Vidullanka 2012 13 Annual Report
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Transcript of Vidullanka 2012 13 Annual Report
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8/11/2019 Vidullanka 2012 13 Annual Report
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ANN UA L RE PO RT 201 2/ 13
VIDULLANKA PLC
E X P A N D
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Incorporated in 1997 as a BOI venture, Vidullanka PLC operates with six mini hydropower projects delivering environmental friendly electricity to the national grid.
The company has successfully diversified and embarked itself as a total turnkeysolutions provider in the renewable energy industry. Further, the company is alsoengaged in providing energy conservation services to both local and regional firms.
The company was listed in 2005 in the Colombo Stock Exchange and has been ratedAA- by RAM Rating since 2011 . Since its inception, the company has thrived toadd value to its stakeholders whilst upholding high standards of ethics, care andcompassion for people and the planet.
Vidullanka PLC continues to expand itself into new operations and geographicallocations, thereby creating a positive impact on the lives of all the stakeholdersinvolved.
About
Vidullanka
Wembiyagoda MHPP 2Financial Summary 4Performance at a Glance 5Chairmans Message 6Board of Directors 8Management Commentary 10Investor Information 13Madugeta MHPP 16Sustainability Report 17Corporate Governance 22Risk Management 28Annual Report of the Board of Directors
on the Affairs of the Company 30Board Committees 33Directors Responsibility for Financial Reporting 35Independent Auditors Report 37Statement of Financial Position 38Statement of Comprehensive Income 40Statement of Changes in Equity 41Cash Flow Statement 42Notes to the Financial Statements 44Notice of Meeting 89Notes 90Form of Proxy 91
Corporate Information Inner Back Cover
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ANNUAL REPO RT 2012/1 3
VIDULLANKA PLC
Connecting the diverse opportunities of power
generation with a capable team
Looking out for opportunity both here and abroad
Using our capabilities to supply the national grid and in
turn strengthen a country
Expanding our capabilities as we seek to generate
renewable power and serve Sri Lanka.
E X P A N D
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2Vidullanka PLC Annual Report 2012/13
Wembiyagoda MHPP
The latest addition to the Vidullanka PLCs power plants,
Wembiyagoda Mini Hydro Power Plant with a 1.3 MW
installed capacity is located in Kalawana, Ratnapura. It is
expected to generate 5.3 GWh of environmental friendly
energy.
The structural elements of the power plant include a 19 m
long weir, 440 m long channel, a forebay tank and 40 m
penstock pipes. The electro-mechanical section of the power
plant involves two 650kW synchronised generators with
Francis type turbines.
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3Vidullanka PLC Annual Report 2012/13
The Wembiyagoda MHPP is the sixth mini hydro power
plant to be constructed and commissioned by Vidullanka
PLC, and is the second power plant to commission duringthe financial year ending 2012/13.
Wembiyagoda MHPP Contd.
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4Vidullanka PLC Annual Report 2012/13
Vidullanka PLC marked another successful year with a profit after tax of
Rs.109.6 Mn and the commissioning of two mini hydro power projects in thefinancial year 2012/13. The Group has reiterated that it is committed to satisfy all
the stakeholders of the Group.
