Beruflich Dokumente
Kultur Dokumente
Chairmans Message Consolidated Income Statement Consolidated Statement of Comprehensive Income Consolidated Statement of Financial Position Consolidated Statement of Cash Flow
1 3 4 5 6
Consolidated Statement of Changes in Equity 8 Company Income Statement 9 Company Statement of Comprehensive Income 10 Company Statement of Financial Position 11 Company Statement of Cash Flow 12
Company Statement of Changes in Equity Operating Segment Information Notes to the Interim Condensed Financial Statements
13 14 18
CHAIRMANS MESSAGE
Dear Stakeholder, The Group revenues at Rs. 23.89 billion and Rs. 64.98 billion in the third quarter and the nine months ended 31 December 2013 were 11 per cent and 4 per cent above the Rs. 21.51 billion and Rs. 62.20 billion recorded in the corresponding periods in the previous year. The Group profit before tax (PBT) at Rs. 4.27 billion in the third quarter of the financial year 2013/14 was an increase of 19 per cent over the Rs. 3.58 billion recorded in the corresponding period in the previous financial year. The Group PBT for the nine months ended 31 December 2013 of Rs. 9.11 billion was an increase of 2 per cent over the Rs. 8.97 billion recorded in the corresponding period of the previous year. The PBT for the nine months ended 31 December 2013, included a non-recurring charge of Rs. 139 million on account of the voluntary retirement scheme offered at Keells Food Products PLC, a non-cash charge of Rs. 144 million relating to the share based payments which came into effect in the current financial year and an impairment loss of Rs. 141 million arising from the demolition of buildings at Glennie Street and Justice Akbar Mawatha, totaling to Rs 424 million. The impact of these expenses on PBT for the quarter amounted to Rs. 211 million. The profit attributable to the equity holders for the third quarter at Rs. 3.39 billion reflects an increase of 17 per cent over the Rs. 2.90 billion reported in third quarter of the previous financial year while the profit attributable to equity holders for the nine months ended 31 December 2013 at Rs. 7.04 billion represents an increase of 1 per cent over the Rs. 6.97 billion recorded in the corresponding period in the previous year. The Company PBT for the nine months ended 31 December 2013 of Rs. 4.62 billion was an increase of 17 per cent over the Rs. 3.93 billion recorded in the corresponding period of the previous year. The Waterfront Project was re-gazetted under the Strategic Development Projects Act on 17th December 2013 subsequent to the withdrawal of the previous gazettes.
Transportation
The Transportation industry group PBT of Rs. 538 million for the third quarter of 2013/14 was a decrease of 36 per cent in comparison to the corresponding period in the previous financial year [2012/13 Q3: Rs. 844 million]. The decline in PBT is mainly attributable to the lower contribution from the ports and bunkering businesses. The ports business witnessed a drop in volumes as a result of the re-alignment of services referred to in my previous message. The Groups Bunkering business, although retaining market leadership in terms of share, recorded lower earnings compared to the same period last year as a result of the continued depression in the global bunker market coupled with the local and regional competition.
Leisure
The Leisure industry group PBT of Rs. 1.54 billion for the third quarter of 2013/14 was an increase of 15 per cent compared to the corresponding period of the previous financial year [2012/13 Q3: Rs. 1.34 billion]. The increase in PBT was driven by the improved performance of Sri Lankan and Maldivian Resorts compared to the previous year. The performance of Sri Lankan Resorts improved as a result of revised market positioning and implementation of effective yield management strategies which resulted in higher occupancies across the portfolio of hotels, whilst Maldivian Resorts also benefitted from higher occupancies. The performance of City Hotels and Destination Management continued to be in line with expectations.
Property
The Property industry group PBT of Rs. 347 million for the third quarter of 2013/14 was a 93 per cent increase over the PBT recorded in the corresponding period of the previous financial year [2012/13 Q3: Rs. 180 million]. The growth in PBT is on account of higher revenue recognition during the quarter in the OnThree20 development and the recognition of revenues from 7th Sense which had not commenced in the previous year. Construction of both developments are progressing as scheduled with approximately 90 per cent of units of OnThree20 and 70 per cent of 7th Sense sold to date.
PROGRESSIVE
CHAIRMANS MESSAGE
Rs. 194 million]. The increase in PBT was primarily attributable to an increase in net interest income at the Company as a result of the increase in the cash balance arising from the proceeds of the rights issue which is earmarked for the Waterfront Project. The Plantation sector also saw a significant improvement in its performance following improved quality of made tea, attractive prices and positive market conditions.
