltd.,andSamsonReclaimRubbers(Pvt)Ltd.
Mr.MahindaRajapaksaistheManagingDirectorofSamson
(Exports) Ltd. and is a Director of DSI Samson Group (Pvt) Ltd.,
In addition to being on the DSI Samson Group (Pvt) Ltd.
D. Samson Industries (Pvt) Ltd. and several other subsidiary
Board, he is a Consultant Obstetrician and Gynecologist in the
companies of the DSI Samson Group.
private sector.
Dr.SamsonRajapaksaservesasaCommitteeMemberofthe
YoungMembersBuddhistAssociationandoftheSriLanka
MedicalLibrary.
Mr.MahindaRajapaksahasover35yearsofmanagerial
experience within the DSI Samson Group.
5. Mr. Chula Cumaranatunge
M.Sc. (Econ) (Lond.)
2. Mr. D. Kulatunga Rajapaksa
Non -Executive Director
B.Sc (Hons) (Cey)
Managing Director
MrChulaCumaranatungehasover28years’experiencein
the rubber industry.
MrKulatungaRajapaksaistheManagingDirectorofDSI
Samson Groups (Pvt) Ltd. He has over 48 years of experience
in the manufacture of footwear and rubber products.
HehasservedasaCouncilMemberofseveraluniversities.
MrChulaCumaranatungeisalsoaDirectorofGlovetex(Pvt)
Ltd.andofCentralRubber(Pvt)Ltd.
6. Mr. G. H. Ananda Wimalasena
MrKulatungaRajapaksaisapastpresidentoftheNational
B.Sc, Higher Diploma in Management (London College of
Chamber of Exporters of Sri Lanka and also was the past
Printing, U.K.)
presidentoftheSriLankaAssociationofManufacturersand
Independent, Non –Executive Director
ExporterofRubberproductsandisthecurrentpresidentof
theSriLankaFootwear&LeatherProductsManufacturers
HeisalsotheChairmanoftheWellassaRubberCompany
MrAnandaWimalasenawastheFounder-ManagingDirector
of Asiri Hospital Group of Companies from 1980 to 2006.
Association.
MrAnandaWimalasenahasexperienceandextensive
LimitedandalsoaDirectoroftheMawbimaLanka
exposureinManagementandHealthservices.Healsoserves
Foundation.
as a Director of Hemas Hospitals (Pvt) Ltd. He is Chairman in
ITMC(Pvt)Ltd.andalsoChairmanoftheRiskManagement&
3. Mr. D. Ranatunga Rajapaksa
Dip. In Technology
Non- Executive Director
Audit Committee of Hemas Hospitals (Pvt) Ltd.
7. Mr. Tissa K. Bandaranayake
B.Sc. (Cey), FCA
Independent, Non –Executive Director
MrRanatungaRajapaksaistheManagingDirectorof
SamsonRubberIndustries(Pvt)Ltd.,acompanythat
specializesinthedesigning,manufacturingandexporting
MrTissaBandaranayakehasmorethan46yearscommercial
oftyresandtubes.HeisalsotheManagingDirectorof
and professional experience and was a Senior Partner of Ernst
MountspringWater(Pvt)Ltd.,SamsonReclaimRubbersLtd.
&Youngfromwhereheretiredafter27years,havingserviced
SamsonRubberProducts(Pvt)Ltd.,SamsonBikes(Pvt)Ltd.,
a large portfolio of clients, both local and multinational in
DSI Tyre India (Pvt) Ltd. and several other subsidiary companies
various industries.
of the DSI Samson Group.
He currently serves as a Director Laugfs Gas Plc, Overseas
Mr.RanatungaRajapaksaplaysamajorroleinexpanding
Realty(Ceylon)Plc,RenukaHoldingsPlc,RenukaShaw
the Group’s overseas business and has more than 43 years of
WallacePlc,MicroHoldings(Pvt)Ltd.,HarischandraMills
experience with DSI Group.
Plc,WatersEdgeLtd.andNawalokaHospitalsPlc.Healso
18
prOFiles
of the Directors
(contd...)
servesasanAdvisor/ConsultanttotheBoardofDirectorsof
NoritakeLankaPorcelain(Pvt)Ltd.
9. Mr. D. G. Priyantha S. Abeygunawardana
MBA, LLM, LLB, FCA, FCMA, FCCA, MCIM, Attorney-at- Law
Director / General Manager
He serves as Chairman of the Quality Assurance Board
established by the Institute of Chartered Accountants of
Mr.PriyanthaAbeygunawardanaisatriple-qualified
Sri Lanka comprising senior members of the accounting
AccountantholdingthefellowshipofChartered,CIMA
profession as well as representatives of public sector
andACCA.HealsoholdstwoMaster’sdegreesintwo
regulatorybodiessuchastheSEC,SLAASMB,CBSL,etc.
differentfields,namely,MBAfromtheUniversityofSri
JayewardenepuraspecializinginFinanceandLLMfrom
MrTissaBandaranayakeisaPastChairmanoftheAudit
University of Colombo in Company Law, Labour Law and
Faculty of the Institute of Chartered Accountants of Sri Lanka.
Banking Law.
8. Mr. B. Lalith P. Jayawardena
He obtained his LLB degree from the Open University of Sri
MBA, BCom (Sp)
Lanka and took his oaths as an Attorney-at- Law in 2004
Executive Director
having passed the requisite examinations held by the Sri Lanka
Law College.
MrLalithJayawardenahasover24years’experiencein
Samson International Plc and has served the company from its
HeisalsomemberofCharteredInstituteofMarketingofUK.
PreviouslyhewasatFord,Rhodes,Thornton&Company,
inception. He is also a Director of Samson Group Corporate
Services(Pvt)Ltd.,SamtessiBrushManufacturers(Pvt)Ltd.
andMicroMinerals(Pvt)Ltd.,asubsidiaryoftheRichardPeiris
Hayley’s,AbansandfinallyatRichardPiersExportsPlcwhere
Group.Inaddition,MrLalithJayawardenaservesastheGroup
heworkedasGeneralManagerforsixyears.Hejoined
Treasurer of the DSI Samson Group.
Samson International Plc in February 2012.
He is the Secretary of the Sri Lanka Association of
Manufacturers&ExporterofRubberProducts(SLAMERP).Mr
LalithJayawardenaisalsoamemberoftheRubberAdvisory
Council of the Sri Lanka Export Development Board and of
theMinistryofIndustryandCommerce.HeisapastTreasurer
ofthePlasticandRubberInstituteofSriLanka.
Analysis of Director’s Professional Background:
Professionally qualified area
No. of Directors on the Board
1
Medical
1
2
Science
3
3
Engineering
2
4
Finance
3
5
Economics
1
6
Law
1
7
Marketing
1
8
Management
3
19
executiVe
Management
Mr. Kulatunga Rajapaksa
Mr. Priyantha Abeygunawardana
B.Sc (Hons) (Cey)
MBA, LLM, LLB, FCA, FCMA, FCCA, MCIM, Attorney-at -Law
Managing Director
Director/ General Manager
Research&Development
Mr. Sunil Kariyawasam
Mr. Wimal Siriwardana
Mr. P K Sameera Tharanga
Dip. in Rubber Technology (NDT)
Dip. in Rubber Technology,
B.Sc Engineering (Hons)
Deputy General Manager – Research
Certificate in Hydraulic Technology
Process Engineer
& Development
Executive – Research and Development
20
executiVe
Management
(contd...)
Marketing
Mr Naveendra Kumara
MBA, MAAT, Dip in Business Mgt.
Manager - Marketing
Mr. Sanjeewa Weerakkodi
BA ( Hons) (Economics), Dip in
Marketing ( UK)
Assistant Manager - Marketing
HumanResources
Supplies
Ms. Piumangani Seneviratne
Ms. Nishanthi Padmakumari
BMS (Sp), Dip. in Mgt
Dip. in Human Resources Management
Manager - Supplies
Executive - Human Resources
Production
Mr. M. A. P. Janakantha
Dip. in Engineering Science, Dip. in Rubber
Technology
Executive- Production, Galle Factory
Mr. Asanka Dimuth Edirisinghe
Dip. in Engineering Science
Executive- Production, Kalutara
Factory
21
executiVe
Management
(contd...)
Quality Assurance
Engineering
Mr. Namal Nishantha
Mr. Nilantha Jayalal
B.Sc, Dip. in Rubber Technology
Dip. in Technology
Executive- Quality Assurance
Executive – Engineering
Finance
Welfare
Mr. Thilina Promod Kahanda Gamage
Mr. G. Paranavithana
B.Sc Finance Management (Sp)
Dip. in Commerce
Executive- Finance
Executive- Welfare
Analysis of Educational and Professional qualifications of the Executives :
CATEGORY
Number of educational
Number of professional
qualifications
qualifications
Master’sDegrees
4
-
Bachelor’sDegrees
7
-
Diplomas
11
-
Professionally qualified in Accountancy
3
Professionally qualified in Law
1
ProfessionallyqualifiedinMarketing
Total
22
2
22
6
executiVe
Management
(contd...)
23
cOrpOrate
Governance
“Board of Directors gives its top priority to
attain a high standard of corporate governance
practices as specified by regulatory bodies …”
T
heBoardrecognizestheinterestsoftheCompany’s
shareholders, employees, customers, suppliers, consumers,
and communities in which it operates and who are all essential
for the Company’s success. The Company’s corporate
governance framework is expected to ensure a transparent
and good governance system leading towards enhancing
profitability and long-term sustainability. The Directors are
committed to maintaining the highest standards of corporate
governance in the interest of stakeholders having regard to
the requirements of the Securities and Exchange Commission
of Sri Lanka, Colombo Stock Exchange and the Institute of
Chartered Accountants of Sri Lanka and to this end, inter
alia, have established internal control systems, including a
comprehensive risk identification, measurement and mitigation
process which is in place designed to carry out the business
of the Company in an orderly manner, to safeguard its assets
and secure as far as possible, the accuracy and reliability of the
records and protect the rights and interests of shareholders
and be accountable to them for the overall management of
the Company. The corporate governance of the Company
is reflected in its strong belief in protecting and enhancing
stakeholder value in a sustainable manner, supported by a
sound system of policies and practices.
53
cOrpOrate Governance (contd...)
Board of Directors
To protect the untarnished reputation of the company, the
Board ensures that its members and employees maintain the
The Board comprising professional and experienced business
leaders of high repute is entrusted with, and is responsible for
highest possible ethical standards.
providing strategic direction to the company in an honest, fair,
diligent and ethical manner. The Board of Samson International
TheBoardhasdelegatedresponsibilitytotheManaging
Director who is also the Chief Executive Officer for planning
Plc comprises three executive directors and six non-executive
directors.Theirprofilesappearonpages18&19ofthisAnnual
and guiding the business towards meeting set objectives. There
is a clear demarcation of responsibilities and authority between
Report.
theChairmanandtheChiefExecutiveOfficer/Managing
RoleoftheBoardofDirectors
Director, which ensures a balance of power.
The Board of the Company is responsible for formulating
Appointment&Re-electionofDirectors
company policy and overall business strategy. The
The Board of Directors collectively decides on the new
implementation of policy and strategy is done within a
appointment of directors as per the Articles of Association of
framework that requires compliance with existing laws and
regulations as well as establishing best practices in dealing with
the Company. Formal and transparent procedures are followed
inmakingsuchappointments.TheAnnualGeneralMeeting
employees, customers, suppliers and the community at large.
is considered to be the ideal forum for this, with sufficient
It is the Company’s policy to hold regular Board meetings.
biographic data on directors seeking appointment or re-election
Information relevant to these Board meetings was distributed
accompanying their names so that shareholders can make
in a timely manner with ample time given for members to
informed voting decisions.
assimilateandanalyzeinformationinordertomakewellinformed decisions at Board meetings. In the furtherance of
BoardMeetings
his duties, provisions have been made to allow a director to
acquire independent professional advice at the expense of the
company. The Board approves all material contracts, projects,
The Board held five meetings during the period under review
and their attendance is given below.
investments, acquisitions and disposal fixed assets and annual
capital&revenuebudgets.
Name of Director
Status
27th May
08thAugust 11thNovember
13thFebruary
26thMay
No of
2013
2013
2013
2014
2014
Attendance
DrDSRajapaksa
NE
√
√
√
√
√
5/5
MrDKRajapaksa
E
x
√
√
√
√
4/5
MrDMRajapaksa
NE
√
√
√
√
√
5/5
MrDRRajapaksa
NE
√
√
√
√
√
5/5
E
√
√
-
-
-
2/2
MrCCumaranatunga
(BasedinGermany)
NE
x
x
x
x
x
0/5
MrTKBandaranayake
NE/I
√
√
√
√
√
5/5
MrGHAWimalasena
NE/I
x
√
√
x
√
3/5
MrBLPJayawardena
E
√
√
x
x
x
2/5
Mr.DGPSAbeygunawardana
(Appointedon8/8/2013)
E
-
√
√
√
√
4/4
MrRHNandajeewa
(Resignedon8/8/2013)
D
irectors’attendanceattheBoardMeetingsofSamsonInternationalPLC
Note1:Understatuscolumn,“E”=Executive,“NE”=Non-Executiveand“I”=Independent
Note2:MrCumaranatungeisbasedinGermanyandallproceedingsoftheBoardmeetingshavebeensenttohim.
54
Committees
SpecificresponsibilitieshavebeendelegatedtotheBoardCommittees,namely,AuditCommitteeandRemunerationCommittee.
Audit Committee
TheAuditCommitteeconsistsofthreeNon-ExecutiveDirectors:
MrT.K.Bandaranayake–Chairman
Independent,Non-ExecutiveDirector
MrG.H.Wimalasena
Independent,Non-ExecutiveDirector
MrD.M.Rajapaksa
Non-ExecutiveDirector
PleaserefertheAuditCommitteeReportonpages72and73forthefunctionsandresponsibilitiesoftheCommittee.TheInternal
AuditfunctionoftheCompanyiscarriedoutbyMs.Ernst&Young,CharteredAccountants.TheydirectlyreporttotheChairmanof
the Audit Committee. The Audit Committee Charter gives guidelines on audit-related matters.
Name of Director
Status
27th May
13thFebruary
26thMay
No of
2013
2013
2013
2014
2014
Attendance
MrTKBandaranayake
(Chairman)
NE/I
√
√
√
√
√
5/5
MrGHAWimalasena
NE/I
x
√
√
x
√
3/5
MrDMRajapaksa
NE
√
√
√
√
√
5/5
AttendanceofMembersoftheAuditCommittee
RemunerationCommittee
TheRemunerationCommittee,appointedbytheBoardofDirectors,consistsofthreeNon-ExecutiveDirectors:
MrG.H.A.Wimalasena–Chairman
IndependentNon-ExecutiveDirector
MrT.K.Bandaranayake
IndependentNon-ExecutiveDirector
MrD.M.Rajapaksa
TheyrecommendtheremunerationpackagesofDirectors,ManagersandExecutivesoftheCompany.
Compliance and Disclosure of Information
TheCompany’scompliancewithitsstatutoryobligationsisregularlymonitoredbyManagementandaStatementofCompliance
is presented to the Board on a regular basis. The Board of Directors requires that the Financial Statements of the Company are
prepared in accordance with the Sri Lanka Accounting Standards and in accordance with the requirements of the Colombo Stock
ExchangeandCompaniesAct,7of2007.Maximuminformationisprovidedtoshareholdersandfulldisclosureismadesubjectonly
to consideration of any sensitive information, which could directly impact on the business of the Company.
TheStatementofComplianceunderSection7.10oftherulesofColomboStockExchangeonCorporateGovernanceisshowninthe
Table below. All these mandatory provisions have been fully complied with.
55
CSE Rule No.
Subject
Applicable Requirement
Compliance Status
7.10.1(a)
Non-ExecutiveDirectors
Atleast1/3ofthetotalnumberof
Compliant
DirectorsshouldbeNon-ExecutiveDirectors
6 out of the 9 Board
Non-Executives.
7.10.2(a)
IndependentDirectors
2or1/3ofNon-ExecutiveDirectors,
Compliant
whichever is higher should be independent
There are 2 Independent
members are
Directors and 6
Non-ExecutiveDirectors.
7.10.2(b)
IndependentDirectors
EachNon-ExecutiveDirectorshouldsubmit
Compliant
adeclarationofindependence/
Independence of Directors
non-independence
has been determined in
accordance with CSE.
7.10.3(a)
DisclosurerelatingtoDirectors
a. TheBoardshallmakeadetermination
Compliant
annually as to the independence or
All Independent,
non independence of each
Non-ExecutiveDirectors
have submitted declarations
for their independence.
b. NamesofindependentDirectors
Compliant
shouldbedisclosedintheAnnualReport
This has been disclosed.
7.10.3(b)
IntheeventaDirectordoesnotqualifyas
NotApplicable
independent, but if the Board is of the opinion
that the Director is nevertheless independent,
shall specify the criteria not met and the basis
forthedeterminationintheAnnualReport
7.10.3(c)
AbriefresumeofeachDirectorshouldbe
Compliant
includedintheAnnualReportincluding
Please refer the Profile of the
the area of expertise
Directors in the Annual
Reportonpages18,19.
7.10.3(d)
UponappointmentofanewDirector
Compliant
to the Board, a brief resume of each
A brief resume of the new
Director should be provided to the CSE.
Director was provided to the
CSE in August 2013.
7.10.5
AlistedCompanyshallhavea
Compliant
7.10.5(a)
CompositionofRemuneration
ShallcompriseNon-ExecutiveDirectors,
Compliant
Committee
a majority of whom shall be independent
2out3Non-Executive
directors are independent.
56
CSE Rule No.
Subject
Compliance Status
7.10.5(b)
ReportofRemuneration
TheRemunerationCommitteeshall
Compliant
recommend the remuneration
of Chief Executive Officer and
Executive Directors
7.10.5(c)
DisclosureintheAnnualReport TheAnnualReportshouldsetout:
relatingtoRemuneration
a. NamesofDirectorscomprising
Committee
theRemunerationCommittee
Compliant
b. Statement of remuneration policy
Compliant
c. Aggregate remuneration paid to
Compliant
Executive&Non-ExecutiveDirectors
Plseepage74
7.10.6
AuditCommittee
TheCompanyshallhaveanAuditCommittee Compliant
Rule No.
Subject
Compliance Status
7.10.6.(a)
Thecompositionof
a. ShallCompriseNon-ExecutiveDirectors,
Compliant
Audit Committee
a majority of whom can be independent
2out3Non-Executive
directors are independent.
b. Chief Executive officer and the chief
Compliant
Financial Officer should attend Audit
committee meetings
c. The Chairman of the Audit committee or
7.10.6.(b)
AuditCommitteefunctions
Chairman is a member of
One member should be a member of a
Institute of Chartered
professional Accounting body
Accountants of Sri Lanka
Overseeingofthe
Compliant
(i) Preparation, Presentation and adequacy of
Audit Committee oversees
disclosures in the financial statements in
the integrity of the
accordance with Sri Lanka Accounting
financial statement.
Standards.
(ii) Compliance with financial reporting
requirements, information requirements of
Compliant
the Companies Act and other relevant
the requirement of the
financial reporting related regulations
Companies Act and
and requirements
other regulations.
(iii) Processes to ensure that the internal
controls and risk management are
Compliant
adequate, to meet the requirements of
effectiveness of internal
the Sri Lanka Auditing Standards.
control and risk
management,
57
Rule No.
Subject
Compliance Status
(iv) Assessment of the independence and
Compliant
performance of the external auditors.
independence and
performance of the external
auditors.
(v)Makerecommendationtotheboard
Compliant
pertaining to appointment, re-appointment Audit Committee
and removal of external auditors and to
makes such
approve the remuneration and terms of
recommendations.
engagement of the external auditors
7.10.6.(c)
DisclosureintheAnnualReport a. NamesofDirectorscomprisingtheAudit
relating to Audit Committee
Compliant
Committee.
b. The Audit Committee shall make a
Compliant
determination of the independence of
the Auditors and disclose the basis
for such determination.
c. TheAnnualReportshallcontainaReport
Compliant
of the Audit Committee setting out the
manner of compliance of the function.
Plseepage72,73.
The Code of Best Practice of Corporate Governance issued jointly by the Securities Exchange Commission of Sri Lanka and the
Institute of Chartered Accountants of Sri Lanka, which are voluntary provisions, has been also been fully complied with.