Financial Summary
Year Ended 31st March Rs.000s 2009 2010 2011 2012* 2013*
Revenue 230,266 324,879 362,854 252,355 349,167Gross Profit 154,317 224,278 282,891 200,791 258,276Operating Cost 102,107 148,733 181,901 171,542 220,955Profit Before Tax 68,483 122,586 167,737 25,080 118,725Profit After Tax 68,394 122,457 166,363 23,524 109,558Generation (GWh) 20.2 23.4 30.0 22.0 27.8
Key Indicators
Total Assets/Equity 1.36 1.32 1.25 1.35 1.44Net Profit Margin 29.7% 37.7% 45.8% 9.3% 31.6%Turn Over /Assets 0.34 0.43 0.34 0.23 0.23Return on Equity 13.9% 21.3% 19.2% 2.9% 10.2%Return on Assets 10.3% 16.2% 15.4% 2.1% 7.2%Current Ratio 1.02 0.94 11.51 3.04 1.73Earning Per Share (Rs.) 1.72 0.32 0.41 0.05 0.23Debt/Equity 32.4% 22.7% 17.9% 22.9% 24.9%
* The reported performances are based on the newly adopted Sri Lanka Accounting Standards (SLFRS & LKAS)
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5Vidullanka PLC Annual Report 2012/13
Performance at a Glance
0
35
30
25
20
15
10
5
2009 2010 2011 2012 2013
Generation (GWh)Debt/Equity
0%
35%
30%
25%
20%
15%
10%
5%
2009 2010 2011 2012 2013
Profit After Tax (Rs. Mn)
0
200
150
100
50
2009 2010 2011 2012 2013
Revenue (Rs. Mn)
0
400350
300250
200150100
50
2009 2010 2011 2012 2013
2001Bambarabatuoya
MHPP
commissioned
2005
Listed in CSE
2007Batathota
MHPP
commissioned
2008
Sheen MHPP
commissioned
2010Ganthuna
MHPP
commissioned
Rated AA- by RAM Ratings
Lanka (Pvt) Ltd.
2012
Hal Oya MHPP
commissioned
2013 2014Wembiyagoda
MHPP
commissioned
Expected commissioning of Madugeta
MHPP & Lower Kotmale MHPP
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6Vidullanka PLC Annual Report 2012/13
Chairmans MessageThis year has been remarkable in terms of financial and operational performance, in line with our
objective of constant value generation to our stakeholders. The company has also successfullycommissioned two mini hydro power projects during this financial year.
It is my pleasure to welcomeyou all to the Annual GeneralMeeting of Vidullanka PLCon behalf of the Board ofDirectors of the Companyand present to you the auditedfinancial statements for the
financial year ended 31stMarch, 2013. This year hasbeen remarkable in termsof financial and operationalperformance, in line with ourobjective of constant valuegeneration for our stakeholders.The Company has alsosuccessfully commissionedtwo mini hydro power projectsduring this financial year.
Macro Economic PerformanceThe Sri Lankan economy hashad a healthy growth rate of6.4% in the year 2012 amidstthe sluggish global economicrecovery, whilst maintaininginflation within single digitsfor the fourth consecutiveyear. The country had a robusteconomic growth rate of 8.0%in the preceding two yearsconsecutively as a result of
improved business activities andincreased investor confidence.
In accordance withgovernment policy, the year2012 also saw several socialeconomic infrastructuredevelopment projects. Thedevelopment initiativestaken by the government in
the areas of ports, airports,roads, railroads, irrigation,energy and water supplybears testimony to the heavyinvestment in infrastructuredevelopment in the post-war economy. The Privatesector also continued toplay a significant role instrengthening the economicinfrastructure of the country,particularly in relation totelecommunication and
transportation sectors whilstcontributing to enhancesocial infrastructure such aseducation, health care andhousing.
Sri Lanka RenewableEnergy Industry
The Sri Lanka Mini HydroPower Industry is globallyrecognised and has been able
to export its technologicalexcellence to other developing
countries. It is the extensivegovernment supportprovided through the stateinstitutions such as Sri LankaSustainable Energy Authority(SLSEA), CEB and CentralEnvironmental Authority
(CEA) which has led to thepresent prestigious status ofthe industry. As at the end of2012, there were 234 MW ofMini Hydro Power, 74 MWof Wind Power, 111.5 MW ofbiomass energy and 1.4 MW ofsolar power plants connected tothe national grid whilst another135 renewable energy projectsare under construction to add350 MW of capacity to thenational grid.
