ANNUAL REPORt 2015
Transcription
ANNUAL REPORt 2015
www.medine.com MEDINE Limited ANNUAL REPORT 2015 Medine Limited 4 Clarens Fields Business Park, Black River Road, Bambous 90203 T (230) 401 6101 F (230) 452 9600 E [email protected] ANNUAL REPORT 2015 Dear Shareholder, The Board of Directors is pleased to present the Annual Report of MEDINE LIMITED for the year ended 30 June 2015, contents of which are listed below. This report was approved by the Board of Directors on 30 September 2015. René Leclézio Chairman Daniel Giraud Director and Chief Executive Officer Chairman’s Statement 4-5 Chief Executive’s Review 6-7 contentS Managing Director’s Report: - Agriculture Cluster 12-15 - Leisure Cluster 18-19 - Property Cluster 22-23 Chief Finance Officer’s Review 24-25 Group Value Added Statement 26 Corporate Information 27 Board Profile 28-29 Senior Management Profile 30 Board of Directors 31 Directors of Subsidiary Companies 32 Corporate Social Responsibility Report 33-35 Corporate Governance Report 36-50 Statement of Directors’ Responsibilities 51 Statement of Compliance 52 Other Statutory Disclosures 53-54 Secretary’s Certificate 55 Independent Auditors’ Report 56 Statements of Financial Position 57 Statements of Profit or Loss and Other Comprehensive Income 58 Statements of Changes in Equity 59-60 Statements of Cash Flows 61 Notes to the Financial Statements 62-124 Notice of Annual Meeting 125 Proxy Form 127 Our Vision To be a unique lifestyle provider through integrated sustainable development of property, leisure, agro-business and services Medine Limited and its Subsidiaries Annual Report 2015 Chairman’s Statement 4 Dear Shareholder, Looking at the performance spreadsheet of the individual divisions of Medine for the year under review, I get a sense of déjà vu. Over the last 2–3 years, profits from Casela (and related activities) and from the sales of land have covered the losses from almost all the other operations. Should this be of concern? No, and I will try to explain why. The Raffray brothers, with some other partners, bought Medine from a bank, the Credit Foncier, in 1911. Until 1968, at which time the Company was taken over by Flacq United Estates (FUEL), the company consolidated its land bank by buying up smaller sugar estates in the area. This consolidation carried on under FUEL’s management until the 1970’s, at which time the Company started its diversification into tourism by building La Pirogue Hotel. In 2001, Medine was once again separated from FUEL. Given the capricious nature of the price, not only of sugar, but also of other agricultural commodities, the Board of Directors took a strategic decision to diversify in an accelerated way in order to minimise the double effect of adverse weather conditions and adverse prices. Given that Medine had by now become the largest landowner in the country, and that the land was in a highly sought-after area, the natural diversification strategy became property development. As matters stand today, property development is at the core of the Company’s strategy, and with the exception of Casela and Medine Rum, which have lives of their own, all the other activities of the Group are there to support the property activity. Agriculture is still the largest operating division, the Group’s biggest employer, and occupies the most land, but its activities since the dramatic fall in the price of sugar can, at this stage, only hope to break (cash-flow) even. Having said that, let us not underestimate the importance of this industry. Mauritius without its sugarcane fields would not be Mauritius, and there is no way of becoming an island state like Singapore with only 1.3 million inhabitants. The main mission of the Agriculture cluster’s management is to drive costs to a minimum, and develop value-added products, which they are actively trying to do. Medine Limited and its Subsidiaries Annual Report 2015 There are currently 1,500 arpents in Medine’s development pipeline, of which 500 arpents are part of a smart-city project, with education as its main theme. The projects include a university, an extension to the primary school, a secondary school, a pre-primary school, the third phase of the business park, the second phase of student accommodation, a sports complex, an arts centre, medical facilities, Medine’s head office, and a number of land parcelling projects. Even though the hotel business is not our main focus, the Tamarina Beach Club and Golf act as support for the ever-growing property portfolio. As these are currently making losses, Management is reviewing the strategy, with the favoured option being to more than double the number of rooms in the hotel, which will greatly lower the breakeven average room rate, but this implies abandoning the boutique hotel status. This seems logical with the popularisation of the district. at billions of dollars in the US, but a company with prime assets in Mauritius trades at a huge discount to its real value. The problem being that Mauritian investors base value on dividend yield, which, in Medine’s case, is low. Even though, as the Hollies once sang, “the road is long”, directors have nevertheless decided to increase the dividend over at least the next 5 years. Unless disaster strikes, given Medine’s reserves, this poses no foreseeable problem. Casela’s complete makeover last year has begun to bear its fruit. At the time of writing, management accounts for the 2-month period to the end of August show admissions going up by 64% and profits by 77% compared with last year, which are higher than our wildest expectations. The Casela World of Adventures is today the country’s leading leisure destination, for both Mauritians and foreign visitors. International sales of Medine’s 50% associate company, the Indian Ocean Rum Company’s Pink Pigeon and Penny Blue rums, are also making steady progress, although slower than we would have wished. The latest offering, the Penny Blue Single Cask, launched in Mauritius last month, has been well received by the pundits, and will be launched internationally by our partners Berry Bros & Rudd by the end of the year. I would like to thank my fellow directors, many of whom have significant financial interests in Medine, for their continued support during the year. I would also like to take this opportunity to thank the CEO, Daniel Giraud, and his team for the excellent work under pressure. These are exciting times for Management, but not so exciting for shareholders. At the time of writing, Medine is capitalised at MUR 6.6 billion. The Group’s non-land assets match its liabilities, which means that Medine’s net worth is the 25,000 arpents of unencumbered undeveloped land, equivalent to almost 6% of the island’s total area, in a fastgrowing region. Some companies with an ideal but no cash flow and no hope of profits in the short term are capitalised This year saw the departure of two directors, Alain de Ravel and Chota Moollan. The former has been at the service of the Company for 14 years, and the latter for 10 years. We will sorely miss their good sense and sound advice. I wish them both a peaceful retirement. I would also like to welcome on board two new directors, Thomas de Spéville and Shakil Moollan. I am certain that their youth and enthusiasm will bring a new dimension to the Company. Yours sincerely, René Leclézio Chairman 30 September 2015 5 Medine Limited and its Subsidiaries Annual Report 2015 Chief Executive’s Review 6 Dear Shareholder, During the year under review, the Group turnover grew by 1.4% to reach some Rs 1.4 billion (land sales excluded) with a loss of Rs 86 million compared with Rs 110 million last year, despite the negative consequences of low sugar price, the price discounting policy on the hotel industry, and the delay in the realisation of the land-parcelling projects. This loss result takes into account a charge of fair value of Rs 33 million, the VRS amortisation of Rs 46 million (applicable up to 2017), the cost of some Rs 25 million for the implementation of the Education Hub, which will attract some 5,000 students by 2025, and does not account for the profit on sale of land of Rs 29 million, accounted as transfer in the reserves. The Property cluster and Casela World of Adventures remained the main cash earners and providers ahead of the other clusters. With respect to the underperforming companies, we have taken drastic measures to restructure financially and operationally and we are already starting to see encouraging signs of recovery. We are confident that their results will improve within the next two years. For the Agriculture cluster, the low price of sugar has impacted heavily this year’s result while the restructuring of diversification and cost-cutting processes have been successful with a turnaround of some Rs 43 million. Sugarcane yield remained favourable with a crop of 91 tonnes/hectare and an extraction rate of 10.68%. As for the replanting programme, this is an ongoing process with the purpose to compensate for the land area used for our property development. The milling operations performed satisfactorily with an additional crush of some 25,000 tonnes from Alteo in the year under review. For crop 2015, the delay in the completion of works for the refurbishment and reconditioning of the turbine and the setting up of the new electricity plant has resulted in the cane harvest starting much later than planned and in consequence some 40,000 tonnes of cane have been sent to other millers and the cane harvest period will be extended till the end of December. This will undoubtedly affect the results for 2015/16 for both the growing and milling operations. After the challenging time brought by the coupling and finetuning of all equipment, we are pleased to confirm that we are ready to supply electricity to the CEB national grid as per the terms of the Power Purchase Agreement signed last year with the CEB and we await the final clearance of the relevant authorities. I take this opportunity to thank all our team, Mauritian and foreign professionals, as well as the Omnicane team for their unprecedented dedication and involvement in the realisation of this endeavour. Medine Limited and its Subsidiaries Annual Report 2015 In the meantime, the Mauritius Sugar Syndicate (MSS) have challenged our agreement with Omnicane for the refining of our plantation white sugar. Medine Sugar Milling Ltd has always followed the National Sugar Strategy even though we are claiming the right to sell our own sugar. The proposed scheme of payment by the MSS for the plantation white sugar, if applied, will without a doubt jeopardise our milling operations. We are following this issue closely and will do our best to find a fair solution. On the bright side, we successfully launched the Casela World of Adventures in December 2014 further to an investment to the tune of Rs 425 million on a land area of 625 arpents that have been allocated to the project. The response from the visitors, both local and international were beyond our expectations with a total number of entries reaching 420,000 for the twelve months to June 2015. The prerequisite for maintaining growth needs recurrent investments to keep innovation in line with the demand for new experiences. Tamarina Beach Hotel has obtained a good rate of occupancy but suffered far too much from the discounted price policy, which goes against the strategy for a boutique hotel. The project of increasing the hotel capacity by 30 rooms has been suspended as we are rethinking our strategy according to added value which can be found within the Medine domain. Tamarina Golf Club performed slightly better, and considerable progress has been made on the greens, fairways, and landscaping. This is primordial to maintain its reputation as one of the leading golf courses in Mauritius. The Property cluster generated a profit of Rs 130 million with realised property sale and have built a stock of readily saleable land and will be kept in reserve for the coming years to sustain our development. We pursued our strategy to consolidate our build-and-lease portfolio which have so far required some Rs 1.5 billion investment and this will provide recurrent revenue in the long term. Our main focus in the immediate future is the development of the Medine Smart City and the Wolmar Coastal Village that will span over 500 acres and 300 acres respectively. Falling under the Medine Smart City’s umbrella, the Education Hub required some Rs 25 million for its market research and implementation costs. Several agreements have been signed with internationally renowned universities and further investments will be required together with scholarship programmes that will help to boost the initial phase of this crucial development, this being the driving force of Medine Smart City. The branded rums, namely Penny Blue and Pink Pigeon, were well acclaimed and received several awards on the international scene and shall be broadened by a new range in the near future. On the corporate side, Fondation Medine Horizons continued its CSR objectives by funding education, poverty alleviation and socio-economic development, sports and leisure, health, environment, and heritage. Medine is an asset land base company and its strategy is to optimise its land resources and unlock its value through an integrated and sustainable development. This strategy is paying off as its saleable land value has increased significantly since the start of the implementation of our Master Plan in 2005. The property and asset investment decision will increase the indebtedness of the Group in the short term, but will also create assets that will sustain recurrent revenue in the medium and long term. Acknowledgements I take this opportunity to thank Alain Paillusseau for his contribution as Managing Director of the Leisure cluster during the past three years and to welcome Raoul Maurel as Managing Director of Tamarina Operations and Paul Williams as Managing Director of Casela World of Adventures. I express my sincere appreciation to our Chairman René Leclézio and Vice-Chairman Jacques Li Wan Po, our Board members for their valuable advice, as well as our excellent executive team and employees for their sense of efficiency and dedication. Yours faithfully, Daniel Giraud Chief Executive Officer 30 September 2015 7 Medine Limited and its Subsidiaries Annual Report 2015 Long Service Awards 2015 8 Medine Limited and its Subsidiaries Annual Report 2015 During the Long Service Awards night which took place in Pierrefonds on 26 May 2015, Medine celebrated its employees’ Engagement and Recognition. 172 colleagues were awarded shields and certificates in recognition for their 25 and 35 years of employment. 9 10 Medine Limited and its Subsidiaries Annual Report 2015 Medine Limited and its Subsidiaries Annual Report 2015 11 12 Medine Limited and its Subsidiaries Annual Report 2015 Managing Director’s Report Agriculture Cluster Cane Cultivation Milling Operations The 2014 crop yielded a total sugar production of 45,235 tonnes compared with 42,839 tonnes the previous year. For crop season 2014, Medine Sugar Milling produced 44,563 tonnes of plantation white sugar (PWS) from a total of 421,395 tonnes of cane received. A total of 3,374 hectares of land was harvested, with a yield of 91.0 tonnes per hectare, compared with 3,392 hectares and a yield of 89.7 tonnes for crop 2013. During the year under review, the estate and its planters harvested 307,316 and 90,971 tonnes of cane respectively and received 25,528 tonnes from Alteo, totalling to 423,815 tonnes, compared with 304,130 and 90,768 tonnes respectively, totalling 394,898 tonnes, for crop 2013. Cane delivery to Medine mill amounted to 421,461 tonnes while 2,354 tonnes of estate canes were sent to other mills due to fire before crop at Medine Sugar Milling. The overall extraction rate for crop 2014 was 10.68% compared with 10.90% for crop 2013. The crop started on 2nd July 2014 and ended on 24th November 2014. Medine was the best performer among the four milling plants with an extraction rate of 10.58% (2014: 10.82%). For the first time, and this in spite of the modernization and size of the other mills, Medine ranked second with a Reduced Overall Recovery (ROR) standing at 85.9, which was above the island average of 85.6. The Power Purchase Agreement (PPA) with the CEB was signed in September 2014, and with the objective to export electrical energy to the grid for crop 2015, the dismantling of the boiler and turbo generator at Union Saint Aubin and the relocation at Medine had to start immediately. For this reason, we took the decision to terminate the production earlier than scheduled and did not accept more cane from other factory area so as not to jeopardize the energy project. Overall, crop 2014 was a good one for the milling activity with no injury to the personnel as well as no serious breakdown. Medine Limited and its Subsidiaries Annual Report 2015 Food Crops Landscaping and Nursery During the year under review, the production of vegetables and fruits was 3,270 tonnes compared with 4,260 tonnes for year 2013/14. The new strategy adopted for food-crop production was to reduce the production of vegetables and focus on producing better quality vegetables at a higher price. The total surface area harvested was thus decreased from 220 hectares in 2013/14 to 153 hectares in 2014/15. The main objective of improving the food crop productivity at the field level was attained and this strategy helped to reduce its operating loss to a breakeven result for the year under review. The departments have been restructured since March 2014 with the objective of focussing primarily on the internal projects of the Property, Leisure and Agriculture clusters. The landscaping department recorded a 9% turnover growth mainly due to higher internal sales and realised a profit of Rs 0.5 million in the year under review compared with a loss of Rs 6.8 million in the preceding year. The sales mix between creation and maintenance contracts is roughly 50:50 and is forecasted to keep the same ratio for the current year. For the financial year 2015/16, Medine targets to increase its sales through its brand Jardins de Medine (JdM) with more value-added products and to further improve the productivity at field level. The situation has however been more challenging for the nursery and garden centre for the year under review, as sales have been lower than expected. Revenues were affected on the retail side by an increasing number of competitors in the region, and on the wholesale side, by lesser sales to external landscapers due to the limited number of new projects in the western region. Within the department, 60% of the revenues come from the Medine Garden Centre and the remaining 40% from the sales to Medine Landscaping and to other landscapers. Losses have significantly been reduced during the period under review and are expected to remain at the same level for the current year. Vincent Labat Managing Director, Agriculture cluster 13 Medine Limited and its Subsidiaries Annual Report 2015 Yield 95.2 Agriculture Cluster 14 91.1 89.7 88.8 83.6 40.2 2010 38.4 37.8 37.5 35.3 2011 2012 Tonne per arpent 2013 2014 Tonne per hectare Sugar produced 10.85 9.80 9.72 9.74 9.16 4.58 4.14 4.10 4.11 3.87 2010 2011 2012 Tonne per arpent 2013 2014 Tonne per hectare Yield (‘000 tonnes) - Cane harvested 307.3 304.1 304.1 286.4 277.3 104.0 116.5 97.7 82.8 2010 2011 Planters 90.8 2012 2013 Company 2014 Medine Limited and its Subsidiaries Annual Report 2015 Yield (‘000 tonnes) - Sugar produced 27.3 26.2 24.6 9.1 25.6 23.7 10.3 8.0 2010 8.9 2011 8.5 6.9 7.7 2012 Cultivation department 9.7 9.0 2014 2013 Planters Miller Area harvested mechanically (hectare) 3,203 2010 3,226 2011 3,383 3,365 2013 2014 3,308 2012 Hectare Sugar extraction (%) 11.40 10.82 2010 2011 10.87 10.90 10.68 2012 Percentage 2013 2014 10.0 15 16 Medine Limited and its Subsidiaries Annual Report 2015 Medine Limited and its Subsidiaries Annual Report 2015 17 18 Medine Limited and its Subsidiaries Annual Report 2015 Managing Director’s Report Leisure Cluster The financial year 2014/15 has been a busy one for the Leisure Cluster, namely with the transformation of Casela Nature & Leisure into a full-fledged recreational park now known as Casela World of Adventures. Construction works lasted 12 months and MUR 425 million were invested in the project. Turnover for the Leisure cluster increased by 14% and is greatly attributed to the performance of Casela World of Adventures. As for the golf course, the focus remains on the increase in visibility and value creation in order to attract more visitors, and increase the number of competitions and corporate events. Hotel activities suffered from the severe competitive environment and resolved to heavy price discounting to maintain occupancy rate. Casela World of Adventures Casela World of Adventures is now regarded as a prime attraction on the island and pulled in over 420,000 visitors over the past year, which represents a progression of 41% over last year. The response from Mauritians was very positive and helped to shift the mix of residents/tourists from 47/53% to 61/39% for the year under review and translates in the fact that more than 20% of the Mauritian population has visited Casela during this year. The introduction of some new activities such as the toboggan slides and 4D cinema, together with completely new offers like giraffe feeding and the showcase of new game animals from South Africa during the year were successful crowd pullers. China positions itself third in terms of visitors welcomed for the year under review, right after Mauritian and French visitors. Tamarina Boutique Hotel (TBH) TBH achieved an occupancy rate of 73%, which is higher than the overall average occupancy rate of 66% achieved by Mauritian hotels, but did not achieved its revenue objectives because of a lower average room rate. TBH has since reviewed its strategy, in line with its positioning as a boutique hotel and better results are expected. The proposed project for extension with additional rooms for 2016, a stringent cost ratio analysis as well as cohesive sales campaigns will certainly mitigate risks for lower average room rate for the year 2015/16 ahead. Tamarina Golf Club Limited (TGC) The quality of the golf course has been upgraded and this has resulted in making Tamarina Golf one of the leading golf courses in Mauritius. TGC has attracted more competitions and corporate events this year. GOP improved with strong cost-control measures and this has contributed to a reduction of the loss of TGC by MUR 2 million from last year. The Golf Academy activity has been outsourced and the Golf Club Restaurant ‘Le Dix Neuf’ is now managed by TBH. The specialist eyes of our greenkeeping consultant, the new Mauritian greenkeeper and the golf course architect Rodney Wright, have all helped in maintaining the golf course to the highest standards and this is essential to the long-term success of the brand. Medine Limited and its Subsidiaries Annual Report 2015 TGE Management Services Ltd (TGEMS) TGEMS has continued its positive trend started some years back and ended the year with a profit of MUR 300,000. The improved results have been achieved through villa re-sales on the estate, with the close collaboration of Medine Property. Maintenance works carried for TBH and TGC provided a satisfactory in-house solution, which will be extended to Casela World of Adventures next year. Management is looking at expanding the Syndic Management services beyond its present client portfolio. Priorities for 2015/16 With its current strategy and positioning as a boutique hotel, the main focus of TBH will be to enhance customer experience while maximising average room rate. The challenge for the year ahead lies within the feasibility on an extension to the existing hotel. TGC is working on developing mutually beneficial agreements with resort hotels within the region. The future road linking Tamarina to Wolmar/Flic en Flac definitely represents an added opportunity for our ease of doing business. Medine Leisure has developed into a strong umbrella brand for unique activities in the west. The Medine concept of Live-Work-Play-Learn only gets better with what we have in store for our audience! The successful streamline of the cluster’s personnel will allow for continued performance in 2015/16. The main objective for Casela World of Adventures is to keep the exceptional trend set in 2014/15. For this, the park shall need to regularly update and innovate through the introduction of new leisure activities. Alain Paillusseau Managing Director, Leisure cluster 19 20 Medine Limited and its Subsidiaries Annual Report 2015 Medine Limited and its Subsidiaries Annual Report 2015 21 22 Medine Limited and its Subsidiaries Annual Report 2015 Managing Director’s Report Property Cluster During the year under review, our team consolidated the pipeline of projects for Medine Property and we obtained a number of land conversion rights, which we expect to translate into property development projects and, consequently, realised profits in the coming years. The results for the financial year were below expectations due mainly to two bulk sales that did not materialize. We now have a stock of sellable land that we have built up over the last five years and these will be used in coming financial years, should unforeseeable circumstances prevent us from achieving our objectives. The delay between the concept and the release of revenues in profit and loss being relatively long, we expect to continue consolidating this stock every year, which will be used in years where permits are not obtained as planned or where technical reasons hinder the completion of annual budget objectives. In 2014/15 we launched the Mount Pleasant morcellement project in Roches Brunes over 18 hectares with 294 plots of which over 80% are already reserved through options. The profit on this project is expected to be accounted as realisations for coming years 2016/17 and 2017/18. Green Creek Estate (332 plots over 33 hectares) is being completed and the morcellement permit is expected for February 2016, which will lead to the signature of the deeds of sale, and consequently the release of part of the profit accounted as realised in 2015/16. We extended the office park at Clarens Fields during the financial year with an additional 2,000 m2 of buildings which will be fully leased by December 2015. By this date, the full 6,000 m2 of the first phase of this project will be occupied. Our team is finalizing the feasibility study for an additional phase of 5,500 m2 which we expect to launch in 2016. Cascavelle Shopping Mall Ltd traded satisfactorily in the year under review and nearly achieved its breakeven point with a 90% occupancy rate. We expect full occupancy in 2016. In 2014/15, we also extended by 1,500 m2 the classroom facilities of Pierrefonds which are currently used by our partner universities and which will host the courses of two prestigious French universities in 2015/2016, namely, Panthéon-Assas for Law and École Centrale de Nantes for Engineering. Medine Property will now concentrate its efforts on the development of two major projects which will transform the western landscape during the next decade, and which has already contributed and will continue to create value for the shareholders by generating profit from sales of land, as well as developing the investment property portfolio of Medine, which we expect will contribute in the medium term to a substantial share of the cluster’s profit. These two projects are the Medine Smart City and the Wolmar Coastal Village. Medine Smart City During the budget speech in February 2015, the Minister of Finance announced the creation of the Smart Cities Scheme that would be the legal framework to develop smart cities in Mauritius. Although Medine had been working on the implementation of its Master Plan over the last decade with the final objective being the development of a new city, this new framework will act as a catalyst for the implementation of our plan with an innovation component which now becomes a major incentive for this town in the making. Indeed, the scheme is expected to allow promoters to offer smart solutions for energy, water and waste collection while offering sufficient incentives to innovate and create a new urban lifestyle in Mauritius. The traditional LIVE – WORK – PLAY motto of a smart city is enhanced in our case by a major component which will differentiate Medine from other projects: the ‘LEARN’ dimension with the creation of the first integrated campus in Mauritius. The overall smart city project stands over 250 hectares and will be made of the following components: • Commercial facilities • Business parks • Medical hub • Sports hub • Education (pre-primary, primary, secondary, and tertiary) • Transport facilities • Student housing • Residential facilities (morcellements, retirement Medine Limited and its Subsidiaries Annual Report 2015 • • • • village, villas, apartments, town houses, and affordable housing) Cultural and leisure facilities Green park Cycling and pedestrian tracks including green connectors Mixed-use facilities A number of these facilities are already available on site including Cascavelle Shopping Village, Clarens Fields Business Park, West Coast International Primary School, and student housing facilities. During 2016, we expect to launch the construction of the Art Station which will promote art and culture, and the Sports Centre where an Olympic pool, inter alia, will be built to promote sports in the western region. Medine Education The Education component will lead the development of our smart city. Medine has invested in education over the last 3 years and is now starting to reap the first fruits of this project. Our feeder campus of Pierrefonds now hosts over 450 students on a permanent basis from VATEL, SUPINFO, ESCP and ESSEC (the latters being Executive Education programmes). We expect to welcome some 100 additional students in 2016 with the launching of Panthéon-Assas’s LLM and LLB, and the Bachelor of Engineering of École Centrale de Nantes. The accreditation request for a Bachelor in Architecture from the École Nationale Supérieure d’Architecture from Nantes is presently being considered by the Tertiary Education Commission (TEC) and these courses may also start in September 2016. The Global BBA of ESSEC accreditation file is currently being finalized and will soon be sent to the TEC for accreditation. MoUs and MoAs have also been signed with Université de Paris Descartes (School of Medicine, Midwifery School, Nursing Institute, and Pharmaceutical Sciences), Ferrandi (School of Culinary Arts), and l’Institut Supérieur d’Interprètes et de Traduction (ISIT) for translation and Sino-African Intercultural Business Development, which we expect to provide new courses by 2017 and 2018. These top-level institutions form part of the International Campus for Sustainable and Innovative Africa (ICSIA) which will be the premium brand on our campus. ICSIA intends to achieve the following goals: professionalization, excellence, interdisciplinary, bilingualism, service, innovation, and sustainability. Our ten-year objective is to bring 5,000 students on our campus, thus creating a vibrant and unique campus in sub-Saharan Africa, whilst positioning Mauritius as the education hub for Africa. We are confident that the education project will contribute substantially to the development of our smart city with the creation of a new community in a short time span, thus enhancing considerably the overall land value of Medine. Wolmar Coastal Village The Team is also presently working on the master planning of the first integrated coastal village in Mauritius which is located over 135 hectares of land between Tamarin Bay and the hotels of Flic-en-Flac. This unique piece of land will host a coastal village with residential, hotel, commercial, leisure and sports facilities, giving access to the coast to both Mauritians and tourists. The heart of the project will be a ‘Place du Village’ with spectacular views on Tamarin Bay, La Tourelle de Tamarin and Le Morne, and will offer access and various facilities in a safe, friendly and comfortable environment for families. This village will be the first of its kind in Mauritius and will constitute a major step towards the democratization of our island’s coastal strip. Careful planning and consideration are crucial for the success of the project and we have conducted and subcontracted market surveys and studies to understand the needs and aspirations of our clientele for such a village. Initial phases will start in 2016 and we expect the project to be completed by 2018/19. Thierry Sauzier Managing Director, Property cluster 23 24 Medine Limited and its Subsidiaries Annual Report 2015 Chief Finance Officer’s Review Group’s Financial Results Financial Performance Review Leisure Cluster I set out below the financial performance review at cluster and Group level. The Leisure cluster’s revenues grew by 14% to reach Rs 486 million (2014: Rs 427 million) with Casela World of Adventures as the main contributor to the growth further to the completion of the new operational set-up and its launch in December 2014. Its revenues reached Rs 267 million, representing a 38% increase compared with the preceding year. These results are most encouraging and reflect the successful launch and overwhelming positive response from the clients coming from both local and tourist market segments. Agriculture Cluster The Agriculture cluster’s turnover for the year under review amounted to Rs 733 million, 8% lower than the Rs 795 million realised in the preceding year. Revenue from the sugar related activities fell by Rs 38 million to Rs 627 million, mainly on account of the drop in sugar prices to Rs 12,694 per tonne this year (2014: Rs 15,830 per tonne). Based on the production tonnage for crop 2014, the shortfall in revenue for the growing and milling operations amounted to Rs 112 million. This was fortunately mitigated by the one-off compensation of Rs 71 million paid by the Sugar Industry Fund Board (SIFB), calculated on the basis of Rs 2,000 per tonne of sugar produced. This is the second consecutive year of drop in sugar prices, falling from Rs 17,573 for crop 2012 to Rs 12,694 for crop 2014, which represents a shortfall in revenue of Rs 174 million based on crop 2014’s tonnage produced. The SIFB compensation has indeed provided a real breather for the year under review. Another factor that weighted on the revenue realised during the year under review was the reduction in the diversification activities further to the restructuring exercise to right-size the food crop, landscaping and nursery activities. Revenues at Rs 101 million were Rs 16 million lower than in the preceding year. The cluster’s results showed a lower loss of Rs 91 million (2014: loss of Rs 132 million) and took on board a lower fair value charge of Rs 33 million (2014: Rs 66 million). The improvement in the bottom-line results also came from the reduction in the losses of the diversification activities from Rs 43 million loss in the preceding year to a break-even result thanks to the restructuring exercise combined with favourable production and market conditions for the food crop this year. Prospects – The worldwide sugar prices are expected to remain depressed until the year 2017 in midst of structural adjustment at global market level. Should the sugar prices for the forthcoming year (crop 2015) be maintained at the same level as for crop 2014, there is an expectation that the SIFB would pay a compensation once more so as to maintain the total proceeds per tonne at more or less the same level. This is however subject to government authorities’ approval. The SIFB compensation will therefore be crucial to avoid any deterioration of the bottom-line results. With the sugar prices maintained at the same level, there will be no need for a fair value charge and this will help to reduce the losses. The coming into operation of the power plant