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Ceylon Guardian Trust
Ceylon Guardian Trust
Ceylon Guardian Trust
* Based on share capital as at 31st March 2010, and subject to approval at the
Annual General Meeting. Rs.501.50
Market Price per Share
Rs.8.1 bn
Market Capitalisation
2 Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010
Chairman’s Statement
Dear Shareholders,
I look forward to welcoming you to the 58th Annual General Meeting of the Company and
take pleasure in presenting the Annual Report and Audited Accounts of the Company for
the year ended 31st March 2010, in what turned out to be a year of great hope for
Sri Lanka and strong performance for the Company. …
SYNOPSIS OF OUR which have been in recession in 2009. Ceylon Guardian Investment Trust and
PERFORMANCE AND MARKETS The global economy has shrunk by 0.5% its subsidiaries achieved a consolidated
It is with a sense of optimism that I - 1.0% in 2009. The major economies of profit after tax of Rs.1.68 bn as against
write this year’s Statement, with the the world are making progress towards a the Rs.653.2 mn achieved in the
dawn of a new beginning for Sri Lanka slow recovery and the IMF has forecasted previous year, an increase of 157% that
given the end to the three decade long growth in the region of 4.0% for the best reflects the turn of fortunes of the
conflict in the North and East. A new world and 8.5% for developing Asia in market. The mainstream investment
chapter in the history books of the 2010. We are encouraged by the forecast business of Ceylon Guardian, in
island has been written and we once GDP growth of 6.5% for 2010 indicated particular, showed an increase in profits
again recognize the efforts and sacrifice in the Annual Report of the Central with the dramatic turnaround of the
made by all Sri Lankans towards Bank, and would anticipate that greater markets during the period of review. The
achieving what many thought was quite investment and fiscal consolidation profit from the investment business was
an impossible task. What the country would be a pre-requisite for achieving Rs.1.33 bn mainly derived from realised
and its people achieved is not second to this. capital gains, dividend income and
gaining independence, and today post interest income.
conflict Sri Lanka opens new vistas of Although the All Share Price Index of
opportunity to develop the nation as a the Colombo Stock Exchange started the Ceylon Guardian Investment Trust PLC
newly emerging economy in Asia. Every year in negative territory at the did a repurchase of its shares during the
citizen and corporate has a role to play beginning of the year, the period starting financial year at its then prevailing net
in the upliftment of our country in the June 2009 proved to be one of asset value of Rs.368/- whereby 15% of
coming years and Ceylon Guardian is consistent growth. The Colombo Bourse the issued shares of the company were
proud to be a part of it. headed to its highest ever index level of repurchased at a total cost of Rs.1.1 bn.
3844 in the ensuing period and crossed The share repurchase was prompted
The Sri Lankan economy turned around, the Rs.1 trillion mark for the first time. with the divestment of several strategic
recording a reasonable rate of GDP Turnover levels over Rs.1bn were stakes by the Ceylon Guardian Group in
growth of 3.5% which has brought in a recorded most days demonstrating that the last financial year. Since these were
sense of confidence back to the country. activity levels were sustainable and not one off transactions, the Company
The economic and market turnaround prompted just by euphoric feelings. believed it best to pay back the cash
was very much evident in the second half Sri Lanka’s Stock Exchange was up generated to its shareholders, in keeping
of the year with both economic activity 127% for the financial year, its highest with the philosophy of passing on the
and stock market indices gaining rapid ever recorded performance, and ranked benefits of strategic divestments directly
ground during this period. The economy number 2 in the world for year 2009. to the shareholders. These share re-
bounced back to 6% growth in the last Incidentally your Company was the purchase schemes of the Company and
quarter of 2009, a trend reflective of the Colombo Stock Exchange’s third best its listed subsidiary received the approval
expectations in the coming years. Hence performer in this historic year. of the respective shareholders at an
positive domestic factors have overridden extraordinary general meeting convened
the negative sentiments that were Ceylon Guardian booked record profits for the purpose.
prevalent in most developed economies in the backdrop of a buoyant year.
Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010 3
Activity at the Colombo Bourse discussed in last year’s Annual Report we underlying assets of the company. This
increased during this period with the actively vetted several unlisted equity resulted in a positive provisioning of
doubling of the daily average turnover, investments this year, in keeping with Rs.145 mn being made in the profit and
with most investors looking positively at our search for private equity loss account of the year under review for
the equity market. Low interest rates saw participation in good business models the short term trading portfolio while
the shift of investor funds from interest backed by dynamic management and the appreciation on the long term
bearing investments to higher risk equity with the ability to realize returns over portfolio of Rs.2.84 bn is reflected in the
investments. With risk premiums of the time. We are now invested in ventures balance sheet reserves.
market coming down, investor which satisfied the private equity
confidence was on the rise. The Ceylon benchmarks of Ceylon Guardian. Going THE FUTURE …………our
Guardian Group portfolio appreciated forward, we see more opportunities for committed path
in value to Rs.13.78 bn, an appreciation Guardian to participate in funding pre- For Ceylon Guardian, many
of 215% when compared with the All IPO ventures for superior returns. In opportunities await with the return of
Share Index appreciation of 127% keeping with our investment philosophy peace and stability. The choice of
during the financial year. Stock market of gaining exposures to growth sectors investments in the Sri Lankan equity
volatility continued, giving investors through well managed companies, we markets are growing and the appetite for
much trading opportunities. have revamped the Guardian portfolio entrepreneurial equity capital will rise
to reflect the new opportunities that further as corporates expand and come
However, it is a reason for concern that would arise in a rejuvenated Sri Lankan into the mainstream of the capital
still there are insufficient avenues for economy. These include stakes in listed markets for fund raising, given the
investors to gain access to key sectors of companies, as well as unlisted conducive investment environment that
the economy through the listed equity companies. prevails now. It will be an opportunity for
market, notable among them the Ceylon Guardian to partner in sharing
garment sector, value added exports, The Board has recommended a first and the risks and rewards of entrepreneurial
utilities, transportation and final dividend of Rs. 9/- per equivalent capital through the listed market and via
infrastructure. We urge policy makers to ordinary share, lower than the private equity investments. The Ceylon
create appropriate avenues for both state exceptional dividend of Rs.11.50 per Guardian asset base serves as the platform
owned and private sector players in these equivalent ordinary share last year. The for entry to these investments. We see
key industries to be represented in the latter was made out of the proceeds from opportunities in many sectors as wide
listed market so that high quality sale of strategic shares that generated ranging as infrastructure, tourism,
institutional investors, both foreign and surplus cash for the company. This year’s financial services and retail, whereby we
local, would be more attracted to take dividend too reflects the significant could make inroads in exploring
long term positions in Sri Lanka. growth in profits arising from the investments opportunities in future.
exceptional market conditions that
Reserving a part of its cash needs proved prevailed. Profits would be moderate in Our search for high quality investment
to add value as Ceylon Guardian was future, in line with market fluctations. opportunities in the private equity space
able to move in fast and react to change The total return to shareholders in the would gather momentum in time to
of sentiment in the market. This enabled year under review is 369% taking into come since we see more potential in this
the portfolio to capture new exposures account the capital appreciation of the segment, both for diversification as well
to sectors likely to grow more rapidly in share price and the return of capital by as better returns. We will leverage our in
the current environment, including way of the share repurchase proceeds. house management expertise within the
banking, tourism and retail. Group to add value to our private equity
Your company has followed prudent projects, especially in instances where we
Shareholders would note that major investment policies by adopting market would seek management participation.
acquisitions amounting to Rs.2.9 bn value based accounting for both long In addition, we would consider forming
were made during the year in sectors term and short term holdings, thus partnerships with reputed local and
expected to be the key drivers of bringing our balance sheet up to date to international players to participate in
economic growth in the years ahead. As reflect the true commercial value of the private equity projects in Sri Lanka.
4 Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010
Chairman’s Statement (Contd.)
Furthermore, as indicated in the opportune time to raise capital given the Sri Lanka. I am sure her experience will
Roadmap 2010 published by the Central positive sentiment internationally add diversity to our decision making
Bank of Sri Lanka, we look forward to towards Sri Lanka’s successful end to process. We look forward to all our stake
institutional investors obtaining terrorism. We have signed up an holders joining us in taking the Ceylon
clearance to invest a proportion of their agreement for the distribution of the Guardian Group to new heights in the
funds in overseas markets to improve the fund overseas with a well accepted emerging, new Sri Lanka.
diversity of returns. market intermediary. Several more
avenues are being explored to take this
Guardian Fund Management Ltd fund to the international level, thus
(GFM) the fund management arm of making Ceylon Guardian a player with (Sgd.)
Carson Cumberbatch PLC manages the an outward market reach in its business. Israel Paulraj
portfolios of the investment companies Chairman
of the group. It is registered with the I would like to thank the shareholders Colombo
Securities and Exchange Commission of for their confidence in our management
Sri Lanka as an Investment Manager and expertise during the bad times the 12th May 2010
while Ceylon Guardian Investment Trust equity market went through, and look
and its subsidiary Ceylon Investments forward to a brighter journey ahead.
PLC are registered as underwriters. Many exciting and novel opportunities
GFM manages the largest listed equity are likely to come our way as a key
fund in the country vested with the player in the local capital market and we
Guardian Group with a fund size of over invite you to share in this journey in
Rs.13 bn under management. Hence financing the forward march of our
given the fund size and volume of country. It will indeed be a challenge for
business it does, it can command larger us to continue to sustain our
deal flows in the market thus performance as market volatility
strengthening its ability to command increases in response to changes in
good prices. It has built an expert fund foreign and domestic factors. It has been
management team centered on research, said that “resources are limited but
compliance and systems to handle the creativity is unlimited” and we will keep
fund management operation in house. that thought with us as we attempt to
Ceylon Guardian’s investment policies inject productivity to every rupee in our
are set at the highest level involving the portfolio.
expertise of the Board of Directors and
the Investment Committee that pools Finally and most importantly, we
diverse expertise. acknowledge those who made our
progress possible. To the regulators &
Going forward, we are looking to our business associates, we extend our
diversify our fund management business appreciation for their continued
by extending the operation to managing support. I like to thank the members of
third party funds. This would further our staff for their valued contribution
increase the volume of funds under and place on record my appreciation to
management and extend our reach in the members of the Audit Committee
the market while adding value to our for their guidance and my colleagues on
clients through our home grown the Board for their valuable inputs. I
expertise. Top priority has been given to welcome Mrs. Rose Cooray to our
actively raise funds for the Sri Lanka Board, who brings with her many years
Fund, the dedicated country fund of valuable experience gained during her
managed by us and we see this as an illustrious career at the Central Bank of
Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010 5
Managers’ Review
2nd Qtr 06
3rd Qtr 06
4th Qtr 06
1st Qtr 07
2nd Qtr 07
3rd Qtr 07
4th Qtr 07
1st Qtr 08
2nd Qtr 08
3rd Qtr 08
4th Qtr 08
1st Qtr 09
2nd Qtr 09
3rd Qtr 09
4th Qtr 09
2008. The low GDP growth in the
first half of 2009 was due to the
heightened military offensive and
Agriculture Industry Services GDP
the global recession having its affect
on the domestic economy. Despite
the slow down in GDP growth, the in 2010 followed by higher levels The economy has proved its resilience
country was able to maintain its per thereafter. amidst domestic and external turmoil.
capita income at US$ 2,030 in year The major divisions of economic
2009 the same level as in 2008. The Economist Intelligence Unit of activity, agriculture, industry and
However the economy bounced back the UK has placed Sri Lanka amongst services registered positive growth
to 6.2% growth in GDP in the last the top ten fastest growing global rates of 3.2%, 4.2% and 3.3%
quarter of 2009, with forecasts economies in 2010, alongside China respectively. Impediments and barriers
expecting 6%+ GDP growth overall and India. which affected the agriculture and
fisheries industry in many districts
due to security concerns, faded away
GDP growth forecaste, 2010, % swiftly with the end of terrorism.
Some of the best performing sub
Fastest ten Slowest ten
sectors recording growth were rubber
Qatar 24.5 Hungary
production 7.9%, fisheries 6.9%,
Turkmenistan Jamaica
mining 8.2%, hotels & restaurants
Azerbaijan Barbados
13.3% and transport &
China Estonia
communication 6.6%. The
Uzbekistan Belarus contribution to total GDP from the
Congo-Brazzaville Ireland main sectors remained unchanged
Angola Latvia from the previous year, being 12%
Ethiopia Puerto Rico from agriculture, 29% from industries
India Venezuela and 59% from services. The key to
Sri Lanka Lithuania Sri Lanka’s growth in the past has
0% 2% 4% 6% 8% 10% 12% 4% 3% 2% 1% 0% been favourable weather conditions as
Source : Economist Intelligence Unit
6 Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010
Managers’ Review (Contd.)
the country’s economy is more Consequently the gross official reserves market by issuing Sri Lanka
agrarian based. Thus a good crop as at end December 2009 improved to development bonds at attractive yields
results in income re-distribution and US$ 5,096 which was sufficient to offering a reasonable alternative
wealth among the people and this finance 6.1 months of imports, a investment to foreign investors. The
would continue its importance in the remarkable improvement from the bond markets were partially liberalised
medium term as well. beginning of the year where gross with the opening up of the sovereign
official reserves depleted to a point bond market along with short term
where it was only sufficient to finance Treasury bill markets, with foreign
GDP & sector growth rates 1.5 months of imports. Confidence by investors being able to take up 10% of
2007 2008 2009 the diaspora and their passion to these government securities now in
%
15 rebuild the war torn North East region issue at very attractive rates. In fact,
12
has seen an influx of worker remittances one of the recent dollar bond issues in
in the second half of the year and this is the international market was
9
likely to improve in year 2010 too. oversubscribed by foreign investors by
6
Manufacturing
Electricity
Construction
Transport &
Communication
-6
The Sri Lankan currency 13 times. With these changes, interest
The Sri Lankan Rupee closed at rates stabilized in the short term and
SLRs.114.38 against the US$ as at the currency strengthened,
end December 2009 (end Dec 2008 – supplemented by capital flows for
Sri Lanka – macro economic SLRs.113.14), amounting to a development from bilateral sources.
fundamentals and how they fared depreciation of 1.1% during the year. The IMF loan of US$2.6bn approved
Against currencies such as the Euro for Sri Lanka was a vote of confidence
Balance of payments
the Rupee depreciated 3.5% and in the policy makers’ attempts at better
For the year 2009, exports contracted
against the Sterling the rupee economic management. The third
by 12.7% amounting to US$ 7,085
depreciated 11.3%. In addition to tranche which was delayed due to the
Million and imports contracted by
remittances, currency depreciation non achievement of budgetary targets
27.6% amounting to US$ 10,207
was also contained due to inflows of is expected to be reviewed shortly.