Internal Controls
TheInternalAuditfunctionoftheCompanycontinuestobeoutsourcedandisbeingcarriedoutbyMsErnst&Youngand
Company, Chartered Accountants. They assess the strengths and weaknesses of the Company’s Internal Control System and liaise
closely with the Audit Committee on a quarterly basis in making recommendations on improving these systems. Controls are in
place to safeguard the Company’s assets, physical or otherwise, and ensure that proper records of each Company’s transactions are
maintained. Directors are responsible for establishing appropriate systems of internal control in the Company and reviewing the
effectiveness of the system of internal controls constantly.
Going Concern
TheDirectorshavecontinuedtousethe“Goingconcern”basisinthepreparationofFinancialStatements,aftercarefulreviewofthe
financial position and cash flow status of the Company. The Board of Directors believes that the Company has adequate resources
to continue in operation for the foreseeable future.
Secretary to the Board
PWCorporateSecretarial(Pvt)Ltd.actsasSecretariestothecompany.TheyadvisetheBoardonappropriateproceduresforthe
management of its meetings and duties, as well as the compliance of corporate governance in the Company.
58
risk
Management
“The Company ensures the “minimization of
risks” by adopting many strategies for smooth
Company operations … “
T
heRiskManagementPolicyofSamsonInternational
Plc is to proactively manage risk to ensure continued
growth of our business and to protect our employees, assets
and reputation. Our ongoing assessment process takes into
account the likelihood of an event, its potential impact on the
business, the need for mitigation and to take corrective action.
Weneedtohaveaneffectiveriskmanagementsystemwhile
maintainingbusinessflexibility.Wewillidentifyandassess
material risks associated with our business, monitor, manage
and mitigate these risks.
Managingbusinessandfinancialrisksisoffundamental
importance in maintaining sustainable growth and making
steady progress towards the achievement of corporate
goals and objectives. The risk management process has
been designed to ensure identification of any situation or
circumstance that would adversely affect the achievement
of the Company’s objectives. The company has a proactive
approach to business, aimed at enhancing shareholder value.
The company reviews and assesses significant risks on a regular
basis and has implemented an oversight programme to ensure
that there is a system of internal control in place. The Audit
Committee reviews and monitors internal controls. The Audit
ReportsarereviewedbytheAuditCommitteealongwiththe
RiskReportsandComplianceReportsonaquarterlybasis.
The potential risks are identified through risk workshops, risks
reviews, essential control checklists and risks reporting. The
Board also reviews its strategies, processes, procedures and
guidelines on a continuous basis to effectively identify, assess
and respond to risks.
59
risk Management (contd...)
TheRiskManagementTablebelowexplainsthetypeofrisk,riskexposure,mitigatingactionandriskrankingoftheCompany.
Risk
Risk exposure
Mitigating action
Risk Ranking
Riskarisingduetodefaultof
ThishasbeenexplainedunderNote5ofthe
Medium
payment. Higher credit risk may
Financial Statement on pages 92 and 93.
Financial Related risks
1) CreditRisk
adversely impact both liquidity
and profitability.
2) Operational Internalprocessfailures,
processRisk
Medium
fraud,pilferageandbreakdown FinancialStatementonpages92and93.
of internal controls
3) Financing
Inabilitytosatisfydebt
and Interest
repayments and obtain
rate risk
the best interest rates.
4) Foreign
Depreciationoftherupeevalue
Exchange
and loss of exchange in
rateRisk
conversioninrelationtoexport
Low
Medium
proceeds, import payments and
foreign currency debt
transactions.
5) Project
Newprojects/Capital
Managementexpendituresinvolve
Risks
highrisksanduncertainties
in terms of delays and cost
overruns. Failure of major
projects will affect profitability,
capital structure and reputation.
60
FinancialStatementonpages92and93.
Medium
Risk
Risk exposure
Mitigating action
Risk Ranking
Low
Non-Financial Related risks
6) Reputation
Adverseimpactonthe
a) Maintenanceofhighestethicalstandardsat
corporateimageandbrand
Risk
which is likely to diminish
alltimesinallbusinessactivitiesandmake
compliance audit as part of internal audit scope.
shareholder value.
This will finally lead to a
b) Proper adherence to the statutory, health and
decline in market share
safety concerns by obtaining appropriate
and customer base.
quality certification standards.
c) Continuous review of customer comments in order
to exceed customer expectations and ensure quality
standards are adhered to and improved upon.
d)TheCompanyplaysacorporatecitizenrole
7) Human
Riskoflosingskilledand
a) Providefocusedandstructuredtraining
Resources
trainedhumancapital
tostaffatalllevelstoaidpersonal
Risk
andprofessionaldevelopment.
throughCSRinitiatives.
medium
b) Establish career development programmes and
succession plans in order to retain and motivate them.
c) Maintaininggoodrelationshipswithemployees
through regular dialogue.
d) Top priority is given to automation of manual work.
8) Technological Riskoflowproductivityand
a) Frequentvisitsofoverseasexhibitionsandcontinuous
Risk
highmaintenancecosts
medium
investmentinmodernmachinery.
compared to the products
manufactured by competitors.
b) Continuous competitor analysis is carried out.
c) InvestinginResearchandDevelopmentactivities
throughout the year.
d)InvestinginERPsystem,hardwareand
developing software in-house.
9) Procurement Riskofnon-availability
a) Establishingrelationshipswithmanyglobalandlocal
Risk
ofrawmaterialsand
suppliersforrawmaterialsandcommodities
onasinglesupplier/brand.
excessive prices.
medium
in order to reduce over dependency
b) Store raw materials when the prices are low and
enter into forward contracts for raw material purchases.
a) Consume energy in the most efficient way.
61
Risk
Risk exposure
Mitigating action
Risk Ranking
10) Inventory
Riskofhavingnon-moving
a) Identifyingslow-movingstocksandsellthemin
medium
Risk
stock
b) Re-orderlevelandeconomicorderquantity
adifferentmarket.
are established.
11) Riskof
Competition
Riskoflosingourmarket
a) Ensuringhighstandardsofqualityin
share and sales growth to
High
the eyes of the customer and branding all our products.
Chinese low quality products
and to other substitute
b) Participate in trade fairs both local and
products,e.g.PVC-Related
foreigntoattractnewcustomers.
Products
c) Identify the products which are in the decline stage
of the Product Life cycle and take corrective action.
d) Sourcing new markets and developing new products.
e) Makenecessaryinvestmentstoupgradethefacilities.
f) Corporate plan is prepared every three years and
monitored closely.
g) Increasing productivity and efficiency in order to
ensure our prices remain competitive.
h)CarryingoutResearchandDevelopmentactivitiesto
identify needs.
i) The provision of various value added services for
our key customers.
j) ManufacturePVC-relatedproductswherethereis
12) Statutoryand Riskofnon-compliance
Regulatory
withchangesinlegal
Risk
andregulatoryenvironment,
taxation, labour and other
highdemand,e.g.,PVChoses
a) Createawarenessofstatutoryobligationsatalllevels.
b) Seekadvicefromexternalconsultantson
all matters relating to litigation and contracts.
laws will result in judiciary
actions.
c) Product liability insurance is taken for hot water bottles.
d) Have a central record room to keep all our important
documents for 10 years.
e) Continuous dialogue with statutory bodies to meet
updated reporting requirements.
62
Low
Risk
13) Fire and
natural
Risk exposure
Mitigating action
Risk Ranking
Fire and natural disasters can
a) Obtaining comprehensive insurance cover for
Low
halt or cease operations
fire and natural disasters.
disaster risk
b) Fire safety drills and training is given to ensure
the occurrence of fire is kept to a minimum.
The company is equipped with firefighting equipment
at all strategic locations in the factory.
14) Information Tominimizeriskassociated
a) Databack-upsstoredinoffsitelocations.
systems risk
with data security, hardware
&communicationandsoftware. b) Maintainingofspareservers.
Low
c) Vendoragreementsforsupportserviceand
regular maintenance.
Low
Statutory and Regulatory Risk
63
RiskMinimizationStrategiesapplied
tothenewbusinesslineofPVC
d)
debtors have to be collected by the previous owner.
The previous owner has to collect all dues from
Inordertoandtominimizethecurrentbusinessriskandalso
tomoveforwardinthedirectionofourVision,weinvestedina
PVCfactoryrecently.Priortotakingoverthisfactory,Samson
debtors and it is part of his purchase consideration.
e)
In the past we lost a significant market share for our
rubberhosesastherearePVChoseswithabetterfinish
owner as part of purchase consideration.
f)
no old EPF, ETF and gratuity issues and penalties will
be faced by our Company.
FurtherweusealotofPVC-relateditemsasraw
materialsforourfinishedproducts,e.g.,PVCstoppersfor
hot water bottles. These are imported from China and
g)
3)
h)
products decrease. Therefore during such times, we can
i)
which can be competitive in the market. Therefore we
j)
intomanufacturingPVCproductsandpurchasedassetsof
OktaPVCLanka(Private)Ltd.,Baddegama,
A title deed search was done and a survey plan was
carried out.
could eliminate the Business Risk.
Therefore in order to eliminate above risks, we decided to step
AvaluationreportforLand&Buildingswas
obtained.
makesomeofourproductsoutofPVC,e.g.,PVChot
waterbottles,PVCjarsealingrings,PVCbathmats,etc,
Wedidadiligenceauditbygivingittoareputed
Audit Firm. This eliminated all financial risk.
Wehaveexperiencedthatevery3-4years,rubberprices
sky rocket. During this time, sales of rubber-related
Wedecidedtopayelectricity,insuranceand
telephonebillstominimizetheoperational risk.
there are frequent complaints about the quality of these
stoppers from our customers (Operational Risk).
Weobtainedtheservicesofoldemployeesby
giving them new letters of appointment. Therefore
and lower price. So we faced a Risk of Competition.
2)
Weeliminatedtheriskofchequesinhandbeing
dishonoured.Wegavethesechequestotheprevious
International Plc faced many risks, namely,
1)
Weeliminatedtheriskofbaddebts.Duesfrom
k)
Physical verification of assets was carried out.
l)
RequiredBoardresolutionswerepassedafterwe
obtainedtheapprovaloftheAuditCommittee.We
WhenwenegotiatedthepriceforPVCbusiness,we
checked whether it was under major transactions
eliminatedtheriskinthefollowingmanner:
under Section 185 of the Companies Act.
a)
Wesearchedforafactoryclosetoourcurrent
factory. This eliminates some operational risks and
m)
legal risk.
we found a suitable factory.
b)
Weeliminatedtheriskoftransferringoldtax
Informed the Colombo Stock Exchange. There is no
n)
MarketresearchwascarriedoutforPVCproducts
liabilitiesandpenaltiestous.Weacceptedtheir
before we invested in them. Therefore there is no
liabilities but excluded tax liabilities. Therefore, the
market risk.
finance and legal risks were eliminated.
o)
c)
Weeliminatedtheriskofpaymentsmadeto
in advance. Therefore there is no business and
unknown creditors and accrued expenses in the
finance risk.
future. This has to be settled by the current owner
asperourlegalagreement.Weeliminatedfinance
risk.
64
Negotiatedbankingfacilitiesforthenewbusiness
repOrt
of the Board of Directors
The Directors of Samson International Plc have pleasure in
presenting their report together with the audited financial
Accounting Policies
statementsoftheCompanyfortheyearended31stMarch
A summary of the significant accounting policies adopted in the
2014, which was approved by the Directors at a meeting held
preparation of the Financial Statements is given on page 83 of
on 1st August 2014.
thisReportasrequiredbySection168(1)(d)oftheCompanies
ActNo.7of2007.Thepoliciesadoptedareconsistentwith
General
those adopted in the previous financial year.
Samson International Plc is a public limited liability Company,
incorporated in Sri Lanka on 14th October 1988 and re-
Reviewoftheyear
registeredundertheCompaniesActNo.7of2007on3rd
TheChairman’sreviewandtheManagingDirector’soperational
September 2008 under registration number PO 192. The
review together with the Financial Statements highlight the
ordinary shares of the Company were listed in the Colombo
Company’s performance during the period under review and
Stock Exchange of Sri Lanka on 24th July 1992 and the
thestateofaffairsasat31stMarch2014.
Company was converted into a public quoted company.
SegmentReporting
ThisReportprovidestheinformationasrequiredbythe
Segment-wise products contribution to the Company’s revenue,
CompaniesActNo.07of2007,theListingRulesofthe
results,assetsandliabilitiesisprovidedinNote28tothe
Colombo Stock Exchange and recommended best practices on
FinancialStatementsonpage107.
Corporate Governance.
Turnover
The Principal Activities of the
Company
TurnoveroftheCompanyisRs.953mnin2013/14as
comparedtoRs.974mninthelastyear.
The principal activity of the Company is the manufacture of
unhardenedvulcanizedrubberproductsfortheinternational
and local market. There have been no significant changes in the
nature of the Company’s principal activities during the year.
Turnoverbysegment:
Rs in 000’
2013/2014
2012/2013
Medicalitems
209,496
213,671
Food grade items
286,664
291,250
Householditems
108,275
138,555
Footwear components
348,126
330,381
Totalturnover
952,561
973,857
65
repOrt OF tHe Board of Directors (contd...)
Profits:
2013/2014
2012/2013
64,841
51,077
Tax on profits
(8,491)
4,438
Profit after taxation
56,350
55,515
Retainedprofitsbroughtforward
185,152
137,333
Profitsavailableforappropriation/distributions
241,502
192,848
Proposedfirst&finaldividends
(7,696)
(7,696)
Retainedprofitscarriedforward
233,806
185,152
Profitfortheyear
(after payment of all expenses, making provision for known liabilities and
depreciation on property, plant and equipment)
Taxation
UnderSection52oftheInlandRevenueActNo10of2006,taxprofitonexportsales,taxprofitonlocalsales,interestincomeand
agriculture income of the Company are taxed at the rate of 12%, 28%, 28% and 10 % respectively.
InvestmentsinProperty,Plant&Equipment
Duringtheyear2013/2014,theCompanyinvestedRs.25.8mninproperty,plant&equipment.Thetotalinvestmentsinproperty,
plant&equipmentasat31stMarch2014amountedRs.500mnasopposedtoRs.474mnasat31stMarch2013.Theinformation
relatingtothemovementinproperty,plant&equipmentisgiveninNote13totheFinancialStatementonpage97.
StatedCapital&Reserves
The movement of the Stated capital is as follows.
Statedcapital-Rs
No.ofOrdinaryshares
2013/2014
2012/2013
105,752
105,752
3,847,974
3,847,974
DetailsoftheStatedcapitalaregiveninNote21totheFinancialStatementsonpage102ofthisAnnualReport.Therightsand
obligations attaching to the ordinary shares are set out in the Articles of Association of the Company, a copy of which can be
obtained from the Secretaries upon request.
Reserves
TheGroupreservesasat31stMarchwereasfollows.
2013/2014
2012/2013
General reserves
110,000
110,000
Revenuereserves
233,806
185,152
Total reserves
343,806
295,152
66
Directorate
The names of the Directors who held office at the end of the financial year are given below and their brief profiles appear on pages
18 and 19.
1)
DRD.S.Rajapaksa(Chairman)
2)
MrD.K.Rajapaksa(ManagingDirector)
3)
MrD.R.Rajapaksa(Non-ExecutiveDirector)
4)
MrD.M.Rajapaksa(Non-ExecutiveDirector)
5)
MrC.Cumaranatunge(Non-ExecutiveDirector)
6)
MrG.H.A.Wimalasena(Independent,Non-ExecutiveDirector)
7)
MrT.K.Bandaranayake(Independent,Non-ExecutiveDirector)
8)
MrB.L.P.Jayawardena(ExecutiveDirector)
9)
MrD.G.P.S.Abeygunawardana–Director/GeneralManager
(appointedon8/8/2013asDirector)
10)
MrR.H.Nandajeewa–Director
(Resignedon8/8/2013)
IntermsofArticle88(i)oftheArticlesofAssociation,MrD.R.RajapakseandunderSection210oftheCompaniesActNo.7of
2007,MrT.K.BandaranayakeandMrG.H.A.Wimalasenaareavailableforre-election.
Directors’ interest in shares
Directors’ holdings of ordinary shares in the Company are given below.
No of Shares as at
No of shares as at
31.03.2014
31.03.2013
DrD.S.Rajapaksa
7,156
7,156
Mr.D.K.Rajapaksa
9,931
9,931
Mr.D.R.Rajapaksa
10,319
10,319
Mr.D.M.Rajapaksa
9,295
9,295
Mr.C.Cumaranatunge
2,244
2,244
Mr.G.H.A.Wimalasena
Nil
Nil
Mr.T.K.BandaranayakeNil
Nil
Mr.B.L.P.Jayawardena
Nil
Nil
100
-
-
132
39,045
39,077
Mr.D.G.P.S.Abeygunawardana
(appointedon8/8/2013)
Mr.R.H.Nandajeewa
(retiredon8/8/2013)
Total
67
The Directors of the Company who have relevant interests in
TheReportoftheAuditCommitteeisgivenonpages72and
the shares of the Company have disclosed their shareholdings
73,whichformspartoftheAnnualReport.
in compliance with Section 200 of the Companies Act.
Directors’RemunerationandOther
Benefits
The details of the Directors’ remuneration and other benefits,
in respect of the Company for the financial year ended 31
March2014isgiveninNote8.1totheFinancialStatements
onpage94ofthisReport,asrequiredbySection168(1)(f)of
theCompaniesActNo.07of2007.Directors’remuneration
forthefinancialyear2013/14isRs.8,376,395(lastyear
Rs.8,057,195).
Directors’interestintransactions:
The Directors of the Company have made a disclosure as
requiredunderSection192(2)oftheCompaniesActNo.07of
2007.Note27tothefinancialstatementsdealingwithrelated
party disclosures include their interests in transactions under
RemunerationCommittee:
MrG.H.A.Wimalasena–Chairman, Independent,
MrT.K.Bandaranayake
Independent,
Mr.D.M.Rajapaksa
TheReportoftheRemunerationCommitteeisgivenonpage
74,whichformsapartoftheAnnualReport.
Employment Policies
The Company continues to invest in human resource
development and implements effective practices to develop and
build an efficient and effective workforce to ensure optimum
contribution toward the achievement of its corporate goals.
The Company employment policies are based on recruiting
note27.3onpage105.
the best people, providing them training to enhance their
InterestRegister
skills, and recognition of the innate skills and competencies
TheInterestsRegisterismaintainedbytheCompany,asper
of each individual while offering equal career opportunities
theCompaniesAct,No.7of2007.AllDirectorshavemade
regardless of gender, race or religion and to retain them with
declarationsasprovidedforinSection192(1)&(2)ofthe
the Company as long as possible. The number of persons
Companies Act aforesaid. The related entries were made in the
employed by the Company at year-end was 324 (last year 302).
InterestsRegisterduringtheyearunderreview.TheInterests
RegisterisavailableforinspectionasrequiredbySection119
System of internal controls
(1)(d)oftheCompaniesActNo.07of2007.
The Board of Directors has established an effective and
comprehensive system of internal controls to ensure that proper
Board committees
controls are in place to safeguard the assets of the Company,
The Board while assuming the overall responsibility and
to detect and prevent fraud and irregularities, to ensure that
accountability in the management of the company has also
proper records are maintained and Financial Statements
appointed Board Committees to ensure oversight and control
presentedarereliableandaccurate.MonthlyManagement
over certain affairs of the Company, conforming to the
Accounts are prepared, giving management relevant, reliable
corporate governance code and adopting the best practices.
and up -to-date Financial Statements and key performance
Accordingly, the following Committees have been constituted
indicators. The Statement on Directors ‘responsibility for
bytheBoard:
financialreportingoftheCompanyissetoutonpage71ofthis
Report.
AuditCommittee:
MrT.K.Bandaranayake–Chairman,
Independent,
The Audit Committee reviews, on a regular basis, the reports,
policies and procedures to ensure that a comprehensive internal
MrG.H.Wimalasena
Independent,
MrD.M.Rajapaksa
68
control framework is in place.