However, the year 2012 saw asevere setback to Sri Lankasrenewable energy industrydue to the ongoing Feed-InTariff issue. The CEB, beingthe monopoly customer buyspower generated by the privatesector renewable energydevelopers. The Feed-In Tariffis determined by the PublicUtilities Commission of SriLanka (PUCSL) consideringthe cost of energy generation,
through a lengthy stakeholderconsultation process. Accordingto the guidelines, the NonConventional RenewableEnergy (NCRE) Feed-InTariff for the years 2012/13should have been finalised
and announced on or before1st January 2012. However,it was delayed and was finallypublished in September, 2012.Further fuelling the turmoil,the CEB has refused to acceptthe NCRE Feed-In Tariffpublished by PUCSL. TheNCRE projects which havesigned the Standard PowerPurchase Agreements (SPPA)and grid connected remainunpaid for the energy supplied
to the CEB. In addition to themany hardships the industryfaces in securing approvals,lands and transmission lineavailability, the ongoing issuein NCRE tariff is becoming asevere threat to the prospectsof the renewable energyindustry as well as achievingthe target of 20% of thenational energy supply fromrenewable energy sourcesby 2020 set by the MahindaChinthanaya.
The Sri Lanka RenewableEnergy Industry has thepotential to significantlycontribute and relieve the CEBfrom relying on expensivethermal power plants. Inaddition to the existing mini
hydro power projects (MHPP),at least another 200 MWcapacity of MHPPs can bedeveloped in Sri Lanka. WindPower has a tremendouspotential and only a smallproportion of the total windpower potential is developed inthe country. Biomass energyprojects can contribute to thedevelopment of the standardof living of farmers alongwith environmental friendly
electricity generation as asignificant part of the tariffwould be paid to the farmersfor the purchase of biomassfuel.
Performance Of TheGroup
For the financial year 2012/13,Vidullanka Group has recordeda profit of Rs.109.6 Mn driven
by an increase in generationcoupled with significant
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Chairmans Message Contd.
growth in the financialperformance of its keybusiness segment. The firsttime adoption of InternationalFinancial AccountingStandards which has becomemandatory from the year 2012
was implemented in arriving atthese financial results.
Your company is committedto generate value for yourinvestment and sustain itthrough the future. It is inthe process of building itsgeneration capacity andexpanding its operationsoverseas. Your Group addedanother two mini hydro powerplants during the financial
year under review. The 800kW Hal Oya MHPP locatedin the Badulla District andthe 1.3 MW WembiyagodaMHPP located in Kalawana,Ratnapura are the latestadditions to your companyslist of commissioned projects.Thus the installed capacity ofthe group has risen to 9.0 MWat the end of the financial year.
Your company is in the finalstages of commissioning the
Madugeta MHPP in Neluwa,Galle. The project is with adesign capacity of 2.5 MWand expected to generateapproximately 10.2 GWhto the national grid. Yourcompany is also in the process
of constructing a 4 MWmini hydro power plant inKothmale, Nuwara Eliya. Theproject is expected to deliver13.7 GWh of energy to thenational grid and is expectedto be commissioned during thefinancial year 2013/14.
Apart from projectdevelopment and powergeneration, your companyis growing rapidly in the
field of providing totalturnkey solutions through itssubsidiary, Vidul EngineeringLimited. The excellenceachieved through in-houseinnovations by Vidul staffhas allowed the company toposition itself as a reliable,quality oriented technologypartner in the renewableenergy space. During the yearunder review, the subsidiaryserved several external clientsand is in the process of
expanding its horizons to theinternational arena.
In line with corporateobjectives of value generationto the shareholders, YourCompany keeps on investing in
energy projects which produceadequate returns. In line withthat, the construction of a1.75 MW mini hydro powerproject is envisaged during2013. Your Company is also inthe process of obtaining thefinal approvals for a 6.5 MWsmall hydro power project inKabale District, Uganda. Theconstruction of the project isexpected to commence by earlynext year.
Further, during the year underreview the company paid aninterim dividend of 5 cents pershare amounting to 23.8 mnand proposed a final dividendof 5 cents per share.
Conclusion
In conclusion, I would like tohighlight that the performance
of the group for the financialyear 2012/13 remained
remarkable. Your Companyis committed to sustain thewealth generation throughcontinuous capacity additionto its investment portfolio.We expect that the revenuegeneration of the group would
double in the forthcomingyears with the addition ofprojects under construction.We believe that the years tofollow will bear fruit given thesubstantial investments madeduring the last two years.