was subject to delay in the installation and commissioning process and will unlikely produce the expected positive impact in the forthcoming year’s results. The hotel operation’s revenues at Rs 99 million were 8% down on the preceding year. It has been a difficult year where it achieved a higher occupancy level of 73% (2014: 70%) but with a lower average room rate resulting from the highly competitive market conditions, characterised by lower spending by tourists and heavy discounting of hotel rates. The appreciation of the rupee against the euro during the year did not help either. The golf operation’s revenues were slightly lower than in the preceding year which included higher membership subscriptions sold while the syndic management operations continue to improve with higher revenue achieved. On the profitability front, the Leisure cluster made a loss of Rs 13 million for the year (2014: profit of Rs 4 million). The increase in Casela World of Adventures’ revenue was accompanied by an increase in its operating costs to cater for new operational set-up, higher marketing costs with the launch initiatives, new depreciation, and finance charges associated with the investment and release of pre-operational project costs. The profit realised by the operations associated with Casela World of Adventures dropped to Rs 53 million (2014: Rs 59 million). The hotel operation declared a loss of Rs 26 million (2014: Rs 21 million) as a result of the lower revenues realised in the year under review while the golf operations reduced its loss by Rs 2 million to Rs 37 million on account of lower operational costs. The results remain affected by the difficult current economic environment and market conditions affecting the tourism industry locally and internationally. Prospects – The Casela World of Adventures was launched in the middle of the year under review and the full potential and benefits of the new operational set-up and the various sales and marketing initiatives have yet to be seen. There is considerable scope for growth with both local and tourist markets and this will be achieved with continued aggressive marketing strategies and continued innovation and creative measures to meet the client’s expectations and satisfaction. The hotel and golf operations are currently subject to a strategic review that will lead to a number of restructuring initiatives that will help reduce the losses considerably. Medine Limited and its Subsidiaries Annual Report 2015 Property Cluster Overall Property sale realised during the year under review related to a newly completed land-parcelling project, namely Sunset View, several plots of land from existing residential and agricultural land parceling projects, and two bulk sales. Property sales value realised amounted to Rs 264 million compared to Rs 367 million in the preceding year which related to two major residential land-parcelling projects and one agricultural landparcelling project. The Group’s turnover and other revenues for the year under review amounted to Rs 1,395 million compared with Rs 1,374 million the previous year. The slight increase in the turnover was attributable to a combination of two main elements, firstly the higher revenues achieved by Casela World of Adventures further to its launch during the year under review and secondly the drop in sugar prices that impacted on the revenue of the Agriculture cluster. Revenues from property rental activities increased and contributed to the Group’s revenues realised this year. It should be noted that the property sales value realised is not accounted as turnover in view of the capital nature of land-sale transactions. However, the profit realised after accounting for the cost of land, as revalued in 2006, and other costs associated with the transaction, are shown in the Income Statement. The revaluation surplus related to the land sold has been treated as realised in the Statement of Changes in Equity. The property rental operations within the Group have been centralised within the Property cluster and now consist of commercial spaces at Cascavelle Shopping Mall, office spaces at Clarens Fields, recently set up buildings for third party operators and a number of existing land and building leases. Revenues from the property rental operations amounted to Rs 129 million, 15% higher than in the preceding year. Revenues of the shopping mall increased by 5% to Rs 91 million with improved occupancy level, but still remained below expectation in the midst of the difficult economic environment affecting the mall’s frequentation while consumer spending improved. The office spaces at Clarens Fields were fully occupied and revenues grew by 8% to Rs 23 million in the year under review. The Property cluster’s profit for the year amounted to Rs 108 million (2014: Rs 73 million) and included a profit of Rs 53 million realised on the sale of Barachois Villas Limited, a subsidiary that owned the land earmarked for the Akasha IRS Project. This year’s profit on sale of land accounted in the Income Statement amounted to Rs 179 million (2014: Rs 207 million), whereas realised reserves were transferred from the revaluation surplus to retained earnings amounted to Rs 29 million (2014: Rs 39 million). The profit from the property rental activities improved and reached Rs 17 million (2014: Rs 2 million loss) and was attributable to the improved results of both the shopping mall and office park, and consolidation of other property rental activities. The results also took on board the net costs associated with the setting up and operation of the Education cluster in its early stage of development. Prospects - Property sale transactions and derived profits are dependent on the timing of the completion of land-parcelling projects which are tributary to obtaining permit clearance and conclusion of sale transactions with each individual client. Delay in the timing of completion can potentially create large fluctuations in profit of sale of land accounted from one year to another. The cluster has over the years built up a stock of land that can be made available for sale and thus reduce the impact of the delays. For financial year 2016, the two major land-parcelling projects are expected to be completed with a large part of the property sale transactions concluded and profit accounted in that financial year. Profit from property rental activities will grow gradually with the building up of the investment property portfolio. The loss declared for the year under review amounted to Rs 86 million, which is lower than the preceding year’s loss at Rs 119 million. The results were once more affected by the depressed sugar prices with lower sugar proceeds obtained while partly helped by the compensation received from the Sugar Industry Fund Board and booked in a fair value charge. The restructuring of the diversification activities contributed to reduce this year’s losses. The Leisure cluster declared a loss of Rs 13 million with higher operational costs associated with the new set-up of Casela and the drop in revenue for the hotel operation. The Property cluster’s results benefitted from the profit realised on the sale of land previously earmarked for Akasha IRS project and took on board the costs of setting up the Education cluster. Prospects – Should the sugar prices for crop 2015 remain at the same level as for crop 2014 and supported by a SIFB compensation, the results of the Agriculture cluster will be similar to the preceding year except for the fair value charge with respect to the standing crop value that will not be applicable. The results of the Leisure cluster are expected to improve with the new set-up of Casela World of Adventures being operational for a full year and attaining its cruising speed while improvements are expected from the golf and hotel operations. The Property cluster is expected to generate higher profits in the forthcoming financial year with the realisation of its residential land-parcelling projects. Group loss attributable to equity shareholders for the year amounted to Rs 81 million, compared with a loss of 109 million the previous year. Loss per equity share amounted to Re 0.77 (2014: Re 1.04). Total dividends paid and payable amounted to Rs 126 million (2014: Rs 126 million) and the net asset per share decreased from Rs 81.74 to Rs 79.78. Lewis Ah Ching Chief Finance Officer 25 26 Medine Limited and its Subsidiaries Annual Report 2015 Group Value added Statement year ended 30 June 2015 % 2015 Rs ’000 % 2014 Rs ’000 Turnover Bought-in materials and services 1,602,772 (787,531) 1,557,121 (835,273) Value added 815,241 721,848 67 549,556 73 524,523 - 774 APPLIED AS FOLLOWS EMPLOYEES Wages, salaries, bonuses, pensions and other benefits GOVERNMENT Income tax PROVIDERS OF CAPITAL Dividends Interests and loss on exchange Non-controlling interests REINVESTED Depreciation and amortisation Retained loss 38 126,000 187,913 (5,091) 308,822 (1) 39 (6,875) 126,000 164,741 (9,546) 281,195 162,568 (206,479) (5) (43,911) (11) (76,995) 815,241 100 721,848 100 158,175 (235,170) Medine Limited and its Subsidiaries Annual Report 2015 Corporate Information Registered Office as from 15th October 2015 4 Clarens Fields Business Park Black River Road Bambous 90203 Mauritius Tel: (230) 401 6101 Fax: (230) 452 9600 E-mail: [email protected] Registrar and Transfer Agent MCB Registry and Securities Limited Bankers The Mauritius Commercial Bank Ltd Barclays Bank Mauritius Limited State Bank of Mauritius Ltd AfrAsia Bank Limited Auditors BDO & Co. (Chartered Accountants) 27 Medine Limited and its Subsidiaries Annual Report 2015 Board Profile 28 René Leclézio Jacques Li Wan Po Daniel Giraud Aged 59. Degree in Chemical Engineering and MBA (London Business School). Worked as a manager at Lloyds Merchant Bank, London. Managing Director of Promotion and Development Ltd and director of several public and private companies, including Caudan Development Ltd, Mauritius Freeport Development Company Ltd, Swan General Ltd and Swan Life Ltd. Appointed as a director of the Company in 2001. Vice-Chairman from 2002 to June 2011. Member of the Corporate Governance Committee. Chairman of the Group since 1 July 2011. Aged 70. Fellow Chartered Certified Accountant (FCCA). Executive Chairman of Food Canners Ltd and its associated companies and of the New Goodwill Investment Group, which includes International Distillers (Mauritius) Ltd. Director of several companies and institutions. Appointed as a director of the Company in 2004. Chairman of the Audit Committee. Vice Chairman of the Company since 1 July 2011. Aged 63. Holds a Master in Management Sciences (Paris Dauphine). Spent 23 years in the textile industry as CEO of the Floreal Group (CIEL Textiles), the largest Mauritian textile manufacturer. Joined the Company as Chief Executive Officer in 2002. Director of the Company since 2003. Member of the Corporate Governance Committee. Pierre Doger de Spéville Thomas Doger de Spéville Lajpati Gujadhur Aged 77. Notary Public from 1965 to 1997. Director of the Company since 1978 and Chairman of the Group from 1999 to 2011. Chairman of the Corporate Governance Committee since July 2011. Aged 25. Holder of an MBA from the Institut Supérieur de Commerce de Paris. Founded and ran two companies specialised in online promotion. Presently the General Manager of Monoprix Bagatelle (CMPL Ltd) since December 2014. Appointed as a director on 30 June 2015. Aged 71. Attorney-at-Law. Director of Rogers & Co. Ltd from 1990 to 2000. Director of the Company since 1988. Medine Limited and its Subsidiaries Annual Report 2015 Ramapatee Gujadhur Gérald Lincoln Jocelyne Martin Aged 70. Formerly Senior Manager at The Mauritius Commercial Bank Ltd. Director of several companies, including Air Mauritius Ltd and Mahanagar Telephone (Mauritius) Ltd, a fully-owned subsidiary of MTML India. Appointed as a director of the Company in 2004. Aged 79. Formerly Executive Manager of The AngloMauritius Assurance Society Ltd. Consultant to the Chief Executive of the Swan Group from 2002 to 2007. Director of the Company since 1983. Member of the Corporate Governance and Audit committees. Aged 55. BSc (Econ), London School of Economics. Member of the Institute of Chartered Accountants of England and Wales. After several years of experience in the UK, worked at De Chazal Du Mée before joining Promotion and Development as Group Financial Controller in 1995. She is also the Company Secretary. Director of Promotion and Development and Caudan Development. Appointed as a director of the Company on 18 June 2014. Member of the Audit Committee since 30 June 2015. Alain de Ravel de L’Argentière Aged 78. Promoter and formerly manager of several business entities involved in salt processing and big-game fishing in Black River. Director of the Company from 10 October 2001 to 25 May 2015. Thierry Sauzier Aged 47. Holder of a Maîtrise d’Économie Appliquée from the University of Paris Dauphine. Worked in stockbroking and banking in France and Mauritius for 12 years before joining Medine in 2004 as Project Consultant. Led the Tamarina Golf Estate IRS project to its completion, and in 2007, set up the function that was to become Medine Property. Managing Director of the Property cluster since December 2009. Director of the Company since December 2010 and Deputy Chief Executive Officer since February 2011. Marc de Ravel de L’Argentière Aged 52. Spent 19 years in management at Grays Ltd. Presently manager and promoter of several business entities involved in salt processing and property development, and owner of agricultural land under sugarcane cultivation. Director of the Company since 1 July 2008. Member of the Audit Committee. Sulliman Adam Moollan Shakil Ismael Moollan Aged 76. Graduate in Economics and member of the Australian Society of Certified Practising Accountants (CPA Australia). Was for some 20 years a director (and a few times chairman) of The Stock Exchange of Mauritius Ltd. Was also a director of Swan Insurance Co. Ltd and of The Anglo-Mauritius Assurance Society Ltd until 2008. Presently Director of Plastic Industry (Mtius) Ltd and respectively member and Chairman of its Audit and Corporate Governance committees. Director of the Company from 28 July 2004 to 21 May 2015 and member of the Corporate Governance and Audit committees from April 2005 to May 2015. Aged 43. Graduated with a BA (Hons) Finance and Accounting from the University of East London (UK). Member of the Chartered Institute of Management (UK). After ten years in accounting firms (subsequently partner of Moore Stephens Accounting & Tax Services, and partner and co-owner of Parker Randall Mauritius), founded Moollan & Moollan (Chartered Certified Accountants), where he is still a managing partner. Managing Director and owner of PCL Legal Services (Mauritius) Ltd since 2013. Appointed as a director on 30 September 2015. 29 30 Medine Limited and its Subsidiaries Annual Report 2015 Senior Management Profile Daniel Giraud Chief Executive Officer Aged 63. Holds a Master in Management Sciences (Paris Dauphine). Spent 23 years in the textile industry as CEO of the Floreal Group (CIEL Textiles), the largest Mauritian textile manufacturer. Joined the Company as Chief Executive Officer in 2002. Director of the Company since 2003. Member of the Corporate Governance Committee. Thierry Sauzier Deputy Chief Executive Officer and Managing Director, Property Cluster Aged 47. Holder of a Maîtrise d’Économie Appliquée from the University of Paris Dauphine. Worked in stockbroking and banking in France and Mauritius for 12 years before joining Medine in 2004 as Project Consultant. Led the Tamarina Golf Estate IRS project to its completion, and in 2007, set up the function that was to become Medine Property. Managing Director of the Property cluster since December 2009. Director of the Company since December 2010 and Deputy Chief Executive Officer since February 2011. Patricia Goder, ACIS Group Company Secretary Aged 47. Chartered Secretary (UK). Worked for accounting and company-secretarial firms before joining the Group as Deputy Secretary in 2000. Group Company Secretary since November 2006. Vincent Labat Managing Director, Agriculture Cluster Aged 53. Joined Les Gaz Industriels Ltd in July 1996 as General Manager and was the company’s Managing Director from 2003 to 2009. Joined the Company in July 2010 as Project Development Executive. Appointed Managing Director of the Agriculture cluster in July 2011. Alain Paillusseau Managing Director, Leisure Cluster Aged 55. Spent more than 25 years in the hospitality, golf and spa industry with ACCOR Group and privately owned hotels, as General Manager and Area Manager in Africa, Middle East and Indian Ocean. Was more recently Regional Manager of Operations and Development at Pierre & Vacances Group in France. Managing Director of Medine’s Leisure cluster since October 2012. Raoul Maurel Managing Director, Tamarina Hotel, Golf and Estate Aged 35. Graduated in Marketing (Murdoch University) and in Food and Beverage Management. Started his career in hospitality in 2003 and worked in four hotels in Mauritius and Madagascar. Three years as General Manager of Paradise Cove Boutique Hotel, before joining Medine Leisure in September 2015. Paul Williams Managing Director, Casela World of Adventures Aged 46. Made his career in entertainment parks since 2000. Worked at Merlin Entertainment Group in Europe (General Manager of Sea Life Val d’Europe and Head of Openings) and Asia (Bangkok Cluster General Manager and Director for Thailand). Joined Medine as Managing Director of Casela World of Adventures in December 2013. Lewis Ah Ching, FCA Chief Finance Officer Aged 48. Fellow of the Institute of Chartered Accountants in England and Wales (ICAEW). Began his career in the UK, returned to Mauritius in 1992 to work in industry, and gained a rich experience in the manufacturing, commercial and tourism sectors. Held a senior position in a conglomerate before joining the Company as Chief Finance Officer in 2005. Marc Desmarais Group Head of Human Resources & Head of Education Aged 50. MSc, Human Resources (UCD, Dublin). Has worked at HSBC, both in Mauritius and internationally, as well as at the MCB. He has more than 15 years of experience at senior Management level. Group Head of HR since February 2010. Medine Limited and its Subsidiaries Annual Report 2015 Board of Directors Directors in Office The following directors held office at 30 June 2015: Number of Other Directorships in Listed Companies Directors Category René Leclézio (Chairman) Non-executive 3 Pierre Doger de Spéville Non-executive - Thomas Doger de Spéville (as from 30th June 2015) Independent Non-executive - Daniel Giraud Executive - Lajpati Gujadhur Non-executive - Ramapatee Gujadhur Non-executive 1 Jacques Li Wan Po (Vice-Chairman) Independent non-executive - Gérald Lincoln Independent non-executive - Jocelyne Martin Non-executive 2 Sulliman Adam Moollan (up to 21st May 2015) Independent non-executive 1 Alain de Ravel de L’Argentière (up to 25th May 2015) Independent non-executive - Marc de Ravel de L’Argentière Independent non-executive - Thierry Sauzier Executive - 31 Medine Limited and its Subsidiaries Annual Report 2015 Directors of Subsidiary Companies • • • Hector Espitalier Noël • • • • • • • • • • Lajpati Gujadhur • Sheo Shankar Gujadhur • • • • Philipp Gutsche Malcolm Horne • Dharamdev Jhunput • Jean Francois Koenig • Vincent Labat Jacques Li Wan Po • Gérald Lincoln • • Rhoy Ramlackhan • Marc de Ravel de L’Argentière Thierry Sauzier • • • • • • • Eric Espitalier Noël Anibal Martinez Chaos • • Pierre Doger de Spéville Daniel Giraud • • Gansam Boodram Marc Desmarais TGE Management Services Ltd • Tamarina Golf Estate Co. Ltd • Tamarina Golf Club Ltd • Tamarina Beach Club Hotel Ltd Medine Residential Properties Ltd • Talent Solutions Ltd Medine Eduhousing Ltd • Société Reufac Medine Education Properties Ltd • The Medine Sugar Milling Co. Ltd Le Cabinet Limited • Medine Rum Limited Clarens Fields Ltd René Leclézio Casela Limited Directors Cascavelle Shopping Mall Ltd as at 30 June 2015 Career and Recruitment Solutions Ltd 32 • • • • • • • • Medine Limited and its Subsidiaries Annual Report 2015 Corporate Social Responsibility Report Fondation Medine Horizons Sports and Leisure Since its creation in 2006, Fondation Medine Horizons (FMH) operates as the CSR special purpose vehicle of Medine, focusing on social integration and sustainability projects in Medine’s catchment area, from Richelieu to Tamarin. It also collaborates with national initiatives in partnership with other foundations, local authorities and non-governmental organisations. 11.Trust Fund for Excellence in Sports, to support 4 promising sportsmen During the financial year under review, Fondation Medine Horizons has received a total of Rs 5.5 million of CSR contributions, including contributions from 20 non-group companies. 14.Association Sportive Jeunesse de Chebel, for the 1st division volleyball team After deduction of administrative expenses, the funds were allocated to the following projects, inter alia: Education 1. Ecole Familiale de l’Ouest, Bambous, offering educational, social and professional training for young school dropouts 2. Centre d’Amitié, Camp La Paille, Bambous, a preprimary school and nursery 3. Association d’Alphabétisation de Fatima, a school for illiterate young people 4. Special Educational Needs Society (SENS), a specialised school for the integration of children with special needs into the local education mainstream 5. Soroptimist International Club of Port Louis, for the running of their pre-primary school at Richelieu. Poverty Alleviation and Socio-Economic Development 6. Our flagship project, Local Hands craft incubator, providing training and technical support to a group of gifted artisans since 2009 7. Le Pont du Tamarinier, for their social support to 42 relocated households 12.Ranini Cundasawmy (Bambous Martial Arts Sports Club), who won the bronze medal at the World Championship of Boxe Francaise Savate (Assault) in 2014 13.Fondation pour la Formation au Football, for the initiation of youngsters to football 15.Hip-Hop classes for EFO students by the Street Arts & Sports association 16.Sailing Pour Tous, for children’s initiation to sailing. Health 17.Haemophilia Association Mauritius, for their support to patients suffering from haemophilia 18.Heart Foundation Mauritius, for an advance life support project for the training of local doctors in collaboration with the University of Manchester in England. Environment and Heritage 19.Mauritian Wildlife Foundation, for the Pink Pigeon project 20.SOS Patrimoine en Péril, for the rehabilitation of the Albion Chimney In 2015, besides running two projects (Local Hands and the Promenade de Medine), the FMH has supported: • 17 voluntary projects undertaken by the Medine Volunteers, a group of employees who engage in various voluntary activities • 12 scholarships for our employees’ children, including three for university studies, one for technical schooling and eight for secondary schooling. 8. Étoile du Berger, for the reinsertion of children in need through a residential project 9. Caritas – La Caze Espwar, for the provision of basic food items to lower income and vulnerable families 10.Association Kinouete, for the reintegration of female exdetainees. Sophie Desvaux de Marigny Head of Corporate Sustainability and Communications 33 Medine Limited and its Subsidiaries Annual Report 2015 Corporate Social Responsibility Report 34 Medine Limited and its Subsidiaries Annual Report 2015 LocalHands’ expovente at Tamarina Golf Club (Oct. 2014). Their craft made of deerantlers is unique in Mauritius. Ranini Cundasawmy, from the Bambous Martial Arts and Sports Club, won Bronze Medal at the “Boxe Francaise Savate – Assaut” World Championship in Italy (Nov. 2014). Medine Agriculture donated 100 trees to the Richelieu Open Prison on World Environment Day 2015. Le Pont du Tamarinier provides social accompaniment to families that were relocated in decent houses in Black River. Photo: Bambous youngsters are trained by Street Arts and Sports association in hip-hop since Feb 2015. 35 36 Medine Limited and its Subsidiaries Annual Report 2015 Corporate Governance Report The Board of Directors adheres to the highest principles of good governance and ensures that these are followed and applied throughout the Group. It recognises the importance of such principles and views their application as an opportunity to critically review the Company’s structure and processes. It believes that the adoption of the highest standards of governance is imperative for the enhancement of stakeholder value. The Company’s compliance with the disclosures required under the Code of Corporate Governance for Mauritius is set out below. Shareholding Structure Medine Limited is listed on the Development & Enterprise Market (DEM) of the Stock Exchange of Mauritius with an issued and fully paid-up share capital of Rs 1,050,000,000 consisting of 105,000,000 ordinary shares of Rs 10 each. There is no ultimate holding company in the capital structure. PAD* 34.96% Medine Limited *Promotion and Development Ltd and its 100% subsidiary, Commercial Holding Ltd Common Directors Promotion and Development Ltd Commercial Holding Ltd Medine Limited René Leclézio • • • Jocelyne Martin • • • Directors The Medine Group Restructuring Medine Limited (“MEDINE”), Excelsior United Development Companies Limited (“EUDCOS”) and Société de Développement Industriel et Agricole Limitée (“SODIA” or “the Companies”) formerly had common shareholders, namely Alma Investments Company Limited (“Alma”), The Black River Investments Company Limited (“BRI”) and The Medine Shares Holding Company Limited (“MSH” or “the Holding Companies”). The Companies and Holding Companies are thereafter collectively referred to as the “Medine Group”. As decided by the boards of directors of the Medine Group, the Restructuring of the Medine Group was approved on 08 October 2014 by the shareholders of respective companies involved and was undertaken as follows: • Conversion of the preference shares of MEDINE into ordinary shares of MEDINE in the ratio of 1:1 • Liquidation of MSH and distribution of its core investments (i.e. MEDINE shares, EUDCOS shares and SODIA shares) to shareholders of MSH • Liquidation of BRI and distribution of its core investments (i.e. MEDINE shares, EUDCOS shares and SODIA shares) to shareholders of BRI • Liquidation of Alma and distribution of its core investments (i.e. MEDINE shares, EUDCOS shares and SODIA shares) to shareholders of Alma. Since the Restructuring, the Holding Companies no longer hold shares in the Company and PAD’s effective shareholding therein increased from 19.46% to 34.96%. Medine Limited and its Subsidiaries Annual Report 2015 Corporate Governance Report Share Ownership Spread, Shareholder Category Profile, and Major Shareholders The Company’s share ownership spread, shareholder category profile and major shareholders as at 30 June 2015 were as follows: ORDINARY Number of Shareholders Shares Held % Held SPREAD 1 - 500 1,063 172,458 0.16 501 - 1,000 333 251,418 0.24 1,001 - 5,000 802 2,028,331 1.93 5,001 - 10,000 278 1,962,573 1.87 10,001 - 50,000 369 8,483,393 8.08 50,001 - 100,000 90 6,212,173 5.92 100,001 - 250,000 58 8,440,162 8.04 250,001 - 500,000 14 5,124,133 4.88 Over 500,000 24 72,325,359 68.88 3,031 105,000,000 100.00 2,648 46,605,539 44.39 Insurance and Assurance companies 11 2,827,959 2.69 Investment and Trust companies 71 37,859,107 36.06 Pensions and Provident Funds 39 4,243,484 4.04 262 13,463,911 12.82 3,031 105,000,000 100.00 36,709,098 34.96 8,885,434 8.46 CATEGORY Individuals Other corporate bodies SHAREHOLDINGS OVER 5% PAD* Mr Pierre Doger de Spéville *Promotion and Development Ltd’s shareholding inclusive of that of its 100% subsidiary, Commercial Holding Ltd (2,013,237 shares/1.92%) The number of shareholders given above is indicative, having been obtained by consolidation of multiple portfolios for reporting purposes. The total number of active shareholders as at 30 June 2015 was 3,086. 37 38 Medine Limited and its Subsidiaries Annual Report 2015 Corporate Governance Report Dividend Policy Whilst the Board has not determined a formal dividend policy, it endeavours to pay dividends that reflect the Company’s financial performance after taking into account the funding requirements of the Company’s current and forthcoming projects. Dividend per ordinary share paid over the past five years (per ordinary and preference share up to 30.06.2014): Financial Year End Interim Rs Final Rs Total Rs 30.06.2011 0.60 0.40 1.00 30.06.2012 0.60 0.40 1.00 30.06.2013 0.60 0.60 1.20 30.06.2014 0.60 0.60 1.20 30.06.2015 0.60 0.60 1.20 Board of Directors The Board of Directors is the Company’s ultimate decision-making entity. It is primarily responsible for, among other things, the review and adoption of strategic plans, the overview of business performance, the adoption of appropriate risk management systems, and the establishment of proper internal control systems. The Board is composed of twelve directors – five independent non-executives, five non-executives, and two executives. The names and profiles of the Board members are set out on pages 28 and 29. Eight Board meetings were held during the year under review. The directors reviewed and adopted the Company’s and the Group’s audited financial statements, approved the Company’s and the Group’s budget and unaudited quarterly results, and the declaration of an interim and a final dividend, and reviewed management reports pertaining to the Group’s three clusters, inter alia. All directors receive timely information so that they may be able to participate fully in Board meetings. To ensure a better balance of power and authority on the Board, the functions and roles of the Chairman and the Chief Executive Officer are separate. The Chairman is responsible for the leadership of the Board and for ensuring its effectiveness. He is also responsible for ensuring that the directors receive accurate, timely and clear information, and he encourages the active participation of all Board members in discussions and decisions. The Chief Executive Officer is responsible for the executive management of the Company’s operations and for developing and recommending the long-term strategy and vision of the Company. He also ensures effective communication with stakeholders. Change in Directors Mr Sulliman Adam Moollan and Mr Alain de Ravel de L’Argentière submitted their resignation as directors of the Company on 21 and 25 May 2015 respectively. Mr Thomas Doger de Spéville and Mr Shakil Ismael Moollan were appointed as directors by the Board on 30 June 2015 and 30 September 2015 respectively. Their appointments will subsequently be submitted for approval at the forthcoming annual meeting of the shareholders. Conflicts of Interest Directors do their best to avoid conflicts of interest. Should any conflict or potential conflict occur, it would be the duty of the Director to make a full and timely disclosure to the Board. Any declaration of interest is entered into the Register of Interests. However, the Constitution of the Company provides that a director who is interested would not be allowed to vote on any matter relating to the transaction or proposed transaction in which he is interested and would not be counted in the quorum present at the Board meeting. Medine Limited and its Subsidiaries Annual Report 2015 Corporate Governance Report Company Secretary All Board members have access to the services of the Company Secretary, who is responsible for ensuring that Board procedures are followed and for the monitoring of corporate-governance processes. The Company Secretary participates in the induction process of newly appointed directors and ensures that Board members receive appropriate training as necessary. Directors’ Share Interests The directors’ direct and indirect interests in the shares of the Company as at 30 June 2015 were as follows: ORDINARY Direct Directors Number René Leclézio Pierre Doger de Spéville Indirect % % 1,110 - 0.12 8,885,434 8.46 4.07 Thomas Doger de Spéville 2,265 - - Daniel Giraud 982,366 0.94 - Lajpati Gujadhur 373,407 0.36 - 1,585,962 1.51 - Ramapatee Gujadhur Jacques Li Wan Po Gérald Lincoln Jocelyne Martin Marc de Ravel de L’Argentière Thierry Sauzier 669 - 0.24 112,961 0.11 - - - - 35,838 0.03 - 280 - - With regard to directors’ dealings in the shares of the Company, the directors confirm that they have followed the principles of the Model Code on Securities Transactions by Directors of Listed Companies, as detailed in Appendix 6 of the Mauritius Stock Exchange Listing Rules. During the year under review, share dealings by directors were as follows: Number of Shares Received* Directly René Leclézio Number of Shares Received* Indirectly 1,080 53,7631 6,282,034 3,062,4972 Daniel Giraud 711,896 735 Lajpati Gujadhur 315,032 - 1,334,425 - 669 197,5513 74,221 - 8,353 - Pierre Doger de Spéville Ramapatee Gujadhur Jacques Li Wan Po Gérald Lincoln Marc de Ravel de L’Argentière *Shares received through a distribution of assets effected in the course of the voluntary winding up of Alma Investments Co Ltd, The Black River Investments Co Ltd and The Medine Shares Holding Co Ltd 1. including 5,300 shares purchased indirectly 2. including 500 shares purchased indirectly 3. including 6,621 shares purchased indirectly 39 40 Medine Limited and its Subsidiaries Annual Report 2015 Corporate Governance Report Senior Officers’ Share Interests Senior officers’ direct and indirect interests in the shares of the Company as at 30 June 2015 were as follows: ORDINARY Direct Indirect Senior Officers Number % % Lewis Ah Ching 48,302 - - Marc Desmarais - - - Daniel Giraud 982,366 0.94 - Patricia Goder 100 - - Vincent Labat - - - Raoul Maurel - - - Alain Paillusseau - - - Thierry Sauzier 280 - - Paul Williams - - - During the year under review, share dealings by senior officers were as follows: Number of Shares Received* Directly Number of Shares Received* Indirectly Lewis Ah Ching 45,3021 - Daniel Giraud 711,896 735 *Please refer to the relevant note on the previous page 1. including 21,016 purchased directly Directors and Officers Liability Insurance The directors and officers of the Company and of its subsidiaries benefit from an indemnity insurance cover contracted by the Company. Constitution The Company was incorporated as a public company on 27 June 1913 under the name of The Medine Sugar Estates Company Limited. It changed its name to Medine Limited on 9 September 2009. The Company’s Constitution is in conformity with the provisions of the Companies Act 2001 and comprises the following main clauses: • The Company has wide objects and powers; • There are no pre-emptive rights on share transfers; • Fully paid shares are freely transferable; • The Company is authorised to purchase or otherwise acquire its own shares; • The quorum for a meeting of shareholders is three shareholders present or represented and holding at least 51% of the ordinary shares of the Company; Medine Limited and its Subsidiaries Annual Report 2015 Corporate Governance Report • The minimum number of directors is six and the maximum number is fourteen; • The quorum for a meeting of the Board is five; • An additional director may be appointed by the shareholders by ordinary resolution but so that the total number of directors shall not at any time exceed the maximum number fixed in accordance with the Constitution; • The Board has the right to appoint any person to be a director to fill a casual vacancy. A director so appointed shall hold office only until the next following Annual Meeting and shall then retire but shall be eligible for appointment; • A director who is interested shall not be allowed to vote on any matter relating to the transaction or proposed transaction in which he is interested and shall not be counted in the quorum present at the meeting; • In case of equality of votes at either a Board meeting or a meeting of shareholders, the chairman of the meeting has a