Donations
ThetotalamountofdonationswasRs.39,519intheyear
Social and Environmental
Responsibility
2013/14(20012/13–Rs44,500).Thishasnotexceededthe
As a responsible corporate body, the Company has taken
amount approved by shareholders at the last Annual General
allnecessarystepsandprecautionstominimizeanyadverse
Meeting.Nodonationwasmadeforpoliticalpurposes.
impactoftheCompany’sactivitiesontheenvironment.When
MajorTransactions
introducing new business, products, methods and machines,
maximum care is taken to ensure that these conform to
There have been no transactions during the year under review
accepted environmental and safety regulations and standards.
whichfallwithinthedefinitionof“MajorTransactions”in
The Directors, to the best of their knowledge and belief, are
termsofSection185oftheCompaniesAct,No.07of2007.
satisfied that the Company has not engaged in any activities
ThetotalassetsoftheCompanyisRs.654mnand50%of
which have caused adverse effects on the environment and it
thetotalassetsisRs.327mn.TheCompanyhasnotbought
has complied with the relevant environmental regulations.
anyassetsorundertakenanyliabilitiesgreaterthanRs.327mn
during the year under review.
SustainabilityReporting
Sustainability practices have been built into every aspect of our
Share information
businesses and we consider sustainability goals along with our
The information pertaining to earnings per share, dividend
operationalandfinancialgoals.ThisSustainabilityReportison
per share, net assets per share and market value per share is
pages108to121ofthisAnnualReport.
given in the financial highlights on page 01 and in the Ten-year
summaryonpage133ofthisAnnualReport.
Corporate Governance
The Company maintains and practices high principles of good
The twenty major shareholders and percentages held by each
corporate governance. The Directors are responsible for the
oneofthemasat31stMarch2014aregivenonpage130of
formulation and implementation of overall business strategies,
theAnnualReport.
policies and setting standards in the short, medium and longterm adopting good governance in managing the affairs of the
Public holding of shares in the
Company
Asat31stMarch2014,thepublicheld43.04%(in2012/2013-
13.91%) of the shares of the Company. This significant
difference arose due to changes in the interpretation of
thedefinitionof“PublicHolding”bytheColomboStock
Exchange.
Statutory Payments
The Directors, to the best of their knowledge and belief, are
satisfied that all statutory payments due to the government,
other regulatory institutions and in relation to employees
have been made within the stipulated period and have been
accounted for during the financial year.
Compliance with laws and regulations
To the best of the knowledge and belief of the Directors, the
Company. The practices adopted by the Company in relation
to corporate governance are set out on pages 53 to 58 of this
Report.
Auditor’sReport
TheCompany’sexternalauditor,Messrs.HLBEdirisinghe&
Company, performed the audit on the Financial Statements
fortheyearended31March2014.TheAuditor’sReporton
theFinancialStatementsisgivenonpage77ofthisReportas
required by Section 168 (1) (c) of the Companies Act.
Appointment of Auditors
TheretiringAuditorsHLBEdirisinghe&Company,Chartered
Accountants, have expressed their willingness to continue
in office. A resolution to re-appoint them as auditors and
authorizetheDirectorstofixtheirremunerationwillbe
proposedattheAnnualGeneralMeetingintermsofthe
CompaniesAct,No.7of2007.
Company has not engaged in any activities contravening the
laws and regulations of the country.
69
Auditor’sRemunerationand
Independence
Financial Statements of the Company
The Company paid audit fees to the external auditors for the
Head of Finance and approved by two Directors in compliance
year2013/14amountingtoRs.282,900(2013-Rs.265,200).
withSections152,153and168oftheCompaniesActNo.7of
BasedonthedeclarationprovidedbyMs.HLBEdirisinghe&
2007,aregivenfrompages78to107oftheAnnualReport.
The Financial Statements of the Company, duly certified by the
Company and as far as the Directors are aware, the Auditors do
not have any relationship with or interests in the Company that
Secretaries
may have a bearing on their independence, within the meaning
PWCorporateSecretarial(Pvt)Ltd.continuestoworkas
of the Code of Professional Conduct and Ethics issued by the
Secretaries to the Company.
Institute of Chartered Accountants of Sri Lanka.
Outstanding litigation
In the opinion of the Directors, in consultation with the
Dividends
The Directors recommend a dividend of 2.00 per share for the
yearended31stMarch2014(2.00persharein2012/13).
Company lawyers, there is no litigation currently pending
against the Company which will have a material impact on the
NoticeofMeeting
reported financial results or future operations of the Company.
DetailsoftheAnnualGeneralMeetingaregivenintheNotice
Post Balance sheet events
ofMeetingonpage136.
In the opinion of the Directors, no item, transaction or event of
22ndAnnualGeneralMeeting
an unusual nature has taken place between the financial year-
The22ndAnnualGeneralMeetingoftheCompanywillbeheld
end and the date of this report that would materially affect
onMondaythe19thdayofSeptember2014attheSriLanka
the results of the Company for the financial year in respect of
CollegeofObstetriciansandGynecologistsSamsonRajapaksa
which this report is made.
AuditoriumatNo112,ModelFarmRoad,Colombo08,which
was the same venue for the previous year.
On14thJuly2014,theCompanyinvestedinaPVCfactory,
OktaPVCLanka(Pvt)Ltd.,Baddegama,whowereengagedin
On behalf of the Board
manufacturingPVCpipe&fittingsunderSLS.Thetotalassets
valueandLiabilitiestakenbyusareRs.137,167,655and
Rs.113,339,588respectively.Theamountpaidtotheowner
wasRs.23,828,067.ThecompanyinformedtheColombo
D.K. Rajapaksa
D. G. P. S Abeygunawardana
Stock Exchange prior to investing in this business line.
ManagingDirector
Director/GeneralManager
Going Concern
The Board of Directors has reviewed the Company’s business
and corporate plans and are satisfied that the Company has
P W Corporate Secretarial (Pvt) Ltd.
adequate resources to continue its operations in the
Secretaries
foreseeable future. After considering the financial position,
Colombo
operating conditions, regulatory and other factors and such
1st August 2014.
matters required to be addressed in The Corporate Governance
Code, the Directors have a reasonable expectation that
the Company possesses adequate resources to continue in
operation for the foreseeable future. For this reason, they
continue to adopt the Going Concern basis in preparing the
Financial Statements.
70
stateMent
of Directors responsibility
T
he following statement, which should be read in
The Directors have general responsibility for taking such steps
conjunction with the Auditor’s responsibilities, as set out
as are reasonably open to them to safeguard the assets of
in their report, is made with a view to distinguish between the
the Company and to prevent and detect fraud and other
respective responsibilities of the Directors’ and the Auditor’s, in
irregularities.
relation to Financial Statements.
The Directors are of the opinion that the Financial Statements
TheDirectorsarerequiredbytheCompaniesAct,No07of
oftheCompanysetoutonpages78to107havebeen
2007,toprepareFinancialStatementsforeachfinancialyear,
prepared in accordance with the above requirements and that
which give a true and fair view of the state of affairs of the
they have appropriately discharged their responsibilities as set
Company as at the end of the financial year and of the profit
out in this Statement.
and loss for the financial year. The Directors are required to
prepare these Financial Statements on the going concern basis,
The Directors confirm that to the best of their knowledge,
unless it is not appropriate.
all taxes, duties and levies payable by the Company and all
contributions, levies and taxes payable on behalf of and in
Since the Directors are satisfied that the Company has the
respect of the employees of the Company, and all other known
resources to continue its business for the foreseeable future,
statutory dues as were due and payable by the Company, as at
the Financial Statements continue to be prepared on the said
the Balance Sheet date have been paid, or where relevant are
basis.
being provided for.
The Directors consider that in preparing the Financial
On behalf of the Board
Statements, the Company has used appropriate accounting
policies, consistently applied, and supported by reasonable
and prudent judgments and estimates, and that all accounting
standards which they consider to be applicable have been
D. K. Rajapaksa
D. G. P.S. Abeygunawardana
followed.
ManagingDirector
The Directors are responsible for ensuring that the Company
keeps accounting records which disclose with reasonable
Colombo
accuracy the financial position of the Company, and which
1st August 2014.
enable them to ensure that the Financial Statements comply
withtheCompaniesAct,No.07of2007.
71
auDit
committee report
T
heAuditCommitteecomprisesthreeNon-Executive
2. Reviewingtheintegrityandadequacyofthedisclosures
Directors the majority of whom are independent. The
in the financial statements of the company in accordance
CommitteeischairedbyMrT.K.Bandaranayake,whoisa
withtheCompaniesAct,No.7of2007,theSriLanka
FellowMemberoftheInstituteofCharteredAccountantsofSri
Accounting Standards and Accounting Policies which are
LankaandformerSeniorPartnerofMessrsErnst&Young.
consistently applied.
3. Reviewingthefinancialreportingsystemtoensure
MembersoftheAuditCommittee
andDetailsofMeetingsheld
the accuracy and timelines of the financial statements
produced.
4. Reviewingandensuringtheadequacyandeffectiveness
The attendance of the members of the Audit Committee was
of the Company’s internal control systems and risk
asfollows:
management.
Name of Director
Status
27th May
13thFebruary
26thMay
No of
2013
2013
2013
2014
2014
Attendance
MrTKBandaranayake
(Chairman)
NE/I
√
√
√
√
√
5/5
MrGHAWimalasena
NE/I
x
√
√
x
√
3/5
MrDMRajapaksa
NE
√
√
√
√
√
5/5
Member’sattendanceattheAuditCommitteemeetingsofSamsonInternationalPlc
Note:MrGHAWimalasenawasunabletoattendtwomeetingsashewasawayonoverseastours.
The Audit Committee held five meetings during the year under
5. Oversight on the compliance by the company with the
review. The proceedings of the Audit Committee are regularly
requirements of the statutory and regulatory framework.
reported to the Board of Directors.
Compliance is monitored quarterly through the ‘Company
Reports’.
RoleoftheAuditCommittee
6. MakingrecommendationstotheBoardofDirectorsonthe
The functions of the Audit committee are in line with the
appointment/re-appointmentandtheremunerationofthe
requirementoftheSecurities&ExchangeCommissionofSri
external auditors based on their performance.
Lanka and the best practices of Corporate Governance. These
included, inter alia, ensuring the effectiveness of internal
7. Examininganynon-auditworkperformedbytheauditors
to ensure that their independence is not impaired.
controls and procedures for financial reporting purposes
and the integrity of financial statements as well as the
Internal Audit Function
independence of the external auditors.
The Audit Committee reviews the Quarterly Internal Audit
TheAuditCommitteewasresponsibleforthefollowing:
Reports.TheinternalauditfunctioniscarriedoutbyM/sErnst
1.Meetingswiththeauditorstodiscussanyproblemsand
&Young.Theinternalauditreportsarereviewedthoroughly
reservations arising from the audit and any other matters
that the auditor may wish to discuss independent of the
management.
72
and recommendations are made for rectification.
auDit committee report (contd...)
Conclusion
The committee reports to the Board of Directors, identifying
the matters in respect of which it considers that action or
improvement is needed and making recommendations as to
the steps to be taken.
The Committee has recommended to the Board of Directors
thatMessrsHLBEdirisinghe&Co.,CharteredAccountants,be
re-appointed as the Auditors for the financial year ending 31st
March2015,subjecttotheapprovaloftheshareholdersat
theAnnualGeneralMeetingatafeetobedeterminedbythe
management.
The Audit Committee is satisfied that the company’s accounting
policies, operational controls and risk management practices
provide reasonable assurance that the affairs of the Company
are managed in accordance with the Company policies and
that the Company assets are properly accounted for and
T. K. Bandaranayake
Chairman
Audit Committee
adequately safeguarded.
Colombo
1st August 2014
Audit Committee
73
repOrt OF
the remuneration committee
T
heRemunerationCommittee,appointedbyand
responsible to the Board of Directors, consists of two
independent,Non-ExecutiveDirectors,MrG.H.A.Wimalasena
andMrT.K.BandaranayakeandanotherNon-Executive
DirectorMrD.M.Rajapaksa.ThecommitteeischairedbyMr
G.H.A.Wimalasena.
RoleoftheCommittee:
TheRemunerationCommitteereviewsandrecommendstothe
RemunerationPolicy:
In a highly competitive environment, attracting and retaining
high caliber executives is a key challenge faced by the Group.
In this context, the Committee took into account competition,
market information and performance evaluation methodology
in declaring the overall remuneration policy.
TheRemunerationCommitteeheldtwomeetingsduringthe
year under review.
Board of Directors the policy on remuneration for the executive
staff, specific remuneration packages for the Executive Directors
andrevisionoffeesfortheNon-ExecutiveDirectors.Directors’
remunerationforthefinancialyear2013/14isRs.8,376,395
(lastyearRs.8,057,195).
G.H.A. Wimalasena
Chairman
Colombo
1st August 2014.
74
Financial
review
“During the year, the Company reduced the
finance cost by 62%, reduced gearing to 6.8%
and took many investments decisions… “
GrossProfitMargin
TheCompanyhasrecordedagrossprofitofRs145mnas
againstRs150mninthepreviousyear.Themainreasonforthe
drop in gross profits was a decrease in export sales, increase in
Revenue
D
uringtheyearended31stMarch 2014, the Company
recordedaturnoverofRs.953mnasagainstRs974mn
inthepreviousyear.Itisnotedthattherewasagrowthof7%
inlocalsalesintheyear.LocalsaleswentupbyRs21mnfrom
Rs.318mninthepreviousyeartoRs.339mninthecurrent
year.However,exportsaleshavecomedownby6.5%orbyRs
43mnfromRs.656mninthepreviousyeartoRs.613mnin
the current financial year.
energy costs and salaries and wages, unfavourable exchange
rates of India, South Africa and Japan and also the amount
written off from non-moving finished goods stocks and raw
materials.TheGrossProfitRatiointhecurrentyearaswell
as in the previous year is 15%. The reduction of production
overheads and wastage levels were achieved effectively.
Wastelevelsinjarsealingringscamedownthisyeartoan
unprecedented level.
Inlocalsales,itisnotedthatsalesofVstrapandshoesoles
OperationalProfitMargin(Profit
before Finance cost)
have gone up significantly in the current financial year.
TheOperationalProfitinthecurrentfinancialyearisRs
Rubbermats,roadhumpsandrubberhosesaleshavebeen
47.7mnandlastyearitwasRs.54.0mn.Thesellingand
growinggradually.Wehavestillnotseenasignificantsales
distributioncostwasRs.24mninthecurrentyearasagainst
improvementinfloorings.Wehavetappedalmostevery
Rs24.8mninthepreviousyearwhileAdministrativeOverheads
customer in the pipe joints market and had a significant sales
wasRs.75mnduringtheyearunderreviewasagainstRs72.7
growthintheyear.Wewilldevelopourlocalsalesfurther
mn. This year’s Administrative Overhead cost includes the
through aggressive sales promotions and by strengthening and
amount written off of intangible assets. The exchange gain
restructuringtheMarketingDepartment.
earned due to the depreciation of the local currency against
foreigncurrencieswasRs.17.7mninthecurrentyearas
In exports sales, we noted a marginal drop in sales in jar sealing
againstRs6.2mninthepreviousyear.However,welostsome
rings, hot water bottles and rubber mats. During the year, we
revenue due to the adverse impact from the exchange rates of
had experienced a favourable gain from Euro exchange rates.
India, South Africa and Japan. The operational profit to sales
However, we encountered an adverse impact on our sales
ratio was 5.0% (previous year 5.6%).
from India, South Africa and Japan due to the devaluation
of their currencies, which affected our sales of hot water
bottles, mud flaps and bath mats. It is noted that that there
was a significant growth in rubber pallet bands and some
improvements in sales from floorings.
OutofthetotalrevenueofRs953mnfortheyearended31st
March2014,64%wasearnedfromexportssalesandthe
balance 36% from local sales.
Profit/(Loss)beforeTaxation
TheprofitbeforetaxationinthecurrentyearisRs.64.8mn
ascomparedtotheprofitofRs51.0mnintheprevious
year.Thecurrentyear’sprofitofRs.64.8mnwasrecorded
afteramortizationofRs.6.3mnintangibleassets,Rs.13.2
mn of non- moving finished goods stocks and raw materials.
Thefinancecostdecreasedby62%fromRs.9.9mninthe
previousyeartoRs.3.7mninthecurrentfinancialyear.The
75
Financial review (contd...)
Investments
CompanywasabletoearnagainofRs0.5mnfromthe
forward exchange contracts which commenced in the last
Duringtheyear,theCompanyinvestedRs15mninaflash
quarter.Wehopetoearnmoregainsfromforeignexchange
contracts in the coming years.
lessautomatedVstrappress,Rs3mninamillandanother
Rs.2mninapressline.AnotherRs.1.5mnwasinvestedin
a water treatment plant. The company was able to invest in
Taxation
Debentures,TreasuryBillsandFixeddepositsamountingtoRs.
During the year, tax provision increased due to the deferred tax
adjustment.
50.3mninthefinancialyearunderreview.Wehaveplanned
toinvestanotherRs6mninnewsoftwareintheIFSsystemin
2013/14
2012/2013
Rs.
Rs.
Tax on profits of the year
4,535,269
3,042,594
Deferredtaxexpense/(Income)
3,955,316
(7,481,140)
ThemarketcapitalizationoftheCompanywasRs.339.4mnat
Total
8,490,585
(4,438,546)
theclosingpriceoftheshare,upfromRs.316.3mnrecorded
2014/15.
MarketCapitalization
in the previous year. During the year under review, the highest
After the tax provision, the Company recorded a profit of
tradedpriceoftheCompany’ssharewasRs.105.00,whilethe
Rs56.3mninthecurrentyearasagainstRs.55.5mninthe
lowestpricewasRs.74.00.49,773sharesweretradedduring
previous year.
theyearandthesharepriceclosedfortheyearatRs.88.20.
Ratios
The gearing ratio in the current year is 6.8% as against 13.2%
inthepreviousyear.EarningspershareareRs.14.64inthe
currentyearasagainstRs.14.43inthepreviousyear.The
marketpriceasat31stMarch2014wasRs.88.20(lastyearRs
82.20).
76
auDitOrs
report
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
TO THE SHAREHOLDERS OF SAMSON INTERNATIONAL PLC
ReportontheFinancialStatements
Wehaveauditedtheaccompanyingfinancialstatementsof
Samson International PLC., which comprise the statement of
financialpositionasat31stMarch2014,andthestatements
of income, other comprehensive income, statement of changes
in equity and cash flow statement for the year then ended,
and summary of significant accounting policies and other
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.
Wehaveobtainedalltheinformationandexplanationswhich
to the best of our knowledge and belief were necessary for
thepurposesofouraudit.Wethereforebelievethatouraudit
provides a reasonable basis for our opinion.
explanatory notes.
Opinion
Management’sResponsibilityforthe
Financial Statements
In our opinion, so far as appears from our examination, the
Managementisresponsibleforthepreparationandfair
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
statementsbasedonouraudit.Weconductedouraudit
in accordance with Sri Lanka Auditing Standards. Those
standards require that we plan and perform the audit to obtain
company maintained proper accounting records for the year
endedMarch31,2014andthefinancialstatementsgiveatrue
andfairviewofthecompany’sStateofAffairsasatMarch
31, 2014 and its financial performance and cash flows for
the year then ended in accordance with Sri Lanka Accounting
Standards.
ReportonOtherLegalandRegulatory
Requirements
These financial statements also comply with the requirements
ofSection151(2)oftheCompaniesActNo07of
2007.
HLB Edirisinghe & Co.
Chartered Accountants
Colombo
1st August 2014
77
stateMent
of comprehensive income
FOR THE YEAR ENDED 31ST MARCH
NOTES
Revenue
6
Costofsales
2014
2013
Rs.
Rs.
952,561,234
973,858,289
(807,751,637)
(824,008,726)
Gross Profit
144,809,597
149,849,563
Otherincome
7
2,282,319
1,749,323
Distributioncost
(24,019,314)
(24,801,170)
Administrativeexpenses
(75,308,710)
(72,737,442)
Operating Profit
8
47,763,892
54,060,274
Financeincome
9.1
20,856,704
6,916,633
Financecost
9.2
(3,780,035)
(9,900,028)
Net Finance Income
17,076,669
(2,983,395)
Profitbeforeincometaxation
64,840,561
51,076,879
10
(8,490,585)
4,438,546
56,349,976
55,515,425
Income tax expense
Profit for the year Other comprehensive income, net of tax
Total Comprehensive Income for the year, net of tax
-
56,349,976
55,515,425
Earnings per share - Basic
11
14.64
14.43
Dividends per share
12
2.00
2.00
Note: AllvaluesareinRupees,unlessotherwisestated.
Figures in brackets indicate deductions.
TheSignificantAccountingPoliciesandNotesonpages82to107areanintegralpartofthesefinancialstatements.
