Lion Brewery (Ceylon) PLC - Carson Cumberbatch PLC€¦ · 30/06/2018 · Lion Brewery (Ceylon) PLC Interim Condensed Financial Statements for the First Quarter ended 30th June 2018

Lion Brewery (Ceylon) PLC

Interim Condensed Financial Statements

for the First Quarter ended

30th June 2018

REVIEW

On a revenue of Rs 9.4 billion, we have earned a post-tax profit of Rs 738mn for the 1st quarter of the on-going financial year. Since the operating environment that prevailed in the corresponding quarter of the last year was very different, the two sets of results cannot be compared.

The continuing growth in the tourism sector has contributed to our performance during the year. As arrivals continue to increase, this sector will become increasingly more important to our business. Importantly, we are seeing a greater influence from the tourist sector in the retail alcobev shops rather than from the larger hotel chains. This seems to confirm the available empirical evidence that more and more tourists are moving into accommodation in boutique hotels, hostels & the informal sector.

Our exports have continued to grow steadily. During this quarter, we grew our exports by 21% in volume terms. We now export to 19 countries and remain market leader in the Maldives. Whilst we are making every effort to grow our export business, it is unfortunate that profits from these revenues no longer attract the concessionary rate of 14%. Instead our export profits are taxed at the highest applicable rate of 40%. Since the Country needs to drive a significant growth in exports in the short & medium term, we call on policymakers to apply the concessionary income tax rate on all export profits as was done previously.

During this quarter, the beer industry ‘s contribution to Government in the form of Excise Duty increased by 46%. Indeed, since the November 2017 reforms, Excise Duty from the beer industry has averaged over Rs 2 billion a month. From VAT, the industry has contributed an increase of 51%. Further, we are seeing evidence of a reduction in the consumption of illicit alcohol. Thus, the Excise Duty reforms of November 2017 have resulted in both social & financial returns to all stakeholders.

LION BREWERY (CEYLON) PLCBOARD OF DIRECTORS AS AT 30TH JUNE 2018

Mr. D. A. Cabraal (Chairman)

Mr. H. Selvanathan (Deputy Chairman)

Mr. S. K. Shah (Chief Executive Officer)

Mr. D. C. R. Gunawardena

Mr. K. Selvanathan (Director / Alternate Director to H. Selvanathan)

Mr. D. R. P. Goonetilleke

Mrs. S. J. F. Evans

Mr. L. Lehmann

Mr. R. H. Meewakkala

Mr. Lim C. K.

for the second Quarter ended

1

LION BREWERY (CEYLON) PLCCONDENSED STATEMENT OF FINANCIAL POSITION

30-Jun-18 31-Mar-18 30-Jun-18 31-Mar-18

In Rs.'000s (Audited) (Audited)