Million which resulted in a reduced
foreign investor funds to US dollar
trade deficit of US$ 3,122 Million
denominated and rupee sovereign
compared to the trade deficit of
bonds due to the liberlisation of the Exchange Rates
US$ 5,981 (YE 2008). The overall
bond market and Treasury bill market US$/Rs.
balance of payments which was a 121
for foreign investors. The reduction in For calendar year 2010 (to
deficit of US$ 1,385 Million in 2008 120 March) the Rupee
country risk and attractive rates appreciated 0.30%,
recorded an unprecedented surplus of 119 to Rs.114.04 from Rs.114.38
offered, enticed investors to
US$ 2,725 in 2009. Private 118
government bonds. During the 117
remittances from the large base of
calendar year 2010 for the period 116
Sri Lankan expat workers in the
January to March the Rupee has 115
Middle East and elsewhere improved
marginally appreciated by 0.30% 114
in the current year with confidence
against the US$, thus being 113
gaining after the end to the war. This Year 2009 the Rupee
112 depreciated marginally by
categorized as a more stable currency. 1.1%
was remarkable, given the overall 111
recessionary conditions in the rest of 110
The Government of Sri Lanka was
29-Mar-09
25-Apr-09
23-May-09
20-Jun-09
18-Jul-09
15-Aug-09
12-Sep-09
10-Oct-09
7-Nov-09
5-Dec-09
2-Jan-10
13-Feb-10
13-Mar-10
the world.
active in the international bond
Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010 7
Inflation and interest rates Inflation as measured by the point-to- cuts in essential welfare expenditure
The Monetary Board set its policy point change in the Colombo on health and education services and
direction by reducing statutory reserve Consumers’ Price Index (CCPI) infrastructure development. The
ratios in order to ease liquidity pressures reduced from 14.4% as at end budget deficit if left unchecked,
that were prevalent in the money December 2008 to a low of 0.70% in would actually be a concern for the
markets and to facilitate lending to kick Sept 09 but picked up to 4.8% by end poorest segments of society who
start economic activity. Several Dec 09 and 6.3% as at end March would have to undergo hardship if
measures were taken to consciously 2010. Also the CCPI annual average further indirect taxes are imposed as a
lower domestic interest rates. The change peaked at 22.6% as at end revenue generating measure, Foreign
Central Bank of Sri Lanka reduced its December 2008 and currently (March financing of the deficit would also
key policy rates by 300 basis points and 2010) is at 3.2%, indicating a drop in pose undue pressures by way of
225 basis points respectively on the food prices & commodity prices. The interest payments in future.
repurchase rate and reverse repurchase decrease in world oil prices and sharp
rate during the calendar year 2009. drop in commodity prices in Economic Indicators
Currently repurchase rates are at 7.50 international markets led to downward T.Bill - 12 months Prime lending rate
Inflation-annual avg. change
% & Reverse Repurchase rate at 9.75 revisions in domestic prices of goods, %
25
%. Inter bank call money rates have thus contributing to lower import
been less volatile than in the past inflation. However, the signs of
20
ranging from a low of 8% and a high of increasing oil prices and inching up of
13%. The 3 month T-Bill rate has come inflation in recent months are trends to Economic indicators stabilising
15
to single digits of 7.73% (single digits be carefully watched, as it could once
last seen in Nov 2005) which reduced again lead to import led inflation. 10
960 basis points in the calendar year
while the 12 month T-Bill rate reduced One would have expected credit to
5
by 975 basis points to 9.33% as at end the private sector to grow under these
Dec 09. As at 31st March 2010 the 3 circumstances, but we are yet to see a 0
28-Mar-09
28-Apr-09
28-May-09
28-Jun-09
28-Jul-09
28-Aug-09
28-Sep-09
28-Oct-09
28-Nov-09
28-Dec-09
28-Jan-10
28-Feb-10
28-Mar-09
month T-Bill rate is at 8.45% and 12 recovery with most analysts expecting
month T –Bill rate is at 9.47%. On the this to materialize in the second half
long end of the yield curve the of 2010, as many companies hit full
government 2-3 year bonds are capacity utilization levels and feel the
currently trading around 10.70% - need to upgrade their working capital. Thus while we do sense that there are
11.00%. Furthermore, as a trade based many challenges to be addressed in
economy, the relaxation of import the economic front, we are hopeful
restrictions done so far could be that Sri Lanka now has the economic
Yield Curve supplemented by tariff cuts in the strength to overcome these challenges
31st Mar 2009 31st Mar 2010 more mass market consumer items to successfully and place the economy on
20%
18.1% 18.0%
18.1%
help stimulate demand and hopefully a more robust footing into the future.
18%
16.2% raise more revenue. Much commitment in the areas of
17.0%
16% 16.6%
economic reform and fiscal policy
14% 14.6%
12.0% 12.1%
The fiscal deficit of 9.8% reported for making would be required for this
12% 10.7% 2009 is a cause for concern for process.
10% 9.2% 11.0%
9.5%
business, since it could once again
8% 8.5%
lead to higher levels of inflation and
6%
thereafter higher interest rates if the
4%
government resorts to borrowing in
2%
the local market to bridge the deficit.
0%
It is essential that this deficit is
3 Months
6 Months
12 Months
2 Years
3 Years
4 Years
5 Years
Sri Lanka transformed in 2009 into Index was up 127% and Milanka higher risk investments. The All Share
one of the most attractive frontier Index was up 146%, both all time Price Index of the CSE ended at an all
markets attracting global investor highs ever seen at the Colombo time high of 3724 index levels. The
attention with its successful bourse. capital gains of the most active shares
conclusion to a three decade long in the Colombo Stock Exchange have
terrorist problem, a factor which upto Market capitalization which was surpassed 100% since June 2009
now deterred many investors from hovering around Rs.533 bn in March reflecting the peace dividend,
investing long term in the country. 2009 has improved tremendously to uniquely improved economic outlook,
The All Share Index appreciated Rs.1,210 bn crossing the Rs.1 trillion revival in key sectors such as tourism
125% and Milanka Index 136% for mark achieving another milestone at and the stable macro economic
the calendar year ended 31st the CSE. The daily market turnover conditions particularly reflected in
December 2009. The Index crossed too has averaged Rs.1,487 mn international reserves and interest
the all time high of 3016 which was compared to Rs.488 mn which was rates.
last recorded in February 2007 and is prevalent beginning of the year,
now reaching towards 4000 plus. For demonstrating sustained levels of The initial public offers in the last
the financial year 09/10 the All Share activity and investors’ appetite for few months have attracted a flurry
of interest among investors being
CSE Indicators
over subscribed in ever increasing
multiples. For the moment this
Daily avg. turnover Rs. mn. ASPI Milanka
shows an oversupply of risk capital
2,700 4,500 on the CSE and we anticipate that
2,550 4,250
2,400 it would not take too long for
4,000
2,250
2,100 3,750 corporates to start seeking this
1,950 3,500
1,800
capital in larger volumes for
3,250
1,650
1,500 3,000 financing business enterprises.
1,350 2,750
Rs. mn.
Indices
1,200
Much of the activity is still
2,500
1,050
2,250 observed to be on balance, arising
900
750 2,000 from local institutional and retail
600 1,750
450 investors while foreign investor
1,500
300
150 1,250 interest is yet to gather sufficient
0 1,000
momentum.
Mar-04
Jun-04
Sep-04
Dec-04
Mar-05
Jun-05
Sep-05
Dec-05
Mar-06
Jun-06
Sep-06
Dec-06
Mar-07
Jun-07
Sep-07
Dec-07
Mar-08
Jun-08
Sep-08
Dec-08
Mar-09
Jun-09
Sep-09
Dec-09
Mar-10
review and this strength continued financial year due to the bullish Jan 10 -2935
Dec 09 -520
mainly supported by local investors. sentiment with the re-building of the
Nov 09 -2355
By regional standards CSE valuations war torn areas. Other sectors that have Oct 09 +1340
still appear to be modest when performed more than 200% for the Sept 09 +871
Aug 09 -176
compared with Price Earnings period of review have been the
Jul 09 +533
multiples for an emerging market. Diversified, Hotels & Travels, Oil Jun 09 -97
Colombo in the past has seen average Palms and Trading sectors. The May 09 -1917
P/E’s ranging between 13 -14 Banking & Finance sector which April 09 -484
Mar 09 +2027
multiples and the all time high has accounts for 18% of market cap has
% 0 20 40 60 80 100
been 18 times. Colombo’s market cap grown by 130%, above the market
to GDP ratio of 23% illustrates that it performance of 127%. The
has yet room to mature to reach the telecommunications sector the largest,
values commanded by more mature which accounts for 21% of the market A net foreign outflow of Rs.784 mn
economies. capitalization of the CSE failed to was recorded for the calendar year
deliver returns given the intense price 2009 due to one off selling by the
competition in the industry following Galleon Fund in Sri Lanka (a key
player in the past) to meet
redemptions due to internal issues
Daily Avg. T/O Vs Mkt. PE related to that Fund. During the same
Daily T/o Avg Market PER period of review foreign inflows were
recorded to the value of Rs.43,190
3,000 20
19
mn. A net inflow of Rs. 13,953 mn
18 was recorded in 2008. However local
2,500 17
16
institutions and foreign funds were
2,000 15 aggressively seen picking up liquid
14
13
blue chip counters at low price levels.
1,500
Rs. mn.
12
Times
milder than expected. BSE Sensex 70.0% On a more macro level, the single
Hang Seng 57.5%
most important factor in reviving
All equity markets internationally %0 10 20 30 40 50 60 70 80 90 100 110 120 130 economic activity is a low interest rate
faced turbulent times during first half regime and presently rates have edged
of the period of review due to the down with the easing of inflation to
Index Performance January to March 2010
mortgage crisis, credit crunch and single digits and the absence of severe
recession fears. Activity at the upward pressure from international
Colombo Bourse too declined with commodity prices. This is a positive
most investors shunning the equity -5.1% SSE Composite
factor for both corporates and equity
market given the fear of the financial Nikkei 5.2% markets. Stock market activity
crisis faced by the USA and Europe FTSE 4.9% through Initial Public Offers and
spreading to Asian countries. Hence Dow Jones 4.1% Rights issues revived with a Rs.5.8 bn
the market P/E of the CSE was being raised during the year, with
ASPI 10.0%
trading at a significant discount, most issues being heavily
Karachi Index 7.8%
making Colombo one of the cheapest oversubscribed. Dividend yield of the
-0.3% Straits Times
markets in the South Asian region on market marginally came down to
P/E multiples. The war situation in 0.4% BSE Sensex 3.5% in 2010 from 5.6% recorded in
the first five months exacerbated -2.9% Hang Seng year 2009.
Sri Lanka’s problems. Hence the re- % -6 -4 -2 0 2 4 6 8 10
Sep. 04
Mar. 06
Sep. 06
Mar. 07
Sep. 07
Mar. 08
Sep. 08
Mar. 09
Sep. 09
Jan. 10
Guardian Fund Performance equities which cover an investment exploited within a one year horizon
During the year under review, the horizon of 3-5 years. A bottom up for active profit booking to enhance
Ceylon Guardian Fund built positions approach of stock selection is applied, annual shareholder returns. Once
in identified companies in selected where individual company target returns are achieved,
sectors such as banking & finance, fundamentals are given precedence investments are consciously divested
retail, food & beverage and diversified over asset and sector allocations of the and profits booked.
sectors which we have identified to be portfolio. When a long term
the growth sectors in the future. We investment is selected, it is usually the Ceylon Guardian now stands at a
aggressively increased our exposure to practice to acquire a position that fresh phase of growth in its history,
the banking sector as we believe that would make Guardian a significant where having realized profits for its
this sector would first feel the turn investor in that entity. Given below shareholders and returned a part of
around in the economy in its primary are our top investments and the stakes their investment at a capital gain; the
role as a financial intermediary. we hold in those companies. Company has also re-invested for the
Investments to the tourism sector, economic turnaround given the peace
another obvious contender for high Top 5 Holdings - excluding related companies dividend in the country. Sri Lanka
growth, were increased by way of Market Value % Stake presents a unique opportunity for
buying directly into hotel stocks and Company Name Rs.mn held investors who would benefit from the
through the diversified conglomerates. upside created by the dramatic
1 John Keells Holdings 2,512 2.2% turnaround in the country’s fortunes;
2 Aitken Spence 1,257 3.4%
The acquisitions are in keeping with our 3 Commercial Bank 649 1.4%
and the market is likely to pose
strategy of mapping our portfolio to 4 Cargills 496 3.1% opportunities for investors such as us
best represent economic trends and 5 Hatton National Bank 471 1.3% with the dual objectives of enhancing
overweighting on those sectors where we growth in the long term and adding
anticipate above average economic Our investment choices are based on quick value in the short term.
growth to be recorded. A bottom up detailed financial valuations and
approach was applied when selecting evaluation of key performance The long term listed portfolio for the
stocks taking into account financials, indicators. Some of the characteristics first time ventured into the banking
industry presence, business model, good we look for in our investments is that and financial services sector by
management and strong balance sheet. the business entity should be in acquiring 1.4% of Commercial bank,
We opted for major stakes when growth sectors, with financial stability, 0.5% of DFCC, 1.3% of HNB and
investing for the long term portfolio in sound balance sheet and capital 5.1% of HNB Assurance. We opted
keeping with our investment philosophy structure; and backed by dynamic for stakes in the two largest retail
of “investing selectively but taking management. banking networks in the country, with
meaningful positions”. In reaching access to all levels of clientele and
towards the dual investment objectives On the other short end, the portfolio ability to lend at competitive rates
of the portfolio and adding dynamism is managed on the basis of exploiting given their deposit mobilization
to the year’s result, the trading portfolio opportunities to capture quick value strengths. We believe these two banks
was strengthened and structured to by investing in relatively under-valued will be best positioned to quickly
expedite quicker gains in the short term. stocks. Short term price movements capture the growth opportunities in
that reflect changes in investor lending that would arise, given their
The bulk of the Guardian Fund is sentiment, company announcements relatively large capital base and ability
currently invested in long term listed and demand / supply conditions are to even compete with the giant state
12 Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010
Managers’ Review (Contd.)
banks. The smaller banks are Distilleries Rs.380 mn and Tokyo Thus the investment horizons have
attractively valued and as such those Cement Rs.62 mn. Careful use of been set to match the objectives.
positions were built within the short debt from time to time flexed Accordingly the short term portfolio
term portfolio. HNB’s insurance Guardian’s capacity for acquisitions. comprises trading stocks with a short
subsidiary, though a relatively smaller investment horizon of less than one
player in the market, we believe would Our Investment Performance – year, aimed at realizing capital gains
be able to effectively use its strengths Multiple goals achieved via varying by riding market cycles. The long
and conservative management style to time frames term portfolio consists of shares with
build a long term competitive The total value of the Guardian a maturity period of three to five years
position in the insurance industry. Group portfolio stood at Rs.13.89 bn or even beyond.
as at 31st March 2010 from Rs.4.40
Also during the year under review we bn as at 31st March 2009, an In summary, the year end valuation of
increased our stakes in the following appreciation of 216% against the All the different components of our
companies; Cargills to 3.1% a leading Share Index appreciation of 127% for portfolio are as follows:
super market and retail chain in the the same period. The portfolio of the
country with over 125 outlets, Aitken Guardian Group has been segmented 31.03.2009 31.03.2010
Spence to 3.4% a diversified sector into long term and short term Rs.mn. Rs.mn.
company with exposure to ports, (trading) to achieve multiple
power and leisure, Ceylon Hospitals to investment objectives for the Short term 344.48 747.39
Long term 2,280.89 6,536.67
3.0% a leading hospital group and shareholders – that of long term
Strategic 1,777.11 6,606.69
2.7% in Aitken Spence Hotel sustainable growth and short term
4,402.48 13,890.75
Holdings, a leading hotel chain cash generation. Thus the long term
operator and manager in the region, core stocks of the portfolio provide
whose properties and management the foundation for sustained growth, Long Term Performance 2005 to 2010
capability would have an edge in whilst the trading portfolio adds
GG Comp ASI Comp
capturing the most lucrative niches in much needed dynamism by exploiting 300
the tourism industry in Sri Lanka and market opportunities and generating
the region. We continued to hold a cash for dividend and returns. A 250
+136%
substantial share of our portfolio in combination of different portfolio +113%
200
John Keells Holdings amounting to a management styles are adopted when
Composite
2.2% stake. We forecast growth in all making investment decisions on the 150
these industries and companies to long term portfolio and short term
come at a pace that would exceed trading portfolio, the former being on 100
average economic growth and we are fundamental valuations and latter on GG Comp ASI Comp
50
FY 08/09 - 43% -36%
positive on their business models, temporary anomaly of price. The long FY 09/10 +187% +127%
management strengths and cash term portfolio when investing puts 0
Mar 05
June 05
Sep 05
Dec 05
Mar 06
June 06
Sep 06
Dec 06
Mar 07
June 07
Sep 07
Dec 07
Mar 08
June 08
Sep 08
Dec 08
Mar 09
June 09
Sep 09
Dec 10
Mar 10
monitoring of investments and our Equity/cash exposure vs mkt movement Private Equity Initiatives
research process that analyses changing Equity Cash ASI Guardian explored many private
T.bill rate - 3 mnth
fundamentals and reviewing the impact % % equity ventures at the pre IPO stage
4,000 100
to bottomline on key performance during the period of review. The
90
3,500
indicators was the key to the success of company is seriously looking to build
80
the long term portfolio. The turn around 3,000 a portfolio exposure into such
70
of the long term portfolio remained low 2,500 investments as the conventional
60
given the long investment cycle pursued. quoted equity market does not offer
2,000 50
The long term portfolio was up 187% exposure to certain sectors of the
40
1,500
against the ASPI of 127% 30
economy and these projects are likely
1,000 to offer above market returns. We
20
500
Trading portfolio performance FY 2009/10 10
have evaluated many projects during
0 0
the financial year and invested where
NAV Comp ASI Copm
Mar
April
May
June
July
Aug
Sep
Oct
Nov
Dec
Jan
Feb
Mar
the returns and risk profiles matched
250
127% 2009 2010 our set internal benchmarks. We have
225
117% earmarked this in our future growth
Equity Cash ASI T.bill
200 rate-3 m plan and will continue the process of
evaluating such projects as we like to
175
2009 Mar 51% 49% 1638.06 14.62%
April 55% 45% 1838.45 13.38% capture opportunities for investment
150 May 65% 35% 2215.96 12.04% at the infant stage, thus enabling to
maximize profits and add value to
125
June 63% 37% 2432.15 11.41%
July 62% 38% 2525.7 11.63% management. Early entry to a project
100 Aug 76% 24% 2607.65 11.30% provides opportunities of exploring
75
Sept 82% 18% 2938.64 9.75% the entrepreneurial spirit and qualities
Mar
April
May
June
July
Aug
Sep
Oct
Nov
Dec
Jan
Feb
Mar
Oct 87% 13% 2976.93 8.50% of high quality private equity ventures
2009 2010 Nov 80% 20% 2913.39 7.25% and builds commitment with our
Dec 83% 17% 3385.55 7.73% investment team binding together
The short term portfolio too over 2010 Jan 80% 20% 3636.41 7.95%
ourselves as investors and the
Feb 67% 33% 3807.86 8.26%
performed the benchmark All Share promoters at an early stage.