casting vote. A copy of the Company’s Constitution is available upon request in writing to the Company Secretary at the registered office of the Company, 4 Clarens Fields Business Park, Black River Road, Bambous 90203. Board Committees To assist the Board in the discharge of its responsibilities, the following Board committees were established with charters approved by the Board and which clearly define their terms of reference, composition and functionality. Corporate Governance Committee The Corporate Governance Committee at present consists of four members, as follows: Chairman Pierre Doger de Spéville Non-executive director Member Daniel Giraud Executive director Member René Leclézio Non-executive director Member Gérald Lincoln Member Sulliman Adam Moollan (up to 21 May 2015) Independent non-executive director st Independent non-executive director The committee met three times during the year under review and, in accordance with its formal terms of reference, acted in its capacity as: • The Nomination Committee, with the role of making recommendations to the Board in respect of issues relating to the appointment of directors and the composition, size and structure of the Board, and of ensuring that there is a clearly defined and transparent procedure for shareholders to recommend potential candidates • The Remuneration Committee, with the role of making recommendations to the Board on remuneration issues for executive directors and the Company’s general policy on executive and senior-Management remuneration and packages • The committee with the responsibility of driving the process for the implementation of the Code of Corporate Governance for Mauritius throughout the Group and ensuring that the disclosure and reporting requirements set by the Code are complied with. 41 42 Medine Limited and its Subsidiaries Annual Report 2015 Corporate Governance Report Audit Committee At present, the Audit Committee consists of four members, as follows: Chairman Jacques Li Wan Po Independent non-executive director Member Gérald Lincoln Member Jocelyne Martin (as from 30 June 2015) Independent non-executive director Member Sulliman Adam Moollan (up to 21 May 2015) Independent non-executive director Member Marc de Ravel de L’Argentière Independent non-executive director Independent non-executive director th st The committee met seven times during the year under review and satisfactorily fulfilled its role as defined by its terms of reference, namely: • Reviewing the financial reporting process, in particular the accuracy, reliability, integrity, and compliance with legal and regulatory requirements of the Company’s interim and annual financial statements • Reviewing the adequacy and effectiveness of its risk management and internal control system • Assessing and recommending the appointment of internal and external auditors. The Company Secretary acts as secretary to both committees. There is transparency and full disclosure from Board committees to the Board of Directors. Risk Management The Group’s policy is to develop a minimum framework for governance that lays the foundation for further development of superior governance practices which are vital for growing the business. The Group recognises that transparent disclosure, financial controls and accountability are pillars of any good system of corporate governance. It is the Group’s endeavour to attain the highest level of governance to enhance stakeholder value. The Group is committed to the identification, monitoring and management of the risks associated with its business activities and has embedded in its management systems a number of management controls to that end. These include: • Internal Audit: The Group’s internal audit function has been outsourced to Messrs Ernst & Young, who report regularly to the Audit Committee. As part of their Internal Audit Plan, Messrs Ernst & Young perform a number of internal audit reviews across the Group. • A Compliance and Risk Officer: With the primary role of implementing a risk management framework and to ensure each business unit is complying with relevant policies and procedures. • Financial Reporting: The Group has a comprehensive budgeting system, with an annual budget approved by the Board of Directors. This budget is reviewed on a monthly basis and revised if necessary. • Insurance: The Group’s primary risks are covered by a number of insurance policies. The Company believes that its assets are well protected against any foreseeable event. • Health and Safety: A Group Health and Safety Committee has been set up, with the objective of minimising the health and safety risks facing employees. By virtue of the diverse nature of its business activities, the Group is exposed to a variety of risks, as outlined hereunder: Business Risk The overall revenues and operating results of the Group depend on a diversity of products and services and this diversified strategy in itself limits the risk faced by the Group, since the markets involved differ in their structure and economic cycles. The Group has an informal risk-management process in place as an integral part of its ongoing business-planning processes. Potential negative developments, such as changes in customer demand or the political framework, are dealt with in a timely manner to avoid deviations from the business plan. Medine Limited and its Subsidiaries Annual Report 2015 Corporate Governance Report A key business risk to the Agriculture cluster is the price of sugar. Production is falling and the Group is benefitting less from economies of scale, which adversely affects its competitiveness in the sugar industry. The Group is, however, still benefitting from the European Union money used for the restructuring of the sugar industry. Diversification into food crops faces uncertainty over its return as the local market for vegetables in particular is very price-sensitive and the main risks associated with sugar and food crop production are caused by natural hazards, such as droughts, cyclones and floods, as well as by harmful factors such as pests and diseases. The Group has insurance cover for their sugar production and furthermore, the Agriculture cluster has invested extensively in irrigation systems to manage drought risks. The Property cluster is influenced mainly by economic growth in the country. The ability of commercial local businesses to rent properties depends on the former’s financial performance, but with the increased competition due to new shopping malls across the country and a low economic growth, these businesses may struggle to stay operational. The sale of residential and nonresidential properties relies on local residents’ purchasing power but with economic growth forecast remaining relatively low for 2014, the prospect of increase in demand remains unknown. Medine Group is also facing uncertainty over the allocation of permits from the authorities to redevelop land for residential and non-residential projects. Delays in granting permits have been encountered in the recent past. The tourism industry has a direct relationship with the activities operated within the Leisure cluster. The occupancy rate of Tamarina Beach Club Hotel is reflected through the European economies’ performance as this is the main tourism market for Mauritius. There is a higher demand for golf from the local population which is enhancing the competitiveness of this sector. The Tourism Authority is helping local businesses by showcasing Mauritius as a golf destination abroad. Another area of risk is the increase in the variety of leisure activities available to consumers, particularly the new malls opening across the country. Therefore, the Group has implemented the Casela Master Plan to revamp the nature and leisure park’s operations to increase its popularity. Human Resources Risk The Group’s future success and growth is highly dependent on its innovativeness, competence and capabilities, and the commitment of its employees. Competition to hire the best is further intensified by the scarcity of qualified specialists in the sectors in which we operate. Therefore, sourcing and recruiting key specialists and talents and retaining them within the Group are priorities for the Company. Our managers and employees, with their commitment to the Group, are of central importance to our success. To find key personnel to fill vacancies, and to avoid losing competent employees, we position ourselves as an attractive employer and promote the longterm retention of employees in the Group. As well as career prospects and attractive incentives, we offer development programmes where and when needed for senior Management and training for our other employees. We consider talent development a priority in mitigating the risks of skill mismatch. The management of human resources risk is an ongoing activity that involves careful planning and constant fluidity to enable Management to tackle any potential changes in the human resources sector. On the basis of the controls and policy in place, we assume that the likelihood of a serious human resources risk occurring is low. Information Technology (IT) Risk IT risks can affect a business’s results when information is unavailable, erroneous or unintentionally disclosed, or when the processes to be depicted have been implemented in IT systems in a way that is too inflexible, too complex, or illegal. Security gaps and insufficient emergency planning measures can quickly become incidents that affect the entire Company. Data protection violations due to incorrect authorisations create a negative external impression. The increasing dependency on IT, as well as the growing interconnectivity of IT landscapes makes it necessary for companies to invest heavily in maintenance and enhancement. In addition, data processing is a time-consuming and costly activity. As the complexity of the IT landscape increases, so do the potential risks and costs to the business. The general risk situation means that more professional threats can be expected, with the trend moving towards targeted industrial espionage and sabotage. Significant risk scenarios for the Group include the failure of its central IT systems, the publication of classified confidential information, and the unauthorised manipulation of its IT systems. The Group ensures the necessary availability of business-critical application systems and access to business-relevant data by means of appropriate redundancy of systems, networks and sites, as well as suitable tested contingency measures. Security guidelines are in place for the entire Group. They include appropriate organisational and technical precautions for access control, access rights, virus protection, and data protection. The effectiveness of these measures is continuously monitored and reviewed by the internal auditors as well as the external auditors. A dedicated process ensures that IT risks are evaluated and appropriate measures taken. On the basis of the measures taken, we assume that the likelihood of a serious IT risk occurring is low. 43 44 Medine Limited and its Subsidiaries Annual Report 2015 Corporate Governance Report Health, Safety and Environmental Risks Given the diversity of its business activities, the Group is exposed to risks of possible damage to people, goods, and its image. We minimise the risks to people and the environment by means of auditing, advising and training in matters of environmental protection as well as occupational health and safety. In order to ensure the continuity of plant and equipment, we monitor these risks at all our locations. By adhering to high technical standards, our rules of conduct, and all legal requirements in environmental protection and occupational health and safety, the Group ensures the preservation of its goods and assets. Legal and Commercial Risks The multiple business units within the Group minimise legal risk by consulting the Group’s own in-house Legal Counsel, who provides sound legal advice on relevant files on a day-to-day basis, assists business units in complying with applicable laws and regulations in force, and vets or drafts a variety of legal documents for the purpose of facilitating business transactions. Having sound legal documents in place not only ensures quality of service through effective execution by relevant business units of their own contractual obligations, thus avoiding any claim for damages, but also offers business units, where applicable, the relevant safeguards and recourse with a view to reducing legal and commercial risks such as ensuring a satisfactory quality of service from third parties or payment from debtors. The analysis of legal and commercial risks at the conception stage of any potential project enables business units to effectively carry out due-diligence exercises and adopt the most viable legal framework. The in-house Legal Counsel ensures effective communication between the Group and external legal advisors, so as to facilitate the handling of any litigation files. The Group has shown itself to be active in protecting its most valuable assets – its land resources – by taking the necessary legal measures to minimise the risk of any illegal occupation and/or encroachment and any litigation where the issue of ownership of land can be disputed. Market Risk Some of the Group’s activities are adversely affected by the present economic slowdown in some of their markets in Europe, and there is a risk that the eurozone’s debt crisis may make matters worse for them in other markets too. By virtue of the diverse nature of the Group’s investments, however, such events will not significantly affect the overall financial viability of the Group. Agricultural Risk The risks associated with sugar and food-crop production are caused by natural hazards, such as drought, cyclones and floods, as well as by harmful factors such as pests and diseases. The risks associated with natural hazards are covered by insurance. Financial Risk The Group’s management of financial risk is detailed in note 3 of the financial statements. Internal Control The objective of the internal control system for accounting is to implement controls that provide assurance that the financial statements are prepared in compliance with the relevant accounting laws and standards. It covers measures designed to ensure the complete, correct and timely transfer and presentation of information that is relevant for the preparation of the consolidated financial statements and the management report of the Group. The internal control system is subject to continuous further development and is an integral component of the accounting and financial reporting processes of all the Group’s relevant business units and functions. With respect to the accounting process, the internal control system measures are intended to minimise the risk of material false statements in the consolidated accounting process of the Group. Policies, systems, processes and procedures have been put in place and their application is regularly reviewed and assessed by the internal auditors to ensure that they are effective and are being complied with. Through the audits conducted on the Company’s various operating units and on its subsidiaries, the external auditors also report and make recommendations to Management and to the Audit Committee on any material weaknesses in accounting and internal control systems which come to their notice. Their findings are discussed with Management as well as with the members of the Audit Committee. Medine Limited and its Subsidiaries Annual Report 2015 Corporate Governance Report Internal Audit The internal audit function provides to the Audit Committee, to Management and ultimately to the Board independent and objective assurance as to the adequacy and effectiveness of the risk management and internal control framework and governance processes. The internal audit function has been outsourced to Messrs Ernst & Young. As internal auditors, they have unrestricted access to the records, Management, and employees of all operating units within the Group. They report to the Audit Committee and maintain an open line of communication with Management. Since their appointment in 2006, the internal auditors have carried out a number of audit assignments on the basis of an annual audit plan approved by the Audit Committee. They regularly report their findings to the committee and also review the extent to which their recommendations are implemented. Their intervention has contributed to the improvement and strengthening of the internal control systems applicable in the Group’s various operating units. During the year, the internal auditors reported their findings to the Audit Committee on revenue management and on procurement to payment process with regard to Medine Property cluster, and procurement to payment process with regard to Casela Limited. Moreover, the risk and compliance officer reported his findings to the Audit Committee on cash and banking in respect of the Garden Centre. Attendance at Board and Committee Meetings Attendance at Board and committee meetings during the year ended 30 June 2015 was as follows: Board Meetings 8 Corporate Governance Committee Meetings 3 Audit Committee Meetings 7 René Leclézio 7 3 - Pierre Doger de Spéville 8 3 - Thomas Doger de Spéville (as from 30th June 2015) 1 Daniel Giraud 8 3 - Lajpati Gujadhur 7 - - Ramapatee Gujadhur 7 - - Jacques Li Wan Po 7 - 7 Gérald Lincoln 8 3 7 Jocelyne Martin 8 - - Sulliman Adam Moollan (up to 21st May 2015) 5 1 4 Alain de Ravel de L’Argentière (up to 25th May 2015) 6 - - Marc de Ravel de L’Argentière 8 - 7 Thierry Sauzier 8 - - DIRECTORS No. of meetings held Where Board meetings could not be held, decisions were taken by way of written resolutions signed by all directors. 45 46 Medine Limited and its Subsidiaries Annual Report 2015 Corporate Governance Report Statement of Remuneration Philosophy The members of the Corporate Governance Committee, in its capacity as the Remuneration Committee, have been entrusted with determining and recommending to the Board for its approval of the level of non-executive directors’ fees and a general policy on executive and senior-Management remuneration. The Group’s underlying philosophy is to set remuneration at an appropriate level to attract, retain and motivate high-calibre personnel and to reward them in accordance with their individual as well as collective contribution towards the achievement of the Company’s objectives and performance, whilst taking into account current market conditions and the Company’s financial position. The remuneration policy for executive directors approaching retirement is determined by the Corporate Governance Committee on a case-by-case basis. The remuneration of the directors for the year under review is set out on page 53. Third Party Management Agreement There is no third-party management agreement with regard to the Company or its subsidiaries. Shareholders’ Agreement There is no shareholders’ agreement with regard to the Company or its subsidiaries. Employee Share Option Scheme There is no share option plan in place within the Group. Share Price Performance vs Demex over the Past Five Years RS 200 150 100 Demex Progression Ordinary Share Preference Share 50 June 2011 June 2012 June 2013 June 2014 June 2015 Medine Limited and its Subsidiaries Annual Report 2015 Corporate Governance Report Communication with Shareholders Shareholders are kept informed, through press communiqués, of all material events affecting the Company, especially if an event could have an effect on the share price. During the year under review, the Group’s quarterly results, half-yearly results and audited financial statements were submitted to the Stock Exchange of Mauritius Ltd and to the Financial Services Commission immediately after being approved by the directors and were published accordingly. Shareholders are encouraged to attend all meetings of shareholders, annual or special, in order to remain informed of the Group’s strategy and objectives. The Annual Report, including the notice of the Annual Meeting of Shareholders, is sent to each shareholder of the Company, and the notice of the meeting is published in two daily newspapers at least 14 days before the meeting. At a shareholders’ meeting, the shareholders are given the opportunity to ask questions. The Chairman and the Chief Executive Officer are normally available to answer them. All directors, including the chairmen of both Board committees, are expected to attend the Annual Meeting. The Chief Finance Officer and the external auditors are also present to assist the directors in addressing queries by shareholders. Calendar of Events Balance Sheet Date 30 June Last Annual Meeting of Shareholders December 2014 Interim dividend 2014/15 Declaration Payment 11 December 2014 30 January 2015 Final dividend 2014/15 Declaration Payment 30 June 2015 15 September 2015 Publication of first-quarter results November Publication of half-year results February Publication of third-quarter results May Publication of end-of-year results September Publication of Annual Report 2014/15 December 2015 Forthcoming Annual Meeting of Shareholders December 2015 Related Party Transactions Details on related-party transactions are given in note 43 of the financial statements. 47 48 Medine Limited and its Subsidiaries Annual Report 2015 Corporate Governance Report Integrated Sustainability Reporting Code of Ethics and Business Conduct Medine has adopted a Code of Ethics and Business Conduct, which supports its commitment to a policy of fair dealing, honesty and integrity in the conduct of its business. The Code of Ethics and Business Conduct lists and details the standards of behaviour that have made Medine’s reputation and are those standards which all directors and employees are expected to uphold in conducting the Company’s business. They go beyond the requirements of law. The Code has been actively endorsed by the Board of Directors and shared with all employees at all levels in the Group. Compliance by all employees with the high moral, ethical and legal standards of the Code is mandatory, and if employees become aware of, or suspect, a contravention of the Code, they are encouraged to promptly and confidentially report it in the prescribed manner. Environmental Policy and Initiatives Medine acknowledges its duty as a responsible corporate citizen to protect the natural environment for future generations. The Company’s objective is to better understand its adverse environmental impact, to inform and educate its people about it, and to set achievable goals for reducing it. The Company has identified its most significant adverse environmental impacts as: • Depletion of natural resources through the procurement and use of goods and services • Carbon emissions into the atmosphere from the use of fossil-fuel-based energy in its offices and through its business transport requirements • Production of waste in its offices • Use of water resources and the discharge of wash water to the sewer. It has also identified its positive environmental impacts as: • The reduction of waste through the promotion of recycling and waste-management activities • The introduction and use of a range of energy-saving devices and practices • The implementation of practices that reduce its carbon emissions. Medine is committed to managing its environmental impacts and continuously improving its environmental performance by: • Complying, as a minimum requirement, with relevant legislation, regulations and other relevant requirements • Where possible, implementing systems that meet the requirements of ISO 14001 as a certified environmental management system (EMS) and regularly reviewing them • Setting realistic objectives and targets for each of its most significant environmental impacts • Minimising its energy consumption and carbon emissions and encouraging the use of less polluting forms of transport whenever possible • Minimising the amount of waste produced by way of reduction, recovery, re-use, and recycling • Communicating its Environmental Statement and relevant procedures to employees and other stakeholders and promoting environmentally sensitive behaviour • Where possible, reporting its environmental commitment and performance. Initiatives taken during the year under review with regard to the environment are outlined hereunder. Medine Limited and its Subsidiaries Annual Report 2015 Corporate Governance Report Compost Production Yearly compost utilisation During the financial year under review, 11,439 tonnes of compost were produced. Compared with the preceding financial year, a decrease of 9% in compost production was noted. This was due to a decrease in the amount of poultry manure collected. With the lower amount of poultry manure and higher number of thrash bales collected from sugarcane fields, a more adequate mix for composting was achieved. Types of compost used As in the preceding financial year, filter cake was the major type of compost produced, constituting 72% of the overall production. The remaining production shares were mostly poultry litter and poultry manure with thrash, accounting for 10% and 6% of the yearly production respectively. With the signature of the Power Purchase Agreement between Medine Sugar Milling and the CEB, bagasse would no longer be used for composting. Uses of compost Out of 11,439 tonnes of compost available for use 10,650 tonnes were applied in sugarcane fields. While 460 tonnes of compost were used for the potting and propagation of ornamentals and trees at Medine Nursery, 129 tonnes were used as growing medium for greenhouse tomatoes and 115 tonnes for plantlet production. Minor quantities were used for landscaping projects. For the year under review, 1,049 compost bags were retailed at the Company’s Garden Centre. The way forward The focus of the coming financial year will be to optimize the use of compost through the development of an integrated fertilization scheme with organic and inorganic fertilizers for sugarcane production. According to the recommendations of the University of Mauritius in the context of a joint project on odour management, the composting activity will be monitored to evolve in an environmentally sound framework. General Policy on Social, Safety and Health at Work Medine is a key player in the industrial sector in Mauritius and is always promoting proactive behaviours and practices in the sphere of health and safety. As a responsible company that considers its workforce and stakeholders a unique asset, Medine continuously seeks to ensure that health and safety principles are upheld in the workplace and has implemented relevant guidelines to safeguard its employees. Senior Management staff also monitor the enforcement of health and safety guidelines by: • Promoting a safety and health culture within the organisation • Providing employees with adequate training and equipment so as to ensure safe work practices • Providing necessary resources to avoid employees taking any undue risks • Undertaking necessary corrective and preventive actions when unsafe or unhealthy working conditions are identified. The participation and involvement of employees in safety and health activities are greatly encouraged whereas their adherence to established safety practices is mandatory. Medine undertakes to comply with all the safety and health principles as set in the Occupational Safety and Health Act 2005, so far as they are reasonably practical to comply with. HIV/Aids Policy As Medine recognises the seriousness of HIV/Aids and its possible implications in the workplace, the Company is committed to protecting its employees and the prosperity of its businesses against the virus. An HIV/Aids Policy has been formulated following a survey and an awareness campaign carried out in the Group during the year under review. This policy, which is integrated in Medine’s broader Human Resources Policy, reiterates the Company’s commitment to non-discrimination against, and the protection of the rights of, HIV-positive employees, as well as to the confidential treatment of any information pertaining to that issue. 49 50 Medine Limited and its Subsidiaries Annual Report 2015 Corporate Governance Report Corporate Sustainability Information on the social projects initiated and/or realised by Fondation Medine Horizons is given on page 33. Quality Policy All companies of the Medine Group work with heart and dedication to bring unprecedented value to our customers and stakeholders alike. In doing so, we endeavour to: • Empower our people for optimum commitment and performance • Improve our practises to meet highest standards • Deliver innovative, sustainable and quality products and services. Human Resources Medine is an employer who cares and believes in its people and strives for them to be motivated, engaged and committed. Our Human Resource Function aims to position Medine as a local employer of choice and acts as a strategic partner to the Group’s business units, where adding value is the measure of success. The mission of the Human Resource Function is to ‘Develop and motivate employees to give the best of themselves to achieve professional and personal well-being in alignment with the objectives of the organisation’. Facilitating the enhancement of the Group’s human resources through a collective approach of people, values and culture, as well as processes and policies also ensures that Medine is able to ‘attract, motivate, develop and reward’ its quality people. We strongly encourage everyone at Medine to act within the Group’s values and strong business ethics, and ensure that good governance practices and group policies are maintained at all times. Our human resource departments are very attentive to their employees’ needs and constant feedback to accentuate continuous improvement of HR services. As a result of our last Employee Engagement Survey, the Group decided to organise a yearly ‘Long Service Award’ to celebrate and congratulate employees with a seniority of 25 years and above. Training Talents Solutions Ltd, operating under the brand Talents, is a registered training institution and facility ideally located in the heart of more than 15 hectares of beautiful natural landscapes in Pierrefonds. The centre is the perfect place to hold training sessions, fun days, conferences, and other functions. The idea behind the Talents concept is that it personifies all aspects of human potential and places learning and continuous development at the centre of its long-term vision. With the ever-increasing demands of the job and the changes taking place in and around the workplace, the need for a well-trained and motivated staff and workforce becomes vital to the success of the organisation. The importance of mindset and attitude remains central to the philosophy of the centre and transpires in all the courses and services it offers. Each year, operating units are required to allocate a percentage of their basic wage bill to training. This process lies in the bigger picture of bringing a more structured approach to the way training is performed within the Group. Patricia Goder Secretary 30 September 2015 Medine Limited and its Subsidiaries Annual Report 2015 Statement of Directors’ Responsibilities Company law requires the directors to prepare financial statements for each financial year, which present fairly the financial position, financial performance and cash flow of the Company and of the Group. In preparing such financial statements, the directors are required to: • Select suitable accounting policies and then apply them consistently • Make judgements and estimates that are reasonable and prudent • State whether International Financial Reporting Standards have been followed and complied with, subject to any material departures being disclosed and explained in the financial statements • Prepare the financial statements on the going-concern basis unless it is inappropriate to presume that the Company will continue in business. The directors confirm that they have complied with the above requirements in preparing the financial statements. The directors are responsible for keeping proper accounting records, which disclose with reasonable accuracy at any time the financial position of the Company and enable them to ensure that the financial statements comply with the Companies Act 2001. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. The directors report that: • Adequate accounting records and an effective system of internal control and risk management have been maintained • The Code of Corporate Governance has been adhered to and, where there has not been compliance, relevant explanations have been provided in the Statement of Compliance • The external auditors are responsible for reporting on whether the financial statements are fairly presented. Signed on behalf of the Board of Directors René Leclézio Chairman 30 September 2015 Daniel Giraud Director and Chief Executive Officer 51 52 Medine Limited and its Subsidiaries Annual Report 2015 Statement of Compliance (Section 75(3) of the Financial Reporting Act) Name of Public Interest Entity (‘P.I.E’): Medine Limited Reporting period: Year ended 30 June 2015 We, the directors of Medine Limited, hereby confirm to the best of our knowledge that the P.I.E has complied with most of its obligations and requirements under the Code of Corporate Governance. Reasons for non-compliance with some sections of the Code are given below: Sections of the Code Reasons for non-compliance 2.2.6 Each director is not reappointed every year at the Meeting of Shareholders as the Company’s Constitution does not contain any provision for such a procedure. Directors who are over the age of 70 are reappointed every year in compliance with section 138(6) of the Companies Act 2001. 2.8.2 The emoluments of the directors have not been disclosed on an individual basis, because of the commercial sensitivity of such information. 2.10 No Board or Director’s appraisal has been carried out during the year under review, but the relevant process will be implemented during the next financial year. René Leclézio Chairman 30 September 2015 Daniel Giraud Director and Chief Executive Officer Medine Limited and its Subsidiaries Annual Report 2015 Other Statutory Disclosures Directors’ Names and Interests in Shares The names of the directors of the Company and their share interests are set out on page 39. In addition, a list of directors of subsidiary companies is given on page 32. Directors’ Service Contracts Messrs Daniel Giraud and Thierry Sauzier have an employment contract with the Company with no expiry date. The other directors have no service contract with the Company. Directors’ Remuneration and Benefits 2014/15 Rs 2013/14 Rs 20,474,464 19,339,780 1,845,000 2,115,000 29,900 20,000 138,250 130,000 - - 59,900 59,850 Directors of the Holding Company Remuneration and benefits paid by the holding company to: - Executive directors - Non-executive directors Remuneration and benefits paid by subsidiary companies to: - Executive directors - Non-executive directors Other Directors of Subsidiary Companies Remuneration and benefits paid by the respective subsidiary companies to: - Executive directors - Non-executive directors Contracts of Significance During the year under review, there was no contract of significance to which the Company was a party and in which a director of the Company was interested, either directly or indirectly. Substantial Shareholders Details of substantial shareholders are set out on page 37. 