I take this opportunity toexpress my gratitude to myfellow board members whohave enabled us to makepragmatic decisions for the
strategic direction of thegroup and continue to lookforward to their cooperation inthe future as well. I would alsolike to thank the managementand staff of all levels for theircommitment and supportthat has contributed to thegrowth of both operationaland financial performance. Iam also delighted to commendthe Ganthuna MHPP site stafffor securing the 5S award forthe manufacturing sector for
the year 2012 followed by theBatathota MHPP plant in2011.
Last but not least, I wish tothank you all, the shareholdersof the company, for the
support & trust placed uponus and we look forward toyour continuous support in thefuture as well.
Osman KassimChairman
27 June, 2013.
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Board of Directors
Mr. Osman KassimChairman
The Chairman of VidullankaPLC; Mr. Osman Kassim isthe founder Chairman ofExpolanka Holdings PLC,a conglomerate that has
diversified to be a leadingplayer in a range of businesssectors such as transportation,manufacturing, travel &leisure, international trade,with subsidiary companies in14 countries. He is a pioneerentrepreneur in Agro Exports,Commodity Trading, FreightManagement, Islamic Bankingand Insurance in Sri Lanka &counts over 35 years of seniormanagement experience
Mr. Kassim is the visionarybehind the Amana Group ofCompanies and is FounderChairman of Amana Bank andsits on the Board of AmanaTakaful PLC. He also servesin the Boards of several othercompanies both, locally andoverseas. He is also renownedfor his expertise in IslamicBanking & Financial Services
and has participated innumerous international forums.
Mr. Riyaz MohamedSanganiManaging Director
Mr. Riyaz Sangani along withMr. Ranjan Mather foundedthe Company in 1997. Mr.Riyaz Sangani serves on the
Boards of several companies.He is a graduate from theUniversity of Colomboand has also completed hisMBA at the Post-GraduateInstitute of Management(PIM), University of SriJayawardenapura. He isan Associate Member ofthe Chartered Institute ofManagement Accountants,UK. He also serves as the VicePresident of the Small HydroPower Developers Association.
Ranjan MatherNon-Executive Director
Mr. Ranjan Mather has beena Director of Vidullanka PLCfrom the inception and is theChairman of all subsidiarycompanies of Vidullanka PLC.He is a Director of ChesaSwiss Restaurants (Pvt) Ltd.
Dr. Aboobucker AdmaniM. HaroonIndependent Non-ExecutiveDirector
Dr. Haroon is a medicalpractitioner by professionand is a reputed businessman.
He holds the Chairmanshipof several private companies.His business experienceencompasses differentindustries including Garments,Textiles manufacturing andexports, Health Care andClinical Diagnostics. He servesthe Board as an IndependentNon-Executive Director.
Shahid Mohamed SanganiNon-Executive Director
Mr. Shahid Sangani is theManaging Director of LankaEquities (Pvt) Ltd, the holdingcompany of the Lanka EquitiesGroup. His experience in theapparel sector spans over twodecades. He is also a Directorof several companies. Mr.Shahid Sangani is an Attorney-at-Law of the Supreme Courtof Sri Lanka. He serves the
Board as a Non-ExecutiveDirector.
Dr. S. SenthilverlNon-Executive Director
Dr. T. Senthilverl servesthe Board as a Non-Executive Director. He holdsDirectorships in severalentities including CT Land
Development PLC, LankaCeramics PLC, C.W. MackiePLC, The Finance CompanyPLC and Amana Takaful PLC.
C. F. FuhrerNon-Executive Director
Mr. Christian Fuhrer servesthe Board of Vidullanka PLCas a Non-Executive Director.He is also a Director of Chesa
Swiss Restaurants (Pvt) Ltd.
M. Zulficar GhouseIndependent Non-ExecutiveDirector
Mr. M. Zulficar Ghouse is theExecutive Director of ExpackCorrugated Cartons (Pvt)Limited, a leading corrugatedpaper manufacturer. A FellowMember of the Institute ofChartered Accountants of Sri
Lanka & Certified Management
Accountants of Sri Lanka, withmore than 23 years experiencein senior managementpositions both internationallyand locally in multinational& listed companies. Hecurrently holds Directorships
several companies includingFMCG and also served as theChairman of Liberty PlazaManagement Corporation from2002 to 2010. He also servesas the Senior Vice Presidentof the International Chamberof Commerce Sri Lanka andHon Treasurer of the NationalChamber of Exporters of SriLanka.