Mar 88% 12% 3724.59 8.45%
Index. Due to a dormant first quarter,
the trading portfolio was very much in In the current year, the Fund made an
Returns of comparative investment options
cash to mitigate the downside given the investment into the retail sector by
uncertainties of the market. However in 2009/10 committing to invest Rs.200 Million
the second half the year the trading and taking a 4.3% stake in the
portfolio aggressively bought into stocks ASPI 127.4%
unquoted Softlogic Holdings Ltd, an
in the banking and tourism sectors. The aggressive retail company having many
timely shifting of funds enabled the MPI 146.0% international agencies such as Nokia,
trading portfolio to perform steadily. CGIT
Dell, Panasonic and Samsung under
Shareholder 215.5%
The short term portfolio was up 117% wealth their wing, and a strategic stake in the
against an increase in ASPI of 127% Unit Trusts - Asiri Hospitals Group. We have
growth funds avg 144.43%
return
with almost 100% of the portfolio invested in the company for its next
Bank fixed
being traded in the year. deposits - 9.71% phase of growth with expansion plans
(AWFDR)
underway to roll out customer centers
Treasury Bill 9.47%
- (1 year) to market all its brands under the
0 50 100 150 200 250 concept of a one stop shop and to ride
the prospective retail boom in the
country given the rise in per capita
incomes. The timely entry to the retail
14 Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010
Managers’ Review (Contd.)
sector was made as we believe that the distribute The Sri Lanka Fund overseas funds given the positive sentiment
rise in per capita income in Sri Lanka via its distribution network in the towards Sri Lanka, plus we see a
would filter down to greater Middle East and Asia. The fund will be window of opportunity in raising funds
consumption expenditure by the mass launched in June. Active fund raising with the global economic recovery.
market consumers. It is also Guardian’s and marketing has commenced and we
second investment into unlisted feel that its an opportune time to raise
equities, following our initial entry to
Durdans Medical and Surgical Hospital Our Top Holdings as at 31st March 2010 Value of Portfolio
Limited last financial year. We are the holding Weight %
happy to note that the new hospital Rs.mn
complex is now ready for occupation Group Holdings
and has commenced operations, backed Bukit Darah - An investment holding company with a 46%
by new technology, an unparalleled stake in Carson Cumberbatch PLC and an exposure to oil
team of physicians and nursing care. palm plantations in Central Kalimantan, Indonesia 6,011 43.3%
Ceylon Brewery - Parent company of Lion Brewery 314 2.3%
Managing Outsourced Funds Lion Brewery - Brewing company with a market share of over
Leveraging on our strengths in portfolio 80% in the business of brewing and bottling of high qualitity
management and our competencies, we beers under license for local and export markets 282 2.0%
are working towards extending our Group Holdings total value 6,607 47.6%
business model into managing Non Group Holdings
outsourced funds on behalf of third John Keells Holdings - A diversified company with interests in
ports & related activities, transportation, property development,
party clients. This would be either
tourism, financial services and consumer products in Sri Lanka
through our country fund, the Sri
and now moving into the South Asian region 2,512 18.1%
Lanka Fund, an open ended country
Aitken Spence - A diversified company with interests in
fund available to foreign investors or tourism, power generation, port and related businesses. Has
through the management of aggressively set up operations overseas in niche-businesses 1,257 9.0%
customized portfolios for institutional Commercial Bank - One of the largest retail banks in Sri
or high net worth individual clients. Lanka with a wide branch network of over 150 branches
spread island wide 649 4.7%
Sri Lanka Fund - a window to the Cargills - Leading player in the retail super market trade,
international market commanding 50% of the market share. Also has
At a time when Sri Lanka has been manufacturing operations in the food sector and operates the
attracting international attention for KFC franchise in Sri Lanka 496 3.6%
many good reasons, it is indeed Hatton National Bank - One of the largest retail banks in
appropriate that Guardian too makes its Sri Lanka with a wide branch network of over 150 branches
spread island wide 471 3.4%
way towards testing its capabilities to
Aitken Spence Hotel Holdings - A pool of star class hotels
raise funds for investment in the
situated in Sri Lanka, Maldivies and Middle East, accounting
international arena. We currently have for over 1000 rooms. 492 3.5%
one product a country fund – The Sri Distilleries - Is an emerging conglomerate. Dominant player
Lanka Fund – through which we aim in the local hard liquor market, telecom sector. 316 2.3%
to widen our business model to manage Durdans Medical & Surgical Hospital - Unquoted investment
public funds. The Sri Lanka Fund is an and expansion project of the Ceylon Hospitals Group which
open ended mutual fund incorporated is one of the pioneers in private health care in Sri Lanka. Has
overseas and available to foreign and already commenced operations and will be fully operational in
non resident Sri Lankan investors who the financial year 2010/11 263 1.9%
wish to secure exposures to the country Non Group Holdings total 6,456 46.5%
through a dedicated country fund. A tie Top Holdings 13,063 94.0%
Other holdings 827 6.0%
up with one of the largest mutual fund
Total Portfolio 13,890 100.0%
operators has been recently made to
Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010 15
year’s figures reflected one off proceeds Guardian Group portfolio stood at Rs. 1,200,000
from disposals of strategic investments. 9.2 bn as at 31st March 2010 up from
900,000
However proceeds from disposal of Rs. 5.6 bn as at 31st March 2009, an
non strategic investment increased appreciation of 64% while net assets at 600,000
twofold. The Group achieved an market value grew 145% to Rs.620 per
300,000
operating profit of Rs. 1.33 bn before share.
finance cost a growth of 123% from 0
Rs. 598 mn recorded in the previous The Group did share repurchases
-300,000
year. Finance cost reduced during the during the year at a cost of Rs.1.5 bn,
year from Rs.13.52 mn to Rs.5.4 mn. using proceeds generated by the -600,000
2006 2007 2008 2009 2010
Purchases were financed from a divestment of strategic stakes in the
temporary over draft due to mismatch last financial year.
in sales and purchases timing with Dividends/EPS - last 5 yrs
Share of associate companies profits
increased activity given a buoyant DPS EPS
increased from Rs.75.7 mn to Rs.
market during the second half of the DPS EPS
year. However with lending rates 386.7 mn during the year with the 12 100
coming down, finance costs remained Groups holding in Bukit Darah PLC.
10
80
at tolerable levels.
At company level, Ceylon Guardian
8
recorded a turnover of Rs.1,661 mn 60
Consolidated profit after tax amounted
and a profit after tax of Rs.1,419 mn, 6
to Rs. 1,680 mn for the year under
an increase in profits of 267% from 40
review against Rs. 653 mn recorded last 4
year. The consolidated profit after tax last year. The Company’s portfolio
20
includes an unrealized appreciation of was valued at Rs. 3.1 bn. The sales 2
increased to Rs. 68.65 from Rs.14.47, distributable until such time as an Shareholder returns has averaged a
a growth of 374% and the current investment contained therein is sold and CAGR of 30.4% during the ten year
year’s dividend represents a payout of the profits are realized and thereby period, inclusive of dividends, share
13%. becomes distributable. As for the trading repurchase and after adjusting for rights
portfolio, further gains would be taken issues. A shareholder who invested
Borrowings increased to Rs.249 mn in to the profit & loss account. Rs.1,000 in 2005 would now command
2009/10 with total borrowings being in a net worth of approximately Rs.4,135
short term borrowings to bridge Shareholder Returns (a CAGR of 33% on financial year
cashflow mismatches between timing of The value per share of the company basis).
purchases and sales. These borrowings amounts to Rs.620, on a market price
are not significant when compared with based net asset valuation. With the
the total net assets. Cash and cash adoption of market value accounting CGIT Mkt Cap performance vs ASI - 10 yrs
CGIT Mkt Cap Indexed ASI Indexed
equivalents amount to Rs. 48 mn as at for all our portfolios, we have now
balance sheet date. brought the net worth of the balance Composite
3,500
+3,228%
sheet upto market value. Hence it is
Cash used in operating activities anticipated that the gap between the 3,000
amounted to Rs.321 mn. Dividend price at which the Ceylon Guardian 2,500
and repurchase proceeds paid to share trades in the market and the
2,000
shareholders amounted to Rs.1,516 actual net asset value per share would CAGR of CGIT Mkt Cap 42%
CAGR of All Share Index 22.4%
mn. In the year under review, Ceylon not be significant and that the market 1,500
Guardian recorded a net decrease in price of the share would tend to move 1,000
cash & cash equivalents of Rs.2,178 +652%
along with the net asset value.
mn compared with the previous years 500
CAGR
Further gains on the long term portfolio 300 16%
2,000
thereafter in the subsequent financial
200
years will be taken to reserves and a long
1,000
term revaluation reserve built to reflect 100
the true worth of the balance sheet’s
0
underlying assets. The reserve, however, 0
31.3.2005
31.3.2006
31.3.2007
31.3.2008
31.3.2009
31.3.2010
Future Outlook
Fortune favours the brave …
International markets corporates due to the construction The Sri Lankan equity story
Volatility in international markets is boom in the cleared areas, opening up Looking ahead, the Central Bank of
expected to continue in the coming of new retail & consumer markets and Sri Lanka forecasts GDP growth of
year as well with the major global agricultural & fishery resources. 6%-8% in the next few years with the
economies facing a slower recovery Infrastructure spending, by way of identified sources of growth being
than anticipated. Some market highways and ports will also tourism, infrastructure, the opening
analysts are of the view that experience high growth due to the up of new greenfield markets with the
international equity markets have emphasis on laying a solid foundation incorporation of the North & East
been too quick to react and have re- for economic development. The stock into the mainstream of economic
rated to higher levels that cannot be market is yet to see significant activity and the creation of a new
supported by fundamentals. We enhanced earnings from those affluent consumer class with greater
believe that Asian markets are likely to corporates that have exposure to the spending power. Foreign direct
see domestic growth driving their key growth sectors, which helps to investment to the country which has
economies vis-a vis export growth that improve the earnings capacity of the been minimal in comparison to other
has been seen traditionally. Two market and thereby offer attractive emerging Asian countries, will likely
countries that are likely to stand alone valuations. It is however, understood see greater inflows to the
and weather the economic downturn that effective management of the fiscal manufacturing and service sectors in
of the West are India and China, position and stability in economic the future. These growth areas will be
where a ready captive consumer base fundamentals will drive sustainable supported by service led export
of over one billion people each will economic growth. businesses in the areas of ICT,
drive growing incomes and own
consumption growth.
PE Multiples of other Asian Markets
Sri Lanka the future Index Market Price/Earnings Current year 1 year Forward
Our domestic economy will benefit Ratio Estimate Estimate
with the easing of recessionary
ASPI Colombo 18.22 22.4 11.61
conditions in the Western countries.
Sensex Bombay 26.66 21.48 16.91
The world economic climate is likely
Dow Jones Industrials New York 16.29 13.84 11.94
to pose a challenge, especially in the FTSE 100 London 18.12 12.44 10.26
face of further escalations in oil prices Hang Seng Hong Kong 16.15 14.25 12.06
but is likely to be mitigated given the JCI Composite Jakarta 24.59 14.8 12.14
positive turn of events in the domestic Nikkei 225 Tokyo Neg 39.77 21.82
economy. We expect that export of SSE Composite Shanghai 29.04 18.31 15.36
garments will recover with order ST Times Singapore 14.63 15 13.62
books being filled by non GSP+ Bursa Malay Malaysia 19 16.07 14.09
dependent markets, while traditional DSE Bangladesh 31.44 26.2 22.36
commodity exports too are believed to Set Thailand 14.46 12.08 10.28
be on the rise with the increase in Karachi 100 Pakistan 11.74 8.68 7.31
IBOV Brazil 17.54 13.59 10.82
world market prices. Domestically, the
IPSA Chile 21.6 17.4 14.53
opening up of the Northern and
RTS I$ Russia 16.95 8.5 6.96
Eastern markets will be the single (As at 1st April 2010)
most positive factor for local Source: Bloomberg
18 Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010
Managers’ Review (Contd.)
outsourcing and transit cargo & infrastructure, consumer products, believe this would form the bulk of
passenger movements. construction & property development our funds under management in the
and healthcare. outsourced category.