ASSETS

Non- Current Assets

Property, plant & equipment 16,878,369 16,975,600 18,018,142 18,121,918

Intangible assets 2,372,285 2,385,622 2,372,285 2,385,622

Investments in subsidiary 1,029,623 1,029,623 - -

Total Non-Current Assets 20,280,277 20,390,845 20,390,427 20,507,540

Current Assets

Inventories 1,961,919 1,614,004 1,961,919 1,614,004

Trade and other receivables 1,580,723 2,551,426 1,607,230 2,577,535

Amounts due from related companies 426,926 617,997 421,926 613,670

Cash and cash equivalents 8,033,727 7,968,516 8,153,324 8,089,976

Total Current Assets 12,003,295 12,751,943 12,144,399 12,895,185

Total Assets 32,283,572 33,142,788 32,534,826 33,402,725

EQUITY AND LIABILITIES

Equity

Stated capital 2,537,801 2,537,801 2,537,801 2,537,801

Capital reserves 782,557 782,557 905,824 905,824

Retained earnings 6,797,127 6,049,931 6,705,482 5,967,788

Total Equity 10,117,485 9,370,289 10,149,107 9,411,413

Non- Current Liabilities

Debentures (Note 4) 2,000,000 2,000,000 2,000,000 2,000,000

Loans and borrowings 4,403,685 4,814,620 4,403,685 4,814,620

Employee benefits 184,222 184,877 184,222 184,877

Net deferred liabilities 3,799,398 3,399,754 4,007,675 3,608,032

Total Non- Current Liabilities 10,387,305 10,399,251 10,595,582 10,607,529

Current Liabilities

Trade and other payables 954,586 1,227,923 965,941 1,235,475

Amounts due to related companies 144,240 105,560 144,240 105,560

Refundable deposits 1,189,854 1,164,261 1,189,854 1,164,261

Current tax liabilities 1,112,665 1,936,476 1,112,665 1,939,459

Debentures (Note 4) 39,142 1,110,582 39,142 1,110,582

Loans and borrowings 7,644,659 6,867,053 7,644,659 6,867,053

Bank overdrafts 693,636 961,393 693,636 961,393

Total Current Liabilities 11,778,782 13,373,248 11,790,137 13,383,783

Total Liabilities 22,166,087 23,772,499 22,385,719 23,991,312

Total Equity and Liabilities 32,283,572 33,142,788 32,534,826 33,402,725

Net assets per ordinary share (Rs.) 126.47 117.13 126.86 117.64

The above figures are provisional and subject to audit.

(Sgd)

D.R.P. Goonetilleke

Director - Finance

Approved and signed on behalf of the Managers Approved and signed on behalf of the Board

(Sgd) (Sgd) (Sgd)

V. Wijesinghe S.K. Shah K. Selvanathan

Director - Finance Director Director

Carsons Management Services ( Private) Limited

7th August 2018

Company Group

These financial statements are in compliance with the requirements of the Companies Act No. 07 of 2007.

The Board of Directors is responsible for the preparation and presentation of these Financial Statements.

2

LION BREWERY (CEYLON) PLC

CONDENSED STATEMENT OF COMPREHENSIVE INCOME - COMPANY

In Sri Lankan Rs.'000s Change Year ended

30.06.2018 30.06.2017 % 31.03.2018

(Audited)

Revenue 9,441,766 5,435,060 74 30,511,415

Cost of sales (6,716,034) (4,495,999) 49 ( 23,709,592)

Gross profit 2,725,732 939,061 190 6,801,823

Progressive insurance receipts on business interruption - 608,696 (100) 1,205,359

Other income 21,770 11,521 89 73,569

2,747,502 1,559,278 76 8,080,751

Distribution expenses (832,337) (509,785) 63 ( 3,019,413)

Administrative expenses (282,761) (232,404) 22 ( 1,079,326)

Other expenses (85,330) (47,033) 81 ( 323,679)

1,547,074 770,056 101 3,658,333

Progressive insurance receipts on property damage - - - 752,263

1,547,074 770,056 101 4,410,596

Finance income 220,635 201,063 10 808,523

Finance costs (532,615) (505,086) 5 ( 2,154,433)

Net finance costs ( 311,980) ( 304,023) 3 ( 1,345,910)

Profit before taxation 1,235,094 466,033 165 3,064,686

Income tax (487,898) (145,618) 235 (1,044,071)

Profit after taxation 747,196 320,415 133 2,020,615

Other comprehensive income

Items that will not be reclassified to profit or loss

Remeasurement of employee benefit obligations - - - (40,938)

Deferred tax charge on actuarial loss - - - 16,375

Deferred tax charge on land revaluation - (351,672)

Total other comprehensive loss for the period net of tax - - - (376,235)

Total comprehensive income for the period 747,196 320,415 133 1,644,380

Earnings per ordinary share (Rs.) 9.34 4.01 25.26


Profit before finance cost

Quarter Ended

Operating profit

3


CONDENSED STATEMENT OF COMPREHENSIVE INCOME - GROUP

In Sri Lankan Rs.'000s Change Year Ended

30.06.2018 30.06.2017 % 31.03.2018

(Audited)

Revenue 9,441,766 5,435,060 74 30,511,415

Cost of sales (6,716,034) (4,495,999) 49 (23,709,592)

Gross profit 2,725,732 939,061 190 6,801,823

Progressive insurance receipts on business interruption - 608,696 (100) 1,205,359

Other income 21,978 11,637 89 75,788

2,747,710 1,559,394 76 8,082,970

Distribution expenses (832,337) (509,785) 63 (3,019,413)

Administrative expenses (293,745) (239,096) 23 (1,109,720)

Other expenses (85,330) (47,033) 81 (323,679)

1,536,298 763,480 101 3,630,158

Progressive insurance receipts on property damage - - - 752,263

1,536,298 763,480 101 4,382,421

Finance income 223,131 203,459 10 819,652

Finance costs (532,617) (505,096) 5 (2,154,443)

Net finance costs (309,486) (301,637) 3 (1,334,791)

Profit before taxation 1,226,812 461,843 166 3,047,630

Income tax (489,118) (146,054) 235 (1,209,754)