53 54 Medine Limited and its Subsidiaries Annual Report 2015 Other Statutory Disclosures Donations Group Donations made during the year: - Political - CSR - Other donations Company 2014/15 Rs 2013/14 Rs 2014/15 Rs 2013/14 Rs 6,950,000 1,777,400 988,715 1,259 2,866,468 6,950,000 1,777,400 988,715 1,259 280,927 Auditors’ Remuneration Group Company 2014/15 Rs 2013/14 Rs 2014/15 Rs 2013/14 Rs - BDO & Co. 2,505,000 2,360,000 925,000 880,000 - Other firms - - - - - BDO & Co. - - - - - Other firms - - - - Audit fees paid to: Fees paid for other services provided by: Dividends An interim dividend of Re 0.60 and a final dividend of Re 0.60 per ordinary share and totalling Rs 126 million (2013/14 totals: Rs 1.20 per ordinary and preference – Rs 126 million) were declared on 11 December 2014 and 30 June 2015 respectively for the year ended 30 June 2015. These were paid on 30 January and 15 September 2015 respectively. René Leclézio Chairman 30 September 2015 Daniel Giraud Director and Chief Executive Officer Medine Limited and its Subsidiaries Annual Report 2015 Secretary’s Certificate June 30, 2015 In my capacity as Company Secretary of Medine Limited (the ‘’Company’’), I certify that, to the best of my knowledge and belief, the Company has filed with the Registrar of Companies for the financial year ended June 30, 2015 all such returns as are required of the Company under the Companies Act 2001. Patricia Goder Company Secretary 30 September 2015 55 56 Medine Limited and its Subsidiaries Annual Report 2015 Independent Auditors’ Report to the Members This report is made solely to the members of Medine Limited (the “Company”), as a body, in accordance with Section 205 of the Companies Act 2001. Our audit work has been undertaken so that we might state to the Company’s members those matters we are required to state to them in an auditors’ report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company’s members as a body, for our audit work, for this report, or for the opinions we have formed. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the financial statements on pages 57 to 124 give a true and fair view of the financial position of the Group and of the Company as at June 30, 2015 and of their financial performance and their cash flows for the year then ended in accordance with International Financial Reporting Standards and comply with the Companies Act 2001. Report on the Financial Statements We have audited the Group financial statements of Medine Limited and its subsidiaries (the ‘’Group’’) and the Company’s separate financial statements set out on pages 57 to 124 which comprise the statements of financial position as at June 30, 2015 and the statements of profit or loss and other comprehensive income, statements of changes in equity and statements of cash flows for the year then ended and a summary of significant accounting policies and other explanatory notes. Directors’ Responsibility for the Financial Statements The directors are responsible for the preparation and fair presentation of these financial statements in accordance with International Financial Reporting Standards and in compliance with the requirements of the Companies Act 2001, and for such internal control as the directors determine is necessary to enable the preparation of the financial statements that are free from material misstatement, whether due to fraud or error. Auditors’ Responsibility Report on Other Legal and Regulatory Requirements Companies Act 2001 We have no relationship with, or interests in, the Company or any of its Subsidiaries, other than in our capacity as auditors and dealings in the ordinary course of business. We have obtained all information and explanations we have required. In our opinion, proper accounting records have been kept by the Company as far as it appears from our examination of those records. Financial Reporting Act 2004 The directors are responsible for preparing the corporate governance report. Our responsibility is to report on the extent of compliance with the Code of Corporate Governance as disclosed in the annual report and on whether the disclosure is consistent with the requirements of the Code. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with International Standards on Auditing. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the financial statements are free from material misstatement. In our opinion, the disclosure in the annual report is consistent with the requirements of the Code. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditors’ judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditors consider internal control relevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the financial statements. BDO & Co Chartered Accountants Port Louis, Mauritius. September 30, 2015 Per Georges Chung Ming Kan, F.C.C.A Licensed by FRC Statements of Financial Position - June 30, 2015 57 The Group The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 5 6 7 8 9 9,485,434 1,560,601 21,679 - 39,412 9,238,412 1,260,880 17,140 - 33,960 7,333,301 671,846 11,259 1,977,147 22,643 7,730,930 547,146 16,978 820,119 21,020 10 11 12 13 92,675 675,971 95,638 7,542 73,627 743,096 100,353 16,325 92,667 675,462 95,638 - 73,619 742,117 100,353 - 11,978,952 11,483,793 10,879,963 10,052,282 12 14 15 16 37 191,657 44,048 322,129 - 16,326 223,158 56,574 371,192 - 12,191 191,657 12,603 117,635 336,088 5,226 223,158 22,796 215,203 498,022 8,551 574,160 663,115 663,209 967,730 12,553,112 12,146,908 11,543,172 11,020,012 EQUITY AND LIABILITIES Capital and reserves Share capital 17 Revaluation surplus and other reserves 18 Retained earnings 1,050,000 6,191,900 1,135,276 1,050,000 6,219,931 1,313,171 1,050,000 5,717,908 2,582,203 1,050,000 6,030,838 2,034,066 Owners’ interest Non-controlling interests 8,377,176 135,965 8,583,102 125,872 9,350,111 - 9,114,904 - Total equity 8,513,141 8,708,974 9,350,111 9,114,904 13 19 20 21 13,471 4,125 1,727,232 207,479 11,450 4,125 1,301,876 201,041 - - 373,879 164,838 195,643 160,611 1,952,307 1,518,492 538,717 356,254 Current liabilities Borrowings Trade and other payables Amount due to group companies Dividends 20 22 23 24 1,056,768 967,896 - 63,000 916,643 939,799 - 63,000 841,188 736,178 13,978 63,000 675,499 805,510 4,845 63,000 2,087,664 1,919,442 1,654,344 1,548,854 Total liabilities 4,039,971 3,437,934 2,193,061 1,905,108 Total equity and liabilities 12,553,112 12,146,908 11,543,172 11,020,012 Note ASSETS Non-current assets Property, plant and equipment Investment properties Intangible assets Investments in subsidiaries Investments in associates Investments in available-for-sale financial assets Deferred expenditure Biological assets Deferred tax assets Current assets Biological assets Inventories Trade and other receivables Amount due from group companies Cash in hand and at bank Total assets LIABILITIES Non-current liabilities Deferred tax liabilities Other payable Borrowings Retirement benefit obligations The financial statements were approved for issue by the Board of Directors on September 30, 2015. René Leclézio Director Daniel Giraud Director The notes on pages 62 to 124 form an integral part of these financial statements. Auditors’ report on page 56. Medine Limited and its Subsidiaries Annual Report 2015 58 Statements of Profit or Loss and Other Comprehensive Income - Year ended June 30, 2015 The Group The Holding Company Note 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 Turnover 25 Sugar insurance compensation Other operating revenue 26 1,262,345 72,112 60,735 1,309,228 758 63,829 491,023 52,094 86,221 789,780 711 89,703 Operating expenses 27 Sugar insurance premium Other (losses)/gains 28 Changes in fair value of bearer biological assets 12 Changes in fair value of consumable biological assets 12 1,395,192 (1,439,983) (620) (2,160) (23,978) 1,373,815 (1,382,526) (19,317) 1,028 (26,517) 629,338 (727,211) (453) - (23,978) 880,194 (894,638) (13,294) (26,517) (35,074) (89,611) (35,074) (89,611) Operating loss Other income 29 (106,623) 34,130 (143,128) 40,957 (157,378) 59,129 (143,866) 65,344 Profit on sale of land 30 Amortisation of VRS costs 11 (b) Fair value loss of investment properties 6 Impairment of investments in subsidiaries 8 Impairment of goodwill 41 (a) Gain on deemed disposal of investment in subsidiary 41 (b) Gain/(loss) on disposal of investment in subsidiary 41 (c) Share of profit in associates 9 (72,493) 160,385 (46,084) (1,753) - (4,044) (102,171) 189,333 (46,847) (6,905) - - (98,249) 1,203,585 (46,084) (7,230) (604,044) - (78,522) 189,333 (46,847) (7,205) - Profit before finance costs Finance costs 31 100,957 (185,753) 40,178 (165,769) 442,491 (80,703) 56,759 (69,743) 33 35 (84,796) (774) (125,591) 6,875 361,788 - (12,984) - (85,570) (118,716) 361,788 (12,984) (Loss)/Profit before taxation Income tax (charge)/credit (Loss)/Profit for the year Other comprehensive income for the year Items that may be reclassified subsequently to profit or loss Increase in fair value of availablefor-sale investments Items that will not be reclassified subsequently to profit or loss Remeasurement of retirement benefit obligations Share of other comprehensive income of associates Income tax relating to component of other comprehensive income Other comprehensive income for the year, net of tax 1,416 - 53,375 10,155 - 6,768 - (5,487) - - 19,048 6,844 19,048 6,844 38 (16,803) 8,488 (19,629) 6,924 38 (183) 6 38 (720) 10 & 18 Total comprehensive income for the year (Loss)/Profit attributable to: - Owners of the parent - Non-controlling interests (235) - - - - 1,342 15,103 (581) (84,228) (103,613) 361,207 (80,479) (5,091) (109,170) (9,546) 361,788 - (12,984) (12,984) 13,768 784 Total comprehensive income attributable to: - Owners of the parent - Non-controlling interests (85,570) (118,716) 361,788 (79,926) (4,302) (94,333) (9,280) 361,207 - 784 - (84,228) (103,613) 361,207 784 3.45 (0.12) (Loss)/Earnings per share (Re.) 36 (0.77) The notes on pages 62 to 124 form an integral part of these financial statements. Auditors’ report on page 56. Medine Limited and its Subsidiaries Annual Report 2015 (1.04) Statements of Changes in Equity - Year ended June 30, 2015 59 The Group Attributable to owners of the parent Note Revaluation Surplus and Share Other Capital Reserves Rs’000 Rs’000 Balance at July 1, 2014 1,050,000 6,219,931 Loss for the year Other comprehensive income for the year 38 (a) - - - 553 - 553 - - Total comprehensive income for the year Consolidation adjustment (i) Transfer - revaluation surplus realised on disposal of land 18 (a) Dividends to owners of the parent 24 Balance at June 30, 2015 - - 1,050,000 (28,584) - 6,191,900 Balance at July 1, 2013 1,050,000 6,244,619 Loss for the year Other comprehensive income for the year 38 (a) - - - 14,837 Total comprehensive income for the year - 14,837 - - Acquisition of non controlling interest 41 (d) Transfer - revaluation surplus realised on disposal of land 18 (a) Dividends to owners of the parent 24 Balance at June 30, 2014 - - 1,050,000 (39,525) - 6,219,931 Retained Earnings Rs’000 1,313,171 (80,479) - (80,479) - 28,584 (126,000) Non Controlling Total interests Rs’000 Rs’000 8,583,102 (80,479) 553 (79,926) - - (126,000) 1,135,276 8,377,176 1,508,591 (109,170) - (109,170) 225 39,525 (126,000) 8,803,210 (109,170) 14,837 (94,333) 225 - (126,000) 1,313,171 8,583,102 125,872 (5,091) 789 Total Equity Rs’000 8,708,974 (85,570) 1,342 (4,302) (84,228) 14,395 14,395 - - (126,000) 135,965 8,513,141 148,094 8,951,304 (9,546) 266 (118,716) 15,103 (9,280) (103,613) (12,942) (12,717) - - (126,000) 125,872 8,708,974 Note (i): The consolidation adjustment is in respect of the increase in the stated capital of The Medine Sugar Milling Company Limited and the incorporation of a new subsidiary company, Career Recruitment Solution Ltd. The notes on pages 62 to 124 form an integral part of these financial statements. Auditors’ report on page 56. Medine Limited and its Subsidiaries Annual Report 2015 60 Statements of Changes in Equity - Year ended June 30, 2015 The Holding Company Share Note Capital Rs’000 Revaluation Surplus and Other Reserves Rs’000 Retained Earnings Rs’000 Total Rs’000 6,030,838 2,034,066 9,114,904 Balance at July 1, 2014 1,050,000 Profit for the year Other comprehensive income for the year 38 (b) - - - (581) 361,788 - 361,788 (581) Total comprehensive income for the year - (581) 361,788 361,207 Transfer - revaluation surplus realised on disposal of land Dividends 18 (b) 24 - - (312,349) - 312,349 (126,000) (126,000) 1,050,000 5,717,908 2,582,203 9,350,111 Balance at July 1, 2013 1,050,000 6,056,595 2,133,525 9,240,120 Loss for the year Other comprehensive income for the year 38 (b) - - - 13,768 (12,984) - Total comprehensive income for the year - 13,768 (12,984) Transfer - revaluation surplus realised on disposal of land Dividends 18 (b) 24 - - (39,525) - 39,525 (126,000) 1,050,000 Balance at June 30, 2015 Balance at June 30, 2014 The notes on pages 62 to 124 form an integral part of these financial statements. Auditors’ report on page 56. Medine Limited and its Subsidiaries Annual Report 2015 6,030,838 2,034,066 (12,984) 13,768 784 (126,000) 9,114,904 Statements of Cash Flows - Year ended June 30, 2015 61 The Group Note 2015 Rs’000 The Holding Company 2014 Rs’000 2015 Rs’000 2014 Rs’000 Operating activities Cash received from customers Cash paid to suppliers and employees 1,429,778 (1,249,748) 1,317,646 (1,230,141) 751,250 (686,084) 834,196 (801,862) Cash generated from operations Interest paid 31 Interest received Income tax refund 180,030 (193,559) 7,511 - 87,505 (169,655) 13,110 26 65,166 (81,934) 16,578 - 32,334 (71,519) 33,886 - (6,018) (69,014) (190) (5,299) 435,553 (226,245) (812,300) (14,967) 8,118 (67,275) 90,490 319,249 (252,770) (195,984) (9,169) - (8,888) - 435,553 (226,245) (102,486) (2,788) 8,118 - 90,490 319,249 (252,770) (75,604) (9,141) - Net cash outflow from operating activities Investing activities Net proceeds from sale of land Expenditure in respect of land development 11 (a) Purchase of property, plant and equipment 37(c) Purchase of intangible assets 7 Proceeds on disposal of intangible assets Purchase of investment properties 6 Proceeds on disposal of investment properties Purchase of investment in availablefor-sale financial assets 10 Proceeds on disposal of investment in available-for-sale financial assets Purchase of additional investments in subsidiaries Net cash outflow on acquisition of subsidiaries 41 (a) (iv) Net cash inflow on disposal of subsidiaries 41 (c) (iv) Purchase of investment in associates 9 Proceeds on disposal of property, plant and equipment Other dividends received Net cash (outflow)/inflow from investing activities Financing activities Cash granted to group companies Cash (refunded to)/advanced by related company Issue of shares to non-controlling interest Loans received Loans repaid Finance lease repaid Acquisition of non- controlling interests 41 (d) Dividends paid to owners of the parent 25 - (80) - - 9,352 - - (122,430) (17,843) - (18,000) - 163,901 (5,500) - - 163,959 - - 3,892 8,658 101,896 10,175 3,467 8,658 338,242 3,081 (277,664) (92,685) 102,162 10,175 (333,731) (125,740) - - - (80) 9,352 (50) (105,483) 14,395 889,250 (458,713) (28) - (126,000) 378,126 - 131,200 (229,463) - (12,717) (126,000) (277,764) - 360,000 (73,110) (28) - (126,000) 378,126 (209,176) (12,717) (126,000) Net cash inflow/(outflow) from financing activities 213,421 141,146 (394,566) (62,452) (Decrease)/increase in cash and cash equivalents (126,328) (53,608) (56,514) (64,670) Movement in cash and cash equivalents At July 1, (Decrease)/increase (193,910) (126,328) (140,302) (53,608) (115,838) (56,514) (51,168) (64,670) At June 30, (320,238) (193,910) (172,352) (115,838) 38 The notes on pages 62 to 124 form an integral part of these financial statements. Auditors’ report on page 56. Medine Limited and its Subsidiaries Annual Report 2015 62 Notes to the Financial Statements - Year ended June 30, 2015 1 GENERAL INFORMATION Medine Limited is a limited liability company incorporated and domiciled in Mauritius. The main activity of the company consists principally of the planting of sugar cane for the production of sugar and by-products of sugar cane namely molasses and bagasses and other agricultural products. The registered office of Medine Limited is situated at 11th Floor, Medine Mews, 4 Chaussée Street, Port Louis and its place of business is at Bambous. These financial statements will be submitted for consideration and approval at the forthcoming Annual Meeting of Shareholders of the Company. 2 SIGNIFICANT ACCOUNTING POLICIES The principal accounting policies adopted in the preparation of these financial statements are set out below: These policies have been consistently applied to all the years presented, unless otherwise stated. 2.1 Basis of preparation The financial statements comply with the Companies Act 2001 and have been prepared in accordance with International Financial Reporting Standards (IFRS). The financial statements include the consolidated financial statements of the parent company and its subsidiary company (The Group) and the separate financial statements of the parent company (The Company). The financial statements are presented in Mauritian Rupees. Where necessary comparative figures have been amended to conform with change in presentation in the current year. The financial statements are prepared under the historical cost convention, except that: (i) certain property, plant and equipment are carried at revalued amounts/deemed costs; (ii) available-for-sale investments are stated at fair value; (iii) investment properties are stated at fair value; (iv) biological assets are stated at fair value; and (v) relevant financial assets and financial liabilities are stated at fair value or at amortised cost. Amendments to published Standards and Interpretations effective in the reporting period Amendments to IAS 32, ‘Offsetting Financial Assets and Financial Liabilities’, clarify the requirements relating to the offset of financial assets and financial liabilities. The amendment is not expected to have any impact on the Group’s financial statements. Amendments to IFRS 10, IFRS 12 and IAS 27, ‘Investment Entities’, define an investment entity and require a reporting entity that meets the definition of an investment entity not to consolidate its subsidiaries but instead to measure its subsidiaries at fair value through profit or loss in its consolidated and separate financial statements. Consequential amendments have been made to IFRS 12 and IAS 27 to introduce new disclosure requirements for investment entities. As the Company is not an investment entity, the standard has no impact on the Group’s financial statements. IFRIC 21, ‘Levies’, sets out the accounting for an obligation to pay a levy that is not income tax. The interpretation addresses what obligating event that gives rise to pay a levy and when should a liability be recognised. The Company is not subject to levies so the interpretation has no impact on the Group’s financial statements. Amendments to IAS 36, ‘Recoverable Amount Disclosures for Non- financial Assets’, remove the requirement to disclose the recoverable amount of a cash-generating unit (CGU) to which goodwill or other intangible assets with indefinite useful lives had been allocated. The amendment has no impact on the Group’s financial statements. Amendments to IAS 39, ‘Novation of Derivatives and Continuation of Hedge Accounting’, provide relief from the requirement to discontinue hedge accounting when a derivative designated as a hedging instrument is novated under certain circumstances. The amendments also clarify that any change to the fair value of the derivative designated as a hedging instrument arising from the novation should be included in the assessment and measurement of hedge effectiveness. The amendment has no impact on the Group’s financial statements. Medine Limited and its Subsidiaries Annual Report 2015 Notes to the Financial Statements - Year ended June 30, 2015 63 2 SIGNIFICANT ACCOUNTING POLICIES (continued) 2.1 Basis of preparation (continued) Amendments to published Standards and Interpretations effective in the reporting period (continued) Defined Benefit Plans: Employee Contributions (Amendments to IAS 19) applies to contributions from employees or third parties to defined benefit plans and clarifies the treatment of such contributions. The amendment distinguishes between contributions that are linked to service only in the period in which they arise and those linked to service in more than one period. The objective of the amendment is to simplify the accounting for contributions that are independent of the number of years of employee service, for example employee contributions that are calculated according to a fixed percentage of salary. Entities with plans that require contributions that vary with service will be required to recognise the benefit of those contributions over employee’s working lives. The amendment has no impact on the Group’s financial statements. Annual Improvements 2010-2012 Cycle IFRS 2, ‘Share based payments’ amendment is amended to clarify the definition of a ‘vesting condition’ and separately defines ‘performance condition’ and ‘service condition’. The amendment has no impact on the Group’s financial statements. IFRS 3, ‘Business combinations’ is amended to clarify that an obligation to pay contingent consideration which meets the definition of a financial instrument is classified as a financial liability or equity, on the basis of the definitions in IAS 32, ‘Financial instruments: Presentation’. It also clarifies that all non-equity contingent consideration is measured at fair value at each reporting date, with changes in value recognised in profit and loss. The amendment has no impact on the Group’s financial statements. IFRS 8, ‘Operating segments’ is amended to require disclosure of the judgements made by management in aggregating operating segments. It is also amended to require a reconciliation of segment assets to the entity’s assets when segment assets are reported. The amendment has no impact on the Group’s financial statements. IFRS 13 (Amendment), ‘Fair Value Measurement’ clarifies in the Basis for Conclusions that short-term receivables and payables with no stated interest rates can be measured at invoice amounts when the effect of discounting is immaterial. The amendment has no impact on the Group’s financial statements. IAS 16,’Property, plant and equipment’ and IAS 38,’Intangible assets’ are amended to clarify how the gross carrying amount and the accumulated depreciation are treated where an entity uses the revaluation model. The amendment has no impact on the Group’s financial statements. IAS 24,’Related party disclosures’ is amended to include, as a related party, an entity that provides key management personnel services to the reporting entity or to the parent of the reporting entity (the ‘management entity’). Disclosure of the amounts charged to the reporting entity is required. The amendment has no impact on the Group’s financial statements. Annual Improvements 2011-2013 Cycle IFRS 1, ‘First-time Adoption of International Financial Reporting Standards’ is amended to clarify in the Basis for Conclusions that an entity may choose to apply either a current standard or a new standard that is not yet mandatory, but permits early application, provided either standard is applied consistently throughout the periods presented in the entity’s first IFRS financial statements. The amendment has no impact on the Group’s financial statements, since the Group is an existing IFRS preparer. IFRS 3,’Business combinations’ is amended to clarify that IFRS 3 does not apply to the accounting for the formation of any joint venture under IFRS 11. The amendment has no impact on the Group’s financial statements. IFRS 13,’Fair value measurement’ is amended to clarify that the portfolio exception in IFRS 13 applies to all contracts (including non-financial contracts) within the scope of IAS 39 or IFRS 9. The amendment has no impact on the Group’s financial statements. IAS 40,’Investment property’ is amended to clarify that IAS 40 and IFRS 3 are not mutually exclusive. IAS 40 assists users to distinguish between investment property and owner-occupied property. Preparers also need to consider the guidance in IFRS 3 to determine whether the acquisition of an investment property is a business combination. The amendment has no impact on the Group’s financial statements. Medine Limited and its Subsidiaries Annual Report 2015 64 Notes to the Financial Statements - Year ended June 30, 2015 2 SIGNIFICANT ACCOUNTING POLICIES (continued) 2.1 Basis of preparation (continued) Standards, Amendments to published Standards and Interpretations issued but not yet effective Certain standards, amendments to published standards and interpretations have been issued that are mandatory for accounting periods beginning on or after January 1, 2015 or later periods, but which the Group has not early adopted. At the reporting date of these financial statements, the following were in issue but not yet effective: IFRS 9 Financial Instruments Defined Benefit Plans: Employee Contributions (Amendments to IAS 19) IFRS 14 Regulatory Deferral Accounts Accounting for Acquisitions of Interests in Joint Operations (Amendments to IFRS 11) Clarification of Acceptable Methods of Depreciation and Amortisation (Amendments to IAS 16 and IAS 38) IFRS 15 Revenue from Contract with Customers Agriculture: Bearer Plants (Amendments to IAS 16 and IAS 41) Equity Method in Separate Financial Statements (Amendments to IAS 27) Sale or Contribution of Assets between an Investor and its Associate or Joint Venture (Amendments to IFRS 10 and IAS 28) Annual Improvements to IFRSs 2012-2014 Cycle Investment Entities: Applying the Consolidation Exception (Amendments to IFRS 10, IFRS 12 and IAS 28) Disclosure Initiative (Amendments to IAS 1) Where relevant, the Group is still evaluating the effect of these Standards, amendments to published Standards and Interpretations issued but not yet effective, on the presentation of its financial statements. The preparation of financial statements in conformity with IFRS requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Group’s accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements, are disclosed in Note 4. 2.2 Property, plant and equipment Land and buildings, held for use in the production or supply of goods or for administrative purposes, are stated at their fair value, based on periodic valuations, by external independent valuers, less subsequent depreciation for buildings. Any accumulated depreciation at the date of revaluation is eliminated against the gross carrying amount of the asset and the net amount is restated to the revalued amount of the asset. Up to 2004, certain property, plant and equipment were revalued yearly on a replacement cost basis using indices provided by the Mauritius Sugar Authority less subsequent depreciation. All other property, plant and equipment are initially recorded at historical cost less depreciation. Historical cost includes expenditure that is directly attributable to the acquisition of the items. Costs may also include transfers from equity of any gains/losses on qualifying cash flow hedges of foreign currency purchases of property, plant and equipment. All repairs and maintenance are charged to profit or loss during the financial period in which they are incurred. Subsequent costs are included in the assets carrying amount or recognised as a separate asset as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. Increases in the carrying amount arising on revaluation are credited to other comprehensive income and shown as revaluation surplus in shareholders’ equity. Decreases that offset previous increases of the same asset are charged against revaluation surplus, directly in equity; all other decreases are charged to profit or loss. Medine Limited and its Subsidiaries Annual Report 2015 Notes to the Financial Statements - Year ended June 30, 2015 65 2 SIGNIFICANT ACCOUNTING POLICIES (continued) 2.2 Property, plant and equipment (continued) Properties in the course of construction for production, rental or administrative purposes or for purposes not yet determined are carried at cost less any recognised impairment loss. Cost includes professional fees and for qualifying assets, borrowing costs capitalised. Depreciation of these assets, on the same basis as other property assets, commences when the assets are ready for their intended use. Depreciation on other assets is calculated on the straight-line method to write off the cost or revalued amounts of the assets to their residual values over their estimated useful lives as follows. Annual rates (%) Leasehold land 5% Improvement to land 1% and 10% Factory buildings and equipment 1% - 33% Weighing equipment 2.5% - 3.6% Cultivation equipment 3% - 20% Transport equipment 10% and 20% Residential buildings and welfare equipment 2% - 5% Other buildings, farming equipment, animals and structures 1% - 33% Golf course and infrastructure 1% Freehold Land is not depreciated. The assets’ residual values, useful lives and depreciation method are reviewed, and adjusted prospectively, if appropriate, at the end of each reporting period. Where the carrying amount of an asset is greater than its estimated recoverable amount, it is written down immediately to its recoverable amount. Gains and losses on disposal of property, plant and equipment are determined by reference to their carrying amount and are included in profit or loss. On disposal of revalued assets, amounts in revaluation surplus relating to that asset are transferred to retained earnings. 2.3 Investment property Investment property, held to earn rentals/or for capital appreciation or both and not occupied by the Group is carried at fair value, representing open-market value determined annually. Changes in fair values are included in profit or loss. Gains and losses on disposal of investment property are determined by reference to their carrying amount and are recognised in profit or loss. When the use of a property changes from owner-occupied to investment property, the property is remeasured to fair value and reclassified as investment property. When the use of a property changes such that it is reclassified as property, plant and equipment, its fair value at the date of reclassification becomes its cost for subsequent accounting. 2.4 Intangible assets (a) Goodwill Goodwill arising on an acquisition of a business is carried at cost as established at the date of acquisition of the business less accumulated impairment losses, if any. Goodwill is tested annually for impairment. On disposal of a subsidiary, the attributable amount of goodwill is included in the determination of the gains and losses on disposal. Goodwill is allocated to cash-generating units for the purpose of impairment testing. Medine Limited and its Subsidiaries Annual Report 2015 66 Notes to the Financial Statements - Year ended June 30, 2015 2 SIGNIFICANT ACCOUNTING POLICIES (continued) 2.4 Intangible assets (continued) (b) Computer software Acquired computer software licences are capitalised on the basis of costs incurred to acquire and bring to use the specific software and are amortised over their estimated useful lives (3 - 10 years). Costs associated with developing or maintaining computer software are recognised as an expense as incurred. 2.5 Investments in subsidiaries Separate financial statements of the investor Investments in subsidiaries are carried at cost. The carrying amount is reduced to recognise any impairment in the value of individual investments. Consolidated financial statements Subsidiaries are all entities (including structured entities) over which the Group has control. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvment with the entity and has the ability to affect those returns through its power over the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are de-consolidated from the date that control ceases. The acquisition method of accounting is used to account for business combinations by the group. The consideration transferred for the acquisition of a subsidiary is the fair values of the assets transferred, the liabilities incurred and the equity interests issued by the group. The consideration transferred includes the fair value of any asset or liability resulting from a contingent consideration arrangement. Acquisition-related costs are expensed as incurred. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. On an acquisition-by-acquisition basis, the group recognises any non-controlling interests in the acquiree either at fair value or at the non-controlling interest’s proportionate share of the acquiree’s net assets. The excess of the consideration transferred, the amount of any non-controlling interest in the acquiree and the acquisitiondate fair value of any previous equity interest in the acquiree over the fair value of the identifiable net assets acquired is recorded as goodwill. If this is less than the fair value of the net assets of the subsidiary acquired in the case of a bargain purchase, the difference is recognised directly in profit or loss as a bargain purchase gain. Inter-company transactions, balances and unrealised gains on transactions between group companies are eliminated. Unrealised losses are also eliminated. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Group. Transactions with non-controlling interests The Group treats transactions with non-controlling interests as transactions with equity owners of the group. For purchases from non-controlling interests, the difference between any consideration paid and the relevant share acquired of the carrying value of net assets of the subsidiary is recorded in equity. Gains or losses on disposals to non-controlling interests are also recorded in equity. Disposal of subsidiaries When the Group ceases to have control or significant influence, any retained interest in the entity is remeasured to its fair value, with the change in carrying amount recognised in profit or loss. The fair value is the initial carrying amount for the purposes of subsequently accounting for the retained interest as an associate, joint venture or financial assets. In additions, any amounts previously recognised in other comprehensive income in respect of that entity are accounted for as if the Group had directly disposed of the related assets or liabilities. This may mean that amounts previously recognised in other comprehensive income are reclassified to profit or loss. Medine Limited and its Subsidiaries Annual Report 2015 Notes to the Financial Statements - Year ended June 30, 2015 67 2 SIGNIFICANT ACCOUNTING POLICIES (continued) 2.6 Investments in associates Separate financial statements of the investor Investments in associated companies are carried at cost. The carrying amount is reduced to recognise any impairment in the value of individual investments. Consolidated financial statements An associate is an entity over which the Group has significant influence but not control, or joint control, generally accompanying a shareholding between 20% and 50% of the voting rights. Investments in associates are accounted for using the equity method. Investments in associates are initially recognised at cost as adjusted by post acquisition changes in the group’s share of the net assets of the associate less any impairment in the value of individual investments. Any excess of the cost of acquisition over the Group’s share of the net fair value of the associate’s identifiable assets and liabilities recognised at the date of acquisition is recognised as goodwill, which is included in the carrying amount of the investment. Any excess of the Group’s share of the net fair value of identifiable assets and liabilities over the cost of acquisition, after assessment, is included as income in the determination of the Group’s share of the associate’s profit or loss. When the Group’s share of losses exceeds its interest in an associate, the Group discontinues recognising further losses, unless it has incurred legal or constructive obligation or made payments on behalf of the associate. Unrealised profits and losses are eliminated to the extent of the Group’s interest in the associate. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. Where necessary, appropriate adjustments are made to the financial statements of associates to bring the accounting policies used in line with those adopted by the Group. If the ownership interest in an associate is reduced but significant influence is retained, only a proportionate share of the amounts previously recognised in other comprehensive income are reclassified to profit or loss where appropriate. Dilution gains and losses arising in investments in associates are recognised in profit or loss. 2.7 Financial assets (a) Categories of financial assets The Group classifies its financial assets in the following categories: loans and receivables and available-for-sale financial assets. The classification depends on the purpose for which the investments were acquired. Management determines the classification of its investments at initial recognition and re-evaluates this designation at every reporting period. Available-for-sale financial assets Available-for-sale financial assets are non-derivatives that are either designated in this category or not classified in any of the other categories. They are included in non-current assets unless management intends to dispose of the investment within twelve months of the reporting period. (b) Recognition and measurement Initial measurement Purchases and sales of financial assets are recognised on trade-date, the date on which the Group commits to purchase or sell the asset. Investments are initially measured at fair value plus transaction costs for all financial assets. Subsequent measurement Available-for-sale financial assets are subsequently carried at their fair values. Investments in equity instruments that do not have a quoted market price in an active market and whose fair value cannot be reliably measured are measured at cost. Medine Limited and its Subsidiaries Annual Report 2015 68 Notes to the Financial Statements - Year ended June 30, 2015 2 SIGNIFICANT ACCOUNTING POLICIES (continued) 2.7 Financial assets (continued) (b) Recognition and measurement (continued) Subsequent measurement (continued) Unrealised gains and losses arising from changes in the fair value of financial assets classified as available-for-sale are recognised in other comprehensive income. When financial assets classified as available-for-sale are sold or impaired, the accumulated fair value adjustments are included in profit or loss as gains and losses on financial assets. The fair values of quoted investments are based on current bid prices. If the market for a financial asset is not active (and for unlisted securities), the Group establishes fair value by considering various valuation techniques. These include the use of recent arm’s length transactions, reference to other instruments that are substantially the same, discounted cash flows analysis, option pricing models refined to reflect the issuer’s specific circumstances, cost and dividend basis. Derecognition Financial assets are derecognised when the rights to receive cash flows from the investments have expired or have been transferred and the Group has transferred substantially all risks and rewards of ownership. (c) Impairment of financial assets classified as available-for-sale The Group assesses at the end of each reporting period whether there is objective evidence that a financial asset or a group of financial assets is impaired. In the case of equity investments classified as available-for-sale, a significant or prolonged decline in the fair value of the security below its cost is considered in determining whether the securities are impaired. If any such evidence exists for available-for-sale financial assets, the cumulative loss measured as the difference between acquisition cost and the current fair value, less any impairment loss on that financial asset previously recognised in equity is removed from equity and recognised in profit or loss. Impairment losses recognised in profit or loss for an investment in an equity instrument classified as available-for-sale are not reversed through profit or loss. 2.8 Trade receivables Trade receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for impairment of trade receivables is established when there is objective evidence that the Group will not be able to collect all amounts due according to the original terms of receivables. The amount of the provision is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the effective interest rate. The amount of provision is recognised in profit or loss. 2.9 Borrowings Borrowings are recognised initially at fair value being their issue proceeds net of transaction costs incurred. Borrowings are subsequently stated at amortised cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognised in profit or loss over the period of the borrowings using the effective interest method. Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least twelve months after the end of the reporting period. 2.10Trade and other payables Trade and other payables are stated at their fair value and subsequently measured at amortised cost using the effective interest method. 2.11Cash and cash equivalents Cash and cash equivalents include cash in hand, deposits held at call with banks and bank overdraft. Bank overdraft is shown within borrowings in current liabilities on the statement of financial position. Medine Limited and its Subsidiaries Annual Report 2015 Notes to the Financial Statements - Year ended June 30, 2015 69 2 SIGNIFICANT ACCOUNTING POLICIES (continued) 2.12Share capital (a) Ordinary shares Ordinary shares are classified as equity. (b) Preference share capital Preference share capital is classified as equity and it is non-redeemable or redeemable only at the Company’s option, and any dividend is discretionary. Discretionary dividends thereon are recognised as distribution within equity upon approval by the Company’s shareholders. 2.13Biological assets (a) Bearer biological assets Sugar cane plantations Sugar cane plantations are carried at their fair value. The fair value is measured at cost less amortisation. These relate to cane replantation costs and are amortised over a period of 8 years. (b) Consumable biological assets Standing sugar cane crop Standing canes are measured at their fair value. The fair value of standing canes is the present value of expected net cash flows from the standing canes discounted at the relevant market determined pre-tax rate. (c) Consumable biological assets (continued) Other crops and plants Other crops and plants are measured at their fair value. The fair value of the other crops and plants is the present value of expected net cash flows from the sale of the other crops and plants, discounted at the relevant market determined pre-tax rate. (d)Changes in fair value of bearer biological assets and consumable biological assets are recognised in profit or loss. 2.14Deferred Expenditure (a) Land Development and Expenditure Land Development and Expenditure is in respect of costs incurred to prepare land in a saleable condition that is to be sold and is released to profit or loss on disposal. (b) Voluntary Retirement Scheme VRS costs (net of refunds under the Multi Annual Adaptation Scheme and pension obligations previously provided for) are carried forward on the basis that under the Scheme, the Company acquires the right to sell land on which no conversion taxes are payable. The VRS costs will be recouped through the sale of these lands. These amounts are amortised over a period of 5 years. The amortisation is reviewed and reassessed yearly to ascertain the adequacy of the yearly charge taking into account the right exercised. 2.15Current and deferred income taxes The tax expense for the period comprises of current and deferred tax. Tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. Current tax The current income tax charge is based on taxable income for the year calculated on the basis of tax laws enacted or substantively enacted by the end of the reporting period. Medine Limited and its Subsidiaries Annual Report 2015 70 Notes to the Financial Statements - Year ended June 30, 2015 2 SIGNIFICANT ACCOUNTING POLICIES (continued) 2.15Current and deferred income taxes (continued) Deferred tax Deferred income tax is provided in full, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. However, if the deferred income tax arises from initial recognition of an asset or liability in a transaction, other than a business combination, that at the time of the transaction affects neither accounting nor taxable profit or loss, it is not accounted for. Deferred income tax is determined using tax rates that have been enacted or substantively enacted at the reporting date and are expected to apply in the period when the related deferred income tax asset is realised or the deferred income tax liability is settled. Deferred tax assets are recognised to the extent that it is probable that future taxable profit will be available against which deductible temporary differences can be utilised. For the purposes of measuring deferred tax liabilities and deferred tax assets for investment properties that are measured using the fair value model, the carrying amounts of such properties are presumed to be recovered entirely through sale, unless the presumption is rebutted. The presumption is rebutted when the investment property is depreciable and is held within a business model whose objective is to consume substantially all of the economic benefits embodies in the investment property over time, rather than through sale. 2.16Inventories Inventories are stated at the lower of cost and net realisable value. Cost is determined by the weighted average method. The cost of finished goods and work in progress comprises raw materials, direct labour, other direct costs and related production overheads, but excludes interest expenses. Net realisable value is the estimate of the selling price in the ordinary course of business, less the costs of completion and selling expenses. 2.17Retirement benefit obligations (a) Defined contribution plans A defined contribution plan is a pension plan under which the company pays fixed contributions into a separate entity. The Group has not legal or constructive obligations to pay further contributions if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods. Payments to defined contribution plans are recognised as an expense when employees have rendered services that entitle them to the contributions. (b) Defined benefit plans A defined benefit plan is a pension plan that is not a defined contribution plan. Typically defined benefit plans define an amount of pension benefit that an employee will receive on retirement, usually dependent on one or more factors such as age, years of service and compensation. The liability recognised in the statement of financial position in respect of defined benefit pension plans is the present value of the defined benefit obligation at the end of the reporting period less the fair value of plan assets. The defined benefit obligation is calculated annually by independent actuaries using the projected unit credit method. Remeasurement of the net defined benefit liability, which comprise actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions, the return on plan assets (excluding interest) and the effect of the asset ceiling (if any, excluding interest), is recognised immediately in other comprehensive income in the period in which they occur. Remeasurements recognised in other comprehensive income shall not be reclassified to profit or loss in subsequent period. The Group determines the net interest expense/(income) on the net defined benefit liability/(asset) for the period by applying the discount rate used to measure the defined benefit obligation at the beginning of the annual period to the net defined benefit liability/(asset), taking into account any changes in the net defined liability/(asset) during the period as a result of contributions and benefit payments. Net interest expense/(income) is recognised in profit or loss. Service costs comprising current service cost, past service cost, as well as gains and losses on curtailments and settlements are recognised immediately in profit or loss. Medine Limited and its Subsidiaries Annual Report 2015 Notes to the Financial Statements - Year ended June 30, 2015 71 2 SIGNIFICANT ACCOUNTING POLICIES (continued) 2.17Retirement benefit obligations (continued) (c) Gratuity on retirement Artisans and labourers of sugar companies are entitled to a gratuity on death or retirement, based on years of service. This item is not funded. The benefits accruing under this item are calculated by an actuary and have been accounted for in the financial statements. For employees who are not covered by the above pension plans, the net present value of gratuity on retirement payable under the Employment Rights Act 2008 is calculated by an actuary and provided for. The obligations arising under this item are not funded. 2.18 Foreign currencies (a)Functional and presentation currency Items included in the financial statements (of each of the Group’s entities) are measured using Mauritian rupees, the currency of the primary economic environment in which the entity operates (“functional currency”). The consolidated financial statements are presented in Mauritian rupees, which is the company’s functional and presentation currency. All values are rounded to the nearest thousand (Rs’000) except where otherwise indicated. (b)Transactions and balances Foreign currency transactions are translated into the functional currency using the exchange rates prevailing on the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss. Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in profit or loss within ‘finance income or cost’. All other foreign exchange gains and losses are presented in profit or loss within ‘other (losses)/gains – net’. Non-monetary items that are measured at historical cost in a foreign currency are translated using the exchange rate at the date of the transaction. Non-monetary items that are measured at fair value in a foreign currency are translated using the exchange rates at the date the fair value was determined. 2.19Impairment of non-financial assets Assets that have an indefinite useful life are not subject to amortisation and are tested annually for impairment. Assets that are subject to amortisation are 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 carrying amount of the asset exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (cash-generating units). 2.20Accounting for leases Leases are classified as finance leases where the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease. Finance leases are capitalised at the lease’s inception at the lower of the fair value of the leased property and the present value of the minimum lease payments. Each lease payment is allocated between the liability and finance charges so as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges are charged to profit or loss unless they are attributable to qualifying assets in which case, they are capitalised in accordance with the policy on borrowing costs. The property, plant and equipment acquired under finance leasing contracts is depreciated over the useful life of the asset. Medine Limited and its Subsidiaries Annual Report 2015 72 Notes to the Financial Statements - Year ended June 30, 2015 2 SIGNIFICANT ACCOUNTING POLICIES (continued) 2.21Operating leases Assets leased out under operating leases are included in investment properties in the statement of financial position. The carrying amounts of investment properties represent their fair value. Rental income is recognised in profit or loss on a straight line basis over the lease term. 2.22Borrowing costs Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets are capitalised until such time as the assets are substantially ready for their intended use or sale. Other borrowing costs are expensed. 2.23Dividend distribution Dividend distribution to the company’s shareholders is recognised as a liability in the financial statements in the period in which the dividends are declared. 2.24Revenue recognition Revenue is measured at the fair value of the consideration received or receivable, and represents amounts receivable for goods supplied and services rendered, stated net of discounts, returns, value added taxes, rebates and other similar allowances and after eliminating sales within the Group. (a) Sales of goods Sales of goods are recognised when the goods are delivered and titles have passed, at which time all of the following conditions are satisfied: • the Group has transferred to the buyer the significant risks and rewards of ownership of the goods; • the Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold; • the amount of revenue can be measured reliably; • it is probable that the economic benefits associated with the transaction will flow to the Group; and • the costs incurred or to be incurred in respect of the transaction can be measured reliably. The recognition of sugar and molasses proceeds is based on total production of the crop year. Bagasse proceeds are accounted for in the year in which it is received. Sugar prices are based on the recommendations made to all sugar companies by the Mauritius Chamber of Agriculture after consultation with the Mauritius Sugar Syndicate. Any differences between the recommended prices and the final prices are reflected in profit or loss of the period in which they are established. (b) Rendering of services Revenue from rendering of services are recognised in the accounting year in which the services are rendered. (by reference to the completion of the specific transaction assessed on the basis of the actual service provided as a proportion of total services to be provided.) Sales of services (golf playing rights) are recognised in the accounting year in which the services are rendered (by reference to completion of the specific transaction assessed on the basis of the actual service provided as a proportion of total services to be provided). Admission fee that permits only membership of the golf club is recognised as revenue when no significant uncertainty as to its collectibility exists. (c)Other revenues earned by the Group are recognised on the following bases: • Dividend income is recognised when the shareholder’s right to receive payment is established. •Interest income is recognised on a time-proportion basis using the effective interest method. When a receivable is impaired, the Group reduces the carrying amount to its recoverable amount, being the estimated future cash flow discounted at original effective interest rate, and continues unwinding the discount as interest income. Interest income on impaired loans is recognised either as cash is collected or on a cost-recovery basis as conditions warrant. Medine Limited and its Subsidiaries Annual Report 2015 Notes to the Financial Statements - Year ended June 30, 2015 73 2 SIGNIFICANT ACCOUNTING POLICIES (continued) 2.24Revenue recognition (continued) (c)Other revenues earned by the Group are recognised on the following bases (continued): • Rental income and management fee are recognised on an accruals basis in accordance with the substance of the relevant agreements. •Other income – on an accrual basis unless collectibility is in doubt. 2.25Sale of land The profit arising on sale of land is recognised in profit or loss on the date the deed of sale is signed and the corresponding debtor accounted in the statement of financial position. All other prepayments collected in respect of sale of land are credited to ‘’Deposit on sale of land’’ in the statement of financial position. 2.26Provisions Provisions are recognised when the Group has a present legal or constructive obligation as a result of past events; it is probable that an outflow of resources that can be reliably estimated will be required to settle the obligation. 2.27Segment reporting Segment information presented relates to operating segments that engage in business activities for which revenues are earned and expenses incurred. 3 FINANCIAL RISK MANAGEMENT 3.1 Financial Risk Factors The Group’s activities expose it to a variety of financial risks, including: • Foreign exchange risk; • Credit risk; • Interest rate risk; • Liquidity risk; • Equity market price risk; and • Market risk. A description of the significant risk factors is given below together with the risk management policies applicable. Foreign exchange risk The Group is exposed to foreign exchange risk arising from various currency exposures primarily with respect to US dollars, Euros and GBP. Foreign exchange risk arises from future commercial transactions, recognised assets and liabilities. The group’s dealings in foreign currency purchases is managed by seeking the best rates. Fluctuations arising on purchase transactions are partly offset by sales transactions, effected in US dollars, Euros and GBP to some extent. The Group At June 30, 2015, if the rupee had weakened/strengthened by 1% against the US dollar/Euro/GBP with all variables held constant, post tax profit of the group for the year would have been Rs.580,000 (2014: Rs.447,000) higher/lower, mainly as a result of foreign exchange gains/losses on translation of US dollar/Euro/GBP denominated assets. Medine Limited and its Subsidiaries Annual Report 2015 74 Notes to the Financial Statements - Year ended June 30, 2015 3 FINANCIAL RISK MANAGEMENT (continued) 3.1 Financial Risk Factors (continued) Foreign exchange risk (continued) Profit is more sensitive to movement in exchange rates in 2015 than 2014 because of the increased amount of US dollar/ Euro/GBP denominated assets. USD EURO GBP MUR Total 2015 Rs’000 Rs’000 Rs’000 Rs’000 Rs’000 Bank balances Trade and other receivables 2014 Bank balances Trade and other receivables 407 300 4,786 47,228 427 432 10,706 274,169 16,326 322,129 USD Rs’000 EURO Rs’000 GBP Rs’000 MUR Rs’000 Total Rs’000 26 146 1,329 43,588 78 508 10,758 326,950 12,191 371,192 The Holding Company At June 30, 2015, if the rupee had weakened/strengthened by 1% against the US dollar/Euro/GBP with all variables held constant, post tax profit of the company for the year would have been Rs. 17,000 (2014: Rs.50,000) higher/lower, mainly as a result of foreign exchange gains/losses on translation of US dollar/Euro/GBP denominated bank balances. Profit is less sensitive to movement in exchange rates in 2015 than 2014 because of the decreased amount of US dollar/Euro/ GBP denominated bank balances. Credit risk Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual obligations and arises principally from the Group’s trade and other receivables. The amounts presented in the statement of financial position are net of allowances for doubtful receivables, estimated by the Group’s management based on prior experience and the current economic environment. The Group has no significant concentration of credit risk, with exposure spread over a large number of counterparties and customers. The Group has policies in place to ensure that sales of products and services are made to customers with an appropriate credit history. Cash transactions are limited to high credit quality financial institutions. The Group has policies that limit the amount of credit exposure to any financial institution. The table below shows the credit concentration of the group and the company at the end of the reporting period: Counterparties 10 major counterparties per company Others (diversified risk) The Group The Holding Company 2015 % 2014 % 2015 % 2014 % 58 42 62 38 60 40 57 43 100 100 100 100 Management does not expect any losses from non-performance of these customers. Interest rate risk The Group’s income and operating cash flows are exposed to interest rate risk as it sometimes borrows at variable rates. The Group has interest-bearing assets. The Group At June 30, 2015, if the interest rates on rupee-denominated borrowings had been 1% lower/higher with all other variables held constant, post-tax profit for the year would have been Rs.38,165,000 (2014: Rs.17,564,000) higher/lower, mainly as a result of lower/higher interest expense on floating rate borrowings. Medine Limited and its Subsidiaries Annual Report 2015 Notes to the Financial Statements - Year ended June 30, 2015 75 3 FINANCIAL RISK MANAGEMENT (continued) 3.1 Financial Risk Factors (continued) Interest rate risk (continued) The Group (continued) The above risk is mitigated by the interest-bearing assets as follows: At June 30, 2015, if the interest rates on rupee-denominated bank balances and interest bearing assets had been 1% lower/higher with all other variables held constant, post-tax profit for the year would have been Rs.3,123,000 (2014: Rs.7,583,000) lower/higher, mainly as a result of lower/higher interest income on bank balances. The Holding Company At June 30, 2015, if the interest rates on rupee-denominated borrowings had been 1% lower/higher with all other variables held constant, post-tax profit for the year would have been Rs. 11,184,000 (2014: Rs.8,417,000) higher/lower, mainly as a result of lower/higher interest expense on floating rate borrowings. The above risk is mitigated by the interest-bearing assets as follows: At June 30, 2015, if the interest rates on rupee-denominated bank balances and interest bearing assets had been 1% lower/higher with all other variables held constant, post-tax profit for the year would have been Rs. 3,123,000 (2014: Rs.6,400,000) lower/higher, mainly as a result of lower/higher interest income on bank balances and interest bearing assets. Liquidity risk Liquidity risk is the risk that the Group will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivery of cash or another financial asset. Prudent liquidity risk management implies maintaining sufficient cash and marketable securities, the availability of funding through an adequate amount of committed credit facilities and the ability to close out market positions. The Group aims at maintaining flexibility in funding by keeping committed credit lines available. The table below analyses the Group’s financial liabilities into relevant maturity groupings based on the remaining period at the end of the reporting period to the contractual maturity date. Less than 1 year Rs’000 Between 1 and 2 years Rs’000 Between 2 and 5 years Rs’000 Over 5 years Rs’000 Total Rs’000 At June 30, 2015 Bank overdrafts Finance Lease Bank loans Trade and other payables 336,564 467 719,737 967,896 - 494 233,541 - - 2,885 796,297 - - - 694,015 - 336,564 3,846 2,443,590 967,896 At June 30, 2014 Bank overdrafts Bank loans Trade and other payables 206,101 710,542 939,799 - 147,529 - - 602,270 - - 552,077 - 206,101 2,012,418 939,799 Less than 1 year Rs’000 Between 1 and 2 years Rs’000 Between 2 and 5 years Rs’000 Over 5 years Rs’000 Total Rs’000 At June 30, 2015 Bank overdrafts Bank loans Finance Lease Amount due to group companies Trade and other payables 177,578 663,143 467 13,978 736,178 - 60,143 494 - - - 295,286 2,885 - - - 15,071 - - - 177,578 1,033,643 3,846 13,978 736,178 At June 30, 2014 Bank overdrafts Bank loans Amount due to group companies Trade and other payables 124,389 551,110 4,845 805,510 - 60,142 - - - 90,286 - - - 45,215 - - 124,389 746,753 4,845 805,510 The Group The Holding Company Medine Limited and its Subsidiaries Annual Report 2015 76 Notes to the Financial Statements - Year ended June 30, 2015 3 FINANCIAL RISK MANAGEMENT (continued) 3.1 Financial Risk Factors (continued) Equity market price risk The Group is susceptible to equity market price risk arising from uncertainties about future prices of the equity securities because of investments held by the Group and classified on the statement of financial position as available-for-sale. To manage its price risk arising from investments in equity securities, the Group diversifies its portfolio. Sensitivity analysis The table below summarises the impact of increases/decreases in the fair value of the investments on equity. The analysis is based on the assumption that the fair value has increased/decreased by 5% Impact on equity The Group Available-for-sale Market risk The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 4,633 3,681 4,633 3,681 The Group is exposed to market risk arising from changes in sugar prices and the incidence of the exchange rate. This risk will directly impact on future crop proceeds. The risk is not hedged. 3.2 Fair value estimation The fair value of financial instruments traded in active markets is based on quoted market prices at the end of the reporting period. A market is regarded as active if quoted prices are readily and regularly available from an exchange, dealer, broker, industry group, pricing service, or regulatory agency, and those prices represent actual and regularly occurring market transactions on an arm’s length basis. The quoted market price used for financial assets held by the Group is the current bid price. These instruments are included in level 1. Instruments included in level 1 comprise primarily quoted equity investments classified as trading securities or availablefor-sale. The fair value of financial instruments that are not traded in an active market is determined using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on specific estimates. If all significant inputs required to fair value an instruments are observable, the instument is included in level 2. If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3. The nominal value less estimated credit adjustments of trade receivables and payables are assumed to approximate their fair values. The fair value of financial liabilities for disclosure purposes is estimated by discounting the future contractual cashflows at the current market interest rate that is available to the Group for similar financial instruments. 3.3 Biological assets The Group is exposed to fluctuations in the price of sugar and the incidence of exchange rate, which affect both the crop proceeds and the fair value of biological assets. The risk is not hedged. 3.4 Capital risk management The Group’s objectives when managing capital are: • to safeguard the entity’s ability to continue as a going concern, so that it can continue to provide returns for shareholders and benefits for other stakeholders; and • to provide an adequate return to shareholders by pricing products and services commensurately with the level of risk. Medine Limited and its Subsidiaries Annual Report 2015 Notes to the Financial Statements - Year ended June 30, 2015 77 3 FINANCIAL RISK MANAGEMENT (continued) 3.4 Capital risk management (continued) The Group sets the amount of capital in proportion to risk. The Group manages the capital structure and makes adjustments to it in the light of changes in economic conditions and the risk characteristics of the underlying assets. In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares, or sell assets to reduce debt. Consistently with others in the industry, the Group monitors capital on the basis of the debt-to-adjusted capital ratio. This ratio is calculated as net debt to adjusted capital. Net debt is calculated as total debt (as shown in the Statement of financial position) less cash and cash equivalents. Adjusted capital comprises all components of equity (ie share capital, share premium, non-controlling interests, retained earnings, and revaluation surplus and other reserves). During 2015, the Group’s strategy, which was unchanged from 2014, was to maintain the debt-to-adjusted capital ratio at the lower end, in order to secure access to finance at a reasonable cost. The debt-to-adjusted capital ratios at June 30, 2015 and at June 30, 2014 were as follows: The Group 2015 Rs’000 The Holding Company 2015 Rs’000 2014 Rs’000 2014 Rs’000 Total debt (note 20) Less: cash and cash equivalents (note 37) 2,784,000 (16,326) 2,218,519 (12,191) 1,215,067 (5,226) 871,142 (8,551) Net debt 2,767,674 2,206,328 1,209,841 862,591 Total equity Add: subordinated debt instruments 8,513,141 - 8,708,974 - 9,350,111 - 9,114,904 - Adjusted capital 8,513,141 8,708,974 9,350,111 9,114,904 0.33:1 0.25 : 1 0.13:1 0.09:1 Debt-to-adjusted capital ratio The increase in the debt-to-adjusted capital ratio during 2015 resulted primarily from the increase in borrowings to finance the capital expenditure of the Group. There were no changes in the Group’s approach to capital risk management during the year. 4 CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS Estimates and judgements are continuously evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. Critical accounting estimates and assumptions The Group makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below. (a) Impairment of available-for-sale financial assets The Group follows the guidance of IAS 39 on determining when an investment is other-than-temporarily impaired. This determination requires significant judgement. In making this judgement, the Group evaluates, among other factors, the duration and extent to which the fair value of an investment is less than its cost, and the financial health of and near-term business outlook for the investee, including factors such as industry and sector performance, changes in technology and operational and financing cash flow. (b) Biological assets (i) Bearer biological assets - Sugar cane plantations The fair value of sugar cane plantations has been estimated based on the cost of land preparation and planting of bearer canes. Medine Limited and its Subsidiaries Annual Report 2015 78 Notes to the Financial Statements - Year ended June 30, 2015 4 CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS (continued) (b) Biological assets (continued) (ii) Consumable biological assets - Standing Sugar Canes The fair value of standing sugar canes crop has been arrived at by discounting the present value (PV) of expected net cash flows from standing canes discounted at the relevant market determined pre-tax rate. The expected cash flows have been computed by estimating the expected crop and the sugar extraction rate and the forecasts of sugar prices which will prevail in the coming year. The harvesting costs and other direct expenses are based on the yearly budget of the company. Other key assumptions for biological assets are disclosed in Note 12. (c) Land The land of the Group were valued at June 30, 2006 at fair value based on the valuation report made by JPW International Ltd, Property Surveyor, on an open market value basis. The valuation was computed by reference to market prices for similar properties. (d) Investment properties Investment properties, held to earn rentals/or for capital appreciation or both and not occupied by the Group/Company is carried at fair value with changes in fair value being recognised in profit or loss. Investment properties consist of freehold land and buildings. Freehold land of the group and the holding company classified as investment properties have been valued at their open market value on June 30, 2006 by JPW International Ltd (Property Surveyor). Buildings classified as investment properties have been valued at cost less accumulated depreciation. The directors are of opinion that the carrying amounts of the investment properties represent their fair value. (e) Pension benefits The present value of the pension obligations depends on a number of factors that are determined on an actuarial basis using a number of assumptions. The assumptions used in determining the net cost (income) for pensions include the discount rate. Any changes in these assumptions will impact the carrying amount of pension obligation. The Group determines the appropriate discount rate at the end of each year. This is the interest rate that should be used to determine the present value of estimated future cash outflows expected to be required to settle the pension obligations. In determining the appropriate discount rate, the Group considers the interest rates of high-quality corporate bonds that are denominated in the currency in which the benefits will be paid, and that have terms to maturity approximating the terms of the related pension obligation. Other key assumptions for pension obligation are based in part on current market conditions. Additional information is disclosed in Note 21. (f) Limitations of sensitivity analysis Sensitivity analysis in respect