Other market indicators also show the
undervalued nature of the stock Guardian Fund – listed equity As a further extension of our business
market. The market cap to GDP ratio strategy scope into the future, Guardian would
of 23% is low in comparison to The process of transforming the look to expand its business scope to
emerging markets and developed Guardian portfolio to best represent manage mutual funds, high net worth
markets. The relatively low forward these sectors is almost complete, and portfolios and participate as a
P/E of the market at 12 also points to we have been aggressive in investing financing partner in major deal flows
further upward movement, vis a vis via the conventional equity market that come to the Sri Lankan capital
emerging and frontier markets. These and the unconventional unlisted market.
are factors that would motivate private equity market which is
foreign fund managers to focus more expected to offer a broader set of
on Sri Lanka and create a further opportunities. As a key player in the
demand for good stocks. capital markets of the country Ceylon
Guardian is well positioned to capture
The appetite for investing in good private equity investment
Sri Lanka has never been stronger opportunities into its portfolio at the
given the risk parameters being Greenfield stage. The listed market is
minimized with the end to the forecast to grow at over 20% p.a. over
terrorism problem and the reduction the next 3 years, in line with GDP
of country risk. Hence justifying a growth and a re-rating of market PEs
lower risk premium is bound to re- that reflects the positive country
rate the market to new highs in the situation.
coming year. Historically the
benchmark index of the Colombo Guardian Fund - Private equity
stock market ASPI has traded at an strategy
average band of 14 -15 P/E levels and As the level of economic activity
the highest we have seen is 18 P/E in increases, it is inevitable that private
2005. We are approaching the all time equity as a means of pre-entry to the
highs and are likely to see the market listed market would be an important
testing new valuation levels in the source of capital for companies.
future. Within its private equity portfolio,
Guardian would opt to participate in
Sri Lanka is now widely assessed by management and add value to its
analysts as a new economic force in shareholding stakes over a longer time
the South Asian region. The country’s span of a maximum of five years. A
GDP growth rates, which for the suitable exit mechanism after realizing
entirety of the civil conflict averaged adequate value to shareholders would
4%-5%, is now expected to pick up to be a pre-requisite when taking up
6% in 2010 and 8% thereafter. Per private equity investments.
capita incomes are expected to rise to
USD 4000 in 2016 from the current Managing Outsourced Funds
USD 2400. Our prime focus in managing
outsourced funds would be to actively
New investment opportunities in market the Sri Lanka Fund to raise
Sri Lanka would initially be in the new capital from foreign investors. We
areas of tourism, financial services,
Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010 19
The Guardian Fund is one of the markets, bringing in more diversity overall economic activity. Macro
oldest investment companies listed on and colour to our portfolio and a economic indicators are vital to
the Colombo Stock Exchange and has higher quality return to our understand investor sentiment on
a long history in the investment shareholders equity markets, which is seen as an
business with a proven track record alternative to fixed income
over time. The Guardian group funds Guardian Fund Management is an investments; and as a key factor
are managed by Guardian Fund investment manager registered with influencing the future profitability of
Management Ltd (GFM) which is a the Securities and Exchange corporates.
fully owned subsidiary of the Group. Commission of Sri Lanka, GFM is
At present GFM manages the largest therefore fully compliant with all Industry level studies are carried out
listed equity fund in Sri Lanka and regulatory requirements applicable to in determining the competitive
has built up its competencies in the such registered market intermediaries. structure of each industry as well as
field of portfolio management. Compliance processes within GFM industry growth potential in the
are covered by the internal audit context of the level of socio economic
To achieve this, a platform has been function of the parent company as development in the country. For
created with state of the art well as an independent compliance instance, industry penetration levels
technology to support the fund officer. Furthermore all employees are would help in understanding how
management activities and seek required to sign a Code of Ethics and demand would grow in parallel with
expertise where needed. Guardian Standards of Professional Conduct increasing per capita incomes, an
Fund Management has set in place an which govern their professional important factor driving profitability
effective process for vetting conduct in the capital markets, thus in immature industries which are in
investments and our decision making ensuring not only regulatory the early part of their life cycle.
is supported by in house research. As compliance by all staff but the Industry studies also help us
investors we have built a dialogue protection of investor interest in all understand the evolving competitive
with the invested companies and built the funds we manage. Further details landscape to determine the future
close rapport with the management. of our compliance process are covered profit prospects of the key players,
This enables a very proactive style of in the Risk Management Report and assessing the soundness of each
fund management where interaction which follows this review. company’s business model.
with the investee company is regularly
maintained. Guardian also plans as a Research – the base for sound Company related research is carried
future activity to participate as a decision making……… out in order to monitor the
member / investor in financing Our research covers three areas which performance of key variables affecting
consortiums for any major deals that are of relevance for investment the business, and re-assessing the profit
take place in the market. These may decisions – macro economic trends, forecasts of each company to ensure
include bids for major projects, industry trends and company that our investments would meet the
mergers, acquisitions, underwriting research. Macro economic trends are required performance criteria.
consortiums and private placements monitored in order to understand the Company evaluations for long term
elevating Guardian to the status of an influence of underlying economic and short term investments are based
indispensable player in the local fundamentals on business on the criteria relevant to assess the
capital market. We await regulatory performance, consumer demand and respective priorities of each investment
reforms that would permit us to invest the movement of inflation, interest type. Our valuation models look at
a fraction of our resources in overseas and exchange rates that would impact sensitivities to key variables affecting
20 Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010
Managers’ Review (Contd.)
At Guardian, we recognise the minimize the risks taken on by a framework is in place which is
importance of risk management and particular portfolio. monitored consistently.
have built a comprehensive risk
management process & structure that Thus, risk is an integral part of our The Fund Manager (GFM) has been
focuses on continuous identification business and we aim at delivering registered as an Investment Manager
and management of business risks. In shareholder value by achieving an with the Securities and Exchange
the last financial year Ceylon appropriate trade-off between risk and Commission of Sri Lanka since 2005
Guardian for the first time presented a returns. Our risk management while Ceylon Guardian Investment
coverage on risk management in its strategy is based on a clear Trust PLC and its subsidiary Ceylon
annual review to shareholders. In the understanding of various risks a Investment PLC have been registered
light of the financial crisis faced by portfolio is exposed to and disciplined as underwriters since 2009. GFM as
many financial institutions both assessment, measurement and well as the Company therefore, come
locally and internationally, we at continuous monitoring of such risks. under the purview of the capital
Ceylon Guardian have re-assessed the We have in place several measures to market regulator and hence internal
importance of this function to protect strengthen our risk management monitoring is done on a quarterly
the interests of stakeholders. processes which are linked to our daily basis to ensure that the set regulations
investment decisions. These include are adhered to. Audits by the
We believe that risk management is of policies to mitigate business risks Securities and Exchange Commission
paramount importance in along with the upgrading of the may also be carried out as required.
safeguarding the interest of all support systems that enable easy Furthermore as a listed company the
stakeholders and have undertaken a monitoring and management of risks. Ceylon Guardian Investment Trust
comprehensive review to enhance the The policies and procedures PLC and its subsidiary Ceylon
risk mitigating processes already set in established for this purpose are Investment PLC conform to the
place by the Guardian Fund continuously reviewed. listing rules and guidelines of the
Management Limited, the fund Colombo Stock Exchange.
managers of the Company. With this The risk management structure in
review, we plan to bring our risk place The Board of Directors of the
management practices in line with the Guardian Fund Management (GFM) Company has ultimate responsibility
benchmark best practices adopted has been set up as an independent for risk management. The Board is
internationally in the industry. fund management company and the supported by an organization
management of the portfolios of the structure that covers the entire risk
We see risk management in portfolio Ceylon Guardian Group has been management framework through an
management not as an effort to delegated to this company. The Board independent Compliance Officer who
eliminate risk, but in identifying of Directors have formulated and functions within GFM as well as the
which risks to bear with suitable approved an investment framework internal audit function of the Carson
safeguards in place, and avoiding and control limits for GFM’s fund Cumberbatch Group to which the
unnecessary risks. What risks are management operation. GFM’s Ceylon Guardian Group belongs. The
appropriate for a particular portfolio management team is responsible for Audit Committee of the Company
will depend on the risk preferences of the recommendation and execution of has oversight over the financial
the investor and the role that the investment decisions, during the reporting function of the company,
particular portfolio plays in the course of which oversight and the system of internal controls; as well
investor’s overall portfolio strategy. management of the business, financial as the audit, compliance and risk
Hence risk management is a balancing and operational risks of the company management processes. Further, an
act between managing risks & returns, come into play. A comprehensive risk Investment Committee drawn from
and having in place practices to identification and management across the Carsons Group directorate
24 Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010
Risk Management (Contd.)
provide advice and insights to the Sri Lanka Rupee, and where the securities. All financial institutions
fund management team to further company is required to convert funds face market risks, created by changes
sharpen and refine their decision from one currency to another upon in the macro environment related to
making process. This organization making investments, as well as in political factors, national security,
structure determines the objectives receiving the returns from those economic management and
and policies of our risk management investments, the company is exposed globalization influences which have an
framework and promotes a culture of to the risk of the foreign exchange impact on systematic risk factors such
risk awareness and balanced risk- parities moving against one’s as interest rates, currency parity,
taking within the company. investment. inflation, and availability of credit.
Therefore, understanding market risks
Risk categories This risk is not currently applicable to requires considering multiple
Ceylon Guardian has identified and the Guardian Group as the current dimensions and complexity in the
categorized its risks into 4 categories, exposure of the Guardian Group to macro environment.
namely macro environmental risks, investments denominated in foreign
portfolio risks, regulatory risks and currencies is nil. Hence no risk Market risks are inherent in every
operational risks and given below is its mitigating processes are required; but security and are thus collectively
approach in managing these key risk looking ahead we need to prepare for considered at the portfolio level to take
areas. this if at any time the Sri Lankan into account the asset allocation
capital account were to be opened for decisions of the portfolio. Thus market
Macro environmental risks outward portfolio investment and risks affecting a particular class of
Country risks companies such as Ceylon Guardian get security are mitigated by switching to
Country risk is applicable if an an opportunity of investing overseas. A asset classes that are assessed to be less
investment is made in a security detailed investment policy would be risky in a particular scenario.
issued by an entity subject to foreign developed in the year ahead in gaining
laws or if transactions are entered into exposure to new markets, if suitable This risk cannot be eliminated. All
in markets in other jurisdictions, the exchange control liberalization were to market participants such as Ceylon
sums invested and profits or returns take place. Guardian should ideally develop its
accruing maybe subject to exchange business model taking into account
control regulations, currency The exposure however, indirectly exists exposure limits and parameters to
fluctuations, transaction costs & taxes when managing the Sri Lanka Fund sustain itself when faced with market
and other actions that may be and any customized portfolios of foreign risks that can affect portfolio values
imposed by the government or policy investors. Here we take care to ensure temporarily. The only mitigating process
making bodies of the said countries. that benchmark returns on such foreign is to develop a sound research base to
currency dependent portfolios are met determine changing economic
This risk is not currently applicable to after currency conversions are executed. fundamentals of the country and
the Guardian Group as our exposure at Our economic research would give us an determine its effect on equity vs fixed
present is only to Sri Lankan understanding of the expectations on income investments and the prompt
investments due to the local exchange future currency movements. shifting of funds between asset classes.
control regulations. Hence no risk This is of vital importance in trading
mitigating systems are required to be in Market risk - domestic portfolio decisions where quick
place. The broad definition of market risk is encashment of equities is carried out if
exposure to adverse movements in the macro indicators move adversely leading
Currency risk securities markets for both equity and to a slow down in stock market activity.
Where investments are denominated fixed income investments, which can
in currencies other than our primary result in value loss as well as variations
reference currency which is the in the anticipated returns from those
Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010 25
Market risk – International and that have expertise in such markets at Sector Exposure
external macro economic risks such times when Guardian has the Market Weight 31st Mar 09 31st Mar 10
These risks cannot be diversified or ability to invest overseas.
Bank, Finance &
Insurance
mitigated by the company. We as
Portfolio Risks Beverage, Food
investors in the equity market in & Tobacco
Sri Lanka have to live with the risk of General Securities risk Diversified Holdings
the fund team to get a feel of changing shareholders and we employ a bottom
international market dynamics and in up investment selection process.
turn relate that to local developments.
The entry and exit of foreign investor Our risk mitigating methodology is
interest on the local market is also based on our internal research process
determined by the macro economic that has added value over time to our 97%
We manage the concentration risk illiquid or in the case of a change in market. If more volatile stocks that
arising from over exposure to one fundamentals. respond more than proportionately to
security by monitoring sector exposure market movements are selected, there
and single company exposure as At Guardian we mitigate this risk by is a likelihood that the portfolio will
mitigation strategies. Further, private investing in companies with a outperform the benchmark All Share
equity exposure limits at company and reasonable free float and where securities Price Index in a growing market,
group level are monitored as another are heavily traded. Also by limiting the while in a downturn it can under-
measure of managing risk. Loss limits portfolio’s buy list to highly traded blue perform the market. It is once again
are set to monitor stocks performing chips, the risk of illiquidity can be an attempt at balancing good
below their cost of acquisition to mitigated. Good research will enable the performance with a certain risk
determine whether temporary capital fund team to identify changes in tolerance in a volatile environment.
erosion is a concern. This helps us fundamentals and be proactive in
mitigate the downside risk of any investment decision making. Measuring portfolio volatility through
security in the portfolio. calculation of a portfolio beta is one
Temporary leverage as a measure to method of keeping ourselves aware of the
In the case of private equity, Board enhance liquidity when risk/return sensitivities of the portfolio. In the case
representation in proportion to the trade off justifies it, has been adopted as of the long term portfolio, we would not
investment is considered necessary in the a policy in order not to miss out on attempt to handle market volatility by
case of larger stake, while for smaller lucrative buy opportunities in the encashing stocks, but would rather
stakes monitoring mechanisms to market. Our overdraft facilities attempt to hold into fundamentally
facilitate constant evaluation of the currently cover approximately 4% of strong stocks and ride out low
investment will be built into the portfolio value. However close performing cycles. For this, we ensure
shareholder agreement. monitoring of interest rate movements adequate cash generation by way of
and liquidation of positions to cover dividend and other income flows to keep
Liquidity risk overdrafts after 3-6 months exposure our daily operations running smoothly
Under certain market conditions, an would be the risk mitigation methods while we ride out low market periods.
investor may find it difficult or used to ensure low exposure to interest On the other hand, in the case of the
impossible to liquidate a position. rate risks and maintenance of liquidity trading portfolio, it is necessary to keep
This can occur when trading is within Guardian. an even closer tab on market volatility,
suspended by the exchange on which since it needs to regularly encash its
a security is listed or when poor In the case of private equity, liquidity profitable positions to remain a high
market sentiment dries up investor risks are difficult to manage due to time performing portfolio.
interest in an investment. In addition, bound exit strategies. However, our
there may not be a ready market for insistence on one or two fall back exit Beta calculation - Ceylon Guardian
certain investments due to low levels options being built into the shareholder Beta of portfolio 0.99
of publicly traded quantities. Some agreement ensures that eventually Beta of share 2.64
private equity projects will end up in an Beta of market 1.00
investments will have to be held to
maturity. Proper information for encashable state with a minimum * Beta calculation over a period of 5 years.
determining the value of certain return.
investments may also not be available
Performance volatility risks
under such circumstances of low
The composition of portfolio
liquidity. However the strategy of
investments will determine the
holding big stakes might be a limiting
portfolio’s ability to out perform the
factor when selling, if the stock is
Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010 27
legal and regulatory provisions Mandatory Know your Customer & The Sri Lanka Fund is yet to be launched and
customer due diligence : Rules for the thus profiling of investors have not yet
applicable to it. The legal function
Securities Industry in terms of the provisions commenced. We have already prepared a
proactively identifies and advices checklist of KYCs required.
of the Financial Transactions Reporting Act
GFM to set up appropriate systems
Money Laundering Act Staff is being made aware of the requirements
and processes for legal and regulatory under the Act and extensive guidelines are being
compliance in respect of all our prepared on same.
investments. We also ensure legal and Exchange Control Act and Regulations The Exchange Control Act mainly applies to the
regulatory compliance in any foreign under the Gazette regulations made under entry of foreign clients if any, and we advice the
country that we operate in in respect the Act clients as required.
of the Sri Lanka Fund, and in such
instances through legal counsel
retained in those environments. Key risk management initiatives in 2009/10
At Guardian proactive monitoring of 1. Development of a broad based research unit to research companies, industry sectors and
the compliance process is followed and monitoring of economic indicators
we see that our investments are made
2. Implementation of Code of Ethics for all employees directly or indirectly related to the fund
and trades are executed in keeping to the
management operation
Companies Act, SEC regulations, tax
regulations, exchange control regulations 3. Regular monitoring of fund management operational functions by the independent
and other applicable guidelines. In Compliance Officer and Internal Audit Division of the parent company
addition since the Sri Lanka Fund is
incorporated in Cayman Islands and is 4. Updating of staff knowledge on key issues such as insider trading and other trading rules,
extending its marketing reach to all money laundering, KYC issues and similar regulatory priorities
parts of the world, we are mindful of the
need to comply with regulations in those
jurisdictions. In this respect we will take Key risk management initiatives planned for 2010/11
the necessary precautions when
admitting new investors to the fund by 1. Short listing and formulating guidelines to manage the risks impacts to the fund
following the proper identification management company on the proposed re-launch of the Sri Lanka Fund given its
process for investors as required by anti international reach and international investor base.
money laundering regulations.
2. Short listing and formulating guidelines to manage the risk impacts to the fund management
company on the management of local and foreign individual or institutional client
portfolios.
28 Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010
Risk Management (Contd.)