Sustainability Initiatives
The Groups carbon footprint increased by 5 per cent to approximately 18,620 MT and the estimated volume of water withdrawn increased by 3 per cent to 442,997 cubic meters due to increased operational activity across Leisure and Consumer Foods when compared with the third quarter of the previous year. However, in terms of GHG per unit and water consumption per unit, the performance was better than the previous year. Total training hours provided to Group employees was 119,644 hours, amounting to 9.5 hours of training per employee.
Financial Services
The Financial Services industry group PBT of Rs. 1.01 billion in the third quarter of 2013/14 was an increase of 38 per cent over the PBT recorded in the corresponding period of the previous financial year [2012/13 Q3: Rs. 734 million]. Both the insurance and banking businesses were the primary contributors to the improved performance. The implementation of the Banks new positioning strategy was successfully concluded during the quarter under review. As stipulated under the Insurance Industry Act No 3 of 2011, the insurance business is in the process of making the necessary arrangements to segregate the life and general businesses by February 2015. The stock brokering business gained market share despite the decrease in average daily turnovers as a consequence of the lower level of activity that prevailed on the Colombo Stock Exchange.
Information Technology
The Information Technology industry group PBT of Rs. 87 million for the third quarter of 2013/14 was a decrease of 16 per cent compared to the corresponding period of the previous financial year [2012/13 Q3: Rs. 103 million].The decrease in PBT was largely on account of the Software Services business. The Office Automation business, which is the significant contributor towards the profits of the industry group, recorded a marginal decline in profits compared to the corresponding period in the previous year.
Note :
All values are in Rupees 000s, unless otherwise stated. Figures in brackets indicate deductions. The above figures are not audited. Interim Financial Statements l 3
PROGRESSIVE
Note :
All values are in Rupees 000s, unless otherwise stated. Figures in brackets indicate deductions. The above figures are not audited.
49,706,411 9,276,793 9,286,083 2,533,605 16,643,762 19,521,783 200,424 4,371,610 111,540,471 4,393,579 13,029,074 25,391 3,216,326 53,376,313 4,221,251 78,261,934 189,802,405
49,272,979 9,513,671 9,294,936 2,689,514 15,724,361 18,816,693 212,227 3,575,749 109,100,130 3,998,900 12,775,046 207,455 2,895,900 26,586,054 3,554,804 50,018,159 159,118,289
49,718,545 47,493,972 21,461,489 118,674,006 11,296,098 129,970,104 19,344,766 9,549,153 1,217,261 1,508,226 80,146 523,653 32,223,205 14,033,115 14,233 833,413 3,095,988 3,476,450 2,891,775 3,264,122 27,609,096 189,802,405 Rs. 119.86
26,480,396 42,704,203 20,634,571 89,819,170 11,366,240 101,185,410 17,388,494 11,857,764 1,222,210 1,385,072 50,228 530,075 32,433,843 14,608,263 15,280 981,013 1,853,767 3,048,936 1,635,534 3,356,243 25,499,036 159,118,289 Rs. 104.56
I certify that the financial statements comply with the requirements of the Companies Act No.7 of 2007.
M J S Rajakariar Group Financial Controller The Board of Directors is responsible for the preparation and presentation of these financial statements.