78
stateMent
of Financial position
AS AT
ASSETS
Non Current Assets
Property,plantandequipment
Intangibleassets
Available for sale financial assets
Other financial assets
Deferredtaxassets
Current Assets
Inventories
Trade and other receivables
Tax recoverable
Cashandcashequivalents
Total Assets
EQUITY AND LIABILITIES
Statedcapital
General reserve
Retained earnings
Total Equity
Non- Current Liabilities
Deferredtaxliability
Retirementbenefitobligation
Current Liabilities
Tradeandotherpayables
Short term borrowings
Total Liabilities
Total Equity And Liabilities
31.03.2014
31.03.2013
Rs.
Rs.
NOTES
13
14
15
16
17
172,218,635
2,557,332
21,354,300
29,000,000
4,975,187
230,105,453
174,449,120
8,950,642
6,855,791
190,255,553
18
19
20
125,296,412
229,125,850
8,716,706
60,880,788
424,019,756
654,125,209
143,785,662
226,059,880
13,251,975
19,755,466
402,852,983
593,108,536
21
105,752,241
110,000,000
233,806,250
449,558,491
105,752,241
110,000,000
185,152,222
400,904,463
17
22
10,905,774
15,129,866
26,035,640
8,831,062
14,528,107
23,359,169
23
24
145,688,020
32,843,058
178,531,078
204,566,718
654,125,209
108,040,574
60,804,330
168,844,904
192,204,073
593,108,536
IcertifythataboveFinancialStatementscomplywiththerequirementsofCompaniesActNo.07of2007.
T. P. Kahanda Gamage
Head of Finance
The Board of Directors are responsible for the preparation and presentation of these financial statements. Signed for and on behalf
of the Board,
D. K. Rajapaksa
ManagingDirector
D. G. P. S. Abeygunawardana
Colombo
1st August 2014
79
stateMent
of changes in equity
FOR THE YEAR ENDED 31ST MARCH 2014
Restated Balance as at 1st April 2012
Stated
General
Retained
Capital
Reserve
Earnings
Total
Rs.
Rs.
Rs.
Rs.
105,752,241
110,000,000
137,332,745
353,084,986
55,515,425
Profit for the year
-
-
55,515,425
Other Comprehensive Income
-
-
-
Total Comprehensive Income for the year
-
-
55,515,425
55,515,425
-
-
(7,695,948)
(7,695,948)
185,152,222
400,904,463
56,349,976
56,349,976
-
Transactions with equity holders
DividendsPaid
Balance as at 31st March 2013
105,752,241
110,000,000
Profitfortheyear
-
-
Other Comprehensive Income
-
-
Total Comprehensive Income for the year
-
-
-
-
-
56,349,976
56,349,976
-
(7,695,948)
(7,695,948)
110,000,000
233,806,250
449,558,491
Note:ThepurposeoftheGeneralreserveistoutilizeinfutureinvestmentsandexpansions. Note:
Transactions with equity holders
DividendsPaid
Balance as at 31st March 2014
AllvaluesareinRupees,unlessotherwisestated.
105,752,241
80
stateMent
of cash Flows
NOTES
CASH FLOW FROM OPERATING ACTIVITIES
Profit /(Loss) before taxation
Adjustment for :
Depreciation
Amortizationofintangibleassets
(Profit)/Lossondisposalofproperty,plant&equipment
(Profit)/Lossonscrappingplant&equipment
Increaseinretirementbenefitobligation
Financeincome
Financecost
Profit Before Working Capital Changes
(Increase)/decreaseininventories
(Increase)/decreaseintrade&otherreceivable
Increase/(decrease)intrade&otherpayable
Cash generated from operations
Interestpaid
Incometaxpaid
Retiringgratuitypaid
Net cash generated from operating activities
CASH FLOW FROM INVESTING ACTIVITIES
Purchaseofproperty,plantandequipment
Investment in debentures
Investment in treasury bills
Investment in fixed deposits
Interestincome
Proceedsfromsaleofproperty,plant&equipment
Net cash used in investing activities
CASH FLOW FROM FINANCING ACTIVITIES
Dividendpaid
Proceedsfromshorttermborrowings
Repaymentofshorttermborrowings
Net cash used in financing activities
Net (decrease) / increase in cash and cash equivalents
Cash and cash equivalents at the beginning of the year
Cash and Cash equivalents at the end of the year Note: AllvaluesareinRupees,unlessotherwisestated.
2014
2013
Rs.
Rs.
64,840,561
51,076,879
13
22
9.1
9.2
27,768,868
6,393,310
(331,681)
-
1,539,613
(20,856,704)
3,780,035
26,526,938
1,278,660
(1,166,071)
109,382
7,673,597
(6,916,633)
9,900,028
83,134,002
18,489,250
(3,065,970)
37,647,447
88,482,780
(18,645,717)
(16,127,420)
(35,925,069)
9.2
22
136,204,729
(3,780,035)
-
(937,855)
131,486,839
17,784,574
(9,900,028)
(1,594,745)
(3,051,511)
3,238,291
13
(20,118,377)
-
9.1
(25,856,701)
(21,354,300)
(10,000,000)
(19,000,000)
20,856,704
650,000
(54,704,297)
6,916,633
2,366,071
(10,835,673)
24
24
(7,695,948)
161,650,914
(177,273,998)
(7,695,948)
160,977,140
(128,304,333)
(23,319,032)
53,463,510
4,236,943
57,700,453
24,976,859
17,379,477
(13,142,534)
4,236,943
20
1st August 2014
81
nOtes
to the Financial statements
1.
General Information
AccountingandAuditingStandardsActNo.15of
1995.
1.1
General
The Company is a public limited liability company
1.2
2.2.
Basis of Measurement
incorporated and domiciled in Sri Lanka. The address of
The financial statements have been prepared on the
itsregisteredofficeisNo.110,KumaranRatnamRoad,
historical cost basis, except that the retirement benefit
Colombo 02 and the principle place of business is
obligations are measured at the present value of the
situatedatAkuressaRoad,Bogahagoda,Angulugaha,
defined benefit plans as explained in the respective
Galle.
notes to the financial statements.
Principal Activities and Nature of Operations
2.2.1
Going concern
During the year, the principal activities of the Company
The Directors have made an assessment of the
were manufacture and export of unhardened
Company’s ability to continue as a going concern in
rubber
the foreseeable future and they do not foresee a need
products to the international and local markets.
for liquidation or cessation of trading. Therefore, the
financial statements continued to be prepared on the
1.3
going concern basis
Parent Enterprise & Ultimate Parent Enterprise
The Company’s parent undertaking is DSI Samson
Group(Pvt)Ltdwhichholdseffectively55.79%of
1.4
2.3.
Functional and Presentation Currency
shares of Samson International PLC collectively inclusive
The Financial Statements are presented in Sri Lankan
of Company holding.
RupeeswhichistheCompany’sfunctionalcurrency.
2.4.
Approval of Financial Statements
Use of Estimates and Judgments
These financial statements have been approved for
The preparation of financial statements in conformity
issue by the Board of Directors on 1st August 2014
withSLFRSrequiresmanagementtomakejudgments,
estimates and assumptions that affect the application
1.5
Number of Employees
of accounting policies and the reported amounts of
The total number of employees stod at 324 as at 31st
assets and liabilities and disclosure of contingent assets
March2014.(302asat31stMarch2013)
and liabilities at the date of the financial statements
and the reported amounts of revenue and expenses
2.
Basis of Preparation
during the reporting period. Although the judgments
and estimates are based on management’s best
2.1.
Statement of Compliance
knowledge of the current events and actions, actual
The Company prepares the financial statements in
results may ultimately differ from those estimates. It
accordance with the Sri Lanka Accounting Standards
also requires management to exercise its judgment
(LKAS&SLFRS)issuedbytheInstituteofChartered
in the process of applying the company’s accounting
Accountants of Sri Lanka and the requirements of
policies.
theCompaniesActNo.07of2007andSriLanka
82
nOtes to the Financial statements (contd...)
3.
Information about critical estimates and judgments
All property, plant and equipment are stated at
in applying accounting policies that have the most
historical cost less depreciation. Historical cost
significanteffectontheamountsrecognizedinthe
includes expenditure that is directly attributable to the
financialstatementsisprovidedinNote04.
acquisition of the items.
Significant Accounting Policies
Wherethecarryingamountofanassetisgreaterthan
The accounting policies set out below have been
its estimated recoverable amount, it is written down
applied consistently to all periods presented in these
immediately to its recoverable amount.
financial statements of the company
3.2.1.2. Subsequent Costs
3.1.
The cost of replacing part of an item of property, plant
Foreign Currency
andequipmentisrecognizedinthecarryingamount
of the item if it is probable that the future economic
3.1.1. Foreign Currency Transactions
In preparing the Financial Statements of the individual
benefits embodied within the part will flow to the
entities, transactions in currencies other than the
company and its cost can be measured reliably. The
entity’s functional currency (foreign currencies)
carryingamountofthereplacedpartisderecognized.
are recorded in the functional currencies using
the exchange rates prevailing at the dates of the
3.2.1.3. Derecognition
The carrying amount of an item of property, plant and
transactions.
equipmentisderecognizedondisposalorwhenno
At each reporting date, monetary items denominated
future economic benefits are expected from its use
in foreign currencies are translated at the closing rate.
or disposal. Gains or losses on derecognition of the
asset are determined by comparing the proceeds from
3.2.
Exchange differences arising on the settlement of
disposalwiththecarryingamountofproperty,plant&
monetary items, and on the translation of monetary
equipmentandarerecognizedwithinotherincomein
items, are included in profit or loss for the period.
the statement of comprehensive income.
Assets and the Bases of their Valuation
3.2.1.4. Depreciation
Assets classified as current assets in the Statement of
Financial Position are cash, bank balances and those
Depreciation is calculated over the depreciable
whichareexpectedtoberealizedincash,duringthe
amount, which is the cost of an asset, or other amount
normal operating cycle of the Company’s business, or
substituted for cost, less its residual value.
within one year from the reporting date, whichever
is shorter. Assets other than current assets are those
Depreciationisrecognizedinprofitorlossonastraight
which the Company intends to hold beyond a period
line basis over the estimated useful lives of each
of one year from the reporting date.
part of an item of property, plant and equipment,
since this most closely reflects the expected pattern
3.2.1. Property, Plant and Equipment
of consumption of the future economic benefits
embodied in the asset. Leased assets are depreciated
3.2.1.1. Recognition and Measurement
over the shorter of the lease term and their useful lives
Property, Plant and Equipment are stated at cost less
unless it is reasonably certain that the company will
accumulated depreciation and accumulated impairment
obtain ownership by the end of the lease term. Land is
losses.
not depreciated.
83
Theestimatedusefullivesareasfollows:
3.2.2.3. Amortisation
Amortizationiscalculatedoverthecostoftheasset,
Asset Category
Useful Life
Depreciation
(Years)
Rate (%)
Buildings
20
5%
Storage Tank
10
10%
Plant&Machinery
10
10%
MachineAccessories
10
10%
Furniture and Fittings
10
10%
Office Equipment
10
10%
estimated useful life has been re-estimated to 5 years
MotorVehicles
5
20%
instead of the previous estimate of 10 years which is
or other amount substituted for cost, less its residual
value.
Amortizationisrecognizedintheprofitorlossona
straight line basis over the estimated useful lives of
intangible assets, other than goodwill, from the date
that they are available for use, since this most closely
reflects the expected pattern of consumption of the
future economic benefits embodied in the asset. The
shownbelow:
Depreciation of an asset begins when it is available for
use where as depreciation of an asset ceases at the
Category
earlier of the date that the asset is classified as held for
of Asset
saleandthedatethattheassetisderecognized.
Useful Depreciation
Life (Years)
Useful
Rate (%)
Re-estimated
Life (Years)
up to 2012/13
ERPComputer
Depreciation method, useful lives and residual values
Software
are reviewed at each financial year end and adjusted if
5
20%
10
Amortisation methods, useful lives and residual values
appropriate.
are reviewed at each financial year end and adjusted if
appropriate.
3.2.2. Intangible Assets
Changes in the expected useful life or the expected
3.2.2.1. Software
pattern of consumption of future economic benefits
All computer software cost incurred, which are not
embodied in the asset is accounted for by changing the
internally related to associate hardware, which can be
amortisation period or method, as appropriate, and are
clearly identified, reliably measured and it is probable
treated as changes in accounting estimates.
that they will lead to future economic benefits, are
included in the Statement of Financial Position under
3.2.2.4 Derecognising
the category of intangible assets.
Gains or losses arising from derecognising of an
intangible assest are measured as the difference
Intangible assets acquired separately are measured on
between the net disposal proceeds and the carrying
initial recognition at cost.
amount of the asset and are recognised in the income
statement when the asset is derecognised.
Following initial recognition, intangible assets are
carried at cost less accumulated amortisation and
accumulated impairment losses, if any.
3.2.3
Impairment of non-financial assets
Assets that have an indefinite useful life are not
subject to amortisation and are tested annually for
3.2.2.2 Subsequent Expenditure
impairment. Assets that are subject to amortisation are
Subsequent expenditure is capitalised only when it
increases the future economic benefits embodied in the
specific asset to which it relates. All other expenditure
isrecognizedinprofitorlossasincurred.
reviewed for impairment whenever events or changes
in circumstances indicate that the carrying amount may
not be recoverable. An impairment loss is recognised
for the amount by which the asset’s carrying amount
exceeds its recoverable amount. The recoverable
84
amount is the higher of an asset’s fair value less costs
effective interest method, less provision for impairment.
to sell and value in use. For the purposes of assessing
A provision for impairment of trade receivables is
impairment, assets are grouped at the lowest levels
established when there is objective evidence that
for which there are separately identifiable cash flows
the Company will not be able to collect all amounts
(cash-generatingunits).Non-financialassetsotherthan
due according to the original terms of receivables.
goodwill that suffered impairment are reviewed for
Significant financial difficulties of the debtor, probability
possible reversal of the impairment at each reporting
that the debtor will enter bankruptcy or financial
date.
reorganisation, and default or delinquency in payments
are considered indicators that the trade receivable is
impaired. The amount of the provision is the difference
3.2.4. Inventories
Inventories are measured at the lower of cost and net
between the asset’s carrying amount and the present
realizablevalue.
value of estimated future cash flows, discounted at the
Costs incurred in bringing each product to its present
original effective interest rate.
locationandconditionareaccountedforasfollows:
The carrying amount of the asset is reduced
a)
All inventory items except manufactured
inventories and work-in-progress are measured
using first in, first out basis.
b) Manufacturedinventoriesandwork-in-progressare
measured at weighted average factory cost which
includes all direct expenditure and appropriate
shares of production overhead based on normal
operating capacity but exluding borrowing costs.
Netrealisablevalueistheestimatedsellingpricein
the ordinary course of business, less the estimated
costs of completion and the estimated costs
necessary to make the sale.
3.2.4.1 Allowance for Impairment
All inventory items are tested for impairment
periodically.
through the use of an allowance account, and the
amount of the loss is recognised in the statement of
comprehensive income.
3.2.5.3. Trade Receivables Write Off
Whenatradereceivableisuncollectible,itiswritten
off against the allowance account for trade receivables.
Subsequent recoveries of amounts previously written
off are credited against distribution expenses in the
statement of comprehensive income.
3.2.6. Cash and Cash Equivalents
Cash and cash equivalents comprise cash balances, call
deposits, demand deposits, and short term highly liquid
investments readily convertible to known amounts
of cash and subject to insignificant risk of changes
in value net of bank overdrafts that are repayable on
demand for the purpose of the Statement of Cash
Flows.
3.2.5. Trade Receivables
3.3. Financial Instruments
3.2.5.1. Recognition and Measurement
Trade receivables are amounts due from customers for
3.3.1. Financial Assets
goods sold or services performed in the ordinary course
of business. If collection is expected in one year or less
3.3.1.1. Initial Recognition and Measurement
(or in the normal operating cycle of the business if
FinancialassetswithinthescopeofLKAS39are
longer), they are classified as current assets. If not, they
classified as financial assets at fair value through
are presented as non-current assets.
profit or loss, loans and receivables, held-to-maturity
investments or available-for-sale financial assets, as
3.2.5.2. Provision for Impairment
appropriate. The Company determines the classification
Trade receivables are recognised initially at fair value
of its financial assets at initial recognition. All financial
and subsequently measured at amortised cost using the
assets are recognised initially at fair value plus, in the
85
case of assets not at fair value through profit or loss,
comprehensive income in the available-for-sale reserve
directly attributable transaction costs. Purchases or sales
until the investment is derecognised, at which time the
of financial assets that require delivery of assets within
cumulative gain or loss is recognised in other operating
a time frame established by regulation or convention in
income, or determined to be impaired, at which time
the market place (regular way trades) are recognised on
the cumulative loss is reclassified to the statement of
the trade date, i.e., the date that the company commits
comprehensive income in finance costs and removed
to purchase or sell the asset.
from the available-for-sale reserve. Interest income on
available-for-sale debt securities is calculated using the
The company’s financial assets include cash and short
effective interest method and is recognised in profit or
term deposits, trade and other receivables, loans and
loss.
other receivables and other financial assets.
The Company evaluates its available-for-sale financial
3.3.1.2. Subsequent Measurement
assets to determine whether the ability and intention
The subsequent measurement of financial assets
tosellthemintheneartermisstillappropriate.When
dependsontheirclassificationasfollows:
the Company is unable to trade these financial assets
due to inactive markets and management’s intention
Financial assets at fair value through profit and
to do so significantly changes in the foreseeable future,
loss
the Company may elect to reclassify these financial
Financial assets at fair value through profit and loss
assetsinrarecircumstances.Reclassificationtoloans
include financial assets designated as such at fair value
and receivables is permitted when the financial assets
through profit or loss at initial recognition. Financial
meet the definition of loans and receivables and the
assets are classified as held for trading if they are
Company has the intent and ability to hold these
acquired for the purpose of selling in the near term.
assets for the foreseeable future or until maturity.
Subsequent to initial recognition, financial assets at
Reclassificationtotheheld-to-maturitycategoryis
fair value through profit loss are carried at fair value
permitted only when the entity has the ability and
in the statement of financial position with fair value
intention to hold the financial asset accordingly.
gainsorlossesrecognizedthroughtheStatementof
For a financial asset reclassified out of the available-for
Comprehensive Income.
sale category, any previous gain or loss on that asset
that has been recognised in equity is amortised to profit
The company did not have any financial assets classified
or loss over the remaining life of the investment using
asfairvaluethroughprofitorlossasat31stMarch
theEIR.Anydifferencebetweenthenewamortised
2014.
cost and the expected cash flows is also amortised over
theremaininglifeoftheassetusingtheEIR(Efective
Available-for-Sale Financial Investments
InterestRate).Iftheassetissubsequentlydetermined
Available-for-sale financial investments include equity
to be impaired, then the amount recorded in equity is
and debt securities. Equity investments classified as
reclassified to the statement of comprehensive income.
available-for-sale are those, which are neither classified
as held for trading nor designated at fair value through
profit or loss. Debt securities in this category are those
which are intended to be held for an indefinite period
of time and which may be sold in response to needs
for liquidity or in response to changes in the market
conditions.
After initial measurement, available-for-sale financial
investments are subsequently measured at fair value
with unrealised gains or losses recognised as other
86
Held-to-maturity Investments
Non-derivativefinancialassetswithfixedor
determinable payments and fixed maturities are
classified as held-to-maturity when the Company
has the positive intention and ability to hold them to
maturity.
After initial measurement, held-to-maturity investments
are measured at amortised cost using the effective
interest method, less impairment. Amortised cost is
of the asset, but has transferred control of the
calculated by taking into account any discount or
asset.
premium on acquisition and fees or costs that are an
integralpartoftheEIR.TheEIRamortisationisincluded
On derecognition of a financial asset, the difference
in finance income in the statement of comprehensive
between the carrying amount of the asset (or the
income. The losses arising from impairment are
carrying amount allocated to the portion of the asset
recognised in the statement of comprehensive income
transferred), and the sum of (i) the consideration
in finance costs.
received (including any new asset obtained less any
new liability assumed) and (ii) cumulative gain or loss
The company did not have any financial assets classified
thathadbeenrecognizedinothercomprehensive
asheldtomaturityinvestmentsasat31stMarch
incomeisrecognizedinprofitorloss. 2014.