Regulatory Compliance dealing that is expected of staff. in operations and correct application
The operations of the Guardian Structures to avoid conflicts of interest of recommended management
Group come within the rules and and compromising of best practices practices. Operational risk is the risk
regulations applicable to all market are set up. Staff education covers these of loss resulting from inadequate or
participants operating in the equity areas of practice, and annual failed internal processes, people and
and debt markets of Sri Lanka, as well declarations by the staff members on systems or from external events.
as the regulatory provisions applicable compliance in personal equity trading
to companies listed on the CSE and are mandatory. In order to deal with unexpected
regulations applicable to securities contingencies, at Guardian Group we
trading set by the Securities and Compliance with SEC trading rules on have developed and implemented a
Exchange Commission of Sri Lanka. insider trading, front running, market business continuity plan, which looks
manipulation etc are checked by after aspects such as staff deployment
Our systems and processes are structured comparing trading statistics between and systems backup in case of an
to satisfy the criteria set by these portfolios and pre-approved personal unexpected disruption to the business.
regulations, and staff is constantly kept transaction of employees, by the This business continuity plan forms a
aware of the compliance needs imposed Compliance Officer. part of the Carsons Group’s business
by these regulations. An independent continuity plan.
compliance officer undertakes Compliance with the Company Code of
responsibility for maintaining a check Ethics ensures that the conduct of fund The internal audit function of the
on the overall compliance process and he managers and other staff do not violate Carsons Group, ensures the safeguarding
is supported by the internal audit the code of ethics that have been brought of company assets and recommends
function of the Carsons Group. GFM, in by the company and for which process improvements in areas where
as an Investment Manager registered employees are signatories. Some of the process control failures are noted.
with the SEC, the fund management areas that have been highlighted include Compliance with the investment
company, is also subject to further avoiding conflict of interest between objectives of each portfolio involves
regulation by the capital markets portfolios through Chinese walls being checking whether fund managers have
regulator. maintained. adhered to the investment guidelines for
each portfolio operating within set limits
Operational Risks Systems and process risks & not falling to prohibited investments;
Professionalism in operational We manage operational risks by as well as monitoring portfolio
dealings identifying areas of risk, formulating performance against the benchmarks set.
Guardian emphasizes professionalism plans for their management, Further compliance with the operating
in the manner in which the staff promoting best practices, process manual involves checking the
interacts with clients as well as market implementing internal controls and application of proper internal controls
intermediaries, since it is vital for systems, and monitoring compliance such as segregation of duties, authority
maintaining the company’s standing with these internal guidelines for limits, approvals and that cash
within the investment community. managing operational risks. management processes are in order.
Our staff has signed a Code of Ethics Operational risks mainly cover the
at the time of recruitment by the areas of system failure, continuity of Systems support for the portfolio
company, which lays down decision making, dealing with management software is made available
professional standards of conduct and contingencies and ensuring efficiency through an annual maintenance
Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010 29
agreement with the software vendor research team has been developed in the
which ensures on line support for system last one year to complement the fund
issues and queries. At the same time the management operation and raise the
financial transaction processing and standard of the investment decision
reporting system are based on an ERP making process.
system in use at Carsons Group level
and as such back up support services for
this system are available through the
parent company’s management services
company.
Staff risks
A fund management operational unit
requires qualified professionals with
experience in the fund management
industry. Knowledge of the operating
mechanism of the market as well as its
norms and ethics is of importance.
We attempt to pass on this valuable
local knowledge to our staff at all
levels. Having diversity in the team,
developing a strong second level,
training and development
opportunities, are standard practices
of the industry, which we benchmark
ourselves with. A performance related
incentive scheme for the staff is in
place. The networking ability of key
staff to source deals is important in
running a successful fund
management operation by being
shown both important buy side and
sell side deals by brokers. In addition,
the networking ability to source
private equity deals to enhance
portfolio returns is also important in
this industry.
The details set out herein provide the Subsidiaries (effective holding) 5. Market Value Adjustment Reserve
pertinent information required by the Ceylon Investment PLC – 56.28% During the year amount of Rs.292
Companies Act No. 07 of 2007, Rubber Investment mn and Rs.158 mn resulting from
Listing Rules of the Colombo Stock Trust Limited – 78.16% the ‘Mark to Market Value
Exchange and recommended best Guardian Fund Adjustment’ of investment
accounting practices. The Annual Management Limited – 78.16% portfolio has been transferred
Report was approved by the Directors
from retained earnings to ‘Market
on 12th May 2010. Associate Value Adjustment Reserve’ as at
Bukit Darah PLC – 15.66% 31st March 2010 of Group (2009
1. General
The Directors have pleasure in - Rs.45 mn) and Company (2009
3. Review of Operations and Future
presenting to the Shareholders - 27.05 mn) respectively as shown
Developments
their report together with the in the Statement of Changes in
The review of the performance
audited financial statements for Equity (Page No.42).
the year ended 31st March 2010 during the year, with comments on
of Ceylon Guardian Investment financial results and future Any gains arising from the above
Trust PLC, a public limited developments, is contained in the adjustment will be transferred
liability company incorporated in Chairman’s Statement (Pages 2-4) from retained earnings to ‘Market
Sri Lanka in 1951. and Manager’s review (pages 5-20). Value Adjustment Reserve’ at
These reports form an integral part Balance Sheet Date, and any
2. The Principal Activities of the of the Annual Report. losses arising will be transferred
Group and Structure.
from ‘Market Value Adjustment
There were no significant changes 4. Financial Results
Reserve’ to the extent that loss
in the nature of the principal The company recorded a net
does not exceed the balance held
activities of the company and its profit of Rs.1.6 bn at group level
in the said reserve as at that date.
subsidiaries during the financial for the year. An abridgement of
year under review where the the performance is presented in 6. Independent Auditors’ Report
principle activity of the company the table below. The Independent Auditors’ Report
and its subsidiaries continues to on the Financial Statements is given
be managing and holding of an on page 39 of this Annual Report.
investment portfolio.
7. Significant Accounting Policies
The accounting policies adopted
For the year ended 31st March Group Company in the preparation of the financial
2010 2009 2010 2009 statements are given on pages 44
Rs.’000 Rs.’000 Rs.’000 Rs.’000 to 47. There have been no
changes in the accounting policies
Profit for the year 1,320,373 292,727 1,419,296 386,417 adopted by the company during
Profit brought forward from previous year 2,541,620 2,239,090 762,740 384,680 the year under review.
Repurchase of shares (1,116,991) - (1,116,991) -
8. Financial Statements
Profit available for appropriation 2,745,002 2,531,817 1,065,045 771,097 Financial Statements of the
From which the following appropriations/ company comprises the Balance
distributions have been made: Sheet, Statements of Income,
Dividend paid (232,702) (35,411) (232,702) (35,411) Changes in Equity and Cash Flow
Transfers – market value Adjustment reserve (291,980) 45,214 (158,561) 27,054 together with the Accounting
Associate Company negative goodwill 16,718 - - - Policies and Notes to the
Retained profits carried forward 2,237,038 2,541,620 673,782 762,740 Financial Statements for the year
ended 31st March 2010 are set
out in page 40 to page 65.
Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010 31
made by the Independent ** The Board has determined that 14.2Remuneration Committee
Auditors to the Board, the Mr. A. De Z. Gunasekera is an As per the Rule 7.10.5 of the
auditors did not have any interest Independent, non executive Listing Rules of the Colombo
with the Company and its Director in spite of being on the Stock Exchange the
subsidiaries that would impair Board for more than 9 years and Remuneration Committee of
their independence. being a Director of Ceylon Carson Cumberbatch
Investment PLC, in which PLC(CCPLC), the parent
14. Corporate Governance majority of other Directors of the Company, functions as the
Compliance of Corporate Board are also Directors, since he Remuneration Committee of the
governance Rules as per the is not directly involved in the Company with effect from 1st
Listing Rules of the Colombo management of the Company. January 2010 and comprises of
Stock Exchange (CSE). the following members -
*** The Board has determined that
14.1Board of Directors Mr. V.M. Fernando is an Remuneration Executive/
The following Directors held independent, non executive Committee members Non-Executive/
office as at the balance sheet date Director in spite of being a Independent
and their brief profiles are given Director of Ceylon Investment
on page 21 of the Annual Report. PLC, in which majority of other Mr. I. Paulraj - Chairman Non Executive/
Directors of the Board are also Independent
Name of the Director Executive/ Director of CCPLC
Directors, since he is not directly
Non-executive/ Mr. M. Moonasinghe Non-Executive/
involved in the management of
Independent Independent
the Company.
Director of CCPLC
Mr. I. Paulraj Non-Executive
****The Board has determined that Mr. H. Selvanathan Executive
/Independent*
Mrs. M.A.R.C. Cooray is an Director of CCPLC
Mr. D.C.R. Gunawardena Executive
independent, non executive Mr. M. Selvanathan Executive
Mr. A. De Z. Gunasekera Non-Executive
Director in spite of being a Director of CCPLC
/Independent**
Director of Ceylon Investment Mr. D.C.R. Gunawardena Executive
Mr. V.M. Fernando Non-Executive
PLC, in which majority of other Director of CCPLC
/Independent***
Directors of the Board are also
Mrs. M.A.R.C. Cooray Non-Executive The Committee is currently
Directors, since she is not directly
(Appointed w.e.f. /Independent**** formulating a remuneration
involved in the management of
11/03/2010 policy based on market and
the Company.
industry factors and individual
* The Board has determined that performance for all group
The Management of the
Mr. I. Paulraj is an Independent, companies. Aggregated
Company is carried by Carsons
non executive Director in spite of remuneration paid to the Non-
Management Services (Private)
being on the Board for more than Executive Directors of the
Limited.
9 years and being a Director of Company are disclosed under
Ceylon Investment PLC, in Note 4 on page 49 of this Annual
which majority of other Directors Report.
of the Board are also Directors,
since he is not directly involved in Executive Directors are not
the management of the Company. compensated for their role on the
Board.
Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010 33
14.3Audit Committee deferred share and Rs.817/20 per mn) comprising stated capital of
As per the Rule 7.10.6 of the partly paid deferred share is Rs.673 mn, capital reserves of
Listing Rules of the Colombo recommended by the Directors Rs.1,255 mn (2009 - Rs.1,002
Stock Exchange the Audit for the year ended 31st March mn) and revenue reserve of
Committee of Carson 2010. The dividend payable has Rs.5,709 mn (2009 - Rs.2,877
Cumberbatch PLC(CCPLC), the not been accounted for until it is mn). The movements are shown
parent Company functions as the approved at the forthcoming in the Statement of Changes in
Audit Committee of the Annual General Meeting. Equity.
Company and comprises the
following members. The details of the dividends paid 20. Investments
during the year are set out in The total investments made by
Audit Committee Executive/ Note 8 to the Financial the Group during the year
members Non-Executive Statements. amounted to Rs.2,932 mn (31st
March, 2009 - Rs.957 mn).
Mr. Vijaya Malalasekera Non-Executive, 17. Solvency Test
Independent Taking into account the said The short-term portfolio engaged
Director of CCPLC distribution, the Directors are in active trading to realise the
Mr. Chandima Gunawardena Executive satisfied that the Company would benefits of the movements in the
Director of CCPLC meet the solvency test stock market. The carrying value
Mr. Faiz Mohideen Non-Executive, requirement under Section 56(2) of short-term portfolio of the
Independent of the Companies Act No.07 of Group/Company as at 31st
Director of CCPLC 2007 immediately after the March, 2010 was Rs.652
distribution. The Company’s mn./Rs.32 mn (2009 – Rs.114
The Audit Committee Report is Auditors, Messrs. KPMG Ford mn/Rs.55 mn) which includes a
given on page 35 of this Annual Rhodes Thornton & Company market value appreciation of
Report. have issued a Certificate of Rs.263 mn./Rs.34 mn
Solvency confirming the same. respectively.
15. Directors’ Meeting Attendance
Four Board Meetings were 18. Stated Capital The market value of long-
convened during the financial The Stated Capital of the term/other investment portfolio
year and the attendance of the Company Rs.672 mn consisting of the Group/Company is
Directors were as follows : of 16,097,396 Ordinary Shares, Rs.7,121 mn/Rs.3,047 mn (2009
8,669 Fully paid Deferred Shares – Rs.2,463 mn/ Rs.978 mn)
Director Meetings attended and 2,593 partly paid Deferred respectively.
(out of 04) Shares (Rs.908/- paid) and
subsequent to the repurchase of The movements of the investment
Mr. I. Paulraj 2 2,840,716 ordinary shares, 1,530 portfolio during the year are set
Mr. D.C.R. Gunawardena 4 fully paid Deferred shares and out in Notes 10 and 11 to the
Mr. A. De Z. Gunasekera 4 457 partly paid Deferred shares Financial Statements.
Mr. V.M. Fernando 2 by the Company as per Section
Mrs. M.A.R.C. Cooray 64 of the Companies Act No.7 of 21. Statutory Payments
(Appointed w.e.f. 11.03.2010) - 2007. There was no change in the The Directors to the best of their
Rupee Value of the Stated Capital knowledge and belief are satisfied
16. Dividends that all statutory payments have
of the Company during the year.
Subject to the approval of the been paid up to date or have been
shareholders at the Annual 19. Shareholders Funds provided for in these financial
General Meeting, a first and final Total Group shareholders’ funds statements.
dividend of Rs.9/- per ordinary stood at Rs.7,637 mn as at 31st
share, Rs.900/- per fully paid March, 2010 (2009 – Rs.4,551.9
34 Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010
Annual Report of the Board of Directors
on the Affairs of the Company (Contd.)
The Audit Committee of Carson within the Agenda of Carson and subsequently the audit reports
Cumberbatch PLC (CCPLC), the Cumberbatch PLC-Audit Committee were circulated to the Audit
Parent Company, is the Audit and the Committee is advised by Committee and to the management.
Committee of the Company, as Mr.Tennyson Rodrigo as a member of
provided for by the Colombo Stock the Panel of Expert Advisors to the The objectives of the GIA work was
Exchange Listing Rules. Audit Committee of Carson to have an independent review of the
Cumberbatch PLC, for the system of internal controls as
The members of the Audit Investment Sector, Property Sector established by the management, its
Committee are as follows : and the Leisure Sector of the Group. adequacy and integrity vis-à-vis
Mr.Rodrigo is a Director of Good objectives served and to determine the
Audit Committee Executive / extent of adherence to the controls by
Hope PLC and was the former
members Non-Executive staff responsible for the function and
Managing Director and Chief
Executive of Capital Development to take corrective/preventive action
Mr.Vijaya Malalasekera Non-Executive,
and Investment Company PLC and where necessary.
Independent (CCPLC)
was the former Chairman of the Audit
Mr.Chandima Gunawardena Executive The interim financial statements of
Committee of Eagle Insurance
(CCPLC) Ceylon Guardian Investment Trust
Company Limited.
Mr. Faiz Mohideen Non-Executive, PLC have been reviewed by the Audit
Independent (CCPLC) Committee Members at Audit
Carson Cumberbatch PLC-Audit
Committee held 05 Meetings during Committee Meetings. The draft
the financial year to discuss matters financial statements of Ceylon
Mr.Vijaya Malalasekera is a Non- Guardian Investment Trust PLC for
relating to the Company and the
Executive, Independent Director of the year ended 31st March 2010 have
attendance of the Members of the
Carson Cumberbatch PLC and a also been reviewed at a Meeting of the
Audit Committee was as follows :
Non-Executive Director of Ceylon Audit Committee, together with the
Tobacco Company PLC. External Auditors, Messrs. KPMG
Meetings attended (out of five)
Ford Rhodes Thornton & Company,
Mr.Chandima Gunawardena is a
Mr. Vijaya Malalasekera 05 prior to release of same to the
Director of Carson Cumberbatch
Mr. Chandima Gunawardena 05 Regulatory Authorities and to the
PLC and in most of its’ Group
Mr. Faiz Mohideen 05 shareholders. The Audit Committee
Companies.
was provided with confirmations and
Mr.Faiz Mohideen, a Non-Executive, declarations as required, by the
Mr.Tennyson Rodrigo, the Expert Managers, Carsons Management
Independent Director of Carson
Advisor attended all 05 Audit Services (Private) Limited that the
Cumberbatch PLC, was the former
Committee Meetings. said financial statements were
Deputy Secretary to the Treasury and
a former Director of Bank of Ceylon prepared in accordance with the
In accordance with the audit plan
and Securities and Exchange Sri Lanka Accounting Standards and
formulated and approved by the Audit
Commission of Sri Lanka. the information required by the
Committee for the financial year
Companies Act No. 7 of 2007 therein
2009/2010, the Group Internal Audit
In addition, Mr.Tennyson Rodrigo is and presented a true and fair view of
(GIA) carried out 03 detailed audits
the Expert Advisor to the Audit the Company’s state of affairs as at
on the Investment Sector companies.