PROGRESSIVE
7,093,176 (394,679) 11,403 (257,708) (795,861) (582,617) 1,230,039 1,956,272 8,260,025 4,052,874 (972,484) 1,269,473 (1,226,091) (113,956) 11,269,841 (2,758,940) (29,266) (31,838) 269,065 37,613 228,620 (424,602) (17,501,977) (530,657) (20,741,982) 23,238,149 425 (161,322) (57,000) (2,276,448) (640,066) 2,028,709 (4,069,669) 1,242,221 19,304,999 9,832,858 16,860,241 26,693,099
6,811,999 391,667 (1,773,966) 601,529 (1,008,809) (777,230) 821,249 (74,593) 1,812,197 6,804,043 2,995,058 (768,070) 1,312,061 (1,003,215) (103,001) 9,236,876 (3,935,309) (17,562) (600,429) (224,379) (95,663) 98,283 585,675 137,808 228,014 (434,775) (3,687,983) (3,469,587) (11,415,907) 832,064 82,499 (7,609) (516) (2,127,348) (817,171) (640,605) (286,933) (2,965,619) (5,144,650) 19,810,729 14,666,079
Note
2013
2012
A Profit before working capital changes Profit before tax Adjustments for: Finance income Finance cost Share of results of equity accounted investees (Profit)/loss on sale of non-current investments Profit on sale of non-current investments in associates Share based payment expense Depreciation of property, plant and equipment Provision for impairment losses (Profit) / loss on sale of property, plant and equipment and intangible assets Amortisation of lease rentals paid in advance Amortisation of intangible assets Amortisation of other deferred liabilities Gratuity provision and related costs Unrealised (gain) / loss on foreign exchange (net)
9,114,941
8,967,065
(4,070,884) 982,706 (2,195,641) 11,461 143,751 1,968,799 141,454 30,045 509,311 188,342 (384) 233,142 36,133 7,093,176
(2,995,058) 776,607 (2,616,163) (172,980) (129,939) 1,626,059 450,000 37,951 513,237 183,492 (384) 214,199 (42,087) 6,811,999
Note :
All values are in Rupees 000s, unless otherwise stated. Figures in brackets indicate deductions. The above figures are not audited. Interim Financial Statements l 7
PROGRESSIVE
Attributable to equity holders of parent Stated Revaluation Foreign currency Other Available for capital reserve translation capital sale reserve reserve reserves Revenue reserves
42,704,203 7,040,321 (2,979) 7,037,342 (158,882) (1,286,460) (989,988) 224,650 (36,893) 47,493,972 32,950,723 6,968,087 425,800 7,393,887 (6,883) (1,275,977) (851,371) 69,550 (2,518) (6,012) 38,273,917 (36,893) 118,674,006 71,286,765 6,968,087 (648,091) 6,319,996 832,064 (6,883) (1,275,977) (851,371) 69,550 (6,012) 76,368,132 (19,682) 11,296,098 8,876,914 703,911 (24,877) 679,034 (726) (886,721) 87,995 8,756,496 7,040,321 680,188 7,720,509 23,097,897 (158,882) 140,252 143,751 (1,286,460) (989,988) 224,650 763,969 52,727 816,696 (2,440) (864,716) 89,819,170 11,366,240 101,185,410 7,804,290 732,915 8,537,205 23,097,897 (161,322) 140,252 143,751 (1,286,460) (989,988) (640,066) (56,575) 129,970,104 80,163,679 7,671,998 (672,968) 6,999,030 832,064 (7,609) (1,275,977) (851,371) (817,171) 81,983 85,124,628
Total Equity
As at 1 April 2013 63,178 63,178 17,843,610 9,487,794 38,185 38,185 9,525,979 2,628,162 2,987,476 (359,314) (359,314) 428,365 (428,365) (428,365) 321,879 (324,397) (324,397) 3,175,974 143,751 298,154 446,117 446,117 143,751 173,872 173,872 -
26,480,396
Profit for the period Other comprehensive income Total comprehensive income Issue of rights 23,097,897 Direct cost on issue of shares Exercise of share options 140,252 Share based payments Final dividend paid - 2012/13 Interim dividend paid - 2013/14 Subsidiary dividend to non-controlling interest Acquisition, disposal and changes in non-controlling interest -
As at 31 December 2013
49,718,545
As at 1 April 2012 25,110,528 Profit for the period Other comprehensive income Total comprehensive income Exercise of share options 832,064 Direct cost on issue of shares Final dividend paid - 2011/12 Interim dividend paid - 2012/13 Subsidiary dividend to non-controlling interest Acquisition, disposal and changes in non-controlling interest -
As at 31 December 2012
25,942,592
Note :
All values are in Rupees 000s, unless otherwise stated. Figures in brackets indicate deductions. The above figures are not audited.
Note :
All values are in Rupees 000s, unless otherwise stated. Figures in brackets indicate deductions. The above figures are not audited. Interim Financial Statements l 9
PROGRESSIVE
Note :
All values are in Rupees 000s, unless otherwise stated. Figures in brackets indicate deductions. The above figures are not audited.
Current assets Trade and other receivables Amounts due from related parties Other current assets Short term investments Cash in hand and at bank Total assets EQUITY AND LIABILITIES Stated capital Revenue reserves Other components of equity Total equity Non-current liabilities Borrowings Employee benefit liabilities
Current liabilities Trade and other payables Amounts due to related parties Current portion of borrowings Other current liabilities Bank overdrafts Total equity and liabilities Net assets per share Note : All values are in Rupees 000s, unless otherwise stated. The above figures are not audited.
I certify that the financial statements comply with the requirements of the Companies Act No.7 of 2007.