He was a member of the
Judging Panel for the SriLankan Entrepreneur in 2003and 2004. He also served inthe Panel of Judges for theBest Quality Software Awardorganised by British ComputerSociety from 2004 - 2012. Heserves as the Chairman ofAudit Committee, Member ofthe Strategic Planning andRemuneration Committees.He serves the Board as theIndependent Non-ExecutiveDirector.
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Board of Directors Contd.
Roshini SanganiIndependent Non-ExecutiveDirector
Mrs. Roshini Sangani isthe Managing Director ofAlankara Jewellery (Pvt)Ltd. She is also a Director
of several companies withinLanka Equities Group.Mrs. Roshini Sangani is anAttorney-at-Law of theSupreme Court of Sri Lanka.She serves the Board as anIndependent Non-ExecutiveDirector.
Mr. Sidath FernandoIndependent Non-ExecutiveDirector
Mr. Sidath Fernando is anentrepreneur with businessinterests in Manufacturing,Real Estate, PropertyManagement and InformationCommunications Technologysectors. Mr. Fernando isthe principal shareholderand Chairman of V.D.P.Fernando & Co. Ltd, and hasgot extensive experience inthe Real Estate and Property
Development Sector. He alsoserved as a Director of the Sri
Lanka Telecom and a Directorof Sky Network (Pvt) Ltd andSLT Manpower Solution (Pvt)Ltd.
Mr. Fernando has morethan 20 years of hands-
on experience in businessmanagement, finance,manufacturing and marketinggained while managinghis own Small & MediumEnterprises, He also has servedas a Committee Memberof the Chamber of YoungEntrepreneurs in Sri Lankaand also a Rotarian. He servesthe Board as an IndependentNon-Executive Director.
Sattar KassimIndependent Non-ExecutiveDirector
Mr. Sattar Kassim is oneof the Founder Directorsof the Expolanka HoldingPLC, a conglomerate that hasdiversified to be a leadingplayer in a range of businesssectors such as transportation,manufacturing, travel &
leisure, international tradeand strategic investments,
with subsidiary companies in14 countries. He is the GroupDirector of the InternationalTrading Sector with morethan 30 years of seniormanagement experience inprivate sector organisations
locally and overseas. He isa pioneer in the commoditytrading business in Sri Lankaand is also actively involved intrading, import & export ofagricultural products and alsoExecutive Council Memberof the Sri Lanka PakistanBusiness Council.
Sattar Kassim is the Chairmanfor more than 25 companiesincluding Bio Extracts (Pvt)
Ltd and Expack CorrugatedCartons (Pvt) Ltd.
Mr. Sujendra MatherAlternative Director toMr.Ranjan Mather andMr.C.F Fuhrer
Mr. Sujendra Mather iscurrently a Director of YorkStreet Partners (YSP), aspecialist financial advisory
firm based in Sri Lanka. Inaddition to this role at YSP,
Mr. Sujendra Mather is alsoa Director with Argyle X(Pvt) Ltd., an analytically-driven sales and marketingoutsourcing firm based in SriLanka.
Prior to co-founding YSP andArgyle X, he has had 11 yearsof International InvestmentBanking and CorporateFinance experience workingwith Houlihan Lokey Howard& Zukin, John Keells HoldingsPLC and Deloitte & ToucheCorporate Finance.
Mr. Sujendra Mather hassuccessfully managed andled several billion dollars
of Mergers & Acquisitions,Fund Raising, Restructuringand Strategic Advisorytransactions in the NorthAmerica and Asia Pacificregion across the Consumer,Real Estate, Hospitality,Infrastructure, Technology,Mining and Financial Servicessectors. He has acted both as akey strategic advisor to CEOsand entrepreneurs as well as aprincipal investor throughouthis career.