Committee for the Investment Sector. that date and the Company’s activities
The findings and contents of the during the year under review.
The audit aspects of Ceylon Guardian
Group Internal Audit reports have
Investment Trust PLC are conducted
been discussed with the management
36 Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010
Audit Committee Report (Contd.)
(Sgd.)
Vijaya Malalasekera
Chairman – Audit Committee
Carson Cumberbatch PLC
12th May 2010
Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010 37
Statement of Directors’ Responsibilities
The responsibilities of the Directors, They are also responsible for taking
in relation to the Financial Statements reasonable measures to safeguard the
are detailed in the following assets of the Company and in this
paragraphs while the responsibilities regard to give proper consideration to
of the Auditors are set out in the the establishment of appropriate
Report of the Auditors. system of internal controls with a view
to prevent, detect and rectify frauds
According to the Companies Act No. and other irregularities.
07 of 2007 and the Sri Lanka
Accounting and Auditing Standards These Financial Statements have been
Act No. 15 of 1995, Directors are prepared on a going concern basis,
required to prepare Financial after reviewing the financial position
Statements for each financial year, and the cash flows, since the Directors
giving a true and fair view of the state are of the view that the Company has
of affairs of the Company as at the adequate resources to continue in
end of the financial year and of the operation for the foreseeable future.
profit or loss for the said period.
The Directors are also of the view that
In preparing these Financial they have discharged their
Statements the Directors are required responsibilities as set out in this
to ensure that: statement.
Financial Calendar
Financial Year End - 31st March 2010
Announcement of Results
First Quarter ended 30th June 2009 - 14th August 2009
Second Quarter ended 30th September 2009 - 9th November 2009
Third Quarter ended 31st December 2009 - 12th February 2010
Dividend Declaration
First & Final Dividend - 15th June 2010
58th Annual General Meeting - 15th June 2010
Financial Reports
Independent Auditors’ Report 39 Significant Accounting Policies 44 USD Balance Sheet 71
Income Statement 40 Notes to the Financial Statements 48 USD Five Year Summary 72
Balance Sheet 41 Five Year Summary 66 Information to Shareholders and Investors 74
Statement of Changes in Equity 42 USD Group at a Glance 69 Glossary of Financial Terms 76
Cash Flow Statement 43 USD Income Statement 70
Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010 39
Independent Auditors’ Report
TO THE SHAREHOLDERS OF CEYLON Sri Lanka Auditing Standards. Those and cash flows for the year then ended, in
GUARDIAN INVESTMENT TRUST PLC standards require that we plan and perform accordance with Sri Lanka Accounting
Report on the Financial Statements the audit to obtain reasonable assurance Standards, of the Company and its
whether the financial statements are free from subsidiaries dealt with thereby, so far as
We have audited the accompanying financial
material misstatement. concerns the shareholders of the Company.
statements of Ceylon Guardian Investment
Trust PLC, the consolidated financial
An audit includes examining, on a test basis, Report on Other Legal and Regulatory
statements of the Company and its
evidence supporting the amounts and Requirements
subsidiaries as at March 31 2010 which
disclosures in the financial statements. An These financial statements also comply with
comprise the balance sheet as at that date, and
audit also includes assessing the accounting the requirements of Sections 153(2) to 153(7)
the income statement, statement of changes
principles used and significant estimates made as appropriate of the Companies Act No. 07
in equity and cash flow statement for the year
by management, as well as evaluating the of 2007.
then ended, and a summary of significant
overall financial statement presentation.
accounting policies and other explanatory
notes. We have obtained all the information and
explanations which to the best of our
Management’s Responsibility for the Financial
knowledge and belief were necessary for the
Statements
purposes of our audit. We therefore believe
Management is responsible for the that our audit provides a reasonable basis for KPMG Ford, Rhodes, Thornton & CO
preparation and fair presentation of these our opinion. Chartered Accountants
financial statements in accordance with
12 May 2010
Sri Lanka Accounting Standards. This Opinion - Company
responsibility includes: designing, In our opinion, so far as appears from our
implementing and maintaining internal examination, the Company maintained
control relevant to the preparation and fair proper accounting records for the year ended
presentation of financial statements that are March 31, 2010 and the financial statements
free from material misstatement, whether due give a true and fair view of the Company’s
to fraud or error; selecting and applying state of affairs as at March 31, 2010 and its
appropriate accounting policies; and making profit and cash flows for the year then ended
accounting estimates that are reasonable in the in accordance with Sri Lanka Accounting
circumstances. Standards.
Group Company
For the year ended 31st March 2010 2009 2010 2009
In Rs. '000s Note
Attributable to:
Equity holders of the parent 1,320,373 292,727 1,419,296 386,417
Minority shareholders 359,206 360,442 - -
1,679,579 653,169 1,419,296 386,417
Earnings Per Share - Rs. 7 68.65 14.47 73.83 19.10
Dividend Per Share - Rs. 8 9.00 11.50 9.00 11.50
The Accounting Policies and Notes from pages 44 to 65 form an integral part of these Financial Statements.
Group Company
As at 31st March 2010 2009 2010 2009
In Rs. '000s Note
Assets
Non-Current Assets
Property, plant & equipment 9A 8,017 10,039 - -
Intangible assets 9B 7,099 9,152 - -
Investments in subsidiaries 10A - - 277,217 346,500
Investments in associates 10B 1,667,306 1,022,079 - -
Other Long-term investments 10C 7,121,063 2,463,564 3,047,976 978,160
Deferred tax asset 12 250 250 - -
8,803,735 3,505,084 3,325,193 1,324,660
Current Assets
Trade and other receivables 46,638 14,941 24,337 2,885
Income tax recoverable - 5,812 5,356 4,611
Short-term investments 11 651,826 114,044 31,734 54,619
Short-term deposits 9,287 1,974,584 - 46,806
Cash at bank 38,895 60,643 19,799 280,209
746,646 2,170,024 81,226 389,130
Total assets 9,550,381 5,675,108 3,406,419 1,713,790
The Accounting Policies and Notes from pages 44 to 65 form an integral part of these Financial Statements.
I certify that these financial statements have been prepared in compliance with the requirement of the Companies Act No. 07 of 2007.
A. P. Weeratunge
Chief Financial Officer
Carsons Management Services (Private) Limited
The Board of Directors is responsible for the preparation and presentation of these Financial Statements.
Approved and signed on behalf of the Investment Managers, Approved and signed on behalf of the Board,
Balance as at 1st April 2009 672,811 7,805 316,741 677,216 12,359 290,686 32,668 2,541,620 4,551,906 1,053,800 5,605,706
Profit for the year * - - - - - - - 1,320,373 1,320,373 359,206 1,679,579
Re-purchase of shares - - - - - - -(1,116,991) (1,116,991) (399,083) (1,516,074)
Movement in associate company's reserves - - - 253,566 - - - - 253,566 - 253,566
Effect of change in Associate Company’s
Negative Goodwill 16,718 16,718 - 16,718
Gain on revaluation of long-term investments - - - - - 2,844,379 - - 2,844,379 666,666 3,511,045
Transfers (Note 14.3) - - - - 291,980 - - ( 291,980) - - -
Dividend paid for 2009 - - - - - - - (232,702) (232,702) (114,560) (347,262)
Balance as at 31st March 2010 672,811 7,805 316,741 930,782 304,339 3,135,065 32,668 2,237,038 7,637,249 1,566,029 9,203,278
Stated Total
Capital Capital Reserves Revenue Reserves Equity
Investment Other Market Revaluation General Retained
Reserve Capital Value Long-Term Reserve Profits
Reserve Adjustment Investments
Reserve Reserve
In Rs. ’000s Short-term
Company
Balance as at 1st April 2008 672,811 7,805 200,855 35,559 869,917 14,961 384,680 2,186,588
Profit for the year - - - - - - 386,417 386,417
Loss on Revaluation of long-term investments - - - - (827,789) - - (827,789)
Transfers (Note 14.3) - - - (27,054) - - 27,054 -
Dividend paid for 2008 - - - - - - (35,411) (35,411)
Balance as at 31st March 2009 672,811 7,805 200,855 8,505 42,128 14,961 762,740 1,709,805
Balance as at 1st April 2009 672,811 7,805 200,855 8,505 42,128 14,961 762,740 1,709,805
Profit for the year - - - - - - 1,419,296 1,419,296
Gain on Revaluation of long-term investments - - - 1,344,959 - - 1,344,959
Re-purchase of Shares - - - - - - (1,116,991) (1,116,991)
Transfers (Note 14.3) - - - 158,561 - - (158,561) -
Dividend paid for 2009 - - - - - - (232,702) (232,702)
Balance as at 31st March 2010 672,811 7,805 200,855 167,066 1,387,087 14,961 673,782 3,124,367
* Profit for the year includes share of profits of the associate company which cannot be distributed.
The Accounting Policies and Notes from pages 44 to 65 form an integral part of these Financial Statements.
Figures in brackets indicate deductions.
Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010 43
Cash Flow Statement
Group Company
For the year ended 31st March 2010 2009 2010 2009
In Rs. '000s
The Accounting Policies and Notes from pages 44 to 65 form an integral part of these financial statements.
Figures in brackets indicate deductions.
44 Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010
Significant Accounting Policies
1. General All values presented in the financial All assets & liabilities of the Company
Ceylon Guardian Investment Trust PLC. statements are in Sri Lankan Rupees and of its subsidiaries are included in the
is a subsidiary of Carson Cumberbatch thousand (Rs.'000) unless otherwise consolidated balance sheet. The
PLC. and is a public quoted company indicated. Figures in brackets indicate proportionate interest of minority
with limited liability incorporated and deduction/negative changes. shareholders in the net assets employed by
domiciled in Sri Lanka and listed on the the Group, is disclosed separately within
Colombo Stock Exchange. Principal 3. Consolidation Policy equity in the consolidated balance sheet as
activity of the Company and the 3.1 Basis of Consolidation ‘Minority Shareholders Interest’.
subsidiaries are investment holding & Subsidiaries
portfolio management services. The financial statements of the Group
Subsidiaries are all entities over which the represent the consolidation of financial
Company has the power to govern the statements of the Company and of its
In the Annual Report, ‘the Company’
financial and operating policies generally subsidiaries, Ceylon Investment PLC.,
refers to Ceylon Guardian Investment
accompanying a shareholding of more Rubber Investment Trust Limited. and
Trust PLC., as the holding company and
than one half of the voting rights. The Guardian Fund Management Limited.
‘the Group’ refers to the companies whose
existence and effect of potential voting
accounts have been consolidated therein.
rights that are currently exercisable or 3.2 Goodwill
convertible are also considered when
All companies in the Group have a common The excess of the cost of acquisition over
assessing whether the Company controls
financial year which ends at 31st March. the fair value of the Group’s share of the
another entity. Subsidiaries are
identifiable net assets acquired is recorded
consolidated from the date of that
The consolidated financial statements of as goodwill, and is tested for impairment
control commenced until the date that
the Group for the year ended 31st March annually. If the cost of acquisition is less
control ceases. Acquisitions for
2010 were authorised for issue by the than the fair value of the net assets of the
subsidiaries are accounted for using the
Directors on 12th May 2010. subsidiary acquired, the resulting negative
purchase method of accounting.
goodwill is credited to the income
2. General Policies statement immediately.
The consolidation of the financial
2.1 Statement of Compliance
statements of the Company and its
3.3 Intra-Group Transactions
The Balance Sheet, Statement of Income, subsidiaries are in accordance with the
Statement of Changes in Equity, Cash Sri Lanka Accounting Standard 26 Intra-group balances, intra-group
Flow Statement, Accounting Policies and (Revised 2005) - ‘Consolidated and transactions and resulting unrealized
Notes to the financial statements of the Separate Financial Statements’. The cost profits are eliminated in full in the
Group as at 31st March 2010 and for the of an acquisition is measured as the fair consolidated financial statements.
year then ended comply with the value of the assets given, equity Unrealised losses resulting from intra-
Sri Lanka Accounting Standards (SLAS) instruments issued and liabilities incurred group transaction are eliminated unless
laid down by the Institute of Chartered or assumed at the date of exchange, plus the cost cannot be recovered.
Accountants of Sri Lanka (ICASL) and costs directly attributable to the
also are in compliance with the 3.4 Transactions and Minority Interest
acquisition. Identifiable assets acquired
Companies Act No. 07 of 2007. and liabilities and contingent liabilities The Group applies a policy of treating
assumed in a business combination are transactions with minority interests as
2.2 Basis of Preparation measured initially at their fair values at transactions with parties external to the
The financial statements of the Company the acquisition date, irrespective of the Group. Disposals to minority interest
have been prepared on a historical cost extent of any minority interest. result in gains and losses for the Group
convention except for market value that is recorded in the income statement.
adjustment of investment portfolios as The total profits and losses for the period Purchases from minority interests result in
stated in the respective Clause 7.1.2 below. of the Company and of its subsidiaries are goodwill, being the difference between
included in the consolidated income any consolidation paid and the relevant
The accounting policies applied by the statement and the allocation of profit and share acquired of the carrying value of net
Group are, consistent with those used in loss for the period attributable to minority assets of subsidiary.
previous year . Previous year figures and interest and equity holders of the parent,
phrases have been rearranged wherever are disclosed separately. 3.5 Finacial Year End
necessary to conform to the current year’s All Companies in the group have a common
presentation. financial year which ends on 31st March
Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010 45
7.2 Property, Plant & Equipment and integrally related to the associated past events and it is probable that an
Depreciation hardware, which can be clearly identified, outflow of economic benefits will be
7.2.1 Valuation reliably measured and probably will lead required to settle the obligation.
to future economic benefits are included
Property, plant & equipment are stated at
in the Balance Sheet as intangible assets 8.1 Retirement Benefit Obligations
cost or valuation less accumulated
and carried at cost less accumulated (i) Defined Benefit Plan - Gratuity
depreciation, less impairment losses if any.
amortization on strast line basis and any
The Company is liable to pay gratuity in
impairment losses. Intangible assets are
The cost of property, plant & equipment terms of the Payment of Gratuity Act No.
amortized over 05 years based on the
is the cost of purchase or construction 12 of 1983. Gratuity provision for
frequency of upgrade available as per the
together with any incidental expenses employees has been made as
agreement with vendor.
incurred in bringing the assets to its recommended by the related Sri Lanka
working condition for its intended use. Accounting Standard 16, 'Employee
7.4 Debtors and Other Receivables
Benefit', the 'Projected Unit Credit'
Expenditure incurred for the purpose of Debtors and other receivables are stated at (PUC) method has been used in this
acquiring, extending or improving assets the amounts estimated to realize. Where valuation. It is expected that such
of a permanent nature by means of which necessary, provision is made for bad and actuarial valuations will be carried out
to carry on the business or to increase the doubtful debts. once in every two years.
earning capacity of the business has been
treated as capital expenditure. 7.5 Cash and Cash Equivalents (ii) Defined Contribution Plans - Employees’
Cash and cash equivalents are defined as Provident Fund and Employees’ Trust
7.2.2 Depreciation cash in hand, demand deposits in Bank Fund
Depreciation is provided on a straight-line and short-term highly liquid deposits, All employees who are eligible for
method over periods appropriate to the readily convertible to known amounts of Employees’ Provident Fund contributions
estimated useful lives of different types of cash and subject to insignificant risk of and Employees' Trust Fund contributions
assets, by applying the following change in value. are covered by relevant contribution funds
percentages on their cost or revalued in line with the respective statutes.
amounts: For the purpose of Cash Flow Statement, Contributions to the defined contribution
% cash and cash equivalents consist of cash plans are recognised as an expense in the
Furniture & fittings 5 in hand, short term deposits and deposits Statement of Income when incurred.