M J S Rajakariar Group Financial Controller The Board of Directors is responsible for the preparation and presentation of these financial statements.
PROGRESSIVE
4,618,834 (1,316,266) (4,036,680) 203,750 44,370 17,122 (4) 18,687 182,703 18,395 (249,089) 215,220 38,430 (22,043) (97,372) (114,854) 1,316,266 (245,156) 3,645,227 (100,438) (8,482) 4,492,563 (56,632) (14,099) (364,423) (31,840) (31,771) 4 (19,622,130) (20,120,891) 23,238,149 (148,486) (2,276,448) (1,295,300) 19,517,915 3,889,587 5,433,342 9,322,929
3,932,400 (947,962) (3,985,446) 220,128 19,306 (2,697) 12,148 450,000 16,869 (11,624) (296,878) (655,811) (67,008) (9,959) (62,616) (1,092,272) 806,023 (209,086) 4,421,151 (16,119) (10,757) 3,898,940 (7,158) (16,670) (1,607,337) (320,040) 6,696 46,563 (3,108,073) (5,006,019) 832,064 (2,127,348) (1,307,728) (2,603,012) (3,710,091) 8,919,100 5,209,009
Note :
All values are in Rupees 000s, unless otherwise stated. Figures in brackets indicate deductions. The above figures are not audited. Interim Financial Statements l 13
PROGRESSIVE
External revenue Inter segment revenue Segment Revenue Eliminations of inter segment revenue Net revenue Segment results Finance cost Finance income Change in fair value of investment property Share of results of equity accounted investees Eliminations / adjustments Profit / (loss) before tax Tax expense Profit / (loss) for the period Purchase and construction of PPE Addition to IA Depreciation of PPE Amortisation / impairment of IA Amortisation of LRPA Gratuity provision and related costs
Note :
All values are in Rupees 000s, unless otherwise stated. Figures in brackets indicate deductions. The above figures are not audited.
PPE (Property, plant and equipment), IA (Intangible assets), LRPA (Lease rentals paid in advance) 14 l JOHN KEELLS HOLDINGS PLC l www.keells.com
(2,388,967) 23,888,431 733,183 (2) 15,302 264,914 1,013,397 (98,633) 914,764 566,737 (1) 11,358 155,491 733,585 (54,397) 679,188 101,465 (19,942) 5,422 86,945 (19,964) 66,981 121,566 (20,841) 2,575 103,300 (23,349) 79,951 (81,453) (98,578) 610,956 22,017 64,090 517,032 (134,041) 382,991 (256,047) (67,055) 499,892 17,379 (2) 194,167 (75,535) 118,632 2,972,739 (309,152) 822,472 725,368 57,263 4,268,690 (512,094) 3,756,596
(471,713) 21,507,770 2,437,094 (293,210) 708,660 786,791 (63,419) 3,575,916 (413,820) 3,162,096
PROGRESSIVE
External revenue Inter segment revenue Total Segment revenue Eliminations of inter segment revenue Net revenue Segment results Finance cost Finance income Share of results of equity accounted investees Eliminations / adjustments Profit / (loss) before tax Tax expense
12,397,651 14,815,206 15,307,581 14,157,743 393,906 281,724 1,452,866 40,110 12,791,557 15,096,930 16,760,447 14,197,853
Profit / (loss) for the period 1,907,661 Segment assets Investments in associates Deferred tax assets Goodwill Other current assets Eliminations / adjustments Total Assets Purchase and construction of PPE Addition to IA Depreciation of PPE Amortisation / impairment of IA Amortisation of LRPA Gratuity provision and related costs 7,325,956
Note :
All values are in Rupees 000s, unless otherwise stated. Figures in brackets indicate deductions. The above figures are not audited.
PPE (Property, plant and equipment), IA (Intangible assets), LRPA (Lease rentals paid in advance) 16 l JOHN KEELLS HOLDINGS PLC l www.keells.com
(3,428,024) 64,980,807 817,096 (4) 56,601 704,145 1,577,838 (253,308) 1,324,530 645,270 (7) 37,184 631,189 1,313,636 (243,605) 1,070,031 247,739 (65,757) 12,206 194,188 (43,058) 151,130 5,050,110 218,167 (55,599) 7,125 (4,909) 164,784 (40,534) 124,250 4,439,901 (253,521) (288,199) 1,333,264 47,199 162,300 1,001,043 (384,060) 616,983 46,632,655 (254,907) (229,861) 1,035,576 31,726 302,919 885,453 (282,132) 603,321 18,230,029 5,700,453 (982,706) 2,044,987 2,195,641 156,566 9,114,941 (1,310,651) 7,804,290 181,980,663 16,643,762 200,424 950,884 3,216,326 (13,189,654) 189,802,405
(1,323,130) 62,203,305 5,303,309 (776,607) 1,592,899 2,616,163 231,301 8,967,065 (1,295,067) 7,671,998 133,496,860 16,340,141 209,006 758,115 3,428,348 (14,992,450) 139,240,020
30,087,177 26,241,634
PROGRESSIVE
INTERIM CONDENSED FINANCIAL STATEMENTS The financial statements for the period ended 31 December 2013, includes the Company referring to John Keells Holdings PLC, as the holding company and the Group referring to the companies whose accounts have been consolidated therein.