of market risk demonstrates the effect of a change in a key assumption while other assumptions remain unchanged. In reality, there is a correlation between the assumptions and other factors. It should also be noted that these sensitivities are non-linear and larger or smaller impacts should not be interpolated or extrapolated from these results. Sensitivity analysis does not take into consideration that the Group’s assets and liabilities are managed. Other limitations include the use of hypothetical market movements to demonstrate potential risk that only represent the Group’s view of possible near-term market changes that cannot be predicted with any certainty. (g) Impairment of assets Property, plant and equipment, investment properties and intangible assets are considered for impairment if there is a reason to believe that impairment may be necessary. Factors taken into consideration in reaching such a decision include the economic viability of the asset itself and where it is a component of a larger economic unit, the viability of that unit itself. Medine Limited and its Subsidiaries Annual Report 2015 Notes to the Financial Statements - Year ended June 30, 2015 79 4 CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS (continued) (g) Impairment of assets (continued) Future cash flows expected to be generated by the assets or cash-generating units are projected, taking into account market conditions and the expected useful lives of the assets. The present value of these cash flows, determined using an appropriate discount rate, is compared to the current net asset value and, if lower, the assets are impaired to the present value. Cash flows which are utilised in these assessments are extracted from the yearly budget. (h) Fair value of securities not quoted in an active market The fair value of securities not quoted in an active market may be determined by the Group using valuation techniques including third party transaction values, earnings, net asset value, cost, dividend or discounted cash flows, whichever is considered to be appropriate. The Group would exercise judgement and estimates on the quality and quantity of pricing sources used. Changes in assumptions about these factors could affect the reported fair value of financial instruments. (i) Asset lives and residual values Property, plant and equipment are depreciated over its useful life taking into account residual values, where appropriate. The actual lives of the assets and residual values are assessed annually and may vary depending on a number of factors. In reassessing asset lives, factors such as technological innovation, product life cycles and maintenance programmes are taken into account. Residual value assessments consider issues such as future market conditions, the remaining life of the asset and projected disposal values. Consideration is also given to the extent of current profits and losses on the disposal of similar assets. (j) Depreciation policies Property, plant and equipment are depreciated to their residual values over their estimated useful lives. The residual value of an asset is the estimated net amount that the Company would currently obtain from the disposal of the asset, if the asset were already of the age and in condition expected at the end of its useful life. The directors therefore make estimates based on historical experience and use best judgement to assess the useful lives of assets and to forecast the expected residual values of the asset at the end of their expected useful lives. (k) Deferred tax on investment properties For the purposes of measuring deferred tax liabilities or deferred tax assets arising from investment properties the directors reviewed the Group’s investment property portfolio and concluded that none of the Group’s investment properties are held under a business model whose objective is to consume substantially all of the economic benefits embodied in the investment properties over time, rather than through sales. Therefore, in determining the Group’s deferred taxation on investment properties, the directors have determined that the presumption that the carrying amounts of investment properties measured using the fair value model are recovered entirely through sale is not rebutted. As a result, the Group has not recognised any deferred taxes on changes in fair value of investment properties as the Group is not subject to any capital gain taxes on disposal of its investment properties. Medine Limited and its Subsidiaries Annual Report 2015 Medine Limited and its Subsidiaries Annual Report 2015 - - - 111 111 - 111 - (175,140) - 7,081,649 82,598 6,999,051 7,081,649 At June 30, 2015 - Cost - Valuation 7,081,649 NET BOOK VALUE At June 30, 2015 8 103 249,116 14,399 13,388 1,011 - - - 263,515 259,515 4,000 263,515 - - 4,000 - - - 259,515 - - 259,515 - 337,698 499,128 451,841 47,296 (9) - - 836,826 463,797 373,029 836,826 - - - - - - 752,477 84,371 (22) 379,448 373,029 2,385 8,708 8,576 132 - - - 11,093 6,372 4,721 11,093 - - - - - - 11,093 - - 6,372 4,721 85,377 548,570 532,934 20,896 (5,260) - - 633,947 633,947 - 633,947 - - - - - - 631,115 8,092 (5,260) 631,115 - 32,385 191,352 200,005 9,508 (18,148) - (13) 223,737 219,297 4,440 223,737 - (38) - - - - 228,963 13,762 (18,950) 224,523 4,440 Cultivation Transport Equipment Equipment Rs’000 Rs’000 25,885 414 - 414 - - - 26,299 26,299 - 26,299 - - - - - - - 26,299 - - - 31,680 21,347 50,120 11,223 (39,996) - - 53,027 53,027 - 53,027 5,616 - - - - - 95,464 6,667 (54,720) 95,464 - 1,276,096 588,120 531,195 67,915 (28,963) 18,010 (37) 1,864,216 1,835,054 29,162 1,864,216 26,661 (470) 8,270 - 21,243 (102,269) 1,405,139 551,723 (46,081) 1,383,985 21,154 208,034 19,309 17,916 1,393 - - - 227,343 227,343 - 227,343 - - - - - - 227,343 - - 227,343 - Other Residential Buildings, Golf Buildings & Farming Course Welfare Equipment and Animals Equipment & Structures Infrastructure Rs’000 Rs’000 Rs’000 Rs’000 32,277 (233,972) 12,270 (107,296) 40,243 (102,269) 11,044,490 816,174 (125,033) 3,378,659 7,665,831 Total Rs’000 3,962,481 7,414,403 155,121 - - - - - - 9,485,434 1,891,450 1,806,078 159,788 (92,376) 18,010 (50) 155,121 11,376,884 155,121 - 155,121 11,376,884 - (58,324) - - - - 88,185 125,260 - 88,185 - Work in progress Rs’000 Borrowing costs of Rs.5,573,000 (note 31) arising on the financing of the construction cost of building and structures of Rs.434,838,000 have been capitalised and have been included in ‘Additions’. This represents a capitalisation rate of 1.2% for the borrowing cost of the loan used to finance the project. Note (ii): The consolidation adjustments are in respect of the acquistion of Le Cabinet Ltd during the year ended June 30, 2015. Note (i): The consolidation adjustments are in respect of the disposal of the subsidiary company, Barachois Villas Company Limited and the decrease in the shareholding in Broll Property and Facility Management Limited from 100% to 50%. Hence, Broll Property and Facility Management Limited is now considered as an associate instead of a subsidiary company. - At June 30, 2015 103 - - - - - (107,296) - - - - - - 19,000 DEPRECIATION At July 1, 2014 Charge for the year Disposal adjustments Impairment loss Consolidation adjustment (note (i)) - - 111 - 111 - - 82,598 7,262,487 7,345,085 - - Additions Disposals Transfer to investment property (note 6) Transfer from investment property (note 6) Transfer to land development and expenditure (note 11(a)) Transfer from land development and expenditure (note 11(a)) Consolidation adjustment (note (i)) Consolidation adjustment (note (ii)) (i) COST AND VALUATION At July 1, 2014 - Cost - Valuation Factory Freehold Leasehold Improvement Buildings & Weighing Land Land to land Equipment Equipment Rs’000 Rs’000 Rs’000 Rs’000 Rs’000 PROPERTY, PLANT AND EQUIPMENT (a) The Group 5 80 Notes to the Financial Statements - Year ended June 30, 2015 At June 30, 2014 - Cost - Valuation 7,345,085 NET BOOK VALUE At June 30, 2014 8 103 - - - - - - - At June 30, 2014 103 - - - 111 - 111 (43,412) 7,345,085 7,345,085 - - 111 - - - 82,598 7,262,487 111 - - - 111 - Leasehold Land Rs’000 7,388,497 - - - 82,598 7,305,899 DEPRECIATION At July 1, 2013 Charge for the year Adjustment for assets scrapped Disposal adjustments Transfer to investment property (note 6) Additions Assets scrapped Disposals Transfer to investment property (note 6) Transfer from land development and expenditure (note 11(a)) Transfer to land development and expenditure (note 11(a)) (ii) COST AND VALUATION At July 1, 2013 - Cost - Valuation Freehold Land Rs’000 PROPERTY, PLANT AND EQUIPMENT (continued) (a) The Group (continued) 5 246,127 13,388 - - - 10,772 2,616 259,515 259,515 - 259,515 - 22,123 - 237,392 - - - 237,392 - Improvement to land Rs’000 300,636 451,841 - - - 425,780 26,061 752,477 379,448 373,029 752,477 - - - 729,596 22,881 - - 356,567 373,029 2,517 8,576 - - - 8,444 132 11,093 6,372 4,721 11,093 - - - 11,093 - - - 6,372 4,721 98,181 532,934 - - (5,173) 516,528 21,579 631,115 631,115 - 631,115 - - - 600,275 36,013 - (5,173) 600,275 - Factory Buildings & Weighing Cultivation Equipment Equipment Equipment Rs’000 Rs’000 Rs’000 28,958 200,005 - - (8,718) 197,101 11,622 228,963 224,523 4,440 228,963 - - - 224,821 12,964 - (8,822) 220,381 4,440 Transport Equipment Rs’000 45,344 50,120 - - (76) 31,623 18,573 95,464 95,464 - 95,464 - - - 83,160 12,447 - (143) 83,160 - Residential Buildings & Welfare Equipment Rs’000 873,944 531,195 (12) (2) (798) 457,973 74,034 1,405,139 1,383,985 21,154 1,405,139 - 68,157 (301) 1,315,259 23,494 (13) (1,457) 1,294,105 21,154 Other Buildings, Farming Equipment & Structures Rs’000 209,427 17,916 - - - 16,625 1,291 227,343 227,343 - 227,343 - - - 227,343 - - - 227,343 - Golf Course and Infrastructure Rs’000 88,185 - - - - - - 88,185 88,185 - 88,185 - - - - 88,185 - - - - Work in progress Rs’000 9,238,412 1,806,078 (12) (2) (14,765) 1,664,949 155,908 11,044,490 3,378,659 7,665,831 11,044,490 (43,412) 90,280 (301) 10,817,547 195,984 (13) (15,595) 3,108,304 7,709,243 Total Rs’000 Notes to the Financial Statements - Year ended June 30, 2015 81 Medine Limited and its Subsidiaries Annual Report 2015 82 Notes to the Financial Statements - Year ended June 30, 2015 5 PROPERTY, PLANT AND EQUIPMENT (continued) (a) The Group (continued) (iii)Additions include Rs.3,847,000 (2014:Rs.nil) of assets acquired under finance leases. (iv)Lease assets included in property, plant and equipment: Transport Equipment 2015 Rs’000 2014 Rs’000 Cost Accumulated depreciation 3,874 (123) - Net book amount 3,751 - (v)Freehold land of the Group have been valued at their open market value on June 30, 2006 by JPW International Ltd (Property Surveyor). The valuation was computed by reference to market prices for similar properties. Factory buildings and equipment, weighing equipment and transport equipment of a subsidiary, were valued by the directors on a replacement cost basis using indices provided by the Mauritius Sugar Authority. Revaluation of the said assets were made on an annual basis until December 31, 2004. Details of the Group’s property, plant and equipment measured at fair value and information about the fair value hierarchy as at June 30, 2015 are as follows: 2015 2014 Level 2 Rs’000 Level 3 Rs’000 Freehold land 6,999,051 Improvement to land - Factory buildings and equipment - Weighing equipment - Transport equipment - Other buildings, farming equipment and structures - - 4,000 373,029 4,721 4,440 29,162 7,262,487 - - - - - 373,029 4,721 4,440 21,154 415,352 7,262,487 403,344 Total 6,999,051 Level 2Level 3 Rs’000 Rs’000 The revaluation surplus net of deferred income taxes was credited to revaluation surplus in shareholders’ equity. As the land of the company has been valued using observable market data but there is no active market, it is within level 2 of the fair value hierarchy, while the factory buildings and equipment, weighing equipment, transport equipment and other buildings, farming equipment and structures are within level 3 of the fair value hierachy as they are based on unobservable inputs. The fair value of the freehold land was derived using the sales comparison approach in 2006. Sales prices of comparable land in close proximity are adjusted for differences in key attributes such as property size. The most significant input into this valuation approach is price per square metre. The fair values of the factory buildings and equipment, weighing equipment, transport equipment and other buildings, farming equipment and structures were determined on the basis of the costs from prior transactions, as adjusted on an annual basis up to December 31, 2004 using indices provided by the Mauritius Sugar Authority and on the basis of the estimated useful life of each asset. The fair values reflect the cost of a market participant to construct or acquire assets of comparable utility and age, adjusted for obsolescence. The indices provided by the Mauritius Sugar Authority is the most significant unobservable inputs used for the above valuation. Significant increases/(decreases) in the above estimated range of unobservable inputs in isolation would result in a significant (lower)/higher fair value. There were no movement in the opening balance and closing balance of the property, plant and equipment categorised within level 3 of the fair value hierarchy during the year. There has been no change to the valuation technique during the year. There were no transfers between levels 2 and 3 during the year. Medine Limited and its Subsidiaries Annual Report 2015 Notes to the Financial Statements - Year ended June 30, 2015 83 5 PROPERTY, PLANT AND EQUIPMENT (continued) (a) The Group (continued) (vi)If the property, plant and equipment were stated on the historical cost basis the amounts would be as follows: At June 30, 2015 Cost Accumulated depreciation Net book value At June 30, 2014 Cost Accumulated depreciation Net book value Land Rs’000 Factory Buildings & Equipment Rs’000 Weighing Equipment Rs’000 347,736 - 436,243 (295,771) 3,110 (1,897) 347,736 140,472 1,213 550,425 - 436,243 (273,915) 3,110 (1,819) 550,425 162,328 1,291 Transport Equipment Rs’000 5,828 (5,828) - 5,828 (5,828) - Other Buildings Rs’000 Total Rs’000 18,804 (15,785) 811,721 (319,281) 3,019 492,440 18,804 (14,820) 1,014,410 (296,382) 3,984 718,028 (vii)The above property, plant and equipment have been pledged as security for borrowings. (viii)Depreciation charge has been charged in operating expenses. Medine Limited and its Subsidiaries Annual Report 2015 Medine Limited and its Subsidiaries Annual Report 2015 - 111 111 - 111 6,611,020 39,391 6,571,629 6,611,020 At June 30, 2015 - Cost - Valuation - At June 30, 2015 NET BOOK VALUE At June 30, 2015 6,611,020 - - - - At July 1, 2014 Charge for the year Disposal adjustments Impairment loss 11 100 100 - - - - - DEPRECIATION - - - 111 - - 6,984,116 Additions - Disposals (284,800) Transfer from investment property (note 6) 19,000 Transfer to land development and expenditure (note 11(a)) (107,296) Transfer from land development and expenditure (note 11(a)) - 187,523 13,668 12,657 1,011 - - 201,191 201,191 - 201,191 201,191 - - 111 - 201,191 - Improvement to land Rs’000 39,391 6,944,725 At July 1, 2014 - Cost - Valuation (i) COST AND VALUATION Freehold Leasehold Land Land Rs’000 Rs’000 PROPERTY, PLANT AND EQUIPMENT (continued) (b) The Holding Company 5 16,788 43,695 42,908 787 - - 60,483 60,483 - 60,483 - - - 60,483 - - 60,483 - Factory Equipment Rs’000 376 943 911 32 - - 1,319 1,319 - 1,319 - - - 1,319 - - 1,319 - Weighing Equipment Rs’000 89,301 545,922 530,286 20,896 (5,260) - 635,223 635,223 - 635,223 - - - 632,391 8,092 (5,260) 632,391 - Cultivation Equipment Rs’000 22,863 171,261 181,070 7,648 (17,457) - 194,124 194,124 - 194,124 - - - 206,582 5,798 (18,256) 206,582 - 39,808 18,256 49,193 9,059 (39,996) - 58,064 58,064 - 58,064 5,616 - - 101,678 5,490 (54,720) 101,678 - Residential Buildings & Transport Welfare Equipment Equipment Rs’000 Rs’000 365,611 380,537 367,460 28,656 (33,589) 18,010 746,148 746,148 - 746,148 26,661 - 21,243 727,644 86,980 (116,380) 727,644 - Other Buildings and structures Rs’000 7,333,301 1,174,382 1,184,585 68,089 (96,302) 18,010 8,507,683 1,936,054 6,571,629 8,507,683 32,277 (107,296) 40,243 8,915,515 106,360 (479,416) 1,970,790 6,944,725 Total Rs’000 84 Notes to the Financial Statements - Year ended June 30, 2015 PROPERTY, PLANT AND EQUIPMENT (continued) 22,123 - - - 111 111 - 111 6,984,116 39,391 6,944,725 6,984,116 NET BOOK VALUE At June 30, 2014 6,984,116 - At June 30, 2014 11 100 - - 100 - - - - - At July 1, 2013 Charge for the year Disposal adjustments Transfer to investment property (note 6) DEPRECIATION 188,534 12,657 - 10,777 1,880 - 201,191 201,191 - 201,191 - - At June 30, 2014 - Cost - Valuation 179,068 - - 111 - - 7,027,528 Additions - Disposals - Transfer to investment property (note 6) - Transfer from land development and expenditure (note 11(a)) - Transfer to land development and expenditure (note 11(a)) (43,412) 179,068 - Improvement to land Rs’000 111 - Freehold Leasehold Land Land Rs’000 Rs’000 39,391 6,988,137 At July 1, 2013 - Cost - Valuation (i) COST AND VALUATION (b) The Holding Company (continued) 5 17,575 42,908 - 42,090 818 - 60,483 60,483 - 60,483 - - - 60,483 - - 60,483 - Factory Equipment Rs’000 408 911 - 879 32 - 1,319 1,319 - 1,319 - - - 1,319 - - 1,319 - Weighing Equipment Rs’000 102,105 530,286 - 513,880 21,579 (5,173) 632,391 632,391 - 632,391 - - - 601,551 36,013 (5,173) 601,551 - Cultivation Equipment Rs’000 25,512 181,070 - 177,437 11,000 (7,367) 206,582 206,582 - 206,582 - - - 201,127 12,926 (7,471) 201,127 - 52,485 49,193 - 31,674 17,595 (76) 101,678 101,678 - 101,678 - - - 89,984 11,837 (143) 89,984 - Residential Buildings & Transport Welfare Equipment Equipment Rs’000 Rs’000 360,184 367,460 (598) 328,171 40,685 (798) 727,644 727,644 - 727,644 - 68,157 (12,818) 658,934 14,828 (1,457) 658,934 - Other Buildings and structures Rs’000 7,730,930 1,184,585 (598) 1,105,008 93,589 (13,414) 8,915,515 1,970,790 6,944,725 8,915,515 (43,412) 90,280 (12,818) 8,820,105 75,604 (14,244) 1,831,968 6,988,137 Total Rs’000 Notes to the Financial Statements - Year ended June 30, 2015 85 Medine Limited and its Subsidiaries Annual Report 2015 86 Notes to the Financial Statements - Year ended June 30, 2015 5 PROPERTY, PLANT AND EQUIPMENT (continued) (b) The Holding Company (continued) (iii)Additions include Rs.3,847,000 (2014:Rs.nil) of assets acquired under finance leases. (iv)Lease assets included in property, plant and equipment: Transport Equipment 2015 Rs’000 2014 Rs’000 Cost Accumulated depreciation 3,874 (123) - Net book amount 3,751 - (v)Freehold land of the holding company have been valued at their open market value on June 30, 2006 by JPW International Ltd (Property Surveyor). The valuation was computed by reference to market prices for similar properties. Details of the Company’s property, plant and equipment measured at fair value and information about the fair value hierarchy as at June 30, 2015 are as follows: Level 2 Level 2 2015 2014 Rs’000 Rs’000 Freehold land 6,571,629 6,944,725 As the land of the company has been valued using observable market data but there is no active market, it is within level 2 of the fair value hierarchy. The fair value of the freehold land was derived using the sales comparison approach in 2006. Sales prices of comparable land in close proximity are adjusted for differences in key attributes such as property size. The most significant input into this valuation approach is price per square metre. (vi)If the property, plant and equipment were stated on the historical cost basis the amounts would be as follows: Land Net book value at June 30, 2015 and June 30, 2014 2015 Rs’000 2014 Rs’000 302,000 303,035 (vii)Above property, plant and equipment have been pledged as security for borrowings. (viii)Depreciation charge has been charged in operating expenses. (ix)If an item of owner-occupied property becomes an investment property because its use has changed, any difference resulting between the carrying amount and the fair value of this item at the date of transfer is treated in the same way as a revaluation under IAS 16. Any resulting increase in the carrying amount of the property is recognised in profit or loss to the extent that it reverses a previous impairment loss, with any remaining increase recognised in other comprehensive income and increase directly to equity in revaluation surplus within equity. Any resulting decrease in the carrying amount of the property is initially charged in other comprehensive income against any previously recognised revaluation surplus, with any remaining decrease charged to profit or loss. Medine Limited and its Subsidiaries Annual Report 2015 Notes to the Financial Statements - Year ended June 30, 2015 87 6 INVESTMENT PROPERTIES The Holding Company 2015 Rs’000 2014 Rs’000 1,260,880 67,275 (90,490) 1,190,442 8,888 - 2015 Rs’000 2014 Rs’000 VALUATION At July 1, Additions Disposal Transfer from land development and expenditure (note 11(a)) Transfer to property, plant and equipment (note 5 (b)) Transfer from property, plant and equipment (note 5 (b)) Decrease in fair value The Group At June 30, 262,663 68,166 (40,243) 102,269 (1,753) 1,560,601 - 289 (6,905) 1,260,880 547,146 - (90,490) 473,965 - 262,663 68,166 (40,243) - (7,230) 671,846 12,220 (7,205) 547,146 (a)Investment properties, held to earn rentals/or for capital appreciation or both and not occupied by the Group are carried at fair value. Investment properties consist of freehold land and buildings. Freehold land of the group and the holding company classified as investment properties have been valued at their open market value on June 30, 2006 by JPW International Ltd (Property Surveyor). Buildings classified as investment properties have been valued at cost less accumulated depreciation. The directors are of opinion that the carrying amounts of the investment properties represent their fair value. (b) Gains and losses arising from changes in the fair value of investment properties are included in profit or loss for the period in which they arise. (c) Rental income from the investment properties amounted to Rs.102,047,000 (2014: Rs.84,269,000) for the group and Rs. 34,128,000 (2014: Rs.29,916,000) for the company (notes 25 & 26). Direct operating expenses in respect of investment properties amounted to Rs.28,759,000 (2014: Rs.34,569,000) for the group and nil for the company. (d)The above investment properties have been pledged as security for borrowings. (e) Details of the Group’s investment properties measured at fair value and information about the fair value hierarchy as at June 30, 2015 are as follows: 2015 Freehold land Buildings 2014 Freehold land Buildings The Group The Holding Company Level 2 Rs’000 Level 3 Rs’000 Level 2 Rs’000 Level 3 Rs’000 467,276 - - 1,093,325 311,244 - 360,602 The Group The Holding Company Level 2 Rs’000 Level 3 Rs’000 Level 2 Rs’000 Level 3 Rs’000 467,276 - - 793,604 311,244 - 235,902 The fair value of the freehold land was derived using the sales comparison approach. Sales prices of comparable land in close proximity are adjusted for differences in key attributes such as property size. The most significant input into this valuation approach is price per square metre. The fair values of the buildings were determined on the basis of the costs from prior transactions and their respective estimated useful lives. The fair values reflect the cost of a market participant to construct assets of comparable utility and age, adjusted for obsolescence. Medine Limited and its Subsidiaries Annual Report 2015 88 Notes to the Financial Statements - Year ended June 30, 2015 6 INVESTMENT PROPERTIES (continued) The most significant unobservable inputs used for the above valuation are as follows: Description of unobservable inputs Unobservable inputs Depreciation rate 1% Buildings Significant increases/(decreases) in the above estimated range of unobservable inputs in isolation would result in a significant (lower)/higher fair value. The movement in fair value measurements of investment properties using significant unobservable inputs are as follows: The Group The Holding Company Buildings Rs’000 Buildings Rs’000 793,604 67,275 (90,490) 235,902 (90,490) 262,663 262,663 (40,243) (40,243) 102,269 (1,753) (7,230) At July 1, 2014 Additions Disposal Transfer from land development and expenditure (note 11(a)) Transfer to property, plant and equipment (note 5 (b)) Transfer from property, plant and equipment (note 5 (b)) Decrease in fair value At June 30, 2015 1,093,325 360,602 There has been no change to the valuation technique during the year. There were no transfers between levels 2 and 3 during the year. 7 INTANGIBLE ASSETS a) The Group COST At July 1, Additions Impairment loss (note 41(a)(ii)) Disposals At June 30, AMORTISATION At July 1, Charge for the year Disposal adjustments 2015 Computer Software Rs’000 31,640 14,967 - (13,483) 2014 Goodwill Rs’000 - 4,044 (4,044) - Total Rs’000 Computer Software Rs’000 31,640 19,011 (4,044) (13,483) 22,471 9,169 - 33,124 - 33,124 31,640 14,500 2,310 (5,365) - - - 14,500 2,310 (5,365) 12,703 1,797 - At June 30, 11,445 - 11,445 14,500 NET BOOK VALUES At June 30, 21,679 - 21,679 17,140 Medine Limited and its Subsidiaries Annual Report 2015 Notes to the Financial Statements - Year ended June 30, 2015 89 7 INTANGIBLE ASSETS (continued) (b) The Holding Company Computer software COST At July 1, Additions Disposals At June 30, AMORTISATION At July 1, Charge for the year Disposal adjustments At June 30, NET BOOK VALUES At June 30, 2015 Rs’000 2014 Rs’000 31,247 2,788 (13,483) 22,106 9,141 - 20,552 31,247 14,269 389 (5,365) 12,578 1,691 - 9,293 14,269 11,259 16,978 (c)Amortisation charge has been charged in operating expenses. (d)The above intangible assets have been pledged as security for borrowings. (e)Impairment test for goodwill: goodwill is allocated to the Company’s Cash-Generating Units (CGU’s) identified according to the country of incorporation and business segment. 8 INVESTMENTS IN SUBSIDIARIES Unquoted At July 1, Additions (note (i)) Transfer to investments in associated companies (notes (ii) and 9) Acquisition of non-controlling interests (note 41 (d)) Acquisition of investments (note 41(a)) Impairment (note (iii)) Disposals (note 41(c)) At June 30, The Holding Company 2015 Rs’000 2014 Rs’000 820,119 1,914,161 (1,643) - 18,000 (604,044) (169,446) 807,352 50 12,717 - 1,977,147 820,119 Note (i): Additional investments made were as follows: The Medine Sugar Milling Company Limited Tamarina Golf Estate Company Limited Tamarina Golf Club Limited TGE Management Services Limited Clarens Fields Ltd Broll Property and Facilitiy Management Limited Medine Rum Limited Tamarina Beach Club Hotel Ltd Casela Limited Medine Residential Properties Ltd Medine Education Properties Ltd Medine Eduhousing Ltd 2015 Rs’000 2014 Rs’000 57,518 19,975 550,000 44,975 32,500 2,618 5,500 140,000 1,061,000 25 25 25 25 25 - 1,914,161 50 Note (ii): In 2015, the percentage shareholding in Broll Property and Facility Management Limited has decreased from 100% to 50%. Hence, Broll Property and Facility Management Limited is now considered as an associate instead of a subsidiary company. Note (iii): The impairment assessment of each cash generating unit is based mainly on the projected discounted future cash flows and also takes into account the difficult economic environment. Medine Limited and its Subsidiaries Annual Report 2015 Medine Limited and its Subsidiaries Annual Report 2015 80% 100% 100% 100% 100% 100% 100% 56.9% 100% 100% 100% 100% - - - - - 80% 100% 100% 100% 100% - 100% 56.9% 100% 100% 50% 100% 100% 45% 100% 100% 100% 160,000 20,000 650,000 45,000 320,000 - 127,500 119,931 4,000 52,500 - 1,061,025 18,000 - 25 25 25 2,580,191 - - 55% - - - - - - 43.1% - - - - 20% - 28% Though the Group holds only 45% of the share capital of Career Recruitment Solution Ltd, the directors consider Career Recruitment Solution Ltd as a subsidiary company as the Group has Board control. - - 43.1% - - - 20% - 28% Proportion of ownership interests held by noncontrolling interests 2015 2014 The year end of all the subsidiaries, which are incorporated in Mauritius, is June 30 except for Le Cabinet Ltd whose year end is September 30. Management accounts have been used. 72% 72% 2,160 Société ReufacLoading zone Bambous Shares 3,000 The Medine Sugar Milling Company Limited Sugar millers BambousOrdinary Shares 200,000 Tamarina Golf Estate Company LimitedConstruction ofTamarinOrdinary Shares 20,000 luxury villas for sale Tamarina Golf Club Limited Golf course servicesTamarinOrdinary Shares 650,000 TGE Management Services Limited Services ofTamarinOrdinary Shares 45,000 housekeeping and maintenance of villas Tamarina Beach Club Hotel LimitedHotel resortTamarinOrdinary Shares 320,000 Barachois Villas Company Limited Property development BarachoisOrdinary Shares 175,170 Clarens Fields Ltd Rental of office buildings BambousOrdinary Shares 127,500 Cascavelle Shopping Mall Limited Rental of commercial buildingsCascavelleOrdinary Shares 214,000 Talent Solutions LtdTraining services PierrefondsOrdinary Shares 4,000 Medine Rum Limited Bottling services and BambousOrdinary Shares 52,500 holding of investment Broll Property and Facility Management Property managementCascavelleOrdinary Shares 25 Limited services Casela LimitedCasela nature and leisure parkCascavelleOrdinary Shares 1,061,025 Le Cabinet LtdHunting servicesCascavelleOrdinary Shares 2,076 Career Recruitment Solution Ltd Recruitement services PierrefondsOrdinary Shares 25 Medine Residential Properties Ltd Rental of residential propertiesCascavelleOrdinary Shares 25 Medine Education Properties Ltd Rental of educational propertiesCascavelleOrdinary Shares 25 Medine Eduhousing Ltd Rental of residential propertiesCascavelleOrdinary Shares 25 % Direct ownership Place of Class of Stated Cost interest Name of Company Main business business shares held Capital of investment 2015 2014 Rs’000 Rs’000 (a)The details of the subsidiaries and the % shareholding are as follows: 90 Notes to the Financial Statements - Year ended June 30, 2015 8 INVESTMENTS IN SUBSIDIARIES (continued) Notes to the Financial Statements - Year ended June 30, 2015 91 8 INVESTMENTS IN SUBSIDIARIES (continued) (b) Subsidiaries with material non-controlling interests Detail of subsidiaries that have non-controlling interests that are material to the entity: Name of company 2015 Loss allocated to non-controlling interests during the period Rs’000 Accumulated non-controlling interests Rs’000 2,398 2,471 55,358 79,682 3,205 6,073 42,585 82,154 The Medine Sugar Milling Company Limited Cascavelle Shopping Mall Limited 2014 The Medine Sugar Milling Company Limited Cascavelle Shopping Mall Limited (c) Summarised financial information on subsidiaries with material non-controlling interests. (i) Summarised statement of financial position and statement of profit or loss and other comprehensive income: Non- Non- Current current Current current Name of Company assets assets liabilities liabilities Revenue Rs’000 Rs’000 Rs’000 Rs’000 Rs’000 2015 The Medine Sugar Milling Company Limited Cascavelle Shopping Mall Limited Other Total Dividend compre- compre- paid to Loss hensive hensive nonfor the income for income for controlling year the year the year interests Rs’000 Rs’000 Rs’000 Rs’000 99,990 480,622 (107,113) (196,707) 18,093 786,086 (27,344) (592,000) 194,572 (11,990) 3,947 (8,043) - 90,944 (5,734) - (5,734) - (55,295) 189,409 (17,354) 1,329 (16,025) - (34,798) (588,750) 86,470 (11,615) - (11,615) - 2014 The Medine Sugar Milling Company Limited Cascavelle Shopping Mall Limited 85,405 289,131 (106,304) 25,422 788,695 (c) Summarised financial information on subsidiaries that have non-controlling interests that are material to the entity. (ii) Summarised cash flow information Name of Company Investing activities Rs’000 Financing activities Rs’000 (6,355) (949) (273,232) (589) 218,898 3,250 (5,273) (6,769) 36,861 (6,961) Net increase/ (decrease) in cash and cash equivalents Rs’000 2015 The Medine Sugar Milling Company Limited Cascavelle Shopping Mall Limited Operating activities Rs’000 (60,689) 1,712 2014 The Medine Sugar Milling Company Limited Cascavelle Shopping Mall Limited (3,000) 6,200 28,588 (7,530) The summarised financial information above is the amount before intra-group eliminations. Medine Limited and its Subsidiaries Annual Report 2015 92 Notes to the Financial Statements - Year ended June 30, 2015 9 INVESTMENTS IN ASSOCIATES The Group The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 (a)At July 1, Addition Transfer from investments in subsidiaries (notes (i) and 8)) Share of dividends Share of profit net of tax Disposal of associates (note (ii)) Share of reserves 33,960 5,500 35,186 - 21,020 - 21,020 - - (10,000) 10,155 (20) (183) - (8,000) 6,768 - 6 39,412 33,960 At June 30, 1,643 - - (20) - - 22,643 21,020 Note (i): In 2015, the percentage shareholding in Broll Property and Facility Management Limited has decreased from 100% to 50%. Hence, Broll Property and Facility Management Limited is now considered as an associate instead of a subsidiary company. Note (ii): During the year, Henrietta Energy Ltd and Roches Brunes Energy Ltd have been liquidated. (b)The associated companies are as follows: Place of Class of Name of Company Nature of business business shares held Ownership interest and voting power 2015 2014 Safari Adventures LimitedLeisure activitiesCascavelleOrdinary shares 40% Direct Henrietta Energy Ltd DormantHenriettaOrdinary shares - Roches Brunes Energy Ltd Dormant Roches BrunesOrdinary shares - The Indian Ocean Rum Production and sales of Company Limited premium rum BambousOrdinary shares 50% Indirect Broll Property and Facility Management Limited Property ManagementCascavelleOrdinary shares 50% Direct Services 40% Direct 49% Direct 49% Direct 50% Indirect 100% Direct All of the above associates are accounted using the equity method and there are no quoted market price for their shares. The year end of all the associated companies, which are incorporated in Mauritius, is June 30. (c) Summarised financial information in respect of each of the material associates is set out below. Name Non- Current Current Liabilities Liabilities Revenues Rs’000 Rs’000 Rs’000 Profit/ Other Total Dividends (Loss) Compre- Compre- received for the hensive hensive during year income income the year Rs’000 Rs’000 Rs’000 Rs’000 Non- Current Assets Rs’000 48,371 13,452 (21,589) (750) 75,182 35,204 18,921 631 (6,698) (558) 17,905 (7,854) 4,802 985 (6,203) 4,040 (2,774) 31,161 12,109 (13,171) (819) 59,107 28,633 15,780 389 (6,586) (68) 7,934 (9,370) 2015 Safari Adventures Limited The Indian Ocean Rum Company Limited Broll Property and Facility Management Limited Current Assets Rs’000 - - 35,204 10,000 (365) (8,219) - - (2,774) - - 28,633 2014 Safari Adventures Limited The Indian Ocean Rum Company Limited 12 (9,358) 8,000 - The summarised financial information above represents amounts shown in the associates’ financial statements prepared in accordance with IFRS. Medine Limited and its Subsidiaries Annual Report 2015 Notes to the Financial Statements - Year ended June 30, 2015 93 9 INVESTMENTS IN ASSOCIATES (continued) (d) Reconciliation of the summarised financial information to the carrying amount recognised in the financial statements: Name 2015 Safari Adventures Limited Henrietta Energy Ltd Roches Brunes Energy Ltd Broll Property and Facility Management Limited The Indian Ocean Rum Company Limited Total 2014 Safari Adventures Limited Henrietta Energy Ltd Roches Brunes Energy Ltd The Indian Ocean Rum Company Limited Total Opening net Issue of assets Share July 1, Capital Rs’000 Rs’000 Total Compre- hensive income Rs’000 29,280 20 20 - - - - - 9,515 11,000 (8,219) 38,835 11,000 26,945 20,647 20 20 - - - 28,633 - - 18,873 - (9,358) 39,560 - 19,275 Dividend for the year Rs’000 35,204 (20) (20) (25,000) - - Closing net Ownership assets interest Rs’000 % Carrying Goodwill value Rs’000 Rs’000 40% 49% 49% 15,793 - - 17,471 - - 33,264 - 50% - - - 12,296 50% 6,148 - 6,148 (25,000) 51,364 21,941 17,471 39,412 (20,000) - - 29,280 20 20 40% 49% 49% 11,712 10 10 17,471 - - 29,183 10 10 9,515 50% 4,757 - 4,757 16,489 17,471 33,960 - - - - (20,000) 39,484 - - Interest in associates Rs’000 (416) 38,835 (e)Accumulated loss not recognised were as follows: Broll Property and Facility Management Limited 2015 Rs’000 2014 Rs’000 208 - 10 INVESTMENTS IN AVAILABLE-FOR-SALE FINANCIAL ASSETS The Group The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 73,627 - - 19,048 69,203 80 (2,500) 6,844 73,619 - - 19,048 69,195 80 (2,500) 6,844 At June 30, 92,675 73,627 92,667 73,619 Current Non current - 92,675 - 73,627 - 92,667 73,619 92,675 73,627 92,667 73,619 Available-for-sale financial assets At July 1, Additions Disposals Increase in fair value (a)Available-for-sale financial assets are analysed as follows: The Group The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 Quoted - Listed Quoted - DEM Unquoted 12,331 73,785 6,559 12,201 54,867 6,559 12,331 73,785 6,551 12,201 54,867 6,551 92,675 73,627 92,667 73,619 Medine Limited and its Subsidiaries Annual Report 2015 94 Notes to the Financial Statements - Year ended June 30, 2015 10 INVESTMENTS IN AVAILABLE-FOR-SALE FINANCIAL ASSETS (continued) (b) At June 30, 2015 Level 1 Rs’000 Level 3 Rs’000 Total Rs’000 THE GROUP Available-for-sale financial assets 86,116 6,559 92,675 THE HOLDING COMPANY Available-for-sale financial assets 86,116 6,551 92,667 At June 30, 2014 Level 1 Rs’000 Level 3 Rs’000 Total Rs’000 THE GROUP Available-for-sale financial assets 67,068 6,559 73,627 THE HOLDING COMPANY Available-for-sale financial assets 67,068 6,551 73,619 (c)The fair value of listed or quoted available-for-sale financial assets is based on the Stock Exchange of Mauritius or DEM quoted prices at the close of business at the end of the reporting period. There were no transfers between level 1 and level 3 in the period. For fair value measurement in level 3, there were no purchase or sale in the period. In assessing the fair value of unquoted available-for-sale financial assets, the group uses mainly the cost basis. Analysis of unquoted investments: Cost basis The Group The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 6,559 6,559 6,551 6,551 The directors are of opinion that the carrying amounts of the investments in securities represent their fair value. (d)Investment in Fondation Medine Horizons Details of the investment are as follows: Country of Class of Incorporation shares held Stated Capital Rs’000 Nominal value of investment Rs’000 Fondation Medine HorizonsMauritiusOrdinary 25 25 % Holding 2015 & 2014 100% Though Medine Limited holds 100% of the share capital of Fondation Medine Horizons, Fondation Medine Horizons is not considered as a subsidiary company of Medine Limited, as no portion of the income, property and funds of Fondation Medine Horizons shall be paid or transferred to Medine Limited. (e)None of the financial assets are either past due or impaired. (f)All investments are denominated in Rupee. 