Office equipment 20 at Banks.
Computer equipment 33 1/3 9. Capital Commitments and Contingencies
Motor Vehicle 20 Interest paid and interest and dividend
Capital commitments and contingencies
received are classified as operating cash
which exist at the Balance Sheet date are
Depreciation of an asset begins when it is flows while dividend paid are classified as
disclosed in the respective Notes to the
available for use whereas depreciation of financing cash flows for the purpose of
financial statements.
an asset ceases at the earlier of the date presentation of Cash Flow Statement,
that the asset is classified as held for sale reported based on the indirect method.
10. Income Statement
and the date that the asset is derecognised.
8. Liabilities and Provisions 10.1 Revenue
The appropriateness of useful lives of the Liabilities classified as current liabilities in The revenue mainly represents dividend
assets and the depreciation rates are the Balance Sheet are those obligations income, interest income and proceeds
assessed annually. payable on demand or within one year from disposal of investments.
from the Balance Sheet date. Items
An asset’s carrying amount is written classified as long-term liabilities are those 10.2 Revenue Recognition
down immediately to its recoverable obligations which expire beyond a period Revenue is accrued and matched with the
amount if the asset’s carrying amount is of one year from the Balance Sheet date. related expenditure and is recognised in
greater than its estimated recoverable accordance with the Sri Lanka Accounting
amount. All known liabilities have been accounted Standard No. 29 in the following manner:
for in preparing these Financial
7.3 Intangible Assets Statements. Provisions and liabilities are - Dividend income - when the
All computer software cost incurred and recognised when the Company has a legal shareholders’ right to receive dividend is
licensed to the Company, which are not or constructive obligation as a result of established.
Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010 47
10.4 For the purpose of presentation of the A previously recognized impairment loss
Income Statement, the Directors are of is reversed only if there has been a change
the view that Function of Expenses in the estimates used to determine the
Method fairly presents the elements of the asset’s recoverable amount since the last
Company’s performance. Hence, such a impairment loss was recognized. If that is
presentation method is adopted. the case, the carrying amount of the asset
is increased to its recoverable amount.
10.5 Borrowing Costs Such increase is recognized to the extent
Borrowing costs are recognized as of the carrying amount net of
expenses in the period in which they are depreciation had no impairment losses
incurred and charged to the income been recognized previously.
statement
14. Critical Accounting Estimates and
11. Related Party Transactions Judgments
Disclosures are made in respect of the Estimates and judgments are continually
transactions in which one party has the evaluated and are based on historical
ability to control or exercise significant experience and other factors, including
influence over the financial and operating expectations of future events that are
decisions/policies of the other, irrespective believed to be reasonable under the
of whether a price is being charged. circumstances.
Group Company
For the year ended 31st March 31st March 31st March 31st March
2010 2009 2010 2009
Rs '000 Rs '000 Rs '000 Rs '000
1 Revenue
Dividend income* 398,324 241,580 220,206 99,460
Interest income 135,482 38,122 27,833 5,667
Proceeds from disposal of investments-Strategic 697,413 996,607 862,650 268,071
Proceeds from disposal of investments-non Strategic 2,178,762 1,154,744 550,053 910,830
Management fees 13,981 10,807 - -
3,423,962 2,441,860 1,660,742 1,284,028
Intra-group transactions (1,463,679) (91,707) - -
1,960,283 2,350,153 1,660,742 1,284,028
* Dividend income includes Rs. 2,026,000 (2009 - NIL) at company level and Rs. 19,139,000 (2009-NIL) at group level, of dividend income
receivable at balance sheet date.
Group Group
Revenue Profit before Taxation
31st March 31st March 31st March 31st March
2010 2009 2010 2009
Rs '000 Rs '000 Rs '000 Rs '000
Group Company
31st March 31st March 31st March 31st March
2010 2009 2010 2009
Rs '000 Rs '000 Rs '000 Rs '000
Group Company
For the year ended 31st March 31st March 31st March 31st March
2010 2009 2010 2009
Rs '000 Rs '000 Rs '000 Rs '000
Group Company
31st March 31st March 31st March 31st March
2010 2009 2010 2009
Rs '000 Rs '000 Rs '000 Rs '000
6 Taxation
6.1 Current tax
Company (Note 6.2) 6,279 624 6,279 624
Subsidiaries (Note 6.2 & 6.3) 28,497 7,127 - -
Under provision for previous year 330 - 129 -
35,106 7,751 6,408 624
Deferred tax reversal - (288) - -
Tax expense for the year 35,106 7,463 6,408 624
50 Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010
Notes to the Financial Statements (Contd.)
Group Company
For the year ended 31st March 31st March 31st March 31st March
2010 2009 2010 2009
Rs '000 Rs '000 Rs '000 Rs '000
Group tax expenses is based on the taxable profit of individual companies within the group. At present the tax laws of Sri Lanka does not provide
for group taxation.
Utilization of current year and brought forward tax losses is restricted to 35% of Statutory Income. Unabsorbed tax losses can be carried forward
indefinitely.
(b) In terms of Section 13 (t) of Inland Revenue Act No. 10 of 2006 and amendments thereto, profits derived on the sale of shares on which Share
Transaction Levy has been paid is exempt from income tax.
(c) Economic Service Charge paid by companies is available as income tax credit. In instances where recoverability is not possible due to the tax status,
sums paid are written-off to the income statement.
(d) The Company and its Subsidiaries are liable to pay 1.5% of income tax as a Social Responsibility Levy (2009 - 1.5%). This has been included in
the Tax Charge.
Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010 51
The following reflect the income and share data used for the computation of Earnings Per Ordinary/Deferred Share:
Group Company
31st March 31st March 31st March 31st March
2010 2009 2010 2009
* Each deferred share has been considered to be made up of equivalent number of ordinary shares (up to the paid up value) in arriving at the
weighted average number of shares.
Group Company
31st March 31st March 31st March 31st March
2010 2009 2010 2009
Rs '000 Rs '000 Rs '000 Rs '000
8 Dividend
Dividend paid
On ordinary shares 217,788 33,142 217,788 33,142
On deferred shares (fully and partly paid) 14,914 2,269 14,914 2,269
232,702 35,411 232,702 35,411
Dividend Proposed *
On ordinary shares 144,876 217,788 144,876 217,788
On deferred shares (fully and partly paid) 9,921 14,914 9,921 14,914
154,797 232,702 154,797 232,702
* The proposed dividend is subject to approval by shareholders at the forthcoming Annual General Meeting and according to the Sri Lanka Accounting
Standard No. 12, the liability has not been provided for in these Financial Statements.
Cost
Balance as at the beginning of the year 187 390 1,843 9,675 12,095 2,234
Additions - 178 - - 178 9,861
Disposals - - - - - -
Balance at the end of the year 187 568 1,843 9,675 12,273 12,095
Depreciation
Balance as at the beginning of the year 112 217 276 1,451 2,056 395
Charge for the year 37 136 92 1,935 2,200 1,661
Balance at the end of the year 149 353 368 3,386 4,256 2,056
Net Book Value as at 31st March 2010 38 215 1,475 6,289 8,017
Net Book Value as at 31st March 2009 75 173 1,567 8,224 10,039
52 Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010
Notes to the Financial Statements (Contd.)
Cost
Balance as at the beginning of the year 10,767 9,285
Amount transferred from Prepayments - 1,482
Additions 113 -
Balance at the end of the year 10,880 10,767
Amortization
Balance as at the beginning of the year 1,615 -
Charge for the year 2,166 1,615
Balance at the end of the year 3,781 1,615
Net Book Value as at 31st March 2010 7,099
Net Book Value as at 31st March 2009 9,152
10 Investment Portfolio
Summary of Investment Portfolio
Group Company
Carrying Market Cost Market Carrying Market Cost Market
Value/ Value/ as at Value as at Value/ Value/ as at Value as at
Cost Valuation 31st March 31st March Cost Valuation 31st March 31st March
as at as at as at as at
31st March 31st March 31st March 31st March
Note 2010 2010 2009 2009 Note 2010 2010 2009 2009
Rs '000 Rs '000 Rs '000 Rs '000 Rs '000 Rs '000 Rs '000 Rs '000
On Ordinary Shares
Bukit Darah PLC 2,003,750 1,927 6,011,250 2,003,750 1,927 1,582,962
On Preference Shares
Bukit Darah PLC 8% participating
cumulative preference shares 3,125 1 1 3,125 1 1
1,928 6,011,251 1,928 1,582,963
Directors’ Directors’
% Cost Valuation % Cost Valuation
Holding as at as at Holding as at as at
31st March 31st March 31st March 31st March
2010 2010 2009 2009
Diversified
Aitken Spence PLC 891,800 393,392 1,225,110 891,800 393,392 280,917
John Keells Holdings PLC 12,817,159 547,443 2,358,357 16,762,675 770,847 1,051,858
940,835 3,583,467 1,164,239 1,332,775
Manufacturing
Tokyo Cement Company (Lanka) PLC
- Voting - - - 249,596 8,045 31,199
- - 8,045 31,199
Telecommunications
Dialog Telekom PLC - - - 10,080,180 170,107 49,393
- - 170,107 49,393
HealthCare
Ceylon Hospitals PLC 630,763 39,942 75,692 466,100 29,003 24,703
39,942 75,692 29,003 24,703
Total Equity Investments in
Quoted Companies 2,831,564 6,714,928 2,133,671 2,183,725
Note :
(I) Group’s entitlement in the Rights issue of Aitken Spence Hotel Holding PLC of 255,850 shares amounting to Rs.66,521,000/- has been included
under investments on accrual basis and corresponding entry shown under creditors and accruals as at balance sheet date. Cash outflow on this
transaction took effect on 26th April 2010.
(II) Group’s subscription to the Initial Public offer of Vallibel Finance Ltd. amounting to Rs.22,000,000/- is shown under Trade and Other receivables as at
the balance sheet date and not included under investments. Group was alloted 98,000 shares amounting to Rs.2,165,000/- after the balance sheet date.
Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010 55
Unquoted investments
Redeemable unsecured
Riverina Hotels Limited - Zero Coupon 56 1 1 56 1 1
Ocean View Limited - 6% 360 4 4 360 4 4
Total Investments in Debentures 5 5 5 5
Investments in Subsidiaries
Quoted 10.8 (a) 346,151 - (69,231) - 276,920
Unquoted 10.8 (b) 349 - (52) - 297
346,500 - (69,283) - 277,217
Other Long-term Investments
Investments in Equity Securities 10.9 (a & b) 1,132,236 1,271,346 (419,217) 1,217,686 3,047,975
Investments in Debentures 10.1 1 - - 1
1,132,237 1,271,346 (419,217) 1,217,686 3,047,976
Total investments 1,478,737 1,271,346 (488,500) 1,217,686 3,325,192
Investments in Subsidiaries
Quoted 346,151 - - - 346,151
Unquoted 349 - - - 349
346,500 - - - 346,500
Other Long-term Investments
Investments in Equity Securities 1,925,734 693,668 (624,896) (1,010,346) 978,160
Investments in Debentures 8 - (7) - 1
1,925,742 693,668 (624,903) - 978,161
Total investments 2,272,242 693,668 (624,903) - 1,324,661
Note: The Directors’ valuation of Rubber Investment Trust Ltd. (RITL) is based on the net asset value of the RITL which is arrived at based on
the market value of the investment portfolio of RITL.
Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010 57
Diversified
Aitken Spence PLC 626,700 295,926 860,929 626,700 295,926 197,410
John Keells Holdings PLC - - - 1,184,416 66,832 74,322
295,926 860,929 362,758 271,732
Telecommunications
Dialog Telecom PLC - - - 3,180,870 49,423 15,586
- - 49,423 15,586
Total Equity Securities - Quoted 1,489,417 2,869,018 978,776 824,700
Note :
(I) Company’s entitlement in the Rights issue of Aitken Spence Hotel Holdings PLC of 105,850 shares amounting to Rs.27,521,000/- has been
included under investments on accrual basis and corresponding entry shown under creditors and accruals as at the balance sheet date. Cash outflow
on this transaction took effect on 26th April 2010.
(II) Company’s subscription to the Initial Public Offer of Vallibel Finance Ltd., amounting to Rs.22,000,000/- is shown under the trade and other
receivables as at the balance sheet date and not included under investments. Company was allotted 98,000 shares amounting to Rs.2,165,000/-
after the balance sheet date.
58 Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010
Notes to the Financial Statements (Contd.)
Unquoted Investments
Redeemable Unsecured
Ocean View Limited - 6% 120 1 1 120 1 1
Total Investments in Debentures 1 1 1 1
Total Other Investments 1,668,375 3,047,976 1,132,237 978,160
Year 2009/2010
Short-Term Investments
Quoted 114,044 807,909 (532,883) 262,756 651,826
114,044 807,909 (532,883) 262,756 651,826
Year 2008/2009
Short-Term Investments
Quoted 176,452 70,955 (73,747) (59,616) 114,044
176,452 70,955 (73,747) (59,616) 114,044
Diversified
Aitken Spence PLC 23,100 31,733 57,000 17,955
John Keells Holdings PLC 838,800 154,302 - -
186,035 17,955
Manufacturing
Royal Ceramic Lanka PLC 381,800 43,143 - -
43,143 -
A full provision on permenant dimunition in value has been made in respect of IGA in the previous years.
60 Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010
Notes to the Financial Statements (Contd.)
Year 2009/2010
Quoted 54,619 97,879 (154,349) 33,584 31,734
54,619 97,879 (154,349) 33,584 31,734
Year 2008/2009
Quoted 88,703 28,078 (35,108) (27,054) 54,619
88,703 28,078 (35,108) (27,054) 54,619
Diversified
Aitken Spence PLC 23,100 31,734 23,100 7,277
31,734 7,277
The market value of the Company's marketable investments portfolio has been obtained from the official valuation list as at 31st March, 2010
published by the Colombo Stock Exchange. Provision have not been made for temporary fluctuations on market prices of long-term investments.
Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010 61
Group Company
As at As at As at As at
31st March 31st March 31st March 31st March
2010 2009 2010 2009
Rs '000 Rs '000 Rs '000 Rs '000
13 Stated Capital
Ordinary Shares
Issued and Fully Paid
Balance as at the beginning of the year 18,938,112 shares 617,220 617,220 617,220 617,220
Repurchase of shares (2,840,716 shares) - - - -
Balance as at the end of the year 16,097,396 shares 617,220 617,220 617,220 617,220
Deferred Shares
Balance as at the beginning of the year 10,199 fully paid shares 10,199 10,199 10,199 10,199
3,050 partly paid shares (Rs.908/- paid up) 45,392 45,392 45,392 45,392
55,591 55,591 55,591 55,591
Repurchase of fully paid shares (1,530 shares) - - - -
Repurchase of partly paid shares (457 shares) - - - -
Balance as at the end of the year 8,669 fully paid shares 10,199 10,199 10,199 10,199
Balance as at the end of the year 2,593 partly paid shares (Rs.908/- paid up) 45,392 45,392 45,392 45,392
Balance as at the end of the year 55,591 55,591 55,591 55,591
Total 672,811 672,811 672,811 672,811
The holders of ordinary shares and deferred shares are entitled to receive dividends as declared from time to time based on the paid up value of the
shares. All shares rank equally with regard to the Company's residual assets.
Group Company
As at As at As at As at
31st March 31st March 31st March 31st March
2010 2009 2010 2009
Sub-note Rs '000 Rs '000 Rs '000 Rs '000
14 Reserves
A Capital Reserves
Investment reserve 14.1 7,805 7,805 7,805 7,805
Associate companies' capital reserve 14.2 930,782 677,216 - -
Other capital reserve 14.3 316,741 316,741 200,855 200,855
1,255,328 1,001,762 208,660 208,660
14.1 These amounts have been reserved for use in future development of the Company.
14.2 Share of associate companies' capital reserve recognises the investor's share of the capital reserves of the associate company after the date of
acquisition. It also recognises the investor's share arising due to changes that include revaluation of property, plant & equipment and Investments,
foreign exchange differences and other changes in the associate companies' equity that is not included in the Income Statement.