APPROVAL OF FINANCIAL STATEMENTS The interim condensed financial statements of the Group and the Company for the 9 months ended 31 December 2013 were authorised for issue by the Board of Directors on 29 January 2014.
BASIS OF PREPARATION The interim condensed financial statements have been prepared in compliance with Sri Lanka Accounting Standard (SLAS) LKAS 34 - Interim Financial Reporting. These interim condensed financial statements should be read in conjunction with the annual financial statements for the year ended 31 March 2013, and changes to the accounting policies as given in Note 5 to these financial statements. The presentation and classification of the financial statements of the previous year have been amended, where relevant, for better presentation and to be comparable with those of the current year. The interim condensed financial statements are presented in Sri Lankan Rupees and all values are rounded to the nearest thousand except when otherwise indicated.
CHANGES IN ACCOUNTING POLICIES Employee Share option Plan Accounting for employee remuneration in the form of shares, SLFRS 2- Share Based Payments, is effective for the Group, from the financial year beginning 2013/14. Employees of the Group receive remuneration in the form of share-based payment transactions, whereby employees render services as consideration for equity instruments (equity-settled transactions). The cost of the employee services received in respect of the share options granted is recognised in the income statement over the period that employees provide services, from the time when the award is granted up to the vesting date of the options. The overall cost of the award is calculated using the number of share options expected to vest and the fair value of the options at the date of grant. The fair value of options granted is determined by using an option pricing model to estimate the number of shares likely to vest. These take into account the exercise price of the option, the current share price, the risk-free interest rate, the expected volatility of the share price over the life of the option and other relevant factors. Defined benefit plan Gratuity Re-measurements, comprising of actuarial gains and losses relating to gratuity liability, are recognized in the statement of financial position, with the corresponding debit or credit being recognized in retained earnings through the Other Comprehensive Income (OCI).
OPERATING SEGMENTS For management purposes, the Group is organised into business units based on their products and services and has seven reportable operating segments as follows: Transportation Leisure Property Consumer Foods & Retail Financial Services Information Technology Others
CHANGE IN LIFE INSURANCE CONTRACT LIABILITIES The results of Union Assurance PLCs life business segment is consolidated line by line into the Groups consolidated income statement. The change in life insurance contract liabilities represents the transfer to the Life Fund, the difference between all income and expenditure attributable to life policy holders during the period.
TAX EXPENSE Group For the Nine months ended 31st December Income statement Current income tax Deferred tax Other comprehensive Income Deferred tax (2,790) 1,307,861 1,295,067 182,716 36,725 1,296,502 14,149 1,285,883 9,184 182,716 36,725 2013 2012 Company 2013 2012
SHARE BASED PAYMENT At an extra ordinary general meeting held on 28th June 2013, the shareholders of the company approved the employee share option plan number 8. The share options arising from this plan has now been accounted for based on SLFRS 2 share based payments and accordingly Rs.144 mn has been charged as an expense in the consolidated income statement during the six months ended 31st December 2013.
PROGRESSIVE
10
For the Nine months ended 31st December Transactions with related parties Subsidiaries (Purchase) / sale of goods (Receiving) / rendering of services (Purchase) / sale of property plant & equipment Loans given Interest received / (paid) Rent received / (paid) Guarantees received / (paid) Joint Ventures (Receiving) / rendering of services Associates (Purchase) / sale of goods (Receiving) / rendering of services Interest received / (paid) Loans taken Leases taken Key management personnel (Receiving) / rendering of services Close family members of KMP (Receiving) / rendering of services Companies controlled / jointly controlled / significantly Influenced by KMP and their close family members (Purchase) / sale of goods Post employment benefit plan Contributions to the provident fund
70,604
26,644
2,963 29,352 -
2,977 150,562 -
162,317
150,530
34,644
32,026
11 11.1
SHARE INFORMATION Stated capital Stated capital is represented by number of shares in issue as given below: As at Ordinary shares Global depository receipts 31-12-2013 988,976,857 1,122,069 30-09-2013 857,921,888 1,122,069
11.2
Net assets per share Net assets per share have been calculated, for all periods, based on the number of shares in issue as at 31 December 2013.