Profit after taxation 737,694 315,789 134 1,837,876

Other comprehensive income

Items that will not be reclassified to profit or loss

Remeasurement of employee benefit obligations - - - (40,938)

Deferred tax charge on actuarial loss - - - 16,375

Deferred tax charge on land revaluation - (396,293)

Total other comprehensive income for the period net of tax - - - (420,856)

Total comprehensive income for the period 737,694 315,789 134 1,417,020

Earnings per ordinary share (Rs.) 9.22 3.95 22.97


Year Ended

Operating profit

Profit before finance cost

4


STATEMENT OF CHANGES IN EQUITY

Company

In Rs.'000sStated Capital Revaluation

Reserve

Retained

Earnings

Total Equity

Balance as at 1st April 2017 2,537,801 1,134,229 4,373,879 8,045,909

Total comprehensive income for the period

Profit for the period - - 320,415 320,415

Total comprehensive loss for the period - - 320,415 320,415

Balance as at 30th June 2017 2,537,801 1,134,229 4,694,294 8,366,324


Total comprehensive income for the year

Profit for the year - - 2,020,615 2,020,615

Total other comprehensive loss for the year - (351,672) (24,563) (376,235)

Total comprehensive income for the year - (351,672) 1,996,052 1,644,380

Transactions with owners of the Company

Distribution made to owners

Ordinary dividends - - (320,000) (320,000)

Balance as at 31st March 2018 2,537,801 782,557 6,049,931 9,370,289

Balance as at 1st April 2018 2,537,801 782,557 6,049,931 9,370,289

Total comprehensive income for the period


Total comprehensive income for the period - - 747,196 747,196

Balance as at 30th June 2018 2,537,801 782,557 6,797,127 10,117,485

GROUP

In Rs.'000s Stated Capital Revaluation

Reserve

Retained

Earnings

Total Equity


Total comprehensive income for the period -


Total comprehensive income for the period - - 315,789 315,789

Balance as at 30th June 2017 2,537,801 1,302,117 4,790,264 8,630,182



Profit for the year - - 1,837,876 1,837,876

Other comprehensive loss for the year - (396,293) (24,563) (420,856)

Total comprehensive loss for the year - (396,293) 1,813,313 1,417,020

Transactions with owners of the Company

Distribution made to owners

Ordinary dividends - - (320,000) (320,000)

Balance as at 31st March 2018 2,537,801 905,824 5,967,788 9,411,413

Balance as at 1st April 2018 2,537,801 905,824 5,967,788 9,411,413



Total comprehensive income for the year - - 737,694 737,694

Balance as at 30th June 2018 2,537,801 905,824 6,705,482 10,149,107

5

LION BREWERY (CEYLON) PLCCASH FLOW STATEMENT

Period ended 30.06.2018 30.06.2017 31.03.2018 30.06.2018 30.06.2017 31.03.2018

In Rs.'000s (Audited) (Audited)

Cash flows from operating activitiesProfit/(Loss) before taxation 1,235,094 466,033 3,064,686 1,226,812 461,843 3,047,630 Adjustments for:Finance costs 528,207 536,899 2,159,789 528,209 536,909 2,159,799 Depreciation on property, plant & equipment 289,714 266,428 1,097,768 296,259 273,116 1,124,376 Amortization on Intangible assets 13,337 13,330 53,364 13,337 13,330 53,364 Net inventory provision (16,364) 926 (26,549) (16,364) 926 (26,549) Provision for retirement benefit obligation 3,128 5,942 85,953 3,128 5,942 85,953 Progressive insurance receipts on property damage - - (752,263) - (752,263) Loss /(gain) on disposal of property, plant & equipment - 3,799 (12,212) - 3,799 (12,211)

Exchange loss/ (gain) on revaluation of foreign currency term loans - (28,046) - - (28,046) -