3.3.2. Impairment of Financial Assets
Loans and Receivables
The Company assesses at each reporting date whether
Loans and receivables are non-derivative financial assets
there is any objective evidence that a financial asset or
with fixed or determinable payments that are not
a group of financial assets is impaired. A financial asset
quoted in an active market. After initial measurement,
or a group of financial assets is deemed to be impaired
such financial assets are subsequently measured at
if, and only if, there is objective evidence of impairment
amortised cost using the effective interest rate method
as a result of one or more events that has occurred
(EIR),lessimpairment.Amortisedcostiscalculated
after the initial recognition of the asset (an incurred
by taking into account any discount or premium on
‘loss event’) and that loss event has an impact on the
acquisition and fees or costs that are an integral part of
estimated future cash flows of the financial asset or the
theEIR.TheEIRamortisationisincludedunderfinance
group of financial assets that can be reliably estimated.
income in the statement of comprehensive income.
The losses arising from impairment are recognised in
the statement of comprehensive income under finance
costs.
3.3.3. Financial Liabilities
3.3.3.1. Initial Recognition and Measurement
FinancialliabilitieswithinthescopeofLKAS39are
classified as financial liabilities at fair value through
3.3.1.3. Derecognition
A financial asset (or, where applicable a part of a
financial asset or part of a group of similar financial
assets)isderecognisedwhen:
• Therightstoreceivecashflowsfromtheassethave
expired
• TheCompanyhastransferreditsrightstoreceive
cash flows from the asset or has assumed an
obligation to pay the received cash flows in full
without material delay to a third party under a
‘pass-through arrangement; and either
(a) The Company has transferred substantially all
the risks and rewards of the asset, or
(b) The Company has neither transferred nor
retained substantially all the risks and rewards
profit or loss, loans and borrowings, as appropriate.
The Company determines the classification of its
financial liabilities at initial recognition.
All financial liabilities are recognised initially at fair value
plus, in the case of loans and borrowings, transaction
costs that are directly attributable to the acquisition or
issue of such financial liability.
The company’s financial liabilities include trade and
other payables, bank overdrafts, loans and borrowings,
financial guarantee contracts, and derivative financial
instruments.
3.3.3.2. Subsequent Measurement
Financial liabilities at fair value through profit or
loss
Financial liabilities at fair value through profit or loss
include financial liabilities held for trading and financial
87
liabilities designated upon initial recognition at fair
3.4.2. Defined Contribution Plans – Employees’
value through profit or loss.
Provident Fund and Employee Trust Fund
Financial liabilities are classified as held for trading
All employees who are eligible for Employees’ Provident
if they are acquired for the purpose of selling in the
Fund Contributions and Employees’ Trust Fund
near term. This category includes derivative financial
Contributions are covered by relevant contributions
instruments entered into by the Company that are
funds in line with the relevant statutes. Employer’s
not designated as hedging instruments in hedge
contributions to the defined contribution plans are
relationshipsasdefinedbyLKAS39. recognizedasanexpenseinprofitorlosswhen
Gains or losses on liabilities held for trading are
incurred.
recognised in the statement of comprehensive income.
3.5
Stated Capital
The Company has not designated any financial
Stated capital consists solely of ordinary share capital.
liabilities upon initial recognition as fair value through
Ordinary shares are classified as equity.
profit or loss.
Incremental costs directly attributable to the issue of
Loans and Borrowings
new shares are shown as a deduction, net of tax, in
After initial recognition, interest bearing loans and
equity from the proceeds.
borrowings are subsequently measured at amortised
cost using the effective interest rate method unless the
3.6
Provisions
effect of discounting would be insignificant in which
Aprovisionisrecognizedif,asaresultofapastevent
case they are stated at cost.
the Company has a present legal or constructive
obligation that can be estimated reliably, and it is
Amortised cost is calculated by taking into account
probable that an outflow of economic benefit will be
any discount or premium on acquisition and fees
required to settle the obligation.
orcoststhatareanintegralpartoftheEIR.The
EIRamortisationisincludedinfinancecostsinthe
3.7. Statement of Comprehensive Income
statement of comprehensive income.
3.7.1. Revenue
3.3.3.3 Derecognition
A financial liability is derecognised when the obligation
under the liability is discharged or cancelled or expires.
3.7.1.1. Revenue Recognition
Revenueisrecognizedtotheextentthatitisprobable
that the economic benefits will flow to the Company
3.4. Post Employment Benefits
and the revenue and the associated costs incurred or
tobeincurredcanbereliablymeasured.Revenueis
3.4.1. Defined Benefit Plan
measured at the fair value of the consideration received
Defined benefit plans are post-employment benefit
or receivable, net of trade discounts and sales taxes,
plans other than defined contribution plans. The
and after eliminating sales within the Company. The
liabilityrecognizedinthestatementoffinancial
following specific criteria are used for the purpose of
position in respect of defined benefit plan is the present
recognition of revenue.
value of the defined benefit obligation at he reporting
date. The defined benefit obligation is calculated using
the“ProjectedUnitCreditMethod”. 3.7.1.1.1 Sale of Goods
Revenuefromthesaleofgoodsisrecognizedwhenthe
significant risks and rewards of ownership of the goods
Pastservicecostsarerecognizedimmediatelyinthe
profit or loss while the actuarial gains and losses are
charged or credited to profit or loss in the period in
which they arise. The liability is not externally funded.
88
have passed to the buyer, usually on delivery of the
goods.
3.7.1.1.2. Other Income
Interest Income
3.7.4. Taxation
3.7.4.1. Current Taxes
For all financial instruments measured at amortised
Current Income tax liabilities for the current and prior
cost and interest bearing financial assets classified
periods are measured at the amount expected to be
as available-for-sale, interest income or expense is
recovered from or paid to the Commissioner General
recordedusingtheeffectiveinterestrate(EIR),which
ofInlandRevenue.Thetaxratesandtaxlawsusedto
is the rate that exactly discounts the estimated future
compute the amount are those that are enacted or
cash payments or receipts through the expected life
substantively enacted by the reporting date.
of the financial instrument or a shorter period, where
The provision for income tax on Sri Lankan operation
appropriate, to the net carrying amount of the financial
is based on the elements of income and expenditures
asset or liability. Interest income is included in finance
reported in the Financial Statements and computed
income in the statement of comprehensive income.
with in accordance with the provisions of the Inland
RevenueAct.
3.7.2. Expenditure Recognition
The relevant details are disclosed in the respective notes
3.7.2.1. Operating Expenses
to the Financial Statements.
All expenses incurred in day to day operations of the
business and in maintaining the property, plant and
3.7.4.2. Deferred Taxation
equipment in a state of efficiency has been charged to
Deferred taxation is provided, using the liability
the statement of comprehensive income in arriving at
method, on all temporary differences at the reporting
the profit for the year. Provision has also been made
date between the tax bases of assets and liabilities and
for impairment of financial assets, slow moving stocks,
their carrying amounts for financial reporting purposes.
all known liabilities and depreciation on property, plant
and equipment.
3.7.2.2. Borrowing Costs
Borrowing costs directly attributable to acquisition,
construction or production of assets that necessarily
takes a substantial period of time to get ready for its
intended use or sale are capitalised as part of the cost
of the respective assets. All other borrowing costs are
expensed in the period they occur. Borrowing costs
consist of interest and other costs that Company incurs
in connection with the borrowing of funds.
3.7.3. Net Finance Income
Finance costs comprise interest expense on borrowings,
unwinding of the discount on provisions, changes in
the fair value of financial assets at fair value through
profitorloss,impairmentlossesrecognizedonfinancial
assets, borrowing costs that are not directly attributable
to the acquisition, construction or production of a
qualifying asset are recognised in profit or loss using
the effective interest method.
Deferred tax assets are recognised for all deductible
temporary differences, carry forward of unused tax
losses and unused tax credits to the extent that it is
probable that future taxable profits will be available
against which the deductible temporary differences
andcarryforwardofunusedtaxlosses/creditscanbe
utilised.
The carrying amount of deferred tax assets is reviewed
at each reporting date and reduced to the extent that
it is no longer probable that the related tax benefit will
be realised.
Deferred tax assets and liabilities are measured at the
tax rates that are expected to apply to the year when
theassetisrealizedortheliabilityissettled,based
on tax rates (and tax laws) that have been enacted or
substantively enacted as at the reporting date.
Deferred tax assets and deferred tax liabilities are offset
if legally enforceable right exists to set off current
tax assets against current tax liabilities and when the
deferred taxes relate to the same taxable entity and the
same taxation authority.
89
3.8.
Related Party Transactions
Sri Lanka Accounting Standard- SLFRS 9 ‘Financial
Disclosure has been made in respect of the transactions
Instruments’
in which one party has the ability to control or exercise
The objective of this Accounting Standard is to
significant influence over the financial and operating
establish principles for the financial reporting of
policies/decisionsoftheother,irrespectiveofwhethera
financial assets and financial liabilities that will present
price is being charged or not.
relevant and useful information to users of financial
The relevant details are disclosed in the respective notes
statements for their assessment of the amounts, timing
to the Financial Statements.
and uncertainty of an entity’s future cash flows.
AnentityshallapplythisSLFRStoallitemswithinthe
3.9.
Cash Flow
scopeofLKAS39‘FinancialInstruments:Recognition
Interest received and dividends received are classified as
andMeasurement’.
investing cash flows, while dividend paid and interest
3.10.
paid, is classified as financing cash flows for the
The effective date of this Accounting Standard
purpose of presentation of Statement of Cash Flows
has been deferred as at the date of these financial
whichhasbeenpreparedusingthe‘IndirectMethod’.
statements.
Earnings Per Share
Sri Lanka Accounting Standard- SLFRS 13 ‘Fair
Basic EPS is calculated by dividing the profit or loss
Value measurement’
attributable to ordinary shareholders of the Company
by the weighted average number of shares outstanding
This Accounting Standard defines fair value, sets out in
during the period.
asingleSLFRSaframeworkformeasuringfairvalue;
and requires disclosures abut fair value measurements.
3.11.
Events Occurring after the Reporting Period
Events after the reporting period are those events
ThisSLFRSwillbecomeeffectivefrom01stJanuary
favourable and unfavourable, that occur between
2014 and shall be applied prospectively as of the
the end of the reporting period and the date when
beginning of the annual period in which it is initially
thefinancialstatementsareauthorizedforissue.The
applied.TheDisclosurerequirementsofthisSLFRSneed
materiality of the events occurring after the reporting
not to be applied comparative information provided for
period is considered and appropriate adjustments to or
periodsbeforeinitialapplicationofthisSLFRS.
disclosures are made in the Financial Statements, where
necessary.
In addition to the above, following standards will also
be effective for annual periods commencing on or after
3.12.
New Accounting Standards issued but not yet
01st January 2014.
effective
There are a number of new Accounting Standards,
SLFRS10-ConsolidatedFinancialStatements amendments to standards, which have been issued
butnotyeteffectiveasattheReportingdatehavenot
SLFRS11-JointArrangements
SLFRS12-DisclosureofInterestsinOtherEntities
been applied in preparing these Financial Statements.
Thecompanywilladoptthefollowingnew/revised
The above three standards will impact the recognition,
Accounting Standards which will be effective from 01st
measurement and disclosures aspects currently
April 2015. Accordingly these Accounting Standards
containedinLKAS27-Consolidatedandseparate
have not been applied in preparing these Financial
financialstatements,LKAS28-Investmentsin
Statements.
associates,LKAS31-InterestinjointventuresandSIC12 and SIC 13 which are on consolidation of special
SLFRS9-FinancialInstruments
purpose entities(SPEs) and jointly controlled entities
SLFRS13-FairValueMeasurement
respectively.
90
Establishing a single control model that applies to
brought about by changes in the factors mentioned.
all entities including Special Purpose Entities and
A reduction in the estimated useful lives of PPE would
removal of the option to proportionate consolidation
increase the recorded depreciation charge and decrease
jointly controlled entities are the significant changes
introducedunderSLFRS10andSLFRS11respectively.
the PPE balance.
4.2
Estimated Useful lives of Intangible Assets
SLFRS12,establishesasinglestandardondisclosures
The Company reviews annually the estimated useful
related to interests in other entities. This incorporates
lives of intangible assets based on factors such as
new disclosures as well as disclosures currently required
business plan and strategies, expected level of usage
underLKAS27,LKAS28andLKAS31.
and future developments. Future results of operations
could be materially affected by changes in these
Based on the preliminary analysis performed, the above
estimates brought about by changes in the factors
Standards on adoption are not expected to have any
mentioned. A reduction in the estimated useful lives
material impact on the financial statements.
of intangible assets would increase the recorded
amortizationchargeanddecreasetheintableassets
3.13. Segment Reporting
balance.
Segment information is provided for for the different
business segments of the company. Business
4.3
Defined Benefit Obligations
segmentation has been determined based on the
The present value of the gratuity obligations depends
nature of goods provided by the company after
on a number of factors that are determined on an
considering the risks and rewards of each type of
actuarial basis using a number of assumptions. The
product.
assumptions used in determining the net cost for
gratuity include the discount rate. Any changes in
4.
The activities of the segments are described in note 28
these assumptions will impact the carrying amount of
to the financial statements.
gratuity obligations.
Critical Accounting Estimates,
Assumptions and Judgments
The Company determines the appropriate discount
rate at the end of each year. This is the interest rate
Estimates, assumptions and judgments are continually
that should be used to determine the present value of
evaluated and are based on historical experience
estimated future cash outflows expected to be required
and other factors, including expectations of future
to settle the pension obligations. In determining the
events that are believed to be reasonable under the
appropriate discount rate, the Company considers
circumstances. The Company makes estimates and
the interest rates of government bonds that are
assumptions concerning the future. The resulting
denominated in the currency in which the benefits will
accounting estimates will, by definition, seldom
be paid and that have terms to maturity approximating
equal the related actual results. The estimates and
the terms of the related pension obligation.
assumptions that have a significant risk of causing
a material adjustment to the carrying amount of
4.4
Allowance for Doubtful Debts
assets and liabilities within the next financial year are
The Company assesses at the reporting date whether
discussed below.
there is objective evidence that trade receivables have
been impaired. Impairment loss is calculated based on
4.1
Estimated Useful lives of Property, Plant and
a review of the current status of existing receivables
Equipment (PPE)
and historical collections experience. Such provisions
The Company reviews annually the estimated useful
are adjusted periodically to reflect the actual and
lives of PPE based on factors such as business plan
anticipated impairment.
and strategies, expected level of usage and future
developments. Future results of operations could be
materially affected by changes in these estimates
91
5. FinancialRiskManagement
Risk Exposure
5.1CreditRisk
Risk exposure
Mitigating actions
Riskarisingfromdefaultofpayment.Higher
a)Followingstringentassessment
credit risk may adversely impact both liquidity
procedures to ensure credit.
and profitability.
b) Developing and implementing
Credit Policies.
c) Obtaining bank guarantees, deposits,
post dated cheques from local
debtors and insurance cover for
export debtors whenever there is a
doubt about recovery.
d) Closely monitoring the debtor
balances and laying action plans
accordingly.
5.2OperationalprocessRisk
Internalprocessfailures,frauds,
pilferages and breakdowns of internal controls
a) Outsourceinternalaudittoareputed
audit firm to review and report on
the adequacy of the financial and
operational controls to Audit
CommitteeandManagingDirector.
b) Systems and procedures are in
place to ensure compliance with
internal controls, which are monitored
and reviewed for their continued
efficiency and effectiveness.
c) Provide focused and structured
training to staff at all levels to
familiarizethemwithprocessesand
procedures.
d) Carrying out mandatory preventive
maintenance programmes.
e) The Company sources its products
and services from approved suppliers.
92
Risk Exposure
5.3 Financing and Interest
rate risk
Risk exposure
Mitigating actions
Inability to satisfy debt repayments and obtain the
a) To have adequate facilities in
best interest rates.
obtaining USD loans and
borrowings in foreign currency
to bring down finance charges.
b) Funding of long-term assets through
equity and Long-term loans.
c) To have adequate short-term
borrowing facilities available at all
times.
d) Low gearing is maintained.
5.4 Foreign Exchange
Depreciation of the rupee value and loss on
a) Exchange rate movements are taken
rateRisk
exchangeinconversioninrelationtoexport
intoconsiderationbefore
proceeds,importpaymentsandforeigncurrency
conversion&pricing.
debt transactions.
b) Practising effective hedging
techniques.
c) Continuous evaluation of the impact
of Central Bank regulations.
5.5ProjectManagement
Risks Newprojects/Capitalexpendituresinvolvehigh
a) ConductaPESTELanalysis
risksanduncertaintiesintermsofdelayand
andfeasibilitystudybefore
cost overruns. Failure of major projects will
initiating the projects.
affect profitability, capital structure and reputation.
b) Board approval should be received for
all investments.
c) Post-evaluation of the projects is
carried out for each investment.
93
NOTES
2014
2013
Rs.
Rs.
06. Revenue
Saleofgoods
6.1
952,561,234
973,858,289
952,561,234
973,858,289
6.1 Sale of Goods
ExportTurnover
613,250,076
656,041,490
LocalTurnover
339,311,158
317,816,799
952,561,234
973,858,289
331,681
1,166,071
07. OtherIncome
Profitondisposalofproperty,plant&equipment
Income from cultivation
-
Reversalofoverprovidedexpenses
11,290
Creditors’dueswrittenback
1,877,601
Reversalofinventoryimpairementprovision
61,747
5,259
-
577,993
2,282,319
1,749,323
514,837,534
569,154,015
8.1
131,108,188
112,128,990
08. ExpensesbyNature
Costofpurchase
Employee benefit expenses
Otheroverheads
74,508,706
66,488,300
Depreciation
27,768,868
26,526,938
13,068,204
14,132,366
Export expenses
Machinerymaintenance
14,514,517
8,495,804
Subcontractwages
11,552,748
7,829,757
Auditors remuneration - Assurance services
242,300
230,000
Auditorsremuneration-Non-Assuranceservices
40,600
35,200
Others
119,437,996
116,525,968
907,079,661
921,547,338
Total Cost of Purchase, Distribution and Administrative Expenses
8.1 Employee Benefit Expenses
Director’semoluments
8,376,395
8,057,196
Bonus&otherallowances
1,437,254
1,252,102
Salaries,wages&overtime
111,288,432
92,508,653
Post employment benefit - gratuity
EPF&ETF
692,826
1,918,399
9,313,281
8,392,640
131,108,188
94
112,128,990
NOTES
2014
2013
Rs.
Rs.
9. NetFinanceIncome
9.1 Finance Income
InterestIncome
3,086,413
726,762
ForeignExchangeGain
17,770,291
6,189,871
20,856,704
6,916,633
9.2 Finance Cost
InterestExpensesOnBankBorrowing
2,342,302
4,765,096
OverdraftInterest
1,437,733
5,134,932
3,780,035
9,900,028
Net Finance Income
17,076,669
(2,983,395)
10.1
4,353,651
3,034,498
10 Income Tax Expenses
Current Tax Expenses:
Current tax on profit for the year
(Over)/Underprovisioninpreviousyears
181,618
8,096
3,955,316
(7,481,140)
8,490,585
(4,438,546)
64,840,561
51,076,879
Deferred Tax Expenses:
Originationandreversaloftemporarydifferences
17
Income Tax Expenses in Statement of Comprehensive Income
10.1 Reconciliation between Current Tax Expenses and the Accounting Profits
Profit before tax Tax effectsof:
–Totaldisallowableexpenses
36,796,434
38,189,332
–Totalallowableexpenses
(49,550,123)
(50,361,037)
Taxable income from ordinary activities
52,086,872
38,905,174
(18,230,405)
(13,616,811)
33,856,467
25,288,363
Tax loss claimed
Taxable income
Agricultural Income
10%
Tax profitonexportsales
12%
Interest income
28%
Tax on profit for the year
3,844,619
526
3,033,972
509,032
-
4,353,651
3,034,498
95
NOTES
2014
2013
Rs.
Rs.
11. Earnings per Share
Basic earnings per share is calculated by dividing the profit attributable to equity holders of
the company by the weighted average number of ordinary shares outstanding at year end.
Amount Used as the Numerator
Profitfortheyear
56,349,976
55,515,425
Profit attributable to equity holders of the company 56,349,976
55,515,425
3,847,974
3,847,974
3,847,974
3,847,974
Number of Ordinary Shares Used as the Denominator
Weightedaveragenumberofordinarysharesinissue
Weighted average number of ordinary shares for earnings per share Basic Earnings per Share (Rs.Cts)
14.64
14.43
12. Dividend paid during the year
Amounts Used as Numerator
Dividendpaid
7,695,948
7,695,948
3,847,974
3,847,974
Number of Ordinary Shares Used as the Denominator
WeightedAverageNumberofOrdinarySharesinIssue
Dividend per Share (Rs. Cts.)