62 Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010
Notes to the Financial Statements (Contd.)
Group Company
As at As at As at As at
31st March 31st March 31st March 31st March
2010 2009 2010 2009
Sub-note Rs '000 Rs '000 Rs '000 Rs '000
B Revenue Reserves
Market value adjustment reserve short term 14.3 304,339 12,359 167,066 8,505
Revaluation of Long Term Investments Reserve 14.4 3,135,065 290,686 1,387,087 42,128
General reserve 32,668 32,668 14,961 14,961
Retained earnings 2,237,038 2,541,620 673,782 762,740
5,709,110 2,877,333 2,242,896 828,334
Any gains arising from the above adjustment will be transferred from retained earnings to ‘Market Value Adjustment Reserve' at Balance Sheet date
and any losses arising will be transferred from‘Market Value Adjustment Reserve' to retained earnings to the extent that loss does not exceed the
balance held in the said reserve as at the date.
Group Company
As at As at As at As at
31st March 31st March 31st March 31st March
2010 2009 2010 2009
Rs '000 Rs '000 Rs '000 Rs '000
The gratuity liability as at 31st March 2010 amounting to Rs.561,000/- (2009 - Rs.361,000/-) is based on an acturial valuation carried out by Mr.
Piyal S. Goonetilleke of Messrs. Piyal S. Goonetilleke & Associates as at 31st March 2010. As recommended by the related Sri Lanka Accounting
Standard No. 16 (Revised 2006). “Employee Benefit” the “Projected Unit Credit” (CPU) method has been used in this valuation.
16 Comparative Figures
Previous year figures and phrases have been rearranged wherever necessary to conform to the current year's presentations.
Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010 63
Subsequent to be balance sheet date there are no other circumstances other than disclosed above.
18.2 Contingencies
There were no material contingent liabilities as at the Balance Sheet date.
Name of the Related Company Nature of the Relationship Name of Common Directors Nature of Transaction
Ceylon Investment PLC Subsidiary I. Paulraj During the year Company received
(CICL) D.C.R. Gunawardena dividend amounting to Rs.94,651,200/-
* A. de Z. Gunasekera (2009 - Rs.23,779,290/-) from CICL.
* V.M. Fernando
** M.A.R.C. Cooray The Company received Rs.513,628,857/- (2009 - Rs.
Nil) as sales proceeds on repurchase of shares by CICL.
Rubber Investment Trust Subsidiary I. Paulraj During the year Company received
Limited D.C.R. Gunawardena dividend amounting to Rs.95,057,150/-
(RITL) (2009 - Rs.30,248,543/-) from RITL.
Carson Cumberbatch PLC Parent I. Paulraj The Company has given a short-term advance of
(CCPLC) D.C.R. Gunawardena Rs.300mn to CCPLC treasury and earned an
interest income of Rs.5,860,748/-. The total advance
amount given was settled during the financial year.
Name of the Related Company Nature of the Relationship Name of Common Directors Nature of Transaction
Rubber Investment Trust Associate I. Paulraj During the year Company received
Limited D.C.R. Gunawardena dividend amounting to Rs.92,459,989/-
(RITL) A.P. Weeratunge (Appointed (2009 - Rs.30,193,995/-) from RITL.
as an alternate Director to Mr.
I. Paulraj w.e.f. 02.07.2009)
Carson Cumberbatch PLC Parent I. Paulraj The Company has given a short-term advance of
(CCPLC) D.C.R. Gunawardena Rs.1,505mn to CCPLC treasury and earned an
interest income of Rs.39,725,709/-. The total advance
amount given was settled during the financial year.
Bukit Darah PLC Associate I. Paulraj During the year Company received
D.C.R. Gunawardena dividend amounting to Rs.15,087,775/-
(2009 - Rs.9,327,820/-) from Bukt Darah PLC
Carson Cumberbatch PLC Parent I. Paulraj The Company has given a short term advance of
(CCPLC) D.C.R. Gunawardena Rs.1,605mn to CCPLC treasury and earned an
interest income of Rs.20,500,469/-. The total advance
amount given was settled during the financial year.
* The above management fees to CMSL includes fees paid on portfolio management services which were obtained from Guardian Fund Management Limited.
Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010 65
Name of the Related Company Nature of the Relationship Name of Common Directors Nature of Transaction
Equity Two PLC Affiliate D.C.R. Gunawardena An amount of Rs.424,578./- (2009 - Rs.424,578/-)
was paid to Equity Two PLC as rental fee.
Sri Lanka Fund Affiliate D.C.R. Gunawardena The Company received Rs.483,839/- (2009 -
Rs.943,181/-) as management fees from Sri Lanka
Fund.
There are no material related party transactions other than those disclosed above and there are no any amounts receivable from/to payable to any related
party as at the Balance Sheet date.
The Compensation to KMP and other short term employment benefits has been disclosed in Note 4. No other payments such as post employment
benefits, termination benefits and share based payments have been paid to KMP during the year.
66 Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010
Five Year Summary
Operating Results
Revenue
Dividend income 398,324 241,580 216,563 220,154 218,902
Proceeds from disposal of investments 2,876,175 2,151,351 321,052 840,397 301,579
Interest income 135,482 38,122 3,817 3,486 6,806
Management fee 13,981 10,807 13,648 12,401 8,179
3,423,962 2,441,860 555,080 1,076,438 535,466
Less: Inter-group transactions (1,463,679) (91,707) (38,801) (61,204) (93,612)
1,960,283 2,350,153 516,279 1,015,234 441,854
Balance Sheet
Capital Employed
Stated Capital 672,811 672,811 672,811 672,811 673,296
Reserves 6,964,438 3,879,095 5,343,307 2,920,754 2,221,111
Shareholders' funds 7,637,249 4,551,906 6,016,118 3,593,565 2,894,407
Minority interest 1,566,029 1,053,800 1,210,710 603,989 475,355
Non-current liabilities 561 361 243 166 -
9,203,839 5,606,067 7,227,071 4,197,720 3,369,762
Assets Employed
Non-current assets 8,803,735 3,505,084 7,065,770 4,009,209 3,211,835
Current assets 746,646 2,170,024 304,860 394,278 274,363
9,550,381 5,675,108 7,370,630 4,403,487 3,486,198
Current liabilities (346,542) (69,041) (143,559) (205,767) (116,436)
Net assets 9,203,839 5,606,067 7,227,071 4,197,720 3,369,762
* As at 31st March.
** Proposed dividends of Rs.9.00 on ordinary shares for the current year is not provided for in the Financial Statements.
Deferred shares in issue are converted into equivalent ordinary shares up to the paid up amount for per share based
computations
68 Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010
US$ Financials
PREPARATION OF US DOLLAR
FINANCIAL STATEMENTS
Group
US$ US$
For the year ended 31st March 2010 2009
Attributable to:
Equity holders of the parent 11,492,500 2,548,777
Minority shareholders 3,126,522 3,138,371
14,619,022 5,687,148
Group
US$ US$
As at 31st March 2010 2009
Assets
Non-Current Assets
Property, plant & equipment 70,274 86,767
Investment in associates 14,615,238 8,833,872
Intangible assets 62,229 79,101
Other investments 62,421,660 21,292,688
77,169,402 30,292,429
Current Assets
Debtors & other receivables 408,818 129,136
Income tax recoverable - 50,233
Deferred tax asset 2,191 2,161
Short-term investment 5,713,762 985,687
Short-term deposits 81,404 17,066,413
Cash at bank 340,945 524,140
6,547,121 18,757,770
Total assets 83,716,522 49,050,199
Non-Current Liabilities
Gratuity Provision 4,918 3,120
4,918 3,120
Current Liabilities
Creditors & accruals 608,327 46,716
Income tax payable 136,159 -
Dividend unclaimed 112,842 50,951
Bank overdraft 2,180,382 499,058
3,037,710 596,724
Total equity & liabilities 83,716,522 49,050,199
1 Basis of Conversion
Income Statement - Average rate
Monetary assets and liabilities - Closing rate
Share Capital - Historical rate
2010 2009
Operating Results
Revenue
Dividend income 3,467,003 2,103,439 1,962,510 2,085,191 2,161,997
Proceeds from disposal of investments 25,034,163 18,731,833 2,909,397 7,959,811 2,978,557
Interest income 1,179,232 331,929 37,663 33,022 67,216
Management fee 121,682 94,097 - 117,447 80,779
29,802,080 21,261,297 4,909,570 10,195,471 5,288,549
Less: Inter-group transactions (12,739,829) (798,494) (351,618) (579,689) (924,568)
17,062,251 20,462,804 4,557,952 9,615,782 4,363,981
Profit from ordinary activities after tax 14,619,022 5,687,148 3,218,076 6,753,113 2,729,685
Minority interest 3,126,522 3,138,372 (531,282) (1,445,322) (583,080)
Balance Sheet
Capital Employed
Stated capital 6,334,507 6,334,507 6,334,507 6,334,507 6,558,869
Reserves 61,048,720 33,527,182 31,331,547 26,778,439 21,631,390
Foreign currency equalisation reserve (436,797) (519,373) (96,133) (114,206) (1,649)
Shareholders' funds 66,946,430 39,342,316 37,569,921 32,998,740 28,188,610
Minority interest 13,727,465 9,108,038 5,988,150 5,546,271 4,629,478
Non-current liabilities 4,918 3,120 2,235 1,552 -
80,678,812 48,453,475 43,560,306 38,546,563 32,818,088
Assets Employed
Proprety, plant & equipment 132,503 165,869 17,051 18,666 21,720
Investments 77,036,898 30,126,560 42,047,659 36,796,865 31,258,337
Current assets 6,547,121 18,757,770 2,826,713 3,625,934 2,672,020
83,716,522 49,050,199 44,891,423 40,441,465 33,952,077
Current liabilities (3,037,710) (596,724) (1,331,117) (1,894,902) (1,133,989)
Net assets 80,678,812 48,453,475 43,560,306 38,546,563 32,818,088
2. Share Valuation
The market price of the Company’s shares as at 31st March, 2010 was Rs.501.50 per share (2009 – Rs.104.25).
3. Ordinary Shareholders
As at 31st March 2010 2009
The number of Ordinary shares held by non-residents as at 31st March 2010 was 2,001,918 which amounts to
12.44% of the total number of Ordinary shares.
5. Market Capitalisation
Market capitalization of the Company which is the number of ordinary shares in issue multiplied by the market value
of an ordinary share was Rs.8,072,844,094 as at 31st March, 2010 (2009 – Rs.1,974,298,176).
7. Dividend
A first & final Dividend of Rs.9/- per ordinary share, Rs.900/- per fully paid Deferred share and Rs.817/20 per partly
paid Deferred share amounting to Rs.154,797,664/- is proposed (2008/2009 - Rs.232,701,948/-) on the share capital
as at 31st March 2010.
8. Public Holding
The Percentage of shares held by the public as at 31st March 2010 was 32.85%.
76 Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010
Glossary of Financial Terms
NOTICE IS HEREBY GIVEN that the FIFTY EIGHTH Annual General Meeting of CEYLON GUARDIAN
INVESTMENT TRUST PLC will be held on Tuesday the 15th day of June 2010 at 3.30 p.m. at the “Samudra Hotel”,
Sri Lanka Institute of Tourism & Hotel Management, Committee Room “C”, No. 78, Galle Road, Colombo 3 for the
following purposes :
1. To receive and adopt the Annual Report of the Board of Directors and the Financial Statements for the year ended 31st
March 2010, together with the Report of the Auditors thereon.
2. To declare a dividend as recommended by the Directors.
3. To re-elect Mr. A. De Z. Gunasekera who retires in terms of Articles 89,90 and 91 of the Articles of Association of the
Company.
4. To re-elect Mrs. M.A.R.C. Cooray, who retires in terms of Article 95 of the Articles of Association of the Company.
5. To re-appoint Mr. I. Paulraj as a Director of the Company who is over Seventy years of age and to consider and if deemed
fit to pass the following resolution :
“IT IS HEREBY RESOLVED that the age limit stipulated in Section 210 of the Companies Act No. of 2007 shall not be
applicable to Mr. I. Paulraj who is 73 years of age and that he be re-appointed a Director of the Company from the
conclusion of the Annual General Meeting for a further period of one year.”
6. To re-appoint Messrs. KPMG Ford Rhodes Thornton & Company, Chartered Accountants as Auditors of the Company
as set out in Section 154 (1) of the Companies Act No. 7 of 2007 and to authorize the Directors to determine their
remuneration.
Colombo,
12th May 2010
Notes
1. A member is entitled to appoint a proxy to attend and vote instead of him/her. A proxy need not be a member of the
Company. A Form of Proxy accompanies this notice.
2. The completed Form of Proxy must be deposited at the Registered Office, No.61, Janadhipathi Mawatha, Colombo 1, not
later than 3.30 p.m. on 13th June 2010.
3. A person representing a Corporation is required to carry a certified copy of the resolution authorising him/her to act as the
representative of the Corporation. A representative need not be a member.
4. The transfer books of the Company will remain open.
5. Security Check
We shall be obliged if the shareholders/proxies attending the Annual General Meeting, produce their National Identity
Card to the security personnel stationed at the entrance lobby.
Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010 79
Form of Proxy
*I/ We .............................................................................................................................................................................................................................
of .....................................................................................................................................................................................................................................
hereby appoint..................................................................................................................................................................................................................
of .....................................................................................................................................................................................................................................
as *my/our proxy to attend at the Annual General Meeting of the Company to be held on Tuesday, the 15th day of June 2010 at 3.30 p.m., at the
“Samudra Hotel”, Sri Lanka Institute of Tourism & Hotel Management, Committee Room “C”, No. 78, Galle Road, Colombo 3 and at any
adjournment thereof and at every poll which may be taken in consequence thereof.
For Against
(i) To adopt the Annual Report of the Board of Directors and the Financial Statements for the year
ended 31st March 2010, together with the Report of the Auditors thereon.
(ii) To declare Rs.9/- per ordinary share, Rs.900/- per fully paid Deferred share and Rs.817/20 per
partly paid Deferred share as First & Final dividend for the financial year ended 31st March 2010
as recommended by the Directors.
(iii) To re-elect Mr. A. De Z. Gunasekera who retires in terms of Articles 89,90 and 91 of the Articles
of Association of the Company.
(iv) To re-elect Mrs. M.A.R.C. Cooray who retires in terms of Article 95 of the Articles of Association
of the Company.
(v) To re-appoint Mr. I. Paulraj who is over Seventy years of age as a Director of the Company.
(vi) To re-appoint Messrs. KPMG Ford, Rhodes, Thornton & Company, Chartered Accountants as
Auditors of the Company as set out in Section 154 (1) of the Companies Act. No. 07 of 2007 and
to authorize the Directors to determine their remuneration.
………………………………….
Signature /s
Note: (a) * Please delete the inappropriate words.
(b) A shareholder entitled to attend and vote at a General meeting of the company, is entitled to appoint a proxy to attend and vote instead of
him/her and the proxy need not be a shareholder of the Company. A proxy so appointed shall have the right to vote on a show of hands or
on a poll and to speak at the general meeting of the shareholders.
(c) A shareholder is not entitled to appoint more than one proxy to attend on the same occasion.
(d) Instructions are noted on the reverse hereof.
80 Ceylon Guardian Investment Trust PLC – Annual Report 2009-2010
Instructions as to Completion
1. Kindly perfect the form of proxy after filling in legibly your full name and address, by signing in the space provided. Please fill in the date of
signature.
2. If you wish to appoint a person other than the Directors as your proxy, please insert the relevant details in the space provided overleaf.
In the case of joint-holders of a share, the senior who tenders a vote, whether in person or by proxy or by attorney or by representative, shall be
accepted to the exclusion of the votes of the other joint-holders and for this purpose seniority shall be determined by the order in which the names
stands in the Register of members in respect of the joint holding.
5. To be valid the completed form of proxy should be deposited at the Registered Office of the Company situated at No. 61, Janadhipathi Mawatha,
Colombo 1 not later than 3.30 p.m. on 13th June 2010.
Address : ………………………………………………………….
………………………………………………………….
Jointly with