Finance Income (220,635) (201,063) (808,523) (223,131) (203,459) (819,652) Operating cash flow before working capital changes 1,832,481 1,064,248 4,862,013 1,828,250 1,064,360 4,860,447 (Increase)/Decrease in inventories (331,551) 258,333 444,321 (331,551) 258,333 444,321 (Increase)/Decrease in trade and other receivables 971,378 20,037 (1,206,468) 970,980 19,002 (1,213,846) (Increase)/Decrease in amounts due from related companies 191,071 (13,174) (584,921) 191,744 (13,174) (580,594) Increase/(Decrease) in tax payable (880,065) 400,996 797,134 (884,269) 399,666 797,199 Increase/(Decrease) in trade and other payables (273,337) 9,315 672,826 (269,534) 10,647 673,141 Increase/(Decrease) in amounts due to related companies 38,680 (35,000) (39,071) 38,680 (35,003) (39,071) Cash generated from operations 1,548,657 1,704,755 4,945,834 1,544,300 1,703,831 4,941,597 Finance expenses paid (523,240) (629,003) (2,057,521) (523,242) (629,013) (2,057,531) Retirement benefits paid (3,783) (2,431) (16,244) (3,783) (2,431) (16,244) Tax paid (32,000) - (135,950) (32,000) - (135,952) Net cash generated from operating activities 989,634 1,073,321 2,736,119 985,275 1,072,387 2,731,870

Cash flows from investing activitiesPurchase and construction of property , plant & equipment (192,483) (74,986) (1,364,200) (192,483) (74,986) (1,364,200) Borrowing cost capitalized - (27,614) (21,864) - (27,614) (21,864) Purchase of intangible assets - - (2,038) - - (2,038) Proceeds from sale of property, plant & equipment - - 39,368 - - 50,146 Agent deposits received 32,591 2,541 209,362 32,591 2,541 209,362 Agent deposits refunded (6,998) - (54,458) (6,998) - (54,458) Interest received 220,635 201,063 808,523 223,131 203,459 819,652 Net cash generated from/(used in) investing activities 53,745 101,004 (385,307) 56,241 103,400 (363,400)

Cash flows from financing activitiesLoans and borrowings received 700,000 300,000 1,500,000 700,000 300,000 1,500,000 Repayments of loans and borrowing (411,611) (395,753) (2,648,979) (411,611) (395,753) (2,648,979) Repayments of debentures (998,800) (799,400) (799,400) (998,800) (799,400) (799,400) Progressive insurance receipts on property damage - - 752,263 - - 752,263 Dividend paid net of tax - - (288,000) - - (288,000) Net cash used in financing activities (710,411) (895,153) (1,484,116) (710,411) (895,153) (1,484,116)

Net increase in cash & cash equivalents 332,968 279,172 866,696 331,105 280,634 884,354

Cash & cash equivalents at the beginning of the year 7,007,123 6,140,427 6,140,427 7,128,583 6,244,229 6,244,229 Cash & cash equivalents at the end of the year 7,340,091 6,419,599 7,007,123 7,459,688 6,524,863 7,128,583

Analysis of cash and cash equivalents

Cash and cash equivalents 8,033,727 7,485,059 7,968,516 8,153,324 7,590,323 8,089,976 Bank overdraft (693,636) (1,065,460) (961,393) (693,636) (1,065,460) (961,393)

7,340,091 6,419,599 7,007,123 7,459,688 6,524,863 7,128,583

Company Group

6

LION BREWERY (CEYLON) PLCNOTES TO THE FINANCIAL STATEMENTS

1 CORPORATE INFORMATION

SubsidiaryPearl Springs (Private) Limited

Millers Brewery Limited

2 BASIS OF PREPARATION

2.1 Statement of Compliance

2.2 Basis of measurement

3 FINANCIAL COMMITMENTS AND CONTINGENT LIABILITIES

3. 1 Finance Commitments

2.3 Functional Currency and Presentation Currency

- Freehold Land and buildings are measured at cost at the time of acquisition and construction and subsequently at

revalued amounts, which are the fair values at the date of revaluation less accumulated depreciation and

impairment losses, if any.

- Employee benefits are recognized as the net total of the plan assets, plus unrecognized past service cost and

unrecognized actuarial losses, less unrecognized actuarial gains and the present value of the defined benefit

obligation.

All values presented in the Financial Statements are in Sri Lankan Rupees Thousands (Rs.'000s) which is the

Group's functional currency, unless otherwise indicated.

Document credits established for foreign purchases of the Company as at 30th June 2018 amounts to Rs.

55,004,776/- (2017 - Rs.101,059,553/-)

100% 100% Subsidiary of PSPL

The condensed Interim Financial Statements of the Company and Group have been prepared in accordance with

Sri Lanka Accounting Standard - LKAS 34 – Interim Financial Reporting. This Interim Financial Statement should be

read in conjunction with the Annual Financial Statements for the year ended 31st March 2018 including the

changes to accounting policies as a result of adapting to Sri Lanka Financial Reporting Standards, (" SLFRSs/LKASs")

The Financial Statements have been prepared on the historical cost basis and applied consistently with no

adjustments being made for inflationary factors affecting the financial statements, except for the following;

Controlling interest Note

100% "PSPL"

Lion Brewery (Ceylon) PLC is a public limited liability Company incorporated and domiciled in Sri Lanka and is listed

on the Colombo Stock Exchange. The parent company is Ceylon Beverage Holdings PLC and the ultimate parent

company is Bukit Darah PLC . The registered office of the Company is situated at No 61, Janadhipathi Mawatha,

Colombo 01 and the principal place of business is situated at No 254, Colombo Road, Biyagama.