96
2.00
2.00
13. Property, Plant and Equipment
COST/VALUATION
As At
01.04.2013
Additions
Disposals
As At
31.03.2014
Rs.
Rs.
Rs.
Rs.
3,190,105
-
-
3,190,105
90,594,322
-
-
90,594,322
125,031
-
-
125,031
Freehold assets
Freehold land
Buildings
Storage tank
Plantandmachinery
233,231,837
20,320,526
(228,000)
253,324,363
Machineaccessories
117,145,471
3,270,733
(300,000)
120,116,204
Furnitureandfittings
1,471,790
Office equipment
13,952,118
Motorvehicles
3,282,668
Sundryassets
11,535,367
Wastewatertreatmentplant-WIP
Total
-
474,528,708
-
-
1,471,790
-
14,290,601
-
3,282,668
396,959
-
11,932,326
1,530,000
-
1,530,000
338,483
-
25,856,701
(528,000)
499,857,410
-
-
DEPRECIATION
Freehold assets
Freehold land
Buildings
Storage tank
39,159,991
125,031
4,726,349
-
-
43,886,340
-
125,031
Plantandmachinery
161,726,941
13,804,163
(201,401)
175,329,703
Machineaccessories
77,412,056
7,151,674
(8,280)
84,555,450
599,285
Office equipment
9,431,185
Motorvehicles
2,857,669
Sundryassets
8,767,430
Total
-
300,079,588
111,550
1,038,460
-
710,835
-
10,469,645
199,558
-
3,057,227
737,114
-
9,504,544
-
-
-
27,768,868
(209,681)
327,638,775
WRITTEN DOWN VALUE
Freehold assets
Freehold land
Buildings
Storage tank
3,190,105
-
-
3,190,105
51,434,331
-
-
46,707,982
-
-
-
-
Plantandmachinery
71,504,896
-
-
77,994,660
Machineaccessories
39,733,415
-
-
35,560,754
872,505
-
-
760,955
-
-
3,820,956
424,999
-
-
225,441
2,767,937
-
-
2,427,782
-
-
1,530,000
-
-
172,218,635
Office equipment
Motorvehicles
Sundryassets
Total
4,520,933
-
174,449,120
97
13 (a)
Fully Depreciated Property, Plant and Equipment
A class-wise analysis of the initial cost of fully depreciated property, plant and equipment of the company which are still in use as at
reporting date is as follows,
As at
31.03.2014
Rs.
Furniture&Fittings
410,828
MotorVehicle
2,432,668
OfficeEquipment
7,500,096
Plant&Machinery
101,298,352
Sundry Assets
5,248,051
Tools&Accessories
49,173,275
Total
166,063,270
(b) Temporarily idle property, plant and equipment
There were no property, plant and equipment idle from active use as at the reporting date.
(c) Property, plant and equipment retired from active use
There were no property, plant and equipment retired from active use as at the reporting date.
(d) Title restriction of property, plant and equipment
There were no restrictions on the title of property, plant and equipment as at the reporting date.
(e) Land holdings and Investment properties
ThevalueofofficeandfactorysituatedatAkuressaRoad,Bogahagoda,Angulugaha,Gallewasvaluedbyindependent
incorporatedvalueratavalueofRs.132mnasat29thAugust2009andthefactoryatNo:57B,IndustrialProcessingZone,
Nagoda,Kalutharawaspurchasedin2009/2010atthemarketvalueofRs.18,000,000/.
Location
Address
No. of Buildings
Extent of land
Extent of Building
Galle Factory
AkuressaRoad,
10Buildings
7Acres2Roods&
94,900Sqft
Bogahagoda,Galle.
17Perches
Kalutara Factory
No.57/B,Fullerton
03Buildings
120Perches
5,990Sqft
IndustrialZone,
Nagoda,Kalutara.
98
31.03.2014
31.03.2013
Rs.
Rs.
14. Intangible Assets
Cost
Asat1April
12,786,626
Additions
-
As at 31 March
12,786,626
-
12,786,626
12,786,626
Amortisation
Asat1April
3,835,984
2,557,322
Chargefortheyear
6,393,310
1,278,662
As at 31 March
10,229,294
3,835,984
Net book value 2,557,332
8,950,642
Thecompanyhaschangeditsestimateregardingtheamortizationperiodofintangibleassetas5yearsinsteadofpreviousestimate
of10yearsduringtheyear2013/14.
15. Available for Sale Financial Assets
Quoted Debentures
No of
Debentures
Market
Price
Market Value
As at 31.03.2014
Market Value
As at 31.03.2013
Rs.
Rs.
Rs.
1,000
10,000,000
-
Hayleys Plc
10,000
NationalDevelopmentBankPlc
50,200
100
5,020,000
-
HattonNationalBankPlc
63,343
100
6,334,300
-
Total
21,354,300
16. Other Financial Assets
Investment in treasury bills
10,000,000
-
Investment in fixed deposits
19,000,000
-
Total
29,000,000
-
17. DeferredIncomeTax AssetsandLiabilities
17.1 - Deferred tax assets
Balanceatthebeginningoftheyear
6,855,791
1,952,274
Recognisedinprofit&loss
(1,880,604)
4,903,517
Balance at the end of the year
4,975,187
6,855,791
17.2 - Deferred tax liabilities
8,831,062
11,408,687
Recognisedinprofit&loss
2,074,712
(2,577,625)
Balance at the end of the year
10,905,774
8,831,062
Net Deferred tax liabilities
5,930,587
1,975,271
99
17.3 - Recognised Deferred Tax Assets and Liabilities
As at
31.03.2014
31.03.2013
Assets
Liabilities
Assets
Liabilities
Rs.
Rs.
Rs.
Rs.
Property,plant&equipment
-
10,905,774
Definedbenefitobligation
1,945,571
-
1,743,313
-
Tax loss
3,029,616
-
5,112,478
-
Total
4,975,187
10,905,774
As at
NOTES
-
6,855,791
8,831,062
8,831,062
31.03.2014
31.03.2013
Rs.
Rs.
18. Inventories
Rawmaterials
31,561,702
34,115,020
Work-in-progress
33,428,845
24,350,790
Finishedgoods
52,028,190
79,070,920
Packingmaterials
9,539,574
7,510,831
(1,261,899)
(1,261,899)
Provision for inventory
125,296,412
143,785,662
18,913,852
24,379,603
19 TradeandOtherReceivables
Current
Tradereceivables-Local
Tradereceivables-Foreign
Tradereceivables-Relatedparties
Less:Provisionforimpairmentoftradereceivables
146,678,834
158,609,434
19.1
41,509,219
24,100,175
(2,075,014)
(2,136,761)
205,026,891
204,952,451
Trade receivables - net
Otherreceivables
2,129,055
797,567
Depositsandprepayments
4,694,006
4,197,185
Advances
5,167,139
3,967,544
VATReceivable
12,108,759
12,145,133
Otherreceivables
24,098,959
21,107,430
Total
229,125,850
226,059,880
40,066,078
21,067,803
19.1 - Trade Receivables - Related parties
D.SamsonIndustries(Pvt)Ltd.
SamsonRubberIndustries(Pvt)Ltd.
Samson Engineers (Pvt) Ltd.
-
18,565
99,491
38,621
SamsonTrading(Pvt)Ltd.
705,152
341,655
SamsonReclaimRubbersLtd.
152,957
178,694
SamsonRubberProducts(Pvt)Ltd.
34,212
2,195,971
SamsonRajarataTiles(Pvt)Ltd
107,935
-
DSIWelfareshop
Samson Compounds (Pvt) Ltd.
DSamson&Sons(Pvt)Ltd.
Samson Group Corporate Services (Pvt) Ltd.
100
-
206,468
238,241
44,057
12,000
92,869
8,625
41,509,219
24,100,175
Movementsonthecompanyprovisionforimpairmentoftradereceivablesisasfollows: 31.03.2014
Rs.
Asat1April
2,136,761
Provision/(Reversal)forreceivablesimpairment
(61,747)
As at 31 March
2,075,014
The creation and release of provision for impaired receivables have been included in ‘operating expenses’ and ‘other income’
inthestatementofcomprehensiveincome(Note08and07respectively).Amountschargedtotheallowanceaccountare
generally written off, when there is no expectation of recovering additional cash.
The other classes within trade and other receivables do not contain impaired assets.
As at
31.03.2014
31.03.2013
Rs.
Rs.
Trade and other receivables excluding prepayments, statutory payments and advances
205,026,891
204,952,451
Cashandcashequivalents
20
60,880,788
19,755,466
265,907,679
224,707,917
NOTES
19.2 Analysis of Financial Instruments
Financial instruments by category
Loans and receivables
Financial liabilities at amortised cost
Trade and other payables (Excluding statutory liabilities)
23
145,410,992
105,640,551
Borrowings
24
32,843,058
60,804,330
178,254,050
166,444,881
19.3 Exposure to Credit Risk
The carrying amount of financial assets represents the maximum credit exposure. The maximum exposure to credit risk at the
endofthereportingperiodwasasfollows:
205,026,891
204,952,451
205,026,891
204,952,451
The maximum exposure to credit risk for trade receivables at the end of the reporting
periodbytypeofcounterpartyisasfollows:
Tradereceivablesfromrelatedparties
41,509,219
24,100,175
Tradereceivables-others
163,517,672
180,852,275
205,026,891
204,952,450
Amounts due from related companies were given on normal credit terms.
101
As at
31.03.2014
31.03.2013
Rs.
Rs.
NOTES
20. Cash and Cash Equivalents
Favourable Cash and Cash Equivalent Balances
Bankbalances
60,457,996
19,346,511
Cashonhand
422,792
408,955
60,880,788
19,755,466
3,180,335
15,518,523
3,180,335
15,518,523
57,700,453
4,236,943
3,847,974NumberofOrdinarySharesinIssuewithnoparvalue
105,752,241
105,752,241
105,752,241
105,752,241
14,528,107
9,906,020
1,598,092
1,544,630
Unfavourable Cash and Cash Equivalent Balances
Bank Overdrafts
Cash and cash equivalents for the purpose of cash flow statement The company held cash and cash equivalents with reputed commercial banks.
21. Stated Capital
Issued and fully paid
22. RetirementBenefitObligation
Movement in the Present Value of Defined Benefit Obligation
Balanceasatthebeginningoftheyear
Current Service Cost
InterestCost
1,813,027
990,602
Actuarial(gain)/lossonobligation
(1,871,505)
5,138,366
BenefitPaid
(937,855)
(3,051,511)
Balance as at the end of the year
15,129,866
14,528,107
31.03.2014
31.03.2013
10%
10%
11%
11%
4% to 42%
5%
Actuarial assumptions:
Salary Incremental rate
RateofDiscount
Staff turnover rate
ProvisionhasbeenmadeforretirementgratuitiesinconformitywithLKAS19-EmployeeBenefits.
111,330,980
72,071,865
Trade Creditors - Other
18,038,360
10,812,096
Sundry Creditors Including Accrued Expenses
15,055,030
15,952,238
23. Trade and Other Payables
TradeCreditors-RelatedCompanies
23.1
VATPayable
186,886
1,363,366
NBTPayable
90,142
1,036,657
AdvancesReceived
986,622
6,804,352
145,688,020
108,040,574
102
As at
31.03.2014
31.03.2013
NOTES
Rs.
Rs.
1,362,735
142,661
SamsonEngineers(Pvt)Ltd.
25,093
207,473
385,450
243,246
3,201,908
3,729,279
23.1 Trade Creditors - Related Companies
-
40,000
-
505,669
SamsonCompounds(Pvt)Ltd.
106,088,889
66,774,430
DSIWelfareShop
23,150
39,880
MountSpringWater(Pvt)Ltd.
4,608
1,382
SamsonInformationTechnologies(Pvt)Ltd.
68,512
32,307
DSamson&Sons(Pvt)Ltd
170,635
40,888
Samson Bikes (Pvt) Ltd
-
111,330,980
314,650
72,071,865
24. Borrowings
Current
Bank borrowings - Overdrafts
-ShortTermBorrowings
3,180,335
15,518,523
29,662,723
45,285,807
32,843,058
60,804,330
24.1 - Securities for the above facilities are as follows:
Nature of Asset
Nature of the
Bank/Institution
Securities
Loan Facility
Inventory
Overdraft
HattonNationalBankPLC FinishedGoodStocks&Debtors
ConfirmedOrderConfirmation
TermLoan
HattonNationalBankPLC ConfirmedOrderConfirmation
Inventory
Overdraft
SeylanBankPLC
FinishedGoodStocks&Debtors
Inventory
Overdraft
BankOfCeylon-Galle
RawMaterialStocks Inventory
Overdraft
BankOfCeylon-Cop.
RawMaterialStocks Financialassets
Overdraft
DFCCVardhanaBankPLC
Treasurybills
As at
NOTES
31.03.2014
31.03.2013
Rs.
Rs.
24.2 - Short Term Borrowings
45,285,807
12,613,000
Obtainedduringtheyear
161,650,914
160,977,140
Repaymentsduringtheyear
(177,273,998)
(128,304,333)
Balanceattheendoftheyear
29,662,723
45,285,807
103
25. Commitments and Contingencies
There were no commitments and contingencies existing as at the reporting date.
26. EventsOccurringaftertheReportingDate
Nocircumstanceshavearisen,sincereportingdate,whichwouldrequireadjustmentsto,ordisclosure,inthefinancial
statements.
27. RelatedPartyDisclosures
Detailsofsignificantrelatedpartydisclosuresareasfollows:
27.1 Key Management Personnel of the Company
TheKeyManagementpersonnel(KMP)comprisethemembersofitsBoardofDirectors.Directors’sremunerationforthe
financialyearendedMarch31,2014isgiveninNote8.1totheFinancialStaements.
Dr.D.S.Rajapaksa
Mr.D.K.Rajapaksa
Mr.D.R.Rajapaksa
Mr.D.M.Rajapaksa
Mr.C.Cumaranatunge
Mr.G.H.A.Wimalasena
Mr.T.K.Bandaranayake
Mr.B.L.P.Jayawardena
Mr.D.G.P.S.Abeygunawardana
27.2.1 Transactions with Key Management Personnel of the Company
KeyManagementPersonnelCompensation
2014
2013
Rs.
Rs.
Short-termemployeebenefits
8,376,395
8,057,196
8,376,395
8,057,196
27.2.2 Other Transaction with Key Management Personnel
Mr.CCumaranatungeadirectorofthecompanyisalsoChairman/ManagingDirectorofM/sSangerGMBHandGumitex
Productions-UNDtowhichcompany’ssalesamountingtoRs.470,229,315/-hasbeenmadeduringtheyearasspecified
below.
Other Transaction with Key Management Personnel - For the year ended
31.03.2014
Rs.
ToSANGERGMBH
140,809,810
ToGUMMITEXGMBH
329,419,505
470,229,315
104
27.3 Directors Interest In Contracts with the Company
NoneoftheDirectorsoftheCompanyhadanydirectorindirectinterestsinanyexistingorproposedcontractswiththe
Companyotherthanthosestatedbelow:
The directors of the company are also the directors of following companies.
27.3.1 Mr.D.S.RAJAPAKSAwhoisaDirectorofthecompanyisalsoholdingdirectorshipsinthefollowingcompanies
within the Group.
Name of Company
Relationship
D. Samson Industries (Pvt) Ltd.
Director
Director
Director
Samson Trading Company (Pvt) Ltd.
Director
27.3.2 Mr.D.KRAJAPAKSAwhoisaDirectorofthecompany’sisalsoholdingdirectorshipsinthefollowingcompanies
within the Group.
Name of Company
Relationship
Director
Director
Director
Director
Director
Director
Director
Samson Information Technologies (Pvt) Ltd.
Director
Director
SamsonManufacturers(Pvt)ltd.
Director
27.3.3 Mr.D.R.RAJAPAKSAwhoisaDirectorofthecompanyisalsoholdingdirectorshipsinthefollowingcompanies
within the Group.
Name of Company
Relationship
Director
Director
Samson Engineers (Pvt) Ltd.
Director
Director
Director
Director
Samson Group Corporate Services (Pvt) Ltd
Director
Director
105
27.3.4 Mr.D.M.RAJAPAKSAwhoisaDirectorofthecompanyisalsoholdingdirectorshipsinthefollowingcompanies
within the Group.
Name of Company
Relationship
Director
Director
Director
Director
Director
SamsonManufacturers(Pvt)ltd.
Director
27.3.5 Mr.B.L.P.JAYAWARDANAwhoisaDirectorofthecompanyisalsoholdingdirectorshipsinthefollowingcompanies
within the Group.
Name of Company
Relationship
Director
SamtessiBrushManufacturers(Pvt)Ltd
Director
27.4 The company has entered into transactions during the year with following companies in which some of the directors
of the company is also directors of the said company.
Name of Company
2014
Sales
Purchases
Sales
Purchases
Rs.
Rs.
Rs.
Rs.
DSamson&Sons(Pvt)Ltd
SamsonRubberIndustries(Pvt)Ltd
SamsonTradingCompany(Pvt)Ltd.
SamtessiBrushManufacturers(Pvt)Ltd
SamsonCompounds(Pvt)Ltd.
SamsonEngineers(Pvt)Ltd
SamsonSportswear(Pvt)Ltd
-
-
SamsonManufactures(Pvt)Ltd
SamsonRubberProducts(Pvt)Ltd
MountSpringWater(Pvt)Ltd
SamsonInformationTechnologies(Pvt)Ltd.
2013
198,616,507
827,792
186,391,439
627,679
418,905
2,166,466
27,917
1,838,602
47,812
40,000
45,624
242,171
3,555,015
97,150
5,221,160
-
2,495
-
-
-
8,338,388
478,774,619
2,974,762
555,733,842
610,090
1,036,385
391,992
3,765,537
1,190,620
4,515,049
1,795,564
4,401,200
10,626,375
9,600.00
102,528
-
3,451,836
3,384,551
13,741.00
-
15,284,699
12,270,369
14,812,531
-
14,613
27,157
10,053
-
501,990
11,020,492
-
-
-
27.5 OutstandingamountsduefromrelatedpartiesandduetorelatedpartiesaredisclosedinNote19.1&23.1
respectively.
106
571,308
SegmentalExpense
OperatingProfit/(Loss)
Africa
Asia
Total
Australia&NewZealand
America
Europe
28.2 Geographical Segment
OtherIncome
Profit/(Loss)onFixedAssetDisposal
LocalSales
ExportSales
28.1Business Segment
208,861
11,178
-
-
35,645
162,038
9,492
(200,558)
210,050
472
82
209,496
635
208,861
212,328
19,004
-
-
-
193,324
12,469
(201,821)
214,290
328
291
213,671
1,343
212,328
Rs.’000
Rs.’000
284,583
-
-
-
-
284,583
30,348
(256,869)
287,217
472
81
286,664
2,081
284,583
Rs.’000
2014
2013
285,912
-
-
-
-
285,912
30,530
(261,225)
291,755
214
291
291,250
5,338
285,912
Rs.’000
2013
Food Grade Items
Medical Items
2014
28. SegmentOperatingResults
67,714
14,495
-
2,817
1,380
49,022
3,771
(105,064)
108,835
472
88
108,275
40,561
67,714
Rs.’000
2014
99,166
47,795
-
413
5,085
45,873
2,580
(136,291)
138,871
24
292
138,555
39,389
99,166
Rs.’000
2013
Household Items
52,092
-
5,247
-
2,659
44,186
4,153
(344,589)
348,742
535
81
348,126
296,034
52,092
Rs.’000
58,635
Rs.’000
2013
58,635
75
10,321
1,161
885
46,193
8,481
(322,209)
330,690
16
292
330,382
271,747
Others
2014
613,250
25,673
5,247
2,817
39,684
539,829
47,764
(907,080)
954,844
1,951
332
952,561
339,311
613,250
Rs.’000
2013
656,041
91,419
10,321
1,574
5,970
546,757
54,060
(921,546)
975,606
582
1,166
973,858
317,817
656,041
Rs.’000
Company
2014
107
GlOBal
reporting initiative (Gri)
SamsoninternationalPlcvoluntarilyadoptedGlobalReportingInitiative(GRI)G4‘Inaccordance’coreGuidelinesduringthe
financialyear2013/14asameasureofimprovingthestandardofaccountabilityandreportingonaccountability,Thesedetailsare
given below.