11 DEFERRED EXPENDITURE The Group The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 Land development and expenditure (note 11(a)) Voluntary Retirement Scheme 2 (note 11(b)) Milling rights (note 11(c)) 579,366 96,096 509 600,097 142,020 979 579,366 96,096 - 600,097 142,020 - 675,971 743,096 675,462 742,117 Medine Limited and its Subsidiaries Annual Report 2015 Notes to the Financial Statements - Year ended June 30, 2015 95 11 DEFERRED EXPENDITURE (continued) (a) Land development and expenditure At July 1, Expenditure for the year Transfer from property, plant and equipment (note 5) Transfer to profit or loss upon sale of land Transfer to property, plant and equipment (note 5) Transfer to investment properties (note 6) At June 30, The Group The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 600,097 226,245 623,996 252,770 600,097 226,245 623,996 252,770 107,296 (59,332) (32,277) (262,663) 43,412 (161,635) (90,280) (68,166) 107,296 (59,332) (32,277) (262,663) 43,412 (161,635) (90,280) (68,166) 579,366 600,097 579,366 600,097 (b) Voluntary Retirement Scheme 2 & 3 COST At July 1, Cost of land and infrastructure At June 30, AMORTISATION At July 1, Amortisation for the year At June 30, NET BOOK VALUE At June 30, The Group The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 358,633 160 357,730 903 343,875 160 342,972 903 358,793 358,633 344,035 343,875 216,613 46,084 169,766 46,847 201,855 46,084 155,008 46,847 262,697 216,613 247,939 201,855 96,096 142,020 96,096 142,020 Estimates regarding the costs of land and infrastructures to be distributed to the relevant employees but not yet disbursed are carried as payables. (c) Milling Rights The Group 2015 Rs’000 2014 Rs’000 COST At July 1, & June 30, 3,286 3,286 AMORTISATION At July 1, Amortisation for the year (note 27) 2,307 470 1,837 470 2,777 2,307 509 979 At June 30, NET DEFERRED EXPENDITURE At June 30, The deferred expenditure relates to the compensation paid to Mon Desert Alma Sugar Milling Co. Ltd in respect of the funding of part of the Blue Print costs of the said company, and is released to profit or loss over eight years. Medine Limited and its Subsidiaries Annual Report 2015 96 Notes to the Financial Statements - Year ended June 30, 2015 12 BIOLOGICAL ASSETS The Group and The Holding Company 2015 Rs’000 2014 Rs’000 Non-current Bearer biological assets Sugar cane plantations 83,527 88,494 Consumable biological assets Other crops and plants 12,111 11,859 95,638 100,353 Consumable biological assets Standing sugar cane crop Other crops and plants 180,516 11,141 213,121 10,037 191,657 223,158 287,295 323,511 Current Total (a)The movements in biological assets are as follows: The Group and The Holding Company Sugar cane plantations Rs’000 Standing sugar cane crop Rs’000 Other crops and plants Rs’000 Total Rs’000 88,494 19,011 213,121 - 21,896 3,825 323,511 22,836 (23,978) - - - (213,121) 180,516 - (11,156) 8,687 (23,978) (224,277) 189,203 83,527 180,516 23,252 287,295 83,527 - - 180,516 12,111 11,141 95,638 191,657 83,527 180,516 23,252 287,295 At July 1, 2014 Expenditure for the year (Decrease)/Increase in fair value - Amortisation charge - Due to harvest and sales - Due to biological transformation At June 30, 2015 Non-current Current Total At July 1, 2013 Expenditure for the year (Decrease)/Increase in fair value - Amortisation charge - Due to harvest and sales - Due to biological transformation At June 30, 2014 Non-current Current Total Medine Limited and its Subsidiaries Annual Report 2015 The Group and The Holding Company Sugar cane plantations Rs’000 Standing sugar cane crop Rs’000 Other crops and plants Rs’000 Total Rs’000 100,351 14,660 278,747 - 38,384 7,497 417,482 22,157 (26,517) - - - (278,747) 213,121 - (31,115) 7,130 (26,517) (309,862) 220,251 88,494 213,121 21,896 323,511 88,494 - - 213,121 11,859 10,037 100,353 223,158 88,494 213,121 21,896 323,511 Notes to the Financial Statements - Year ended June 30, 2015 97 12 BIOLOGICAL ASSETS (continued) The Group and The Holding Company 2015 2014 (b)Number of hectares of sugar cane plantations at year end 3,657 3,514 307,316 294,188 Tonnage of sugar cane harvested during the year The Group and The Holding Company (c) Principal assumptions used are: Expected price of sugar (ton) Discount rate Expected extraction rate (% sugar produced to sugar cane crushed) Expected sugar cane yield (ton of sugar cane harvested per hectare) Rs 2015 2014 12,500 4.90% 11.00% 89.40 14,000 4.90% 11.00% 86.31 Biological assets have been pledged as security for borrowings. (d) Details of the Group’s biological assets measured at fair value and information about the fair value hierarchy as at June 30, 2015 are as follows: Level 3 Rs’000 83,527 180,516 23,252 Sugar cane plantations Standing sugar cane crop Other crops and plants Total 287,295 The fair value measurements have been categorised as Level 3 fair values based on unobservable inputs used in the valuation techniques used. At June 30, 2015, the most significant unobservable inputs used for the valuation are as follows: Description of unobservable inputs Sugar cane plantationsAmortisation period Standing sugar cane crop Unobservable inputs 8 years Sugar cane yield - tons of sugar cane harvested per hectare 89.40 tons Extraction rate - % sugar produced to sugar cane crushed 11% Price of sugar per ton Rs.12,500 Discount rate 4.9% The higher the sugar cane yield, the extraction rate and the price of sugar, the higher the fair value. The higher the discount rate, the lower the fair value. (e)The group is exposed to the following risks relating to its sugar cane plantations: (i) Adverse climatic conditions such as droughts, floods and disease outbreaks as the sugar cane plantations are mainly located in the western region of the island. (ii) Fluctuation in the price of sugar, the movement in exchange rate and fluctuation in the volume of sugar produced and sold. The group has short-term contract in place for supply of sugar to its major customer. (iii) The seasonal nature of the sugar cane farming business requires a high level of cash flow during the inter crop season. The group actively manages the working capital requirements and has secured sufficient credit facilities to meet the cash flow requirements. Medine Limited and its Subsidiaries Annual Report 2015 98 Notes to the Financial Statements - Year ended June 30, 2015 13 DEFERRED INCOME TAXES Deferred income taxes are calculated on all temporary differences under the liability method at 15% (2014: 15%). (a)There is a legally enforceable right to offset current tax assets against current tax liabilities and deferred income tax assets and liabilities when the income taxes relate to the same fiscal authority on the same entity. The following amounts are shown in the statements of financial position: The Group 2015 Rs’000 2014 Rs’000 (7,542) 13,471 5,929 Deferred tax assets Deferred tax liabilities The Holding Company 2015 Rs’000 2014 Rs’000 (16,325) 11,450 - - - (4,875) - - (b)The movement on the deferred income tax account is as follows: The Group 2015 Rs’000 2014 Rs’000 At July 1, Credited to profit or loss (note 35) Credited to other comprehensive income (note 38) Consolidation adjusment (note (i)) (4,875) 774 720 9,310 5,929 At June 30, The Holding Company 2015 Rs’000 2014 Rs’000 1,765 (6,875) 235 - - - - - - (4,875) - - Note (i): The consolidation adjustment is in respect of the disposal of the subsidiary company, Barachois Villas Company Limited and the decrease in the shareholding in Broll Property and Facility Management Limited from 100% to 50%. Hence, Broll Property and Facility Management Limited is now considered as an associate instead of a subsidiary company. (c) Deferred tax assets and liabilities, deferred tax charge/(credit) to profit or loss and deferred tax charge/(credit) to other comprehensive income, without taking into consideration the offsetting of balances within the same fiscal authority on the same entity, are attributable to the following items. Credited As atConsolidation to otherCredited As at July 1, adjustment comprehensive to profit June 30, 2014 (note (i)) income or loss 2015 The Group Rs’000 Rs’000 Rs’000 Rs’000 Rs’000 Deferred income tax liabilities Accelerated tax depreciation Asset revaluations 12,860 11,666 (49) - - - 2,590 - 15,401 11,666 24,526 (49) - 2,590 27,067 Deferred income tax assets Tax losses Retirement benefit obligations (24,118) (5,283) 9,359 - - 720 (1,128) (688) (15,887) (5,251) (29,401) 9,359 720 (1,816) (21,138) (4,875) 9,310 720 Net deferred income tax liabilities Medine Limited and its Subsidiaries Annual Report 2015 774 5,929 Notes to the Financial Statements - Year ended June 30, 2015 99 13 DEFERRED INCOME TAXES (continued) Credited As at to otherCredited July 1, comprehensive to profit 2013 income or loss The Group Rs’000 Rs’000 Rs’000 As at June 30, 2014 Rs’000 Deferred income tax liabilities Accelerated tax depreciation Asset revaluations 15,030 11,666 - - (2,170) - 12,860 11,666 26,696 - (2,170) 24,526 Deferred income tax assets Tax losses Retirement benefit obligations (19,433) (5,498) - 235 (4,685) (20) (24,118) (5,283) (24,931) 235 (4,705) (29,401) 1,765 235 (6,875) (4,875) Net deferred income tax liabilities (d) Deferred income tax assets are recognised only to the extent that the related tax benefit is probable. The Group and the Company have respectively a net deferred tax assets of Rs.151,403,000 (2014: Rs.133,940,000) and Rs. 93,223,000 (2014:Rs.83,066,000) to carry forward against future taxable income which have not been recognised in these accounts due to uncertainty of their recoverability. The net deferred tax assets arises as follows: The Group The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 Tax losses not recognised 583,558 541,817 293,843 245,852 Timing differences not provided for - Retirement benefit obligations - Accelerated tax depreciation 168,376 257,422 163,193 187,924 164,838 162,804 160,611 147,312 425,798 351,117 327,642 307,923 1,009,356 892,934 621,485 553,775 151,403 133,940 93,223 83,066 Total tax losses and timing differences Net deferred tax assets at 15% Tax losses expire on a rolling basis over 5 years. 14 INVENTORIES The Group The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 Spare parts (realisable value) Fertilizers and herbicides (cost) General goods and consumables (cost) Aviaries (cost) Others (realisable value) 12,957 9,378 14,912 - 6,801 19,491 8,508 13,197 8,245 7,133 353 9,378 2,434 - 438 1,039 8,508 2,894 8,245 2,110 44,048 56,574 12,603 22,796 (a)Inventories have been pledged as security for borrowings. (b)The cost of inventories recognised as expense and included in operating expenses amounted to Rs.154,946,000 (2014: Rs.133,520,000) for the group and Rs. 55,821,000 (2014: Rs.58,356,000) for the company. Medine Limited and its Subsidiaries Annual Report 2015 100 Notes to the Financial Statements - Year ended June 30, 2015 14 INVENTORIES (continued) (c)Inventories are stated at net realisable value as follows: At cost Fall in value At net realisable value The Group The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 56,905 (12,857) 69,431 (12,857) 22,460 (9,857) 32,653 (9,857) 44,048 56,574 12,603 22,796 (d)There were no additional fall in value in 2014 and 2015. 15 TRADE AND OTHER RECEIVABLES The Group The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 Trade receivables - sugar and molasses Trade receivables - others 61,806 103,144 49,824 92,116 37,875 19,001 34,422 16,723 Trade receivables - total Provision for receivable impairment 164,950 (20,652) 141,940 (19,107) 56,876 (7,347) 51,145 (7,347) Trade receivables - net Debtors land transactions Prepayments Amount receivables from related companies (note (d)) Dividend receivable from associate Other receivables (note (e)) 144,298 2,513 34,227 122,833 2,588 34,071 49,529 2,513 9,950 43,798 2,588 10,102 23,474 6,000 111,617 105,465 4,000 102,235 23,049 6,000 26,594 105,465 4,000 49,250 322,129 371,192 117,635 215,203 (a)The carrying amounts of trade and other receivables approximate their fair value. (b)As at June 30, 2015, trade receivables of Rs.22,236,000 (2014: Rs.22,195,000) and Rs. 7,347,000 (2014: Rs.7,347,000) were impaired for the Group and the Company respectively. The amount of provision for impairment for the Group and for the Company was Rs.20,652,000 (2014: Rs.19,107,000) and Rs. 7,347,000 (2014: Rs.7,347,000) respectively. The individually impaired receivables mainly relate to customers, which are in unexpectedly difficult economic situations. It was assessed that a portion of these receivables is expected to be recovered. The ageing of these receivables is as follows: The Group The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 3 to 6 months Over 6 months 1,098 21,138 931 21,264 - 7,347 7,347 22,236 22,195 7,347 7,347 Medine Limited and its Subsidiaries Annual Report 2015 Notes to the Financial Statements - Year ended June 30, 2015 101 15 TRADE AND OTHER RECEIVABLES (continued) (c)As at June 30, 2015, trade receivables of Rs. 37,611,000 (2014: Rs.44,474,000) for the Group and Rs.27,210,000 (2014: Rs.26,928,000) for the Company were past due but not impaired. These relate to a number of independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows: The Group The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 3 to 6 months Over 6 months 3,176 34,435 13,495 30,979 - 27,210 9,264 17,664 37,611 44,474 27,210 26,928 (d)Amount receivables from related companies is analysed as follows: The Group The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 Other receivables - Gross Less: provision for receivable impairment 23,474 - 125,465 (20,000) 23,049 - 125,465 (20,000) Other receivables - Net 23,474 105,465 23,049 105,465 As at June 30, 2015, Amount receivables from related companies of Rs.nil (2014: Rs20,000,000) were impaired for the Group and the Company. It was assessed that no portion of these receivables is expected to be recovered. The amount of provision for impairment for the Group and the Company was Rs.nil (2014: Rs.20,000,000). (e)Other receivables is analysed as follows: The Group The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 Other receivables - Gross Less: provision for receivable impairment 111,786 (169) 102,515 (280) 26,594 - 49,250 - Other receivables - Net 111,617 102,235 26,594 49,250 As at June 30, 2015, other receivables of Rs.169,000 (2014: Rs.280,000) were impaired for the Group. It was assessed that no portion of these receivables is expected to be recovered. The amount of provision for impairment for the Group was Rs. 169,000 (2014: Rs.280,000). (f)The carrying amounts of the Group’s trade and other receivables are denominated in the following currencies: The Group The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 Rupee Euro Pound Sterling US Dollar 274,169 47,228 432 300 326,950 43,588 508 146 117,635 - - - 215,203 - 322,129 371,192 117,635 215,203 Medine Limited and its Subsidiaries Annual Report 2015 102 Notes to the Financial Statements - Year ended June 30, 2015 15 TRADE AND OTHER RECEIVABLES (continued) (g)The movement on the provision for impairment of trade receivables, amount receivables from related companies and other receivables are as follows: The Group The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 At July 1, Provision for receivable impairment Receivables written off during the year as uncollectible 39,387 1,434 21,386 20,569 27,347 - 8,169 20,056 (20,000) (2,568) (20,000) 20,821 39,387 7,347 27,347 Trade receivables Amount receivables from related companies Other receivables 20,652 - 169 19,107 20,000 280 7,347 - - 7,347 20,000 - 20,821 39,387 7,347 27,347 At June 30, Analysed as follows: (878) (h)The other classes within trade and other receivables do not contain impaired assets. (i)The maximum exposure to credit risk at the reporting date is the fair value of each class of receivable mentioned above except for the deposits and bank guarantees received from tenants covering rental charges for three months. The Group has no other collateral as security. 16 AMOUNT DUE FROM GROUP COMPANIES The Holding Company 2015 Rs’000 2014 Rs’000 Current account with subsidiaries - Gross Less: provision for receivable impairment 336,088 - 513,022 (15,000) Current account with subsidiaries - Net 336,088 498,022 (a)The carrying amounts of amount owed by group companies approximate their fair value. (b)There has been no additional charge for provision for receivable impairment in 2014 and 2015. (c)The reversal of the provision for receivable impairment has been credited to other income (note 29). 17 SHARE CAPITAL Issued and fully paid Ordinary shares of Rs.10 each Rs’000 At July 1, 2014 Conversion of shares (note (i)) At June 30, 2015 Medine Limited and its Subsidiaries Annual Report 2015 Preference shares of Rs.10 eachTotal Rs’000 Rs’000 869,406 180,594 180,594 (180,594) 1,050,000 - 1,050,000 - 1,050,000 Notes to the Financial Statements - Year ended June 30, 2015 103 17 SHARE CAPITAL (continued) Issued and fully paid Ordinary shares of Rs.10 each Rs’000 At July 1, 2013 & June 30, 2014 Preference shares of Rs.10 eachTotal Rs’000 Rs’000 869,406 180,594 1,050,000 Note (i): The 18,059,400 existing preference shares of Rs.10.00 each in issue has been converted into ordinary shares on a 1:1 basis. The share capital which amounts to Rs.1,050,000,000 is now composed of 105,000,000 ordinary shares of Rs.10.00 each. (a)Ordinary shares carry one vote per share and carry a right to dividends. 18 REVALUATION SURPLUS AND OTHER RESERVES (a) The Group Sugar Modernisation Millers Fixed and Revaluation Deve- assets agricultural Actuarial Reserves surplus on lopment replacement diversification loss of fixed assets Fund reserve reserve reserve associates Rs’000 Rs’000 Rs’000 Rs’000 Rs’000 Rs’000 Balance at July 1, 2014 6,278,044 Increase in fair value of available for-sale investments (note 10) - Remeasurement of retirement benefit obligations (note 38) - Share of reserves in associates - Transfer - revaluation surplus realised on disposal of land (28,584) At June 30, 2015 6,249,460 8,659 33,415 - - - - - - - - - - - 8,659 33,415 18,774 (146,263) - - (18,312) - - 18,774 (164,575) Fair value reserve Rs’000 Total Rs’000 6 27,296 6,219,931 - 19,048 19,048 - (183) - - - (18,312) (183) - (28,584) (177) 46,344 6,191,900 Sugar Modernisation Millers Fixed and Revaluation Deve- assets agricultural Actuarial Reserves surplus on lopment replacement diversification loss of fixed assets Fund reserve reserve reserve associates Rs’000 Rs’000 Rs’000 Rs’000 Rs’000 Rs’000 Balance at July 1, 2013 6,317,569 Increase in fair value of available for-sale investments (note 10) - Remeasurement of retirement benefit obligations (note 38) - Share of reserves in associates - Transfer - revaluation surplus realised on disposal of land (39,525) At June 30, 2014 6,278,044 18,774 (154,250) Fair value reserve Rs’000 Total Rs’000 - 20,452 6,244,619 8,659 33,415 - - - - - 6,844 6,844 - - - - - - 7,987 - - 6 - - 7,987 6 - - - - - - (39,525) 8,659 33,415 18,774 (146,263) 6 27,296 6,219,931 Medine Limited and its Subsidiaries Annual Report 2015 104 Notes to the Financial Statements - Year ended June 30, 2015 18 REVALUATION SURPLUS AND OTHER RESERVES (continued) (b) The Holding Company Modernisation Revaluation Profit on Sugar Fixed and surplus disposal of Millers assets agricultural Actuarial on fixed milling Development replacement diversification loss assets assets Fund reserve reserve reserve Rs’000 Rs’000 Rs’000 Rs’000 Rs’000 Rs’000 Balance at July 1, 2014 6,031,971 Increase in fair value of available for-sale investments (note 10) - Remeasurement of retirement benefit obligations (note 38) - Transfer - revaluation surplus realised on disposal of land (312,349) At June 30, 2015 5,719,622 45,753 8,659 33,415 15,473 - - - - - - - - - - - 45,753 8,659 33,415 - (131,730) - At June 30, 2014 6,031,971 19,048 - 15,473 (151,359) (138,654) Total Rs’000 27,297 6,030,838 (19,629) Modernisation Revaluation Profit on Sugar Fixed and surplus disposal of Millers assets agricultural Actuarial on fixed milling Development replacement diversification loss assets assets Fund reserve reserve reserve Rs’000 Rs’000 Rs’000 Rs’000 Rs’000 Rs’000 Balance at July 1, 2013 6,071,496 Increase in fair value of available for-sale investments (note 10) - Remeasurement of retirement benefit obligations (note 38) - Transfer - revaluation surplus realised on disposal of land (39,525) Fair value reserve Rs’000 19,048 - (19,629) - (312,349) 46,345 5,717,908 Fair value reserve Rs’000 Total Rs’000 45,753 8,659 33,415 15,473 - - - - - 6,844 6,844 - - - - 6,924 - 6,924 - - - - - - (39,525) 45,753 8,659 33,415 15,473 (131,730) 20,453 6,056,595 27,297 6,030,838 (c) Revaluation surplus on fixed assets The revaluation surplus relates to the revaluation of property, plant and equipment. (d) Profit on disposal of milling assets Profit on disposal of milling assets relates to profit arising on the transfer of fixed assets to a subsidiary company “The Medine Sugar Milling Company Limited”. As the company holds 80% of the share capital of that subsidiary company, at group level, this profit is hence not considered as realised. (e) Sugar millers development fund Sugar Millers Development Fund is a reserve created for specific development project. (f) Fixed assets replacement reserve The fixed assets replacement reserve relates to a reserve for replacement of fixed assets. (g) Modernisation and agricultural diversification reserve The Modernisation and Agricultural Diversification reserve is a statutory reserve earmarked to finance both modernisation and agricultural diversification. (h) Fair value reserve The fair value reserve for investment comprises the cumulative net change in fair value of available-for-sale financial assets that has been recognised in other comprehensive income until the investments are derecognised or impaired. (i) Actuarial gain/(loss) reserve The actuarial gain/(loss) reserve represents the cumulative remeasurement of defined benefit obligation recognised. (j) Reserves of associates Reserves in associates relate to the Group’s share of the reserves of associates arising on equity accounting. Medine Limited and its Subsidiaries Annual Report 2015 Notes to the Financial Statements - Year ended June 30, 2015 105 19 NON-CURRENT PAYABLE The Group 2015 Rs’000 2014 Rs’000 1,500 2,625 1,500 2,625 The non current payables can be analysed as follows: - Later than 1 year and not later than 5 years - Other 4,125 4,125 1,500 2,625 1,500 2,625 4,125 4,125 Purchase of milling rights - Planters’ funds - Land Development Expenditure (a)The non-current payables are interest free and unsecured. (b)The carrying amounts of non-current payables are not materially different from their fair value. (c )The carrying amounts of non-current payable are denominated in rupee. 20 BORROWINGS The Group The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 Bank overdrafts (note (a) and 37(b)) Bank loans (note (b)) Obligations under finance leases (note (c)) 336,564 2,443,590 3,846 206,101 2,012,418 - 177,578 1,033,643 3,846 124,389 746,753 - 2,784,000 2,218,519 1,215,067 871,142 336,564 719,737 467 206,101 710,542 - 177,578 663,143 467 124,389 551,110 - Non-current Obligations under finance leases Bank loans 1,056,768 916,643 841,188 675,499 3,379 1,723,853 - 1,301,876 3,379 370,500 195,643 1,727,232 1,301,876 373,879 195,643 2,784,000 2,218,519 1,215,067 871,142 Anlaysed as follows: Current Bank overdrafts Bank loans Obligations under finance leases Total borrowings (a) Borrowings are secured over the assets of the company. The rates of interest on the bank loans vary between 5.65% and 13.35% for the Group and between 5.65% and 8.27% for the Company. The rates of interest on the bank overdrafts vary between 8.375 % and 8.65% for the Group and is 7.25% for the Company. Medine Limited and its Subsidiaries Annual Report 2015 106 Notes to the Financial Statements - Year ended June 30, 2015 20 BORROWINGS (continued) (b) Bank loans can be analysed as follows: The Group 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 719,737 233,541 137,332 658,965 694,015 710,542 147,529 180,770 421,500 552,077 663,143 60,143 30,143 265,143 15,071 551,110 60,142 60,143 30,143 45,215 2,443,590 2,012,418 1,033,643 746,753 Repayable by instalments - before one year - after one year and before two years - after two years and before three years - after three years and before five years - after five years The Holding Company (c)Finance lease liabilities - minimum lease payments: The Group and The Holding Company 2015 Rs’000 2014 Rs’000 Not later than one year Later than one year and not later than two years Later than two years and not later than three years Later than three years and not later than five years 668 668 3,268 - - Future finance charges on finance leases 4,604 (758) - 3,846 - The present value of the finance lease liabilities may be analysed as follows: Not later than one year Later than one year and not later than two years Later than two years and not later than three years Later than three years and not later than five years 467 494 2,885 - - 3,846 - Present value of finance lease liabilities Lease liabilities are effectively secured as the rights to the leased assets revert to the lessor in the event of default. The rates of interest on these leases vary between 8.5% and 10.25%. The Group leases various assets under non-cancellable finance lease agreement. The lease terms are five years and the ownership of the assets lie within the Group. (d)The exposure of the Group’s borrowings to interest-rate changes and the contractual repricing dates are as follows: The Group At June 30, 2015 Total borrowings 6 months Rs’000 6 -12 months Rs’000 1 - 5 years Rs’000 Over 5 years Rs’000 Total Rs’000 2,784,000 - - - 2,784,000 At June 30, 2014 Total borrowings 2,218,519 - - - 2,218,519 Medine Limited and its Subsidiaries Annual Report 2015 Notes to the Financial Statements - Year ended June 30, 2015 107 20 BORROWINGS (continued) At June 30, 2015 Total borrowings At June 30, 2014 Total borrowings The Holding Company 6 months or less Rs’000 6 -12 months Rs’000 1 - 5 years Rs’000 Over 5 years Rs’000 Total Rs’000 1,215,067 - - - 1,215,067 871,142 - - - 871,142 (e)The carrying amounts of borrowings are not materially different from their fair value. The fair values are based on cash flows discounted using a rate based on the average borrowing rate of 9.00% (2014: 9.03%) and are within level 2 of the fair value hierarchy as the borrowing rate reflects market interest rate. (f)The carrying amounts of the Group’s borrowings are denominated in Rupee. 21 RETIREMENT BENEFIT OBLIGATIONS Amounts recognised in the Statements of financial position as non current liabilities - Pension benefits (note (a)) - Other post retirement benefits (note (b)) Amounts charged to profit or loss (note 34) - Pension benefits (note (a)(v)) - Other post retirement benefits (note (b)) Total included in Employee Benefit Expense Amounts charged/(credited) to other comprehensive income Remeasurement of retirement benefit obligations recognised in other comprehensive income (note (a) (v) and 38) The Group The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 203,942 3,537 198,459 2,582 164,838 - 160,611 - 207,479 201,041 164,838 160,611 23,426 955 35,137 276 13,577 - 29,880 - 24,381 35,413 13,577 29,880 16,803 (8,488) 19,629 (6,924) (a) Pension benefits (i) Pension schemes The company has a defined contribution scheme with the Sugar Industry Pension Fund for certain employees. This contribution is topped up for certain employees with an insurance company so that the scheme operates as a defined benefit one. The Group operates a defined benefit pension. The plan is a final salary plan, which provides benefits to members in the form of a guaranteed level of pension payable for life. The level of benefits provided depends on members’ length of service and their salary in the final years leading up to retirement. The assets of the fund are held independently and administered by The MCB Investment Management Co Ltd and Confident Asset Management Ltd. The most recent actuarial valuations of plan assets and the present value of the defined benefit obligations were carried out at June 30, 2015 by AON Hewitt Ltd (Actuarial Valuer). The present value of the defined benefit obligations, and the related current service cost and past service cost, were measured using the Projected Unit Credit Method. Medine Limited and its Subsidiaries Annual Report 2015 108 Notes to the Financial Statements - Year ended June 30, 2015 21 RETIREMENT BENEFIT OBLIGATIONS (continued) (ii)The amounts recognised in the Statements of financial position are as follows: Present value of defined benefit obligations Fair value of plan assets Liability in the Statements of financial position The Group 2015 Rs’000 The Holding Company 2015 Rs’000 2014 Rs’000 2014 Rs’000 797,030 (593,088) 528,783 (330,324) 658,544 (493,706) 447,040 (286,429) 203,942 198,459 164,838 160,611 (iii)The movement in the fair value of plan assets over the year is as follows: At July 1, Interest income Employer contributions Employee contributions Transfer in/(benefits paid) Return on plan assets excluding interest income At June 30, The Group 2015 Rs’000 The Holding Company 2015 Rs’000 2014 Rs’000 2014 Rs’000 330,324 39,926 34,746 3,984 160,879 23,229 291,291 21,882 28,689 3,342 (23,368) 8,488 286,429 33,193 28,979 3,592 121,737 19,776 251,440 20,415 23,169 3,089 (18,608) 6,924 593,088 330,324 493,706 286,429 (iv)The movement in the present value of defined benefit obligations over the year is as follows: At July 1, Current service cost Employee contributions Interest cost Past service cost Settlement gain Transfer in/(benefits paid) Liability experience loss Liability loss due to change in financial assumptions At June 30, Medine Limited and its Subsidiaries Annual Report 2015 The Group The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 528,783 21,022 3,984 54,321 580 (12,571) 160,879 30,641 491,790 20,353 3,342 36,666 - - (23,368) - 447,040 17,331 3,592 44,575 (2,565) (12,571) 121,737 31,045 412,264 18,044 3,089 32,251 (18,608) - 9,391 - 8,360 - 797,030 528,783 658,544 447,040 Notes to the Financial Statements - Year ended June 30, 2015 109 21 RETIREMENT BENEFIT OBLIGATIONS (continued) (v)The amounts recognised in profit or loss and other comprehensive income are as follows: The Group The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 21,022 580 (12,571) 14,395 20,353 - - 14,784 17,331 (2,565) (12,571) 11,382 18,044 11,836 23,426 35,137 13,577 29,880 Return on plan assets excluding interest income (23,229) Liability loss due to change in financial assumptions 9,391 Liability experience loss 30,641 (8,488) - - (19,776) 8,360 31,045 (6,924) - Components of defined benefit costs recognised in other comprehensive income 16,803 (8,488) 19,629 (6,924) Total of defined benefit cost 40,229 26,649 33,206 22,956 Service cost: Current service cost Past service cost Settlement gain Net interest expense Components of defined benefit costs recognised in profit or loss The past service cost, the service cost and the net interest expenses for the year is included in operating expenses in profit or loss. The actuarial gain/(loss) on retirement benefit obligations is included in other comprehensive income. (vi)The reconciliation of the net defined benefit liability in the statement of financial position is as follows: The Group 2015 Rs’000 At July 1, 198,459 Amounts recognised in profit or loss 23,426 Amounts recognised in other comprehensive income 16,803 Employer contribution (34,746) At June 30, 203,942 The Holding Company 2014 Rs’000 2015 Rs’000 2014 Rs’000 200,499 35,137 (8,488) (28,689) 160,611 13,577 19,629 (28,979) 160,824 29,880 (6,924) (23,169) 198,459 164,838 160,611 (vii)The allocation of plan assets at the end of the reporting period for each category, are as follows: The Group and The Holding Company 2015 % 2014 % Local equities Local bonds Property Overseas bonds and equities Other 32 22 - 32 14 36 19 8 24 13 Total Market value of assets 100 100 Medine Limited and its Subsidiaries Annual Report 2015 110 Notes to the Financial Statements - Year ended June 30, 2015 21 RETIREMENT BENEFIT OBLIGATIONS (continued) (viii)The principal actuarial assumptions used for accounting purposes are as follows: The Group and The Holding Company 2015 % 2014 % 7.00% 8.00% 5.50% 4.50% 6.50% 5.50% 0.00% 0.00% 7.00% 60 1.00% 0.00% 8.00% 60 23.2 years 26.2 years 23.2 years 26.2 years Discount rate Future salary increases: - Staff - Artisan Labourers Future pension increases: - Staff - Artisan Labourers Rate of medical cost increase Average retirement age (ARA) Average life expectancy for: - Male at ARA - Female at ARA The weighted average duration of the defined benefit obligation is 12 years. (ix)The assets of the plan are invested in bonds, equities and properties. The expected return on plan assets was determined by considering the expected returns available on the assets underlying the current investment policy. Expected yields on fixed interest investments are based on gross redemption yields as at the end of the reporting period. Expected returns on equity and property investments reflect long-term real rates of return experienced in the respective markets. The Group The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 Actual return on plan assets 23,229 8,488 19,776 6,924 (x) Sensitivity analysis on Defined benefit obligation at the end of the reporting period Increase in benefit obligation at end of period resulting from a 1% decrease in discount rate Decrease in benefit obligation at end of period resulting from a 1% increase in discount rate The Group The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 87,988 66,631 76,393 58,050 73,285 58,685 63,515 51,622 An increase/decrease of 1% in other principal actuarial assumptions would not have a material impact on defined benefit obligations at the end of the reporting period. The sensitivity above have been determined based on a method that extrapolates the impact on net defined benefit obligation as a result of reasonable changes in key assumptions occurring at the end of the reporting period. The present value of the defined benefit obligation has been calculated using the projected unit credit method. The sensitivity analysis may not be representative of the actual change in the defined benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated. There was no change in the methods and assumptions used in preparing the sensitivity analysis from prior years. (xi)The defined benefit pension plan exposes the Group to actuarial risks, such as longevity risk, currency risk, interest rate risks and market (investment) risk. Medine Limited and its Subsidiaries Annual Report 2015 Notes to the Financial Statements - Year ended June 30, 2015 111 21 RETIREMENT BENEFIT OBLIGATIONS (continued) (xii)The funding requirements are based on the pension fund’s actuarial measurement framework set out in the funding polices of the plan. (xiii)The funding policy is to pay contributions to an external legal entities at the rate recommended by the entity’s actuaries. The expected contributions to post-employment benefit plans for the year ending June 30, 2016 are Rs.38,446,000 for the Group and Rs.30,318,000 for the Company. (b) Other post retirement benefits Other post retirement benefits comprise mainly of retirement gratuity payable under the Employment Rights Act 2008. (i)Movements in the retirement gratuity are as follows: The Group At July 1, Total current service cost charged in profit or loss At June 30, The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 2,582 2,306 - - 955 276 - - 3,537 2,582 - - (ii)It has been assumed that the rate of future salary increases will be equal to the discount rate. (iii)The total charge was included in ‘operating expenses’. 