The Interim Consolidated Financial Statements comprise of the Company and its subsidiaries (together referred to

as the "Group" and individually Group entities). The subsidiaries of the Company are set out below.

7

3.2 Contingencies

(a) Contingent liabilities as at 30th June 2018 amount to Rs.79,199,208/- (2017-Rs. 52,122,952/-) , being bank guarantees given to Government bodies and foreign suppliers for operational purposes.

(b) The following legal matter is outstanding against the Company and no provision has been made in the Financial Statements to this regard.

The Customs Department instituted a prosecution in the Magistrate’s Court of Kaduwela in Case No. 11303/Customs against the company and its directors to recover Excise Duty amounting to Rs. 58,753,582/94 comprising of the disputed Excise Duty of Rs. 29,376,791/47 and its penalty of Rs. 29,376,791/47. The Company and the directors have filed an application for Writ in the Court of Appeal to quash the Certificate of Excise Duty in Default issued by the DG of Customs and obtained a Stay Order in respect of the proceedings of the MC Kaduwela Case. The Court of Appeal made an order against the Company refusing the writ of certiorari prayed for and the Company has now preferred an appeal against the said order to the Supreme Court .Matter was Argued on the 9th of May 2018 before a Bench comprising of Justices Sisira De Abrew, Prasanna Jayawardene and L. T. B. Dehideniya, in the Supreme Court and concluded the arguments of both parties. Judgment is reserved by Justice Jayawardene and the parties will accordingly be notified

Corresponding Magistrate court case was called on the 21st of May 2018 and upon representations made by LION, to the effect that company directors cannot be accused as defaulters in a case filed against a body corporate, court vacated the order summoning the directors. Thereafter, court ordered company to formally show cause and accordingly Company show caused on the 9th of July 2018. The Magistrate court case will be called for Order on the 10th of September 2018.


8


4 DEBENTURES

The categories of Debentures and its proportion of the different types of debentures in each category are as follows.

Rs. 000's

Category 03 Debentures - Fixed Rate (Note 4.2) 2,000,000

2,000,000

4.1 Category 01 Debentures - Floating Rate

4.2 Category 02 & 03 Debentures - Fixed Rate

Debentures Category Amount Rs. ('000) Interest Rate

(per annum)

AER

(per annum)

Category 03 - Type I 2,000,000 7.85% 8.00%

Total 2,000,000

Category 02 -Type H debentures amounting to Rs. 797,600,000/- were redeemed on June 16, 2018.

Redemption From the Date of

Allotment

60 Months (5 Years)

Category 01 -Type E debentures amounting to Rs. 201,200,000/- were redeemed on June 16, 2018.

The Company issued 20,000,000 rated Unsecured Redeemable Debentures (Category 3 - Type I) at a face value of Rs. 100/- each to

raise Rs. 2,000,000,000/- on 11th

December 2014. The interest is paid on 30th

September and 31st

March for a period of 5 years.

9


4 Debentures (Contd.)

4.3 Composition of Debentures and Interest Payable Rs. ('000)

Classified Under Non Current Liabilities

Debentures falling due after one year (Category 3) 2,000,000

Classified Under Current Liabilities

Debenture interest payable 39,142

39,142

4.4 Debenture trading Information

Highest

price (Rs.)

Lowest

price (Rs.)

Last Traded

Price (Rs.)

Highest price

(Rs.)

Lowest price

(Rs.)

Last Traded

Price (Rs.)

Type I - Fixed Rate - 5 Year N/T N/T N/T N/T N/T N/T

N/T - Not traded during the quarter.