Strategy and Analysis
G4-1
StatementfromtheChairman
Page
Chairman’sReview
3-6
Organization profile
G4-3
Nameoftheorganization.
SamsonInternationalPlc
G4-4
Primarybrands,products,and/orservices.
ManagementDiscussionandAnalysis-ourproducts
25-36
G4-5
Locationoforganization’sheadquarters.
CorporateInformation
14-15
G4-6
Numberofcountrieswheretheorganization
ManagementDiscussionandAnalysis-
42
operates, and names of countries with either
Our Global Presence
major operations or that are specifically
relevant to the sustainability issues
covered in the report.
G4-7
Natureofownershipandlegalform.
CorporateInformationandInvestorInformation
15,130
G4-8
Marketsserved(includinggeographic
42,107
breakdown,sectorsserved,andtypesof
OurGlobalPresenceandNote28ofthe
customers/beneficiaries).
FinancialStatements
G4-9
Scaleofthereportingorganization.
CorporateInformationandInvestorInformation
15,127
G4-10
Totalworkforcebyemploymenttype,
ManagementDiscussionandAnalysis-OurPeople
36
employment contract, and region, broken
down by gender.
G4-11
Percentage of employees covered by collective
None
bargaining
G4-12
Organizationssupplychain
Sustainability-Environment
G4-13
Significantchangesduringthereportingperiod InvestorInformation
regardingsizestructureandownership
121
127
Commitment to External Initiatives
G4-14
Precautionaryprinciples
RiskManagement
59-64
G4-15
Charters, principles or other initiatives
Corporate Governance and Sustainability
53, 108
G4-16
Membershipsofassociation
50
MembershipandAssociations
122
GlOBal
(contd...)
Identified Material Aspects and Boundaries
Page
G4-17
Operationalstructureoftheorganization.
ExecutiveManagement
23
G4-18
Processfordefiningreportcontent.
ManagementDiscussionandAnalysis,
24,83,
Accounting Policies, Glossary of Financial Terms.
135
24,83
G4-19
Materialaspectidentifiedforreportcontent.
Accounting Policies.
G4-20
Aspectboundaryforidentifiedmaterial
24,83
aspectswithintheorganization.
AccountingPolicies.
G4-21
Aspectboundaryforidentifiedmaterial
Chairman’sReview,ManagementDiscussionand
3,24,
aspectsoutsidetheorganization.
Analysis,AccountingPolicies.
83
G4-22
Restatementsofinformationprovidedinthe
None
previous reports.
G4-23
Significantchangesfrompreviousreporting
AccountingPolicies,Chairman’sReview
83,3
periods in the scope and aspect boundaries.
Stakeholder engagement
G4-24
Listofstakeholdergroupsengagedbythe
109-119
organization.
G4-25
Basisforidentificationandselectionof
109-119
109-119
109-119
stakeholders with whom to engage.
G4-26
Approachestostakeholderengagement,
including frequency of engagement by type
and by stakeholder group.
G4-27
Keytopicsandconcernsthathavebeen
raised through stakeholder engagement.
Report Profile
G4-28
Reportingperiod
Yearended31March2014.
G4-29
Date of most recent previous report
Quarterly Financials
G4-30
Reportingcycle
Annually
G4-31
Contactpointforquestionsregardingthe
report or its contents.
Samson International Plc,
AkuressaRoad,
131
Bogahagoda,
Galle.
G4-32
CompliancewithGRIG4Guidelines,GRI
Sustainabilityreport
108,24
ContentIndexandExternalAssuranceReport.
andManagementDiscussionandAnalysis.
G4-33
Policyandcurrentpracticewithregardto
AuditReportandAuditCommitteeReport
77,72
seeking external assurance for the report.
123
GlOBal
(contd...)
Governance
G4-34
Page
Governancestructureoftheorganization,
ReportoftheBoardofDirectors
65-70
Our corporate vision ,mission, values and our aim.
2
50
including committees under the highest
governance body responsible for
decision-making on economic, environment
and social impacts
Ethics and integrity
G4-56
The values, principles , standards and norms
of behavior
Specific Standard Disclosures
Category: Economic
Aspect
Economic Performance
G4-EC1
Directeconomicvaluegenerated,distributed
andretained.
StatementofValueAdded
G4-EC2
Financialimplicationsandotherrisksand
ManagementDiscussionandAnalysis
opportunitiesfortheorganization’sactivities
andRiskManagement
24,59
due to climate change.
G4-EC3
Coverageoftheorganization’sdefined
AccountingPoliciesandNotesto
benefit plan obligations.
Financial Statements
Aspect
Indirect Economic Impacts
G4-EC8
Significant indirect economic impacts,
Chairman’sReview ,
including the extent of impacts.
Ten year Economic Summary
91
3, 132
Category: Environment
Aspect
Emissions
G4-EN15
Directgreenhousegas(GHG)emissions(Scope1)
ManagementDiscussionandAnalysis-Energy
47
G4-EN16
Energyindirectgreenhousegas(GHG)
47
47
47
47
emissions(Scope 2)
G4-EN17
Otherindirectgreenhousegas(GHG)
emissions (Scope 3)
G4-EN18
Greenhousegas(GHG)emissionsintensity
Aspect
EffluentsandWaste
G4-EN23
Totalweightofwastebytypeand
disposal method
Production efficiencies and energy
G4-EN29
Compliance
None
Monetaryvalueofsignificantfinesandtotal
number of non-monetary sanctions for
non-compliance with environmental
laws and regulations.
124
108
GlOBal
(contd...)
Category: Social
Page
Labor Practices and Decent Work
Aspect
Employment
G4-LA1
Totalnumberandrateofnewemployeehires
36-40
41
ManagementDiscussionandAnalysis-Legal
49
36
36
and employee turnover by age group gender
and region.
G4-LA2
Benefitsprovidedtofull-timeemployeesthat
are not provided to temporary or part-time
employees, by significant location of operation.
Aspect
Labour/ManagementRelations
G4-LA4
Minimumnoticeperiodsregardingoperational
changes, including whether these are specified
in collective agreements.
Aspect
Occupational Health and Safety
G4-LA5
Percentageoftotalworkforcerepresentedin
formal joint management-worker health and
safety committees that help monitor and
advice on occupational health and safety
programmes.
G4-LA6
Typeofinjuryandratesofinjury,occupational
disease, lost days and absenteeism, and total
number of work-related fatalities, by region
and by gender.
Aspect
Training and Education
G4-LA9
Averagehoursoftrainingperyearperemployee ManagementDiscussionandAnalysis-OurPeople
36-40
by gender, and by employee category.
Human Rights
Aspect
Investment
G4-HR1
Totalnumberandpercentageofsignificant
None
investment agreements and contracts that
include human rights clauses or that
underwent human rights screening.
Aspect
Child Labour
G4-HR5
Operationsandsuppliersidentifiedashaving
ManagementDiscussionandAnalysis-Legal
49
significant risk for incidents of child labour and
measures taken to contribute to the effective
abolition of child labour.
125
GlOBal
(contd...)
Society
Page
Aspect
Anti-Corruption
Risk Management
G4-SO3
Totalnumberandpercentageofoperations
None
assessed for risks related to corruption and
the significant risks identified.
Aspect
Compliance
G4-SO8
Monetaryvalueofsignificantfinesandtotal
None
number of non-monetary sanctions for
non-compliance with laws and regulations.
Product Responsibility
Aspect
Product and Service Labelling
G4-PR3
Typeofproductandserviceinformation
requiredbytheorganization’sprocedures
ManagementDiscussionandAnalysis-OurProducts
for product and service information and
labeling, and percentage of significant product
and service categories subject to such
information requirements.
Aspect
MarketingCommunications
G4-PR7
Totalnumberofincidentsofnon-compliance
None
with regulations and voluntary codes
concerning marketing communications,
including advertising, promotion, and
sponsorship by type of outcomes.
Aspect
Compliance
G4-PR9
Monetaryvalueofsignificantfinesfor
non-compliance with laws and regulations
concerning the provision and use of
products and services.
126
None
25-36
inVestOr
information
“The active participation of shareholders at
the Annual General Meeting is encouraged.
The Board believes the AGM is a means
of continuing effective dialogue with
shareholders. While valuing the patronage of
all our shareholders, the Company has made
every endeavours to ensure equitable treatment
to all our shareholders irrespective of the
number of shares they hold”.
BoardofDirectorsatthelastAGM
1)
General
a)
Statedcapital
-
Rs.105,752,241
b)
No.ofShares
-
3,847,974
c)
Class of Shares
-
Ordinary Shares
127
inVestOr information (contd...)
2)
Stock Exchange Listing
The issued ordinary shares of Samson International Plc are listed on the Colombo Stock Exchange. The audited income statement
fortheyearended31stMarch2014andtheauditedbalancesheetoftheCompanyasatthatdatehavebeensubmittedtothe
Colombo Stock Exchange within the stipulated date.
3)
Date of Listing
The Company was listed on 24th July 1992.
4) MarketCapitalization
ThemarketcapitalizationoftheCompanywhichisthenumberofordinarysharesissuedmultipliedbythemarketvalueofashare
(attheyearend),wasRs.339.3mnat31stMarch2014(Rs.316.3mnasat31stMarch2013).
5) MarketValueoftheCompany’sOrdinaryShares
Market Value per
2014
share
Date
2013
Rs
Date
Change
Rs
Highest Price
105.00
16.01.2014
120.00
28.8.2012
(12.5%)
LowestPrice
74.00
5.04.2013
62.00
13.6.2012
19%
Closing
88.20
31.3.2014
82.20
31.3.2013
7.2%
Share Price Rs.
Rs.
160
140
120
100
80
60
40
20
0
2003
2004
2005
2006
2007
2008
2009
2010
2011
2012
2013
The share price of the company has increased
five-fold during last ten years
128
6)
Analysis of Shareholders based on number of shares asat31stMarch2014
No of Shares held
No of
% of
Total
% of total
Shareholders
Shareholders
holding
holding
1,023
90.9
121,652
3.2
1,001–10,000
88
7.8
244,041
6.4
10,001-100,000
9
0.8
304,427
7.9
100,001–1,000,000
3
0.3
932,106
24.2
1,000.000&Over
2
0.2
2,245,748
58.3
1,125
100
3,847,974
100.0
1-1,000
Total
Analysis of Shareholders based on number of shares asat31stMarch2013
No of Shares held
No of
% of
Total
% of total
Shareholders
Shareholders
holding
holding
1,021
90.0
130,334
3.4
1,001–10,000
94
8.3
258,915
6.7
10,001-100,000
7
1.0
281,195
7.3
100,001–1,000,000
3
0.4
932,106
24.2
1,000.000&Over
2
0.3
2,245,424
58.3
1,127
100
3,847,974
100.0
1-1,000
Total
7) AnalysisofShareholderscategory-wiseasat31stMarch2014
Category
No of
% of
Total
% of
Shareholders
Shareholders
holding
total holding
1,081
96.4
621,922
16.2
Institutional-local
42
3.6
3,225,742
83.8
Individual - foreign
2
0.0
310
0
Institutional- foreign
0
0.0
0
0
1,125
100
3,847,974
100
Individual- Local
Total
AnalysisofShareholderscategory-wiseasat31stMarch2013
Category
No of
% of
Total
% of
Shareholders
Shareholders
holding
total holding
1,086
96.4
621,869
16.2
40
3.5
3,225,805
83.8
Individual - foreign
1
0.1
300
0
Institutional- foreign
0
0
0
0
1,127
100
3,847,974
100
Individual- Local
Institutional-local
Total
129
8) NoofShareTransctions
TheNoofSharetransactionsfortheyearended31stMarch2014and2013are49,773and54,183respectively.
9)
Public Holdings
Asat31stMarch2014,thepublicheld43.04%(in2012/2013-13.91%)ofthesharesoftheCompany.Thissignificantdifference
arose due to change in the interpretation of the definition of public holding by the Stock Exchange.
10) TwentyMajorShareholdersasat31stMarch2014
Shareholder
No of Shares
%
No of Shares
as at 31/3/2014
%
as at 31/3/2013
1
DSI Samson Group ( Pvt) Ltd.
1,204,824
31.3
1,204,824
31.3
2
SeylanBankPLC/ThirugnanasambanderSenthilvel
1,040,924
27.0
1,040,600
27.0
3
548,758
14.2
548,758
14.2
4
D.Samson&Sons(Pvt)Ltd.
274,348
7.1
274,348
7.1
5
Dr.Thiruganansabander Senthilvel
109,000
2.8
109,000
2.8
6
96,553
2.5
96,553
2.5
7
SangerGMBH
78,622
2.0
78,622
2.0
8
AbeysiriHemapalaMunasinghe
30,107
0.8
30,107
0.8
9
Mr.G.K.Piyasena
22,980
0.6
22,980
0.6
10
SamsonManufacturers(Pvt)Ltd.
22,154
0.6
22,154
0.6
11
Mr.H.Tanigawa
20,460
0.5
20,460
0.5
12
Mr.N.C.Pakianathan
12,538
0.3
9,304
0.3
13
Mrs.D.R.Wimalasena
10,694
0.3
-
-
14
Mrs.D.W.Rathna
-
10,796
0.3
15
Mr.D.R.Rajapaksa
10,319
0.3
10,319
0.3
16
WaldockMackenzieLtd./Hi-LineTrading(Pvt)Ltd.
10,000
0.3
10,000
0.3
17
Mr.D.K.Rajapaksa
9,931
0.3
9,931
0.3
18
Mr.T.S.Salim
9,400
0.3
9,900
0.3
18
Mr.D.M.Rajapaksa
9,295
0.2
9,295
0.2
19
Dr.D.S.Rajapaksa
7,156
0.2
7,156
0.2
20
WaldockMackenzieLtd./Hi-LineTowers(Pvt)Ltd.
7,100
0.2
7,100
0.2
3,535,163
91.8
3,532,207
91.8
312,811
8.2
315,767
8.2
3,847,974
100.0
3,847,974
100.0
Total
Others
Total Shareholdings of the Company
130
FOur-Quarter
Financial summary
INCOME STATEMENT
For the 03 Months ended 30th June
2013
Rs.
Un audited
Continuing operations
Revenue
Export
Local
Total Revenue
Cost of sales
Gross profit
Other Operating income
Exchange gain / (Loss)
Selling & Distribution Cost
Administrative expenses
Operating profit
Finance costs
Profit before income tax
Income tax expense
Profit after income tax
2012
Rs.
Un audited
For the 03 Months ended 30th September
2013
Rs.
Unaudited
2012
Rs.
Unaudited
For the 03 Months ended 31st December
2013
Rs.
Unaudited
2012
Rs.
Unaudited
For the 03 Months ended 31st March
2014
Rs.
Unaudited
2013
Rs.
Unaudited
105,693
69,072
174,765
(154,032)
20,733
142,276
97,292
239,568
(206,748)
32,820
114,249
89,504
203,753
(171,124)
32,629
152,224
83,010
235,234
(194,765)
40,469
186,011
88,814
274,825
(229,684)
45,141
166,399
66,132
232,531
(196,581)
35,950
207,162
84,961
292,123
(252,146)
39,977
195,144
72,717
267,861
(234,057)
33,804
255
4,818
(4,330)
(15,521)
5,955
1,339
3,744
(8,211)
(13,825)
15,867
721
6,059
(3,638)
(16,019)
19,752
519
(885)
(5,179)
(15,500)
19,424
848
3,413
(7,174)
(16,238)
25,990
226
2,660
(6,931)
(15,608)
16,297
1,075
3,952
(7,147)
(24,287)
13,570
(186)
549
(6,364)
(18,975)
8,828
(1,596)
4,359
(921)
3,438
(2,322)
13,545
(644)
12,901
(974)
18,778
(2,035)
16,743
(3,017)
16,407
(2,598)
13,809
(1,115)
24,875
(3,105)
21,770
(2,456)
13,841
(1,491)
12,350
(1,244)
12,326
(2,193)
10,133
(1,810)
7,018
(528)
6,490
FINANCIAL POSITION
As at 30th June
2013
2012
Rs.
Rs.
Un audited
Un audited
As at 30 th September
2013
2012
Rs.
Rs.
Unaudited
Unaudited
As at 31 st December
2013
2012
Rs.
Rs.
Unaudited
Unaudited
As at 31 st March
2014
2013
Rs.
Rs.