11.3
Market price per share For the Quarter ended 31st December 2013 Rs. Highest Lowest Last traded 230.60 206.50 227.30 2012 Rs. 230.00 202.10 219.90
11.4
Warrants As at Number of 2015 warrants Number of 2016 warrants 31-12-2013 43,995,994 43,995,994 30-09-2013 N/A N/A
The above warrants are exercisable in September 2015 and November 2016 respectively and have been considered in calculating the diluted earnings per share. 11.5 Market price per warrant For the Quarter ended 31st December 2015 warrants 2013 Rs. Highest Lowest Last traded 82.00 55.10 80.00 2012 Rs. N/A N/A N/A 2016 warrants 2013 Rs. 96.40 53.00 94.50 2012 Rs. N/A N/A N/A
PROGRESSIVE
11.6
Public share holdings The percentage of shares held by the public as at 31 December 2013 was 76.21 % (30 September 2013 - 88.17 %).
11.7
Directors share holdings The number of shares held by the Board of Directors (including their spouses) are as follows: As at S C Ratnayake Chairman/CEO A D Gunewardene Deputy Chairman J R F Peiris E F G Amerasinghe D A Cabraal (appointed w.e.f 01-11-2013) I Coomaraswamy T Das A N Fonseka (appointed w.e.f 01-11-2013) A R Gunasekara M A Omar 31-12-2013 6,139,930 7,478,907 1,582,375 6,362 105 Nil Nil Nil 124,460 Nil 30-09-2013 5,299,066 6,481,720 1,371,392 5,514 N/A Nil Nil N/A 107,866 Nil
11.8
Twenty largest shareholders of the company: As at 31-12-2013 Number of shares % 11.7% 10.5% 7.8% 5.3% 3.7% 3.7% 3.5% 2.6% 2.2% 2.0% 1.6% 1.5% 1.3% 1.3% 1.1% 1.1% 1.1% 1.1% 1.1% 1.1% 30-09-2013 Number of shares 88,230,172 85,098,555 74,878,133 51,744,193 31,499,883 31,530,435 31,510,732 22,620,207 19,047,737 18,303,333 15,976,971 13,141,807 11,361,466 10,936,664 9,556,504 10,193,944 3,008 8,460,938 239 9,074,229 % 10.3% 9.9% 8.7% 6.0% 3.7% 3.7% 3.7% 2.6% 2.2% 2.1% 1.9% 1.5% 1.3% 1.3% 1.1% 1.2% 0.0% 1.0% 0.0% 1.1%
1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20
Mr S E Captain Broga Hill Investments Limited Janus Overseas Fund Paints & General Industries Limited Melstacorp (Private) Limited Aberdeen Global-Asian Smaller Companies Fund Deutsche Bank AG London Aberdeen Global-Emerging Markets Smaller companies fund Aberdeen Global Asia Pacific Equity Fund Janus Aspen series Overseas Portfolio Fund Schroder International Selection Fund Mr K Balendra J P Morgan Clearing Corporation London- Edinburgh Dragon Trust PLC BBH-Matthews International Funds Rubber Investment Trust Limited A/C no.1 Mrs.C.S. De Fonseka Aberdeen Institutional Commingled Funds, LLC Mrs.S.A.J. De Fonseka Aberdeen Asia Pacific Fund
116,158,051 104,084,164 77,056,336 51,994,412 36,498,341 36,453,481 34,813,380 25,780,969 21,978,158 19,347,985 16,195,812 15,227,172 13,044,802 12,619,227 11,026,735 10,813,861 10,582,326 10,572,620 10,483,019 10,470,264
11.9
Directors warrant holdings The number of warrants held by the Board of Directors (including their spouses) are as follows: 2015 warrants As at S C Ratnayake Chairman/CEO A D Gunewardene Deputy Chairman J R F Peiris E F G Amerasinghe D A Cabraal (appointed w.e.f 01-11-2013) I Coomaraswamy T Das A N Fonseka (appointed w.e.f 01-11-2013) A R Gunasekara M A Omar 31-12-2013 280,297 332,405 70,329 282 Nil Nil Nil Nil 5,531 Nil 30-09-2013 N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A 2016 warrants 31-12-2013 280,297 332,405 70,329 282 Nil Nil Nil Nil 5,531 Nil 30-09-2013 N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A