Quarter Ended - 30.6.2018 Quarter Ended - 30.6.2017

Debentures issued on 11th Dec 2014

(Rs.100/- par value)

10


4 Debentures (Contd.)

4.5 Debenture trading Information

Interest rate of comparable government securities(%) Date Period Ended

30.06.2018

05 year treasury bonds 30.06.2018 10.51%

Debt related ratios - Company

Debt/equity ratio (times) 0.67

Quick asset ratio (%) 85%

Interest cover (times) 4.96

5 SEGMENTAL ANALYSIS

6 COMPARATIVE FIGURES

7 EVENTS AFTER THE REPORTING PERIOD

8 INVESTOR INFORMATION

30.06.2018 30.06.2017 31.03.2018 31.03.2017

1 Share Information

Price as at the end of the period (Rs.) 570.00 430.00 525.40 460.00

Highest price (Rs.) 600.00 475.00 598.00 549.50

Lowest price (Rs.) 520.00 400.00 400.00 370.00

2 Trading Statistics

No of Transactions 277 262 1,252 1,473

No of Shares traded 638,329 1,118,279 6,682,337 4,303,756

Value of all shares traded (Rs. Mn.) 351 488 3,415 1,772

The Company does not distinguish its products into significant components for different Geographical / Business segments as the differentiations are insignificant.

Comparative figures/information have been reclassified where necessary in line with the changes to the new Sri Lanka Accounting Standards (SLFRS/LKAS).

There were no material events taken place since June 30th, 2018 that require disclosure in these Financial Statements.

Investor InformationQuarter Ended Year Ended

11


9 TWENTY MAJOR SHAREHOLDERS AS AT 30TH JUNE 2018

# Name Total Shares %

1 CEYLON BEVERAGE HOLDINGS PLC 41,798,788 52.25

2 CARLSBERG BREWERY MALAYSIA BERHAD 20,000,686 25.00

3 CARSON CUMBERBATCH PLC A/C NO. 02 4,107,793 5.13

4 RBC INVESTOR SERVICES BANK-COELI SICAV I- FRONTIER MARKETS FUND 1,773,190 2.22

5 HSBC INTL NOMINEES LTD-JPMLU-T ROWE PRICE FUNDS SICAV 1,662,975 2.08

6 PERSHING LLC S/A AVERBACH GRAUSON & CO. 1,353,445 1.69

7 BUKIT DARAH PLC A/C NO. 02 1,300,000 1.63

8 CITIBANK NEWYORK S/A NORGES BANK ACCOUNT 02 1,153,742 1.44

9 CARSON CUMBERBATCH PLC A/C NO. 01 900,758 1.13

10 NORTHERN TRUST GLOBAL SERVICES LONDON S/A VERDIPAPIRFONDET ODIN EMERGING MARKETS 575,000 0.72

11 GF CAPITAL GLOBAL LIMITED 568,595 0.71

12 MELLON BANK N.A.-FLORIDA RETIREMENT SYSTEM 498,386 0.62

13 SAMPATH BANK PLC/MRS.PRIYANI DHARSHINI RATNAGOPAL 300,000 0.38

14 HSBC INTL NOM LTD-SSBT- RUSSELL INVESTMENTS INSTITUTIONAL FUNDS PUBLIC LIMITED COMPANY 264,009 0.33

15 HSBC INTL NOM-BBH-RONDURE NEW WORLD FUND 261,756 0.33

16 HSBC INTL NOMINEES LTD-SSBT-FRANK RUSSEL TRUST COMPANY COMINGLED BENEFIT FUNDS TRUST GNA-6QH3 253,681 0.32

17 HSBC INTL NOM LTD-JPMCB-T.ROWE PRICE INSTITUTIONAL FRONTIER MARKETS EQUITY FUND 222,746 0.28

18HSBC INTL NOM LTD-SSBT-RUSSELL TRUST COMPANY COMMINGLED EMPLOYEE BENEFIT FUND TRUST RUSSELL

FRONTIER MARKETS EQUITY FUND A/C 03 172,789 0.22

19 PORTELET LIMITED 161,920 0.20

20 UNION ASSURANCE PLC/ACCOUNT NO. 05 (UNIT-LINKED LIFE INSURANCE FUND - EQUITY FUND) 151,327 0.19

10 PUBLIC HOLDING

The Company's Public Holding as at 30th June 2018Market Capitalization of the Public Holding Rs.6.63 Billion

Percentage of ordinary shares held by the public 14.55%

Number of Public Shareholders 1,174

11 DIRECTOR'S SHAREHOLDINGS

As at 30th June 2018 No. of Shares

Mr. D. A. Cabraal (Chairman) -

Mr. H. Selvanathan (Deputy Chairman) 1,579

Mr. S. K. Shah (Chief Executive Officer) 6,016

Mr. D. C. R. Gunawardena 34

Mr. K. Selvanathan (Director / Alternate Director to H. Selvanathan) -

Mr. D. R. P. Goonetilleke 1

Mrs. S. J. F. Evans -

Mr. L. Lehmann -

Mr. R. H. Meewakkala -

Mr. Lim C. K. -

12 STATED CAPITAL

The Company's stated capital consists of 80,000,000 ordinary shares.