Unaudited
Unaudited
Assets
Non-current assets
Property Plant & Equipment
Investments in Others
Intangible assets
Deferred Tax Assets
Current assets
Inventories
Trade & other receivables
Due from related companies
Income tax refund due
Cash and cash equivalents
Total Assets
Equity and liabilities
Stated capital
General reserves
Retained earnings
Total equity
Liabilities
Non-current liabilites
Deferred Tax Liabilities
Retirement benefit obligations
Current liabilities
Trade and other payables
Short term borrowings
Bank overdrafts
Total liabilities
Total equity and liabilities
168,440
16,335
8,631
7,631
201,037
176,150
9,910
186,060
164,759
16,335
8,312
8,405
197,811
175,539
9,590
185,129
163,090
31,354
7,992
5,290
207,726
175,566
9,271
184,837
172,215
31,354
5,290
208,859
174,449
8,951
6,856
190,256
138,669
172,759
13,066
44,084
368,578
569,615
149,125
216,019
15,472
30,703
411,319
597,379
160,453
172,727
11,382
48,230
392,792
590,603
134,418
196,708
13,331
35,891
380,348
565,477
168,342
212,117
9,663
51,203
441,325
649,051
160,789
192,170
12,475
42,589
408,023
592,860
125,502
221,728
9,663
79,934
436,827
645,686
144,174
224,308
13,252
19,755
401,489
591,745
105,753
110,000
188,590
404,343
105,753
110,000
155,352
371,105
105,753
110,000
197,637
413,390
105,753
110,000
161,252
377,005
105,752
110,000
219,408
435,160
105,752
110,000
173,604
389,356
105,752
110,000
231,388
447,140
105,752
110,000
185,152
400,904
10,339
14,635
24,974
9,277
9,629
18,906
11,466
15,569
27,035
9,734
10,055
19,789
9,737
16,128
25,865
10,368
8,818
19,186
9,737
16,953
26,690
8,831
14,528
23,359
98,427
21,243
20,628
140,298
165,272
569,615
114,245
32,911
60,212
207,368
226,274
597,379
93,468
39,013
17,697
150,178
177,213
590,603
87,629
40,123
40,931
168,683
188,472
565,477
115,722
48,034
24,270
188,026
213,891
649,051
147,645
12,996
23,677
184,318
203,504
592,860
139,347
29,328
3,181
171,856
198,546
645,686
106,678
45,285
15,519
167,482
190,841
591,745
131
ten - year
economic summary
Economic Indicators
2004
2005
2006
2007
2008
2009
2010
2011
2012
2013
5.4
2,091.0
20.7
8.6
107.4
1,030.0
6.2
2,453.0
24.4
20.5
124.7
1,241.0
7.7
2,939.0
28.3
14.5
147.8
1,421.0
6.8
3,578.0
32.3
13.8
178.8
1,617.0
6.0
4,411.0
40.7
24.6
218.2
2,014.0
3.5
4,835.0
42.1
2.1
236.4
2,057.0
8.0
5,604.0
49.6
16.7
271.3
2,400.0
8.2
6,543.0
59.2
18.3
313.6
2,836.0
6.3
7,579.0
59.4
3.0
372.8
2,922.0
7.3
8,674.0
67.2
12.0
423.5
3,280.0
-7.5
-7
-7
-6.9
-7
-9.9
-8
-6.9
-6.5
-5.9
GDP Indicators
GDP growth
GDP (current prices)
GDP (current prices)
GDP per capita (USD) Growth
GDP per capita (market prices)
GDP per capita (market prices)
Per cent
Rs. billion
USD billion
Per cent
Rs (000)
USD
Fiscal policy Indicators
Budget deficit
Per cent of GDP
Monetory policy Indicators
12 month T-Bill yield (year-end)
Prime lending rate (year-end)
M2b money supply growth
Per cent
Per cent
Per cent
7.7
10.2
19.6
10.4
12.2
19.1
13
15.2
17.8
20
18.0
16.6
19.1
18.5
8.5
9.3
10.9
18.6
7.6
9.3
15.8
9.3
10.8
19.1
11.7
14.4
17.6
8.3
10.1
16.7
Other Economic Indicators
Inflation annual average (CCPI 2006/07=100)
Unemployment rate
All share index (year-end)
Population
Per cent
Per cent
Points
Million
8.3
1507
19.5
7.2
1922
19.7
6.5
2722
19.9
6
2541
20
5.4
1503
20.2
3.5
5.8
3386
20.5
6.2
4.9
6636
20.7
6.7
4.2
6074
20.9
7.6
4
5643
20.3
6.9
4.4
5913
20.5
External Sector Indicators
Exports USD
Imports USD
Balance of payments
Current account balance
Current account % of GDP
billion
billion
Per cent of GDP
USD billion
Per cent
5.8
8.0
(1.0)
(0.6)
(3.1)
6.3
8.9
2.1
(0.7)
(2.7)
6.7
10.3
0.7
(1.5)
(5.3)
7.7
11.3
1.6
(1.4)
(4.2)
8.1
14.1
(3.5)
(1.4)
(9.5)
7.1
10.2
6.5
(0.2)
(0.5)
8.6
13.5
1.9
(1.1)
(2.2)
10.6
20.3
(1.9)
(4.6)
(7.8)
9.8
19.2
0.3
(4.0)
(6.7)
10.4
18.0
1.5
(2.6)
(3.9)
100.5
125.1
0.9
2.3
104.0
130.6
0.9
2.3
110.6
151.6
0.9
2.7
108.3
159.3
1.1
2.5
114.9
160.2
1.2
2.4
113.1
150.1
1.3
2.5
110.6
153.9
1.4
2.4
127.6
164.0
1.6
2.4
129.1
171.5
1.3
2.2
4.8
-0.7
3.4
6.4
-2.1
6.1
-1.6
-2.2
15.4
1.2
94.7
115.0
1,064.0
104.4
116.0
1,144.0
109.2
120.0
1,128.0
117.6
120.0
1,261.0
129.2
122.0
1,382.0
136.9
124.0
1,437.0
152.9
126.0
1,561.0
158.2
129.0
1,566.0
152.0
131.0
1,459.0
130.4
132.0
1,219.0
127.2
127.3
141.0
148.0
202.2
204.7
234.2
234.5
269.5
278.4
211.7
202.3
403.0
377.5
508.8
535.4
416.6
420.7
376.9
389.8
ForiegnCurrency Indicators
Exchange rate (annual average)
Exchange rate change_ USD (annual average)
Rs/USD
Rs/Euro
Rs/Yen
Rs/INR
Per cent
Rubber Sector Information
Production
Total extent
Yield
Average price
Colombo Auction
Export (f.o.b)
kg mn
hectares ‘000
kg/hectare
Rs/kg
Rs/kg
132
ten - year
Financial summary
Year Ended 31st March
Income statement :
Turnover
ProfitBeforeTaxation
Taxation
Profit After Taxation Balance Sheet :
Capital And Reserves
Statedcapital
CapitalReserves
RevenueReserves
Shareholders funds Non Current Liabilities
InterestBearingBorrowings
DeferredTax
RetirementBenefitObligation
Total Equity & Non Current Liabilities
2013/14
2012/13
2011/12
2010/11
2009/10
2008/09
2007/08
2006/07
2005/06
2004/05
Rs.’000
Rs.’000
Rs.’000
Rs.’000
Rs.’000
Rs.’000
Rs.’000
Rs.’000
Rs.’000
Rs.’000
952,561 973,858
64,841 51,077
(8,491)
4,438
56,349 55,515
961,489 716,102 588,207 620,518 698,876 638,458 462,687 455,814
19,123 (55,980) (7,608)
14,533 70,012 63,424 25,605 45,692
696
(229)
(663)
(5,757)
(9,776) (13,297)
(6,235) (7,779)
19,820 (56,209) (8,271)
8,775 60,295 50,127 19,370 37,913
105,752
110,000
233,806
449,558
105,752
110,000
185,152
400,904
105,752 105,752 105,752 105,752 105,752 38,480 38,480 32,983
110,000 10,000 10,000 10,000 10,000 67,272 67,272 47,483
137,332 223,893 280,102 288,373 279,597 229,302 186,871 167,502
353,084 339,645 395,854 404,125 395,349 335,054 292,623 247,968
-
-
10,906
8,831
15,130 14,528
475,594 424,263
-
-
868
5,120 16,877 14,500 20,500
11,408 11,388 11,703 11,202
7,808 10,335
9,594
8,604
9,906
7,775
6,306
5,234
8,150
9,238
5,567
4,680
374,398 358,808 414,731 425,681 428,184 369,127 328,284 261,252
Assets Employed
CurrentAssets
424,020
CurrentLiabilities
(178,531)
WorkingCapital
245,488
Property,Plant&Equipment
179,751
Investment
50,354
Long-Term Loans
Share Issue Expenses
Total Assets Less Current Liabilities 475,594
Financial Highlights :
Operating Results
NetProfit(%)
AnnualSalesGrowth(%)
ROCE(%)
Financial Position
QuickAssetsRatio(Times)
FixedAssetTurnoverRatio(Times)
Shareholder Information
EarningsPerShare(Rs.)
Dividends(Rs.‘000)
DividendsRate(%)
MarketPricePerShare(Rs.)
PriceEarningsRatio(Times)
NetAssetsPerShare(Rs.)
402,853 388,248
(168,845) (208,197)
234,008 180,051
190,255 194,347
424,263 374,398
388,205
(222,481)
165,724
193,084
358,808
476,617
(232,670)
243,947
170,784
414,731
481,125
(231,810)
249,315
176,366
404,557
421,581
(176,186)
245,395
182,789
395,350
343,385
(116,794)
226,591
142,436
100
335,054
486,907
(283,562)
203,345
124,839
100
292,623
307,190
(141,788)
165,402
95,749
100
247,968
6
(2)
12.53
6
1.29
13.85
2.10
34.00
5.61
(7.85)
21.74
(16.55)
(1.41)
(5.21)
(2.09)
1.41
(11.21)
2.17
8.63
9.46
15.25
7.85
37.99
14.96
4.19
1.51
6.62
8.32
20.35
15.29
1.67
5.45
1.53
5.31
1.26
4.95
1.11
3.71
1.69
3.44
1.77
3.52
1.84
3.82
1.41
4.48
1.04
3.70
1.32
4.76
14.64
7,696
20
88.20
6.02
116.83
14.43
7,696
20
82.20
5.70
104.18
13.03
7,696
20
44.75
3.43
87.07
5.03
-
-
47.25
9.39
76.05
11.49
6,597
20
63.00
5.48
75.18
5.15 (14.61)
(2.15)
2.28
15.67
-
-
-
-
-
-
-
-
-
-
90.00 100.00
86.75
50.25
62.00
17.47
(6.85) (40.36)
22.43
3.95
91.75
88.27 102.87 105.02 102.74
133
FOreiGn
currency Financial statements
INCOME STATEMENT
Revenue
Cost of sales
Gross profit
Other income
Distribution cost
Administrative expenses
In USD'
(Major Import Currency)
2014
2013
7,234,897
7,420,048
(6,135,038)
(6,278,310)
1,099,858
1,141,738
In Euro'
(Major Export Currency)
2014
2013
5,374,617
5,334,456
(4,557,561)
(4,513,632)
817,056
820,824
17,335
(182,432)
(571,985)
13,328
(188,966)
(554,203)
12,877
(135,524)
(424,913)
9,582
(135,852)
(398,430)
Operating Profit
362,776
411,898
269,497
296,123
Finance Income
Finance cost
158,411
(28,710)
52,699
(75,431)
117,679
(21,328)
37,887
(54,229)
Net Finance Income
129,701
(22,731)
96,351
(16,342)
Profit before income taxation
Income tax expense
492,477
(64,488)
389,166
33,818
365,849
(47,906)
279,781
24,313
Profit for the year
427,990
422,985
317,942
304,094
STATEMENT OF FINANCIAL POSITION
AS AT 31st March
ASSETS
In USD'
(Major Import Currency)
2014
2013
Property, plant and equipment
Intangible Assets
Available for sale financial assets
Other Financial assets
Deferred tax assets
Non Current Assets
1,303,009
19,349
161,567
219,414
37,642
1,740,981
1,358,237
69,688
53,378
1,481,304
Inventories
Tax Recoverable
Cash and cash equivalents
Current Assets
947,994
1,733,569
65,951
460,625
3,208,139
1,119,496
1,760,072
103,178
153,813
3,136,559
Total Assets
4,949,120
4,617,862
EQUITY AND LIABILITIES
Equity
3,401,366
3,121,388
196,986
181,871
1,102,278
248,491
1,350,769
1,547,755
4,949,120
841,189
473,414
1,314,603
1,496,475
4,617,862
Non- Current Liabilities
Current liabilities
Trade & other payables
Short Term Borrowings
Total Liabilities
Total Equity And Liabilities
In Euro'
(Major Export Currency)
2014
2013
1,015,244
15,076
125,885
170,957
29,329
1,356,491
738,633
1,350,716
51,386
358,897
2,499,633
3,856,124
2,650,186
1,042,782
53,503
40,981
1,137,266
859,489
1,351,288
79,215
118,090
2,408,081
3,545,347
153,482
858,843
193,613
1,052,456
1,205,938
3,856,124
139,631
645,820
363,462
1,009,282
1,148,913
3,545,347
2,396,434
01. This information does not constitute a full set of financial statements in compliance with SLFRS/LKAS.
02. Exchange rates prevailing at each year end have been used to convert the statement of financial position and average
exchange rate prevailed during the year has been used to convert the income statement.
03. Above has been presented for the information purpose only.
134
GlOssary
of Financial terms
1. Segment
:
Constituentbusinessunitsgroupedintermsofthenatureandsimilarityofoperations.
2. AnnualSalesGrowth
:
Percentagechangeoverpreviousyear’sgrossturnover.
3. CurrentRatio
:
Currentassetsdividedbycurrentliabilities.
4. DividendCover
:
Profitavailableforappropriationdividedbygrossdividend.
5. DividendperShare
:
TotalGrossDividenddividedbyno.ofsharesattheendoftheyear.
6. GrossDividend
:
PortionofProfits,inclusiveoftaxwithheld,distributedtoshareholders.
7. DividendRate
:
GrossDividendsdeclaredpershare.
8. EarningsperShare
:
Profitattributabletoshareholdersdividedbytheno.ofsharesissued.
9. InterestCover
:
Profitfromordinaryactivitiesbeforetaxandfinancecostdividedbyfinancecost.
10.NetAssetsperShare
:
NetAssetsdividedbytheno.ofshares.
11.PriceEarningsRatio
:
MarketPricepersharedividedbyearningspershare.
12.DeferredTaxation
:
Sumsetasidefortaxinthefinancialstatementthatwillbecomepayableinafinancialyear
other than the current financial year.
13.ValueAdditions
:
ThequantumofwealthgeneratedbytheactivitiesoftheCompany.
14.RevenueReserves
:
Reserveconsideredasbeingavailablefordistributionsandinvestments.
15.CapitalReserves
:
Reservesidentifiedforspecificpurposesandconsiderednotavailablefordistribution.
16.ReturnonCapitalEmployed
:
Profitafterinterest,taxdividedbycapitalemployedorshareholdersfundsattheyearend.
17.ShareholdersFund
:
Totalofstatedcapitalandrevenuereserves.
18.Capitalemployed
:
Shareholders’fundspluslong-termbearingloansandborrowings.
19.AverageCapitalEmployed
:
Meanoftwoconsecutiveyears’capitalemployed.
20.CorporateGovernance
:
AsystembywhichCompaniesaredirectedandcontrolledbythemanagementinthe
best interest of the stakeholders ensuring greater transparency through better and timely
financial reporting.
21.MarketCapitalization
:
NumberofordinarysharesinissuemultipliedbytheMarketValuepershareatthebalance
sheet date.
22.RelatedParties
:
Partieswhocouldcontrolorsignificantlyinfluencethefinancialandoperatingpoliciesof
the business.
23.IntangibleAssets
:
Anintangibleassetisanidentifiablenon-monetaryassetwithoutphysicalsubstance.
24.Impairment
:
Thisoccurswhentherecoverableamountofanassetislessthanitscarryingamount.
25.Fairvalue
:
Thisistheamountforwhichanassetcouldbeexchanged,oraliabilitysettled,between
knowledgeable, willing parties at arm’s length transaction.
135
nOtice
of Meeting
NOTICEISHEREBYGIVENthattheTwentySecondAnnualGeneralMeetingofSamsonInternationalPLCwillbeheldonFridaythe
19thdayofSeptember2014attheSriLankaCollegeofObstetriciansandGynaecologists,SamsonRajapaksaAuditoriumatNo.
112,ModelFarmRoad,Colombo08at2.00p.m.forthefollowingpurposes:
1.
ToreceiveandconsidertheAnnualReportoftheBoardofDirectorsontheaffairsofCompanyandtheFinancial
Statementstheyearended31stMarch2014andtheReportoftheAuditorsthereon.
2.
Tore-electMr.DRRajapaksewhoretiresbyrotationintermsofArticle88(i)oftheArticlesofAssociation,asa
Director of the Company.
3.
Tore-electMr.TKBandaranayakewhois71yearsofage,asaDirectoroftheCompanyandtoadoptthefollowing
resolution:-
“ITISHEREBYRESOLVEDTHATMr.TKBandaranayakewhois71yearsofagebeandisherebyre-electedasa
DirectoroftheCompanyanditisherebydeclaredasprovidedforinSection211(1)oftheCompaniesAct,No.7
of2007thattheagelimitof70yearsreferredtoinSection210oftheCompaniesActshallnotapplytoMr.TK
Bandaranayake”.
4.
Tore-electMr.GHAWimalasenawhois73yearsofage,asaDirectoroftheCompanyandtoadoptthefollowing
resolution:-
“ITISHEREBYRESOLVEDTHATMr.GHAWimalasenawhois73yearsofagebeandisherebyre-electedasaDirector
oftheCompanyanditisherebydeclaredasprovidedforinSection211(1)oftheCompaniesAct,No.7of2007that
theagelimitof70yearsreferredtoinSection210oftheCompaniesActshallnotapplytoMr.GHAWimalasena.”
5.
Tore-appointMessrsHLBEdirisinghe&Co.CharteredAccountantsasAuditorsoftheCompany fortheensuingyear
andtoauthorizetheDirectorstodeterminetheirremuneration.
6.
ToauthorizetheDirectorstodeterminedonationsfortheyearending31stMarch2015andup tothedateofthe
nextAnnualGeneralMeeting.
By Order of the Board
SAMSON INTERNATIONAL PLC
P W Corporate Secretarial (Pvt) Ltd
Secretaries
August 1st, 2014.
Colombo
Notes:- 1.AshareholderisentitledtoappointaProxytoattendandvoteatthemeetingonhis/herbehalf.
2. A Proxy need not be a shareholder of the Company.
3. AFormofProxyaccompaniesthisNotice.
4. ThecompletedFormofProxyshouldbedepositedattheRegisteredOfficeoftheCompany,No.110,KumaranRatnam
Road,Colombo02,notlessthan48hoursbeforethetimeforholdingtheMeeting.
136
nOtes
138
FOrM
of proxy
*I/We………………………………………………………………………of…………………………………………………………………………being*a
shareholder/shareholdersofSAMSONINTERNATIONALPLC,doherebyappoint…………………………………………………………………………of
……………………………………………………orfailing*him/her*
Dr.DSRajapaksa
ofColomboorfailinghim*
Mr.DKRajapaksa
Mr.DMRajapaksa
Mr.DRRajapaksa
Mr.CCumaratunge
Mr.BLPJayawardena
MrTKBandaranayake
MrGHAWimalasena
Mr.DGPSAbeygunawardana
ofColombo
as*my/ourProxytorepresentme/us*,tospeakandvotefor*me/uson*my/ourbehalfattheTwentySecondANNUALGENERALMEETINGOFTHE
COMPANYtobeheldon19September2014at2.00p.m.andatanyadjournmentthereof,andateverypollwhichmaybetakeninconsequence
thereof.
FOR
AGAINST
1.
ToreceiveandconsidertheAnnualReportoftheBoardofDirectorsontheaffairsofCompanyandthe
FinancialStatementsfortheyearendedended31stMarch2014andtheReportoftheAuditorsthereon.
2.
Tore-electMr.DRRajapaksewhoretiresbyrotationintermsofArticle88(i)oftheArticlesofAssociation,
as a Director of the Company.
3.
Tore-electMr.TKBandaranayakewhois71yearsofage,asaDirectoroftheCompanyandtoadoptthe
followingresolution:-
“ItisherebyresolvedthatMrTKBandaranayakewhois71yearsofagebeandisherebyre-electedasa
Director of the Company and it is hereby declared as provided for in Section 211(1) of the Companies Act
No.07of2007thattheagelimitof70yearsreferredtoinSection210oftheCompaniesActshallnot
applytoMrTKBandaranayake.”
4.
Tore-electMr.GHAWimalasenawhois73yearsofage,asaDirectoroftheCompanyandtoadoptthe
followingresolution:-
“ITISHEREBYRESOLVEDTHATMr.GHAWimalasenawhois73yearsofagebeandisherebyre-elected
as a Director of the Company and it is hereby declared as provided for in Section 211(1) of the Companies
Act,No.7of2007thattheagelimitof70yearsreferredtoinSection210oftheCompaniesActshallnot
applytoMr.GHAWimalasena.”
5.
Tore-appointMessrsHLBEdirisinghe&Co.CharteredAccountantsasAuditorsoftheCompanyforthe
ensuingyearandtoauthorizetheDirectorstodeterminetheirremuneration.
6.
ToauthorizetheDirectorstodeterminedonationsfortheyearending31stMarch2015anduptothedate
ofthenextAnnualGeneralMeeting.
Signedthis……………dayof………………………..TwoThousandandFourteen.
*Signature/s
Note:
1) *Pleasedeletetheinappropriatewords.
2) Instructions as to completion are noted on the reverse hereof.
139
INSTRUCTIONS AS TO COMPLETION
1.
KindlyperfecttheFormofProxyafterfillinginlegiblyyourfullnameandaddressandsigninthespaceprovided.
Please fill in the date of signature.
2.
AshareholderentitledtoattendandvoteattheMeetingisentitledtoappointaProxywhoneednotbeashareholder,
toattendandvoteinsteadofhim.Pleaseindicatewithan“X”intheboxesprovidedhowyourProxyistovoteoneach
resolution. If no indication is given, the Proxy in his discretion will vote as he thinks fit.
3.
In the case of a Corporate shareholder, the Form of Proxy must be completed under its Common Seal, which should be
affixed in the manner prescribed by the Articles of Association.
4.
If the Form of proxy is signed by an Attorney, the relevant Power of Attorney should also accompany the completed
Form of Proxy, in the manner prescribed by the Articles of Association.
5.
ThecompletedFormofProxyshouldbedepositedattheRegisteredOfficeoftheCompany,No.110,KumaranRatnam
Road,Colombo02,notlessthanFortyEight(48)hoursbeforetheappointedtimefortheMeeting.
140
DSI ieñika iuqy jHdmdrhSh f;aud .S;h
hq. hq. jkaokSh fú
isßiem kkaokSh fú
ishrg foa isßiem foa
isysler jkaokSh jq
ieñika mS;D kdufhka
huq ch fú $$
;drm;S ù È,S È,S ú;a l¿jr wdldfia
ojiam;S ù ke.S ke.S huq fyg bÈjk f,dafla
jdish muKla fidhd isà
cd;sh msßfyhs .rd jeà
foafig jev we;s foag reÑ
cd;sl fy<lu mduq wms
foai úfoafiys kdfñ /|s
fPao fkdjk rkaodfï wms $$
;rÕ je§ ú;a Wkqka mrojk ksmehqñ rK uËf,a
mKg jvd ,eÈ ñksialug wm fkdue; ks.d
fokafka
W;aidyh Wla .ila fj;S
tys wm kqÿgqj rila ke;S
°il t<sfhka yuqj ks;S
f,daflg mykla fjuqj wms
iduQyslj ne|s mjqre bfñ
ãtiawhs mqrjeisfhda wms $$
SAMSON INTERNATIONAL PLC.
Corporate Office:
No. 110, Kumaran Rathnam Road, Colombo 02, Sri Lanka.
Tel : +94 11 4728800 Fax : +94 11 2440890
E-mail : [email protected] Web : www.samsonint.com
142

SamSon international PlC annual report 2013/14

Transcription

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