22 TRADE AND OTHER PAYABLES The Group The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 Trade payables Other payables and accruals Provision for VRS cost of land and infrastructure Deposit on sale of land Amount payable to related companies Advances from related company 113,610 252,082 79,044 196,548 33,581 102,493 47,040 96,363 93,100 314,907 194,197 - 93,100 99,146 93,835 378,126 91,000 314,907 194,197 - 91,000 99,146 93,835 378,126 967,896 939,799 736,178 805,510 The carrying amounts of trade and other payables approximate their fair value. 23 AMOUNT DUE TO GROUP COMPANIES The Holding Company 2015 Rs’000 2014 Rs’000 Current account with subsidiaries 13,978 4,845 The carrying amounts of amount owed to group companies approximate their fair value. Medine Limited and its Subsidiaries Annual Report 2015 112 Notes to the Financial Statements - Year ended June 30, 2015 24 DIVIDENDS The Holding Company 2015 Rs’000 2014 Rs’000 Amount due at July 1, Interim 63,000 63,000 - 52,165 - 10,835 63,000 - - 52,165 - 10,835 63,000 - 126,000 126,000 Ordinary - Re.0.60 per share proposed on December 12, 2013 and paid on January 31, 2014 Preference - Re.0.60 per share proposed on December 12, 2013 and paid on January 31, 2014 Ordinary - Re.0.60 per share proposed on December 11, 2014 and paid on January 30, 2015 Final Ordinary - Re.0.60 per share proposed on June 25, 2014 and paid on September 15, 2014 (2014:Re.0.60) Preference - Re.0.60 per share proposed on June 25, 2014 and paid on September 15, 2014 (2014:Re.0.60) Ordinary - Re.0.60 per share proposed on June 30, 2015 and payable on September 15, 2015 (2014:Re.0.60) Dividends paid during the year Final - Ordinary - Re.0.60 per share proposed on June 28, 2013 and paid on September 13, 2013 Final - Preference - Re.0.60 per share proposed on June 28, 2013 and paid on September 13, 2013 Interim - Ordinary - Re.0.60 per share proposed on December 12, 2013 and paid on January 31, 2014 Interim - Preference - Re.0.60 per share proposed on December 12, 2013 and paid on January 31, 2014 Final - Ordinary - Re.0.60 per share proposed on June 25, 2014 and paid on September 15, 2014 Final - Preference - Re.0.60 per share proposed on June 25, 2014 and paid on September 15, 2014 Interim - Ordinary - Re.0.60 per share proposed on December 11, 2014 and paid on January 30, 2015 Amount due at June 30, - (52,165) - (10,835) - (52,165) - (10,835) (52,165) - (10,835) - (63,000) - (126,000) (126,000) 63,000 63,000 25 TURNOVER Sugar Foodcrops and nursery Casela Forestry and sale of deer Landscaping Hotel Golf Rental income Others The Group The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 537,207 88,406 266,850 32,089 10,855 99,254 65,199 81,192 81,293 637,209 101,380 185,068 37,061 15,401 108,213 67,441 64,559 92,896 359,673 88,406 - 32,089 10,855 - - - - 450,870 101,380 185,068 37,061 15,401 - 1,262,345 1,309,228 491,023 789,780 Except for the sale of sugar, there are no other transactions with a single external customer that accounts for 10% or more of the Group’s total revenue. Medine Limited and its Subsidiaries Annual Report 2015 Notes to the Financial Statements - Year ended June 30, 2015 113 26 OTHER OPERATING REVENUE The Group The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 Sale of stones Rental income Sale of electricity IT support revenue Rental of machinery and other services Commission, property and assets management fees Commission on resale of villas Other revenues 16,557 20,855 4,795 2,255 1,484 - 1,639 13,150 20,017 19,710 3,825 291 1,987 - 581 17,418 16,557 34,128 4,795 7,700 1,484 7,235 1,639 12,683 20,017 29,916 3,825 2,301 1,987 15,450 581 15,626 60,735 63,829 86,221 89,703 27 EXPENSES BY NATURE Depreciation (note 5) Amortisation (note 7) Amortisation of Milling rights (note 11(c)) Employee benefit expense (note 34) Costs of inventories recognised as expense Hiring of labour and agricultural equipment Irrigation costs Other expenses - sugar activities Fertilizers Other expenses - non sugar activities Power station running costs Utilities Administrative expenses Provision for receivable impairment Marketing and advertising expenses Operating expenses The Group The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 159,788 2,310 470 549,556 154,946 111,181 18,430 44,775 10,720 193,586 4,672 22,461 143,388 1,434 22,266 155,908 1,797 470 524,523 133,520 104,587 17,600 42,819 9,427 224,529 4,392 19,198 107,366 20,569 15,821 68,089 389 - 347,403 55,821 111,181 18,430 44,775 10,720 4,464 4,672 10,682 50,585 - - 93,589 1,691 396,192 58,356 104,587 17,600 42,819 9,427 82,972 4,392 14,318 48,639 20,056 - 1,439,983 1,382,526 727,211 894,638 28 OTHER (LOSSES)/GAINS The Group The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 Net foreign exchange(losses)/gains on operations (note 32) (2,160) 1,028 - - Medine Limited and its Subsidiaries Annual Report 2015 114 Notes to the Financial Statements - Year ended June 30, 2015 29 OTHER INCOME The Group The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 Dividend income Interest income Profit on disposal of property, plant and equipment Corporate management fees Profit on sale of available-for-sale investments Reversal of impairment charge (note 16(c)) Insurance refund Sundry income 2,175 7,511 1,058 13,110 12,175 16,578 9,058 33,886 3,824 11,501 - - 5,839 3,280 3,062 12,631 6,852 - - 4,244 3,582 11,501 - 15,000 - 293 2,637 12,631 6,852 280 34,130 40,957 59,129 65,344 30 PROFIT ON SALE OF LAND The Group The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 264,146 369,728 264,146 369,728 (103,761) (180,395) (103,761) (180,395) 160,385 189,333 160,385 189,333 Revenue from sale of land (note (i)) Cost of land - - - - 1,328,000 (284,800) - - - 1,043,200 - 160,385 189,333 1,203,585 189,333 Revenue from sale of developed land Cost of land and expenditure in respect of land development Profit from sale of developed land Profit on sale of land Total Note (i): Sale of land to Casela Limited, a wholly owned subsidiary of Medine Limited. 31 FINANCE COSTS - NET The Group The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 2,233 3,886 1,231 1,776 31,076 153,573 8,910 12,262 156,659 734 21,534 60,400 - 4,368 67,151 - Less : amounts included in the cost of qualifying assets (note 5) 193,559 169,655 81,934 71,519 - - - Interest expenses - net 187,986 169,655 81,934 71,519 (185,753) (165,769) (80,703) (69,743) Gain on exchange on financing activities (note 32) Interest expense - Bank overdrafts - Bank loans repayable by instalments - On current account with group companies Finance costs - net Medine Limited and its Subsidiaries Annual Report 2015 (5,573) Notes to the Financial Statements - Year ended June 30, 2015 115 32 NET FOREIGN EXCHANGE GAINS The Group The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 The exchange differences credited to profit or loss are included as follows: Other gains - net (note 28) Finance costs - net (note 32) (2,160) 2,233 1,028 3,886 - 1,231 1,776 4,914 1,231 1,776 73 33 (LOSS)/PROFIT BEFORE TAXATION The Group 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 3,824 20,000 - 3,062 2,568 6,852 3,582 20,000 - 2,637 878 6,852 159,665 123 2,310 155,908 - 1,797 67,966 123 389 93,589 1,691 - 1,753 154,946 549,556 - 6,905 133,520 524,523 604,044 7,230 55,821 347,403 7,205 58,356 396,192 (Loss)/Profit before taxation is arrived at after: crediting: Profit on disposal of property, plant and equipment Reversal of provision for receivable impairment Profit on sale of available-for-sale investments and charging: Depreciation on property, plant and equipment - owned assets - leased assets Amortisation of intangible assets (note 7) Impairment losses on investments in subsidiaries (note 8) Decrease in fair value of investment properties Costs of inventories recognised as expenses Employee benefit expense (note 34) The Holding Company 34 EMPLOYEE BENEFIT EXPENSE The Group The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 (a)Analysis of staff costs Wages and salaries Social security costs and other benefits Pension costs (note 21) 491,099 34,076 24,381 445,869 43,241 35,413 305,071 28,755 13,577 326,501 39,811 29,880 549,556 524,523 347,403 396,192 (b)The number of employees at the end of the year was: The Group The Holding Company 2015 2014 2015 2014 - Production - Administration 654 323 693 280 260 202 403 226 977 973 462 629 Medine Limited and its Subsidiaries Annual Report 2015 116 Notes to the Financial Statements - Year ended June 30, 2015 35 INCOME TAX Amounts shown on the statements of p rofit or loss and other comprehensive income are as follows: The Group The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 - - - - Current tax on the adjusted (loss)/profit for the year at 15% (2014: 15%) Deferred tax charge/(credit) to profit or loss (note 13) 774 (6,875) - - Charge/ (Credit) to profit or loss Charge to other comprehensive income 774 720 (6,875) 235 - - - Total charge/(credit) for the year 1,494 (6,640) - - The tax on the group’s/company’s (loss)/profit before tax differs from the theoretical amount that would arise using the basic tax rate of the group as follows: The Group The Holding Company (Loss)/Profit before tax Tax calculated at the rate of 15% (2014: 15%) Income not subject to tax Excess of depreciation over capital allowances Other tax allowances Expenses not deductible for tax purposes Tax losses carried forward Tax losses not recognised Utilisation of tax losses Current tax on the adjusted (loss)/profit Deferred tax charge/(credit) to profit or loss (note 13) Charge/(credit) to profit or loss Charge to other comprehensive income Total charge/(credit) for the year 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 (84,796) (125,591) 361,788 (12,984) (12,719) (25,400) (18,839) (32,141) 54,268 (175,074) (1,948) (31,602) 3,660 (7,483) 17,481 4,242 21,972 (1,753) 19,023 (1,070) 4,990 5,960 23,356 (1,279) 8,511 (7,483) 104,487 - 15,291 - 12,283 (1,028) 4,572 17,723 - - - - - 774 (6,875) - - 774 720 (6,875) 235 - - - 1,494 (6,640) - - 36 (LOSS)/EARNINGS PER SHARE (Loss)/Profit attributable to owners of the parent Number of shares in issue (‘000) (Loss)/Earnings per share (Re.) Medine Limited and its Subsidiaries Annual Report 2015 The Group The Holding Company 2015 2014 2015 2014 (80,479) (109,170) 361,788 (12,984) 105,000 105,000 105,000 105,000 (0.77) (1.04) 3.45 (0.12) Notes to the Financial Statements - Year ended June 30, 2015 117 37 CASH AND CASH EQUIVALENTS The Group The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 (a)Cash and bank balances 16,326 12,191 5,226 8,551 (b)Cash and cash equivalents and bank overdrafts include the following for the purpose of the statement of cash flows: The Group 2015 Rs’000 The Holding Company 2015 Rs’000 2014 Rs’000 2014 Rs’000 Cash and bank balances Bank overdrafts (note 20) 16,326 (336,564) 12,191 (206,101) 5,226 (177,578) 8,551 (124,389) (320,238) (193,910) (172,352) (115,838) (c) Non cash items (i) During the year ended June 30, 2015, the shareholder’s loan of Rs.463,731,000 and the consideration for sale of land of Rs.1,328,000,000 have been used towards the issue of ordinary share (note 8). (ii)The principal non cash transactions are the acquisition of property, plant and equipment using finance leases. The Group The Holding Company 2015 Rs’000 2014 Rs’000 Property, plant and equipment acquired (note 5) Acquired under finance lease 816,174 (3,874) Acquired using own fund 812,300 2015 Rs’000 2014 Rs’000 195,984 - 106,360 (3,874) 75,604 - 195,984 102,486 75,604 38 OTHER COMPREHENSIVE INCOME (a) The Group (i) 2015 Increase in fair value of available-for-sale investments Remeasurement of retirement benefit obligations (note 21 (a) (v)) Share of other comprehensive income of associates Retirement benefit obligations Rs’000 Share of reserves in associates Rs’000 Total Rs’000 19,048 - - 19,048 - (16,803) - - (16,803) - (183) (16,803) - (720) Other comprehensive income for the year 2015, net of tax 19,048 (17,523) (183) 1,342 Other comprehensive income attributable to: - Owners of the parent - Non-controlling interests 19,048 - (18,312) 789 (183) - 553 789 19,048 (17,523) (183) 1,342 (183) (183) 19,048 Income tax charge Deferred tax on remeasurement of retirement benefit obligations Revaluation surplus and other reserves Rs’000 - 2,062 (720) Medine Limited and its Subsidiaries Annual Report 2015 118 Notes to the Financial Statements - Year ended June 30, 2015 38 OTHER COMPREHENSIVE INCOME (continued) (a) The Group Revaluation surplus and other reserves Rs’000 Retirement benefit obligations Rs’000 Share of reserves in associates Rs’000 Total Rs’000 6,844 - - 6,844 - - 8,488 - - 6 8,488 6 6,844 8,488 6 15,338 (i) 2014 Increase in fair value of available-for-sale investments Remeasurement of retirement benefit obligations (note 21 (a) (v)) Share of other comprehensive income of associates Income tax charge Deferred tax on remeasurement of retirement benefit obligations Other comprehensive income for the year 2014, net of tax 6,844 8,253 6 15,103 Other comprehensive income attributable to: - Owners of the parent - Non-controlling interests 6,844 - 7,987 266 6 - 14,837 266 6,844 8,253 6 15,103 - (b) The Holding Company (235) - (235) Revaluation surplus and other reserves Rs’000 Retirement benefit obligations Rs’000 Total Rs’000 19,048 - 19,048 (i) 2015 Increase in fair value of available-for-sale investments Remeasurement of retirement benefits obligations (note 21 (a) (v)) Other comprehensive income for the year 2015, net of tax - (19,629) (19,629) 19,048 (19,629) (581) (ii) 2014 Increase in fair value of available-for-sale investments Remeasurement of retirement benefits obligations (note 21 (a) (v)) 6,844 - - 6,924 6,844 6,924 Other comprehensive income for the year 2014, net of tax 6,844 6,924 13,768 39 COMMITMENTS The Group The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 Investment property Property, plant and equipment 15,439 66,494 42,953 317,051 - 868 42,953 2,064 81,933 360,004 868 45,017 (a) Capital Commitments Medine Limited and its Subsidiaries Annual Report 2015 Notes to the Financial Statements - Year ended June 30, 2015 119 39 COMMITMENTS (continued) (b) Operating lease payments receivable The future minimum lease payments receivable under non-cancellable lease which will expire on December 31, 2094 and June 30, 2104 is as follows: The Group The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 Not later than 1 year Later than 1 year and not later than 5 years Later than 5 years 5,000 20,000 420,000 5,000 20,000 425,000 5,429 22,039 451,755 5,429 22,039 457,184 445,000 450,000 479,223 484,652 40 CONTINGENT LIABILITIES (a)Corporate guarantee given for subsidiary and other companies The Group The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 458,646 341,646 458,646 341,646 (b)It has been agreed that the Sugar Industry will allocate through the Mauritius Sugar Producers Association, ‘‘2,000 Arpents’’ of land to the Empowerment Programme for social and infrastructural projects. The quantum of land to be granted by the Company is 131 Arpents. (c)Claims have been made by various persons against the Company before the Truth and Justice Commission for 2 portions of land totalling 312 Arpents situated at “La Cantine”, Albion and at “Camp Caval” between “Ligne Berthaud” and “River Takamaka”. The Directors strongly believe that these claims are not justified and will have no impact on the financial statements of the Company, as the land being claimed is registered in the name of the company in full ownership. 41 BUSINESS COMBINATION (a) Acquisition of subsidiary (i) During the year ended June 30, 2015 the Group acquired a 100% interest in Le Cabinet Ltd for Rs.18,000,000 in cash. The principle activities of Le Cabinet Ltd is the provision of hunting services. (ii) Details of identifiable net assets acquired and goodwill are as follows: 2015 Rs’000 18,000 (13,956) Purchase consideration Fair value of equity interest in Le Cabinet Ltd 4,044 Goodwill The goodwill arising from the aquistion is mainly attributable to the potential profitability of the acquired business in the long term. However, because of the difficult economic environment, the goodwill has been impaired. (iii) Recognised amounts of identifiable assets acquired and liabilies assumed 2015 Rs’000 Property, plant and equipment Inventories Trade and other receivables Cash and cash equivalents Borrowings 12,270 2,000 164 157 (635) 13,956 Medine Limited and its Subsidiaries Annual Report 2015 120 Notes to the Financial Statements - Year ended June 30, 2015 41 BUSINESS COMBINATION (continued) (iv) Net cash outflow on acquisition of subsidiary 2015 Rs’000 Purchase consideration Less: Cash and cash equivalents balances acquired 18,000 (157) Net cash outflow on acquisition of subsidiaries 17,843 (b) Loss on deemed disposal of investment in subsidiary During the year ended June 30, 2015, Broll Property and Facility Management Limited, a subsidiary of Medine Limited, issued additional shares to a third party. Consequently, the shareholding of Medine Limited in Broll Property and Facility Management Limited has decreased from 100% to 50%. Hence, Broll Property and Facility Management Limited is now considered as an associate instead of a subsidiary company. The gain on deemed disposal following the issue of shares to a third party is arrived as follows: 2015 Rs’000 Non-current assets Net current liabilities over current assets 985 (2,401) (1,416) Gain on deemed disposal following the issue of shares to a third party (c) Disposal of investment in subsidiary During the year ended June 30, 2015, the Group has disposed of its investment in Barachois Villas Company Limited (i) Net Consideration received Consideration received in cash and cash equivalents Less: repayment of loans Net consideration received (ii) Analysis of assets and liabilities over which control was lost Current asset Cash and cash equivalents Non-current assets Property, plant and equipment Deferred tax assets Current liability Amount payable to group company Non-current liability Bank loans Net assets disposed of (iii) Gain on disposal of subsidiary Net consideration received Net assets disposed of Gain on disposal Medine Limited and its Subsidiaries Annual Report 2015 2015 Rs’000 295,676 (131,717) 163,959 2015 Rs’000 58 233,464 8,779 (6,021) (125,696) 110,584 2015 Rs’000 163,959 (110,584) 53,375 Notes to the Financial Statements - Year ended June 30, 2015 121 41 BUSINESS COMBINATION (continued) (iv) Net cash inflow on disposal of subsidiary 2015 Rs’000 Net consideration received in cash and cash equivalents Less: Cash and cash equivalents balances disposed of 163,959 (58) 163,901 (d) Acquisition of additional interest in a subsidiary During the year ended June 30, 2014, the Group acquired an additional 6.8% interest in Cascavelle Shopping Mall Limited for Rs.12,717,000 in cash, increasing its ownership from 50.1% to 56.9%. The carrying amount of Cascavelle Shopping Mall Limited’s net assets in the consolidated financial statements on the date of the acquistion was Rs.190,569,000. The Group recognised a decrease in non-controlling interest of Rs.12,942,000 and an increase in retained earnings of Rs.225,000. 2014 Rs’000 Cash consideration paid to non-controlling interests Carrying amount of the additional interest 12,717 (12,942) Gain recognised in retained earnings within equity 225 The following summarises the effect of changes in the Group’s (parent) ownership interest in Cascavelle Shopping Mall Limited: 2014 Rs’000 Parent’s ownership interest at begining of period Share of comprehensive income 101,573 (6,924) Effect of increase in parent’s ownership 94,649 12,942 Parent’s ownership interest at end of period 107,591 42 SEGMENT REPORTING The Group’s reportable segments are strategic business units that offer different products and services. They are managed separately because each business requires different resources and marketing strategies. There are four main reportable segments: - Agro - planter and miller of sugar cane for the production of sugar and by-products of sugar cane namely molasses and bagasses, sale of electricity, production of vegetables and fruits, landscaping and nursery. - Leisure - operates a golf course and a hotel resort, casela nature and leisure park, nature escapade and revenue from forestry and deer farming. - Property - land transactions, rental of office and commercial buildings and property development. - Education - provides integrated infrastructure for tertiary education provided by specialist institution. Medine Limited and its Subsidiaries Annual Report 2015 122 Notes to the Financial Statements - Year ended June 30, 2015 42 SEGMENT REPORTING (continued) The accounting policies of the operating segments are the same as those described in the summary of significant accounting policies. The company evaluates performance on the basis of profit or loss and account for intersegment sales and transfers as if the sales or transfer were to third parties, that is, at current market prices. June 30, 2015 Revenues Agro Rs’000 Leisure Rs’000 732,818 486,276 20,854 - - 14,082 (4,044) Property Education Rs’000 Rs’000 Others Rs’000 Total Rs’000 1,395,192 133,548 39,595 2,955 (25,851) 160,385 - - - (20,477) - - - - (23,383) - - (3,927) - (118,577) 160,385 (1,753) 10,155 (4,044) Segment result Profit on sale of land Fair value loss of investment properties Share of profit/(loss) in associates Impairment of goodwill Gain on deemed disposal of investment in subsidiary Gain on disposal of investment in subsidiary (69,720) - (1,753) - - (Loss)/Profit before finance costs Finance costs (71,473) (22,252) 30,892 (43,845) 189,325 (60,047) (20,477) (1,530) (27,310) (58,079) 100,957 (185,753) (Loss)/Profit before taxation Income tax credit/(charge) (93,725) 2,380 (12,953) (3,680) 129,278 593 (22,007) (67) (85,389) - (84,796) (774) (Loss)/Profit for the year (91,345) (16,633) 129,871 (22,074) (85,389) Loss attributable to: - Owners of the parent - Non-controlling interests (85,570) (80,479) (5,091) Loss for the year (85,570) - - 1,416 - - 1,416 - - 53,375 - - 53,375 Segment assets Associates Unallocated assets 5,882,212 3,078,361 2,137,816 - 33,265 - - - - 14,206 - 11,112,595 - 6,147 39,412 - 1,401,105 1,401,105 Total assets 5,882,212 3,111,626 2,137,816 14,206 1,407,252 12,553,112 Segment liabilities Unallocated liabilities 471,291 - 832,230 1,168,374 - - 8,941 - - 1,559,135 2,480,836 1,559,135 Total liabilities 471,291 832,230 1,168,374 8,941 1,559,135 4,039,971 Other segment items Capital expenditure Depreciation Amortisation 237,178 94,359 - 512,149 59,937 1,939 2,260 - 41 Medine Limited and its Subsidiaries Annual Report 2015 68,521 5,396 - 82,352 96 330 902,460 159,788 2,310 Notes to the Financial Statements - Year ended June 30, 2015 123 42 SEGMENT REPORTING (continued) Agro Rs’000 Leisure Rs’000 794,615 426,900 117,400 Segment result Profit on sale of land Fair value loss of investment properties Share of profit/(loss) in associates (112,561) - (1,739) - 29,300 - - 11,651 (Loss)/Profit before finance costs Finance costs (114,300) (20,000) (Loss)/Profit before taxation Income tax credit/(charge) June 30, 2014 Revenues (Loss)/Profit for the year Property Education Rs’000 Rs’000 Others Rs’000 Total Rs’000 31,100 3,800 1,373,815 (29,633) 189,333 (5,166) - (6,200) - - - (29,924) - - (4,883) (149,018) 189,333 (6,905) 6,768 40,951 (31,700) 154,534 (83,600) (6,200) (400) (34,807) (30,069) 40,178 (165,769) (134,300) 2,045 9,251 - 70,934 5,054 (6,600) (224) (64,876) - (125,591) 6,875 (132,255) 9,251 75,988 (6,824) (64,876) (118,716) Loss attributable to: - Owners of the parent - Non-controlling interests (109,170) (9,546) Loss for the year (118,716) Segment assets Associates Unallocated assets 5,930,077 1,779,529 2,100,691 - 29,204 - - - - Total assets 5,930,077 1,808,733 2,100,691 8,027 - - 4,756 - 2,294,624 9,818,324 33,960 2,294,624 8,027 2,299,380 12,146,908 Segment liabilities Unallocated liabilities 653,299 - 512,005 1,076,906 - - 2,368 - - 1,193,356 2,244,578 1,193,356 Total liabilities Other segment items Capital expenditure Depreciation Amortisation 653,299 512,005 1,076,906 2,368 1,193,356 3,437,934 102,372 75,305 1,067 98,400 59,268 283 12,739 13,349 - 530 473 31 - 7,513 416 214,041 155,908 1,797 (a)Other operations of the Group comprised mainly of holding of investment, training services and bottling services, which are not of a sufficient size to be reported separately. (b)There are no sales or other transactions between the business segments. Others represent unallocated costs and corporate expenses. Segment assets consist primarily of property, plant and equipment, investment properties, intangible assets, investments in associates, deferred expenditure, biological assets, inventories, receivables and operating cash, and exclude investments in available-for-sale financial assets. Segment liabilities comprise mainly of payables, borrowings, retirement benefit obligations and exclude items such as corporate borrowings and proposed dividend. Capital expenditure comprises additions to property, plant and equipment and intangible assets. The company operates only in Mauritius and all sales are made on the local market. Medine Limited and its Subsidiaries Annual Report 2015 124 Notes to the Financial Statements - Year ended June 30, 2015 43 RELATED PARTY TRANSACTIONS (a) The Group Sales of goods or services Purchase of goods or services Rental income Management fee receivable Remuneration and benefits Dividend receivable Interest income Interest expense Amount owed to related parties Amount owed by related parties Advances from related parties Associated Companies 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 643 727 - 630 - 6,000 - 642 - - - 47 - 826 600 - 4,000 - 323 14,834 - - - - - - 87,559 - - - - - - - - - - 76,058 - - - - - - 6,387 7,700 1,327 16,051 - - 1,162 6,796 194,197 23,049 - 5,466 132 7,994 18,931 12,772 5,375 79,001 105,465 378,126 (b) The Holding Company Directors and Companies with Key Management Personnel Common Shareholders Subsidiaries Associated Companies Directors and Key Management Personnel Companies with Common Shareholders 2015 2014 2015 2014 2015 2014 2015 2014 Rs’000 Rs’000 Rs’000 Rs’000 Rs’000 Rs’000 Rs’000 Rs’000 Sales of goods or services 65,340 9,746 Purchase of goods or services 11,444 1,559 Rental income 12,977 10,206 Management fee receivable 66,078 41,945 Remuneration and benefits - - Dividend receivable - - Interest income 9,125 27,841 Interest expense 910 375 Amount owed to related parties 13,978 4,845 Amount owed by related parties 336,088 498,022 Advances from related parties - - 643 727 - 630 - 6,000 - 642 - - - 47 - 826 600 - 4,000 - 323 14,834 - - - - - - 63,794 - - - - - - - - - - 62,115 - - - - - - 5,975 1,938 1,327 16,051 - - 1,162 6,796 194,197 23,049 - 1,095 121 7,994 18,931 12,772 5,375 79,001 105,465 378,126 (c)The above transactions have been made at arms’ length, on normal commercial terms and in the ordinary course of business. The amount owed to/by related parties are unsecured, carried interest rate of 4.25% and settlement occurs in cash. There has been no guarantees provided or received for any related party payables or receivables. For the year ended June 30, 2015, the Group and the company has not recorded any impairment of receivables (2014: Rs.20,000,000) relating to amounts owed by related parties (note 15 (d)). This assessment is undertaken each financial year through examining the financial position of the related party and the market in which the related party operates. (d) KEY MANAGEMENT PERSONNEL COMPENSATION The Group The Holding Company 2015 Rs’000 2014 Rs’000 2015 Rs’000 2014 Rs’000 78,199 9,360 68,588 7,470 56,664 7,130 56,063 6,052 87,559 76,058 63,794 62,115 Salaries and short-term employee benefits Post-employment benefits Medine Limited and its Subsidiaries Annual Report 2015 Notice of Annual Meeting of Shareholders 125 Notice is hereby given that the 104th Annual Meeting of the Shareholders of the Company will be held at the Medine Agriculture’s conference room, Bambous on Tuesday 22 December 2015 at 10.00 a.m. Agenda 1.To receive, consider and approve the audited financial statements for the year ended 30 June 2015, the directors’ annual report and the auditors’ report thereon. 2To reappoint Mr. Pierre Doger de Spéville as director of the Company until the next annual meeting in compliance with section 138 (6) of the Companies Act 2001. 3.To reappoint Mr. Lajpati Gujadhur as director of the Company until the next annual meeting in compliance with section 138 (6) of the Companies Act 2001. 4To reappoint Mr. Ramapatee Gujadhur as director of the Company until the next annual meeting in compliance with section 138 (6) of the Companies Act 2001. 5.To reappoint Mr. Jacques Li Wan Po as director of the Company until the next annual meeting in compliance with section 138 (6) of the Companies Act 2001. 6.To reappoint Mr. Gérald Lincoln as director of the Company until the next annual meeting in compliance with section 138 (6) of the Companies Act 2001. 7.To reappoint as director Mr. Thomas Doger de Spéville who was appointed by the Board on 30 June 2015 in replacement of Mr. Alain de Ravel de L’Argentière who had resigned. 8To reappoint as director Mr. Shakil Moollan who was appointed by the Board on 30 September 2015 in replacement of Mr. Sulliman Adam Moollan who had resigned. 9.To reappoint Messrs. BDO & Co as auditors for the financial year ending on 30 June 2016 and authorise the Board of Directors to fix their remuneration. A member of the Company may appoint a proxy to attend and vote at the meeting on his behalf. The instrument appointing the proxy must be deposited at the registered office of the Company, 4 Clarens Fields Business Park, Black River Road, Bambous 90203, not less than twenty-four hours before the meeting. By Order of the Board Patricia Goder Company Secretary 07 December 2015 Medine Limited and its Subsidiaries Annual Report 2015 126 Medine Limited and its Subsidiaries Annual Report 2015 Proxy Form - Medine Limited 127 I/We (Block Capitals, please) being a shareholder/shareholders of the above-named Company, hereby appoint of or failing him of as my/our proxy to vote for me/us and on my/our behalf at the Annual Meeting of the Shareholders of the Company to be held on Tuesday 22 December 2015 at 10.00 a.m. and at any adjournment thereof. Signed this day of 2015. Signature Please indicate with an X in the spaces below how you wish your votes to be cast. FOR RESOLUTION 1 To receive, consider and approve the audited financial statements for the year ended 30 June 2015, the directors’ annual report and the auditors’ report thereon. RESOLUTION 2 To reappoint Mr. Pierre Doger de Spéville as director of the Company until the next annual meeting in compliance with section 138 (6) of the Companies Act 2001. RESOLUTION 3 To reappoint Mr. Lajpati Gujadhur as director of the Company until the next annual meeting in compliance with section 138 (6) of the Companies Act 2001. RESOLUTION 4 To reappoint Mr. Ramapatee Gujadhur as director of the Company until the next annual meeting in compliance with section 138 (6) of the Companies Act 2001. RESOLUTION 5 To reappoint Mr. Jacques Li Wan Po as director of the Company until the next annual meeting in compliance with section 138 (6) of the Companies Act 2001. RESOLUTION 6 To reappoint Mr. Gérald Lincoln as director of the Company until the next annual meeting in compliance with section 138 (6) of the Companies Act 2001. RESOLUTION 7 To reappoint as director Mr. Thomas Doger de Spéville who was appointed by the Board on 30 June 2015 in replacement of Mr. Alain de Ravel de L’Argentière who had resigned. RESOLUTION 8 To reappoint as director Mr. Shakil Moollan who was appointed by the Board on 30 September 2015 in replacement of Mr. Sulliman Adam Moollan who had resigned. RESOLUTION 9 To reappoint Messrs. BDO & Co as auditors for the financial year ending on 30 June 2016 and authorise the Board of Directors to fix their remuneration. AGAINST Notes 1 A member may appoint a proxy of his own choice. 2 If the appointor is a corporation, this form must be under its common seal or under the hand of some officer or attorney duly authorised in that behalf. 3 In the case of joint holders, the signature of any one holder will be sufficient, but the names of all the joint holders should be stated. 4 If this form is returned without any indication as to how the person appointed proxy shall vote, he will exercise his discretion as to how he votes or whether he abstains from voting. 5 To be valid, this form must be completed and deposited at the registered office of the Company, 4 Clarens Fields Business Park, Black River Road, Bambous 90203, not less than twenty-four hours before the time fixed for holding the meeting or adjourned meeting. Medine Limited and its Subsidiaries Annual Report 2015 128 Medine Limited and its Subsidiaries Annual Report 2015 www.medine.com MEDINE Limited ANNUAL REPORT 2015 Medine Limited 4 Clarens Fields Business Park, Black River Road, Bambous 90203 T (230) 401 6101 F (230) 452 9600 E [email protected] ANNUAL REPORT 2015
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