The Company is in compliance with the Minimum Public Holding requirements for Companies listed on the Main Board as per Rule 7.13.1 (a) of the Listing

Rules of the Colombo Stock Exchange, under Option 3, i.e. Float-Adjusted Market Capitalization of Rs.5 Billion with 500 Public Shareholders and a Public

Holding percentage of 7.5%.

12


13 RELATED PARTY TRANSACTIONS

(A) Transactions with Parent Company - Ceylon Beverage Holdings PLC

(i)

(ii)

(B) Transactions with Fellow Subsidiary - Pubs 'N Places (Private) Limited

(C) Transactions with Fellow Subsidiary - Retail Spaces (Private) Limited

(D) Transactions with Fellow Subsidiary - Luxury Brands (Private) Limited

(E) Transactions with Sub Subsidiary - Millers Brewery Limited

(F) Transactions with Group entities

The Company carried out transactions in the ordinary course of its business with parties who are defined as related parties in Sri Lanka Accounting Standard LKAS 24 -

‘Related Party Disclosures’, the details of which are reported below.

Messrs. Mr. D. A. Cabraal, H.Selvanathan, S.K.Shah, D.C.R.Gunawardena,Mr. L. Lehmann and Mr. R. H. Meewakkala Directors of the Company are also Directors of

Ceylon Beverage Holdings PLC, with which the following contracts / transactions have been entered into during the period by the Company in the normal course of

business.

As per the licensed brewing agreement with Ceylon Beverage Holdings PLC,the Company was charged Rs.30,692,491/-(2017 -Rs. 15,193,857/-) as royalty during

the period.

Messrs. S.K. Shah and D.R.P. Goonetilleke, Directors of the Company are also Directors of Pubs 'N Places (Private) Limited, to which the Company sold beer for a total

value of Rs.39,422,580/- during the period (2017-Rs. 30,782,454/-).

(i) An amount of Rs.1,326,923/- was paid by the Company to Pubs 'N Places (Private) Limited as trade rebates on beer purchases during the period. (2017-

Rs.748,176/-)

(ii) Balance receivable from Pubs 'N Places (Private) Limited as at 30th June 2018 is Rs. 12,920,553/- (2017-Nil)

Messrs. S.K. Shah and D.R.P. Goonetilleke, Directors of the Company are also Directors of Retail Spaces (Private) Limited, to which the Company sold beer for a total

value of Rs. 42,452,085/-( 2017 - Rs.29,345,991/-) during the period.

(i) An amount of Rs. 585,000/- (2017 - Rs.1,900,950/-) was charged by Millers Brewery Limited for warehouse services provided to the Company during the period.

Balance receivable from Ceylon Beverage Holdings PLC is Rs. 399,043,451/-

Messrs. H.Selvanathan, S.K.Shah and K. Selvanathan, Directors of the Company, are also Directors of Carsons Management Services (Private) Ltd., which provides

supporting services to the Company. An amount of Rs79,710,753/-(2017 - Rs. 75,113,253/-) was charged by Carsons Management Services (Private) Limited to the

Company during the period,

(i) Messrs. S.K. Shah and D.R.P. Goonetilleke, Directors of the Company are also Directors of Luxury Brands (Private) Limited, for which the Company provided

distribution services for a fee amounting to Rs. 3,248,308/- (2017 - Rs.6,449,202/-) during the period.

(ii) Balance receivable from Luxury Brands (Private) Limited is Rs.9,426,940/-

Messrs. S.K Shah & D.R.P. Goonetilleke Directors of the Company are also Directors of Millers Brewery Limited.

13


(G) Transactions with other related entities

(a)

(i)

(ii)

(iii)

Receivables/(Payables) Rs. 30-Jun-18 31-Mar-18

Carlsberg Myanmar Co. Ltd 5,534,096 5,534,096

Carlsberg A/S (144,240,046) (105,560,029)

(138,705,950) (100,025,933)

(c)

(i)

(d)

i) An amount of Rs.547,091/- recognized as income from sale of Beer. (2017-Nil)

(H) Transactions with key management personnel (KMP)

An amount of Rs. 61,224/- has been charged as parking fees to Equity Two PLC . (2017 - Nil)

Messrs. D.C.R. Gunawardena and K. Selvanathan Directors of the Company are also Directors of Pegasus Hotels of Ceylon PLC with which the following

transactions have been entered into during the period by the Company in the normal course of business.