11.10 Twenty largest warrant holders of the company: 2015 Warrants As at 31-12-2013 Number of warrants 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 Mr S E Captain Broga Hill Investments Limited Melstacorp (Private) Limited Aberdeen Global-Asian Smaller Companies Fund Janus Overseas Fund Aberdeen Global-Emerging Markets Smaller companies fund Aberdeen Global Asia Pacific Equity Fund Capital Trust Holdings (Pvt) Ltd Deutsche Bank AG London Schroder International Selection Fund Mr K Balendra Capital Trust Partners Private Limited J P Morgan Clearing Corporation London- Edinburgh Dragon Trust PLC Mrs.C.S. De Fonseka Mrs.S.A.J. De Fonseka Rubber Investment Trust Limited A/C no.1 BBH-Matthews International Funds Aberdeen Asia Pacific Fund Aberdeen Institutional Commingled Funds, LLC 10,601,714 4,523,355 1,666,208 1,641,071 1,421,182 1,135,979 976,840 973,423 957,006 803,973 695,144 657,571 578,819 560,873 511,770 511,628 503,706 490,094 465,361 433,909 % 30-09-2013 Number of warrants N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A %
24.1% 10.3% 3.8% 3.7% 3.2% 2.6% 2.2% 2.2% 2.2% 1.8% 1.6% 1.5% 1.3% 1.3% 1.2% 1.2% 1.1% 1.1% 1.1% 1.0%
PROGRESSIVE
11.10 Twenty largest warrant holders of the company: 2016 Warrants As at 31-12-2013 Number of warrants 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 12 Mr S E Captain Broga Hill Investments Limited Melstacorp (Private) Limited Aberdeen Global-Asian Smaller Companies Fund Janus Overseas Fund Aberdeen Global-Emerging Markets Smaller companies fund Aberdeen Global Asia Pacific Equity Fund Deutsche Bank AG London Mr R S Captain Schroder International Selection Fund Mr K Balendra Capital Trust Holdings (Pvt) Ltd J P Morgan Clearing Corporation London- Edinburgh Dragon Trust PLC Mrs.C.S. De Fonseka Mrs.S.A.J. De Fonseka Rubber Investment Trust Limited A/C no.1 BBH-Matthews International Funds Aberdeen Asia Pacific Fund Aberdeen Institutional Commingled Funds, LLC DIVIDENDS PAID A final dividend of Rs. 1.50 per share for the financial year ended 31 March 2013 was paid on 17 June 2013. An interim dividend of Rs.1.00 per share for the financial year ending 31 March 2014 was declared on 7th November 2013 and was paid on 27th November 2013. 13 DISPOSAL OF ASSOCIATE In June 2013, as per sales and purchase agreement the Group disposed of its interest in one of its associates, namely NDO India (Pvt) Ltd. The resultant loss of Rs. 11mn has been reflected in the Consolidated Income Statement. 10,753,823 4,523,355 1,666,208 1,641,071 1,421,182 1,135,979 976,840 957,006 817,970 803,973 695,144 656,547 578,819 560,873 511,770 511,628 503,706 490,094 465,361 433,909 % 30-09-2013 Number of warrants N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A %
24.4% 10.3% 3.8% 3.7% 3.2% 2.6% 2.2% 2.2% 1.9% 1.8% 1.6% 1.5% 1.3% 1.3% 1.2% 1.2% 1.1% 1.1% 1.1% 1.0%
14
INVESTMENT INTO WATERFRONT PROPERTIES (PRIVATE) LIMITED (THE PROJECT COMPANY) John Keells Holdings PLC (JKH) had proposed to the Government of Sri Lanka a project, valued in excess of USD 650mn, involving the developing, owning, managing, operating, selling, leasing and renting a luxury multi/mixed use Integrated Resort (the Project) on the land owned and occupied by its subsidiaries Ceylon Cold Stores PLC (CCS), John Keells PLC (JKL), John Keells Properties (Pvt) Ltd (JKP) and Waterfront Properties (Pvt) Ltd (WPL) in Colombo 2. John Keells Holdings PLC together with its subsidiaries CCS, JKL and JKP will be the shareholders in the Project Company, WPL. At an Extraordinary General Meeting held in August 2013, the shareholders granted approval by Special Resolution for the JKH investment in WPL, as a Major Transaction, and for JKH to take such necessary actions, among others, to commence and execute the Project, including raising debt, providing security thereof and guaranteeing or indemnifying the performance obligations of WPL. The proceeds from the issue of Rights, mentioned in Note 15 below, are to be utilized towards JKHs investment in WPL. The two Gazettes in relation to the Project, published under the Strategic Development Projects Act on the 18th of July 2013 and 23rd of September 2013 respectively were withdrawn. The Project was re-gazetted under the same Act on the 17th of December 2013. The Act makes available tax, duty and other concessions.