According to Sri Lanka Accounting Standard 24 "Related Party Disclosures", key management personnel are those having authority and responsibility for planning and

controlling the activities of the entity. Accordingly, the Directors of the Company and its parent company (including executive and non executive directors) and their

immediate family members have been classified as KMP of the Company.

The compensation paid to key management personnel consist of short-term employment benefits and no other payments such as post-employment benefits,

terminal benefits and share based payments have been paid to key management personnel during the period.

LBCL purchases part of its requirement of the raw material Aroma Hop From Carlsberg A/S.There were purchases during the period for a sum of Rs.1,694,492/-

(2017 -Nil)

Mr. D.C.R. Gunawardena, Director of the Company, is also a Director of Equity Two PLC with which the Company entered into transactions.

As per the licensed brewing agreement, a sum of Rs.38,679,517/- (2017 - Rs. 18,464,794/-) was charged as royalty during the period by Carlsberg A/S.

Messrs. Mr. L. Lehmann and Mr. Lim C. K. Directors of the Company represents the Carlsberg Group with which the following contracts / transactions have

been entered into during the period by the Company in the normal course of business.

The following table indicates the balance Receivable/(payable) to the Carlsberg Group affiliated breweries as at 30th June 2018.

14


Corporate Information

NAME OF COMPANY

Lion Brewery (Ceylon) PLC LEGAL ADVISERS

(A Carson Cumberbatch Company) Messrs. F. J. & G. De Saram

216, De Saram Place

COMPANY REGISTRATION NUMBER Colombo 10, Sri Lanka

PQ 57 Tel: +94 11 4718 200

Fax:+94 11 4718 220

LEGAL FORM

A Public Quoted Company with Limited Liability. AUDITORS

Incorporated in Sri Lanka in 1996 Messrs. KPMG

Official listing of the Colombo Stock Exchange obtained in 1997 Chartered Accountants

No. 32A, Sir Mohamed Macan Markar Mawatha

SUBSIDIARY COMPANIES Colombo 3, Sri Lanka

Pearl Springs (Private) Limited Tel: +94 11 5426 426

Millers Brewery Limited Fax:+94 11 2445 872

PARENT AND CONTROLLING ENTITY MANAGERS & SECRETARIES

Carsons Management Services (Private) Limited

No. 61, Janadhipathi Mawatha

Colombo 01, Sri Lanka

Tel : +94 11 2039 200

Fax: +94 11 2039 300

REGISTERED OFFICE

DIRECTORS No. 61, Janadhipathi Mawatha

Mr. D. A. Cabraal (Chairman) Colombo 01, Sri Lanka

Mr. H. Selvanathan (Deputy Chairman) Tel : +94 11 2039 200

Mr. S. K. Shah (Chief Executive Officer) Fax: +94 11 2039 300

Mr. D. C. R. Gunawardena

Mr. K. Selvanathan (Director / Alternate Director to H. Selvanathan) CORPORATE OFFICE & BREWERY

Mr. D. R. P. Goonetilleke 254, Colombo Road, Biyagama, Sri Lanka

Mrs. S.J.F.Evans Tel : +94 11 2465 900 (10 Lines)

Mr. L. Lehmann Fax : +94 11 2465 901

Mr. R. H. Meewakkala

Mr. Lim C. K. GROUP WEBSITE

www.carsoncumberbatch.com

BANKERS

Citibank

Commercial Bank

Deutsche Bank

DFCC Bank

Hatton National Bank

HSBC

Nations Trust Bank

National Development Bank

Standard Chartered Bank

Sampath Bank

Ceylon Beverage Holdings PLC is the immediate Parent Company of Lion

Brewery (Ceylon) PLC. In the opinion of the Directors, Carson

Cumberbatch PLC is the Parent Company of Ceylon Beverage Holdings

PLC and Bukit Darah PLC is the Ultimate Parent and Controlling Entity of

Ceylon Beverage Holdings PLC.

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Documents

Lion Brewery (Ceylon) PLC - Carson Cumberbatch PLC€¦ · 30/06/2018 · Lion Brewery (Ceylon) PLC Interim Condensed Financial Statements for the First Quarter ended 30th June 2018