15
ISSUE OF RIGHTS In October 2013, the shareholders of JKH approved to issue 131,987,983 Ordinary Shares in the proportion of two (2) Ordinary Shares for every thirteen (13) Ordinary Shares in the capital of the Company by way of a Rights Issue, at a price of Rupees One Hundred and Seventy Five (Rs.175/-) per share and two warrants attached thereto; 2015 warrants 43,995,994 warrants in the ratio of one (1) warrant for every three (3) shares subscribed to in the Rights issue at an exercise price of Rupees One Hundred and Eighty Five (Rs.185/-) per share exercisable 24 months from the issue of the warrant and 2016 warrants 43,995,994 warrants in the ratio of one (1) warrant for every three (3) shares subscribed to in the Rights issue at an exercise price of Rupees One Hundred and Ninety Five (Rs.195/-) per share exercisable 36 months from the issue of the warrant. The Rights Issue was substantially oversubscribed.
16
CONTINGENCIES, CAPITAL AND OTHER COMMITMENTS There has been no significant change in the nature of the contingencies and other commitments, which were disclosed in the annual report for the year ended 31 March 2013.
17
EVENTS AFTER THE REPORTING PERIOD There have been no events subsequent to the reporting date, which require disclose in the interim condensed financial statement.
PROGRESSIVE
NOTES
Corporate Information
Name of Company John Keells Holdings PLC Legal Form Public Limited Liability Company Incorporated in Sri Lanka in 1979 Ordinary Shares listed on the Colombo Stock Exchange GDRs listed on the Luxembourg Stock Exchange Company Registration No. PQ 14 Directors S C Ratnayake Chairman A D Gunewardene Deputy Chairman J R F Peiris E F G Amerasinghe D A Cabraal I Coomaraswamy T Das A N Fonseka A R Gunasekara M A Omar Senior Independent Director E F G Amerasinghe Audit Committee A R Gunasekara Chairman D A Cabraal I Coomaraswamy A N Fonseka Human Resources and Compensation Committee E F G Amerasinghe Chairman I Coomaraswamy A N Fonseka A R Gunasekara M A Omar Nominations Committee T Das Chairman E F G Amerasinghe D A Cabraal M A Omar S C Ratnayake Bankers Bank of Ceylon Citibank N.A Commercial Bank Deutsche Bank A.G DFCC Bank DFCC Vardhana Bank Hatton National Bank Hongkong & Shanghai Banking Corporation Muslim Commercial Bank Nations Trust Bank National Savings Bank Pan Asia Banking Corporation Peoples Bank Sampath Bank Seylan Bank Standard Chartered Bank Depository for GDRs Citibank N.A New York Registered office of the Company 117, Sir Chittampalam A Gardiner Mawatha, Colombo 2, Sri Lanka Internet: www.keells.com Email: jkh@keells.com Secretaries and Registrars Keells Consultants (Pvt) Limited 117, Sir Chittampalam A Gardiner Mawatha,Colombo 2, Sri Lanka Telephone: +94 11 230 6245 Facsimile: +94 11 243 9037 Investor Relations John Keells Holdings PLC 117, Sir Chittampalam A Gardiner Mawatha, Colombo 2, Sri Lanka Telephone: +94 11 230 6165 +94 11 230 6000 Facsimile: +94 11 230 6160 Email: investor.relations@keells.com Group Sustainability and Enterprise Risk Management John Keells Holdings PLC 117, Sir Chittampalam A Gardiner Mawatha, Colombo 2, Sri Lanka Telephone: +94 11 230 6182 Facsimile: +94 11 230 6249 Email: sustainability@keells.com Contact for Media Corporate Communications Division John Keells Holdings PLC 117, Sir Chittampalam A Gardiner Mawatha, Colombo 2, Sri Lanka Telephone: +94 11 230 6191 Email: jkh@keells.com Auditors Ernst & Young Chartered Accountants P.O. Box 101 Colombo, Sri Lanka
www.keells.com