Mr. Sujendra Matherreceived a B.A. in Economics-Mathematics from ClaremontMcKenna College inCalifornia, USA. Herepresented Sri Lanka andUniversity in swimming for a
period of seven years, winningmany awards at university andinternational competitionsincluding the South AsianFederation Games. He wascaptain of the Sri Lankannational swimming team andcurrently serves as a memberof the selection committee.
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Management Commentary
Management Commentary
Vidullanka PLC markedanother successful year witha profit after tax of Rs.109.6Mn and the commissioning oftwo mini hydro power projectsin the financial year 2012/13.
Vidullanka PLC declared andpaid an interim dividend of5 cents per share amountingto Rs. 23.8 Mn and furtherproposed a final dividend of 5cents per share. The Group hasreiterated that it is committedto satisfy all its stakeholders.
The Group delivered 27.8GWh of environmentalfriendly energy at a cost lesserthan its average unit cost
of electricity to the CeylonElectricity Board (CEB), oursovereign customer.
As part of the Community,the Group constructed bridgesand renovated roads to upliftthe well-being and standardof living. The Group alsoshared proven productivityimprovement techniques withthe schools and government
institutions to create a positiveimpact on their daily life.
Following convergence withthe International FinancialReporting Standards (IFRS),the Group adopted the new Sri
Lanka Accounting Standards(Known as SLFRS and LKAS)effective 1st April, 2012. Thefinancial statements up to 31stMarch, 2012 were preparedin accordance with Sri LankaAccounting Standards whichwere in effect up to that date.Accordingly the financialstatements for the previousyears have been restated as perthe new standards.
Performance Review
The Group recorded anincrease in revenue of 38.4%to Rs.349.2 Mn in comparisonto the previous financial year.Vidul Engineering Limited, asubsidiary of Vidullanka PLCengaged in delivering totalturnkey solutions to renewableenergy projects was a keycontributor to this significant
revenue growth, indicatingthat the group is expandingits business into provision ofvalue added services which isin parallel to the generationof electricity from renewableenergy sources.
Vidullanka PLC
Vidullanka PLC owns andoperates two mini hydro powerplants namely BambarabatuoyaMHPP and Batathota MHPPwith a combined installedcapacity of 5.2 MW. Inaddition, the Company hasinvested in several renewableenergy projects which arein the form of fully ownedsubsidiaries and joint ventures.
The two power plants ownedby the company sell electricityto the Ceylon Electricity Board(CEB) under the avoided costbased tariff for both seasons.The revenue of the companyincreased by 7.7 % to Rs.208.0Mn during the year underreview which is due to theimproved weather patterns incomparison to the previous
year. The Gross Profit of thecompany also improved by10.8% with the reduction ofdirect cost associated withelectricity generation.
The company recorded other
income of 21 Mn from a lossof 42 Mn last year, mainly dueto the fair value adjustmentunder SLFRS convergence.
The finance cost of the groupincreased by 29.6% due to theincrease in benchmark interestrates and the additionalborrowing to the groupcompanies during the yearunder review. Further, therehas been an increase of 12.3%
in the group administration
expenses. Despite the above,the group achieved a profitafter tax of Rs.109.6 Mn.
Vidul Engineering Limited
For the financial year ended2012/2013, Vidul Engineering
Limited recorded a profit aftertax of Rs. 10.1 Mn comparedto a loss of Rs. 1.5 Mn duringthe previous financial yearas a result of strategic shiftin the year 2010/11 fromconstruction of power plantsto more diversified areas ofdesign & project management,supply & installation ofelectro-mechanical equipment,commissioning of mini hydropower projects, operation &
maintenance of power plants
The Group delivered 27.8 GWh of environmental friendly energy at a cost lesser than its average
unit cost of electricity to the Ceylon Electricity Board (CEB), our sovereign customer.
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Management Commentary Contd.
and feasibility studies ofrenewable energy projects.
During the year under review,Vidul Engineering Limitedwas involved in commissioningthree mini hydro power
projects namely Hal OyaMHPP, Rakwana GangaMHPP and WembiyagodaMHPP whereby positioningitself as a quality orientedtotal turnkey solution providerin the mini hydro powerindustry.
Vidul Engineering Limitedis a proven example withinthe Vidullanka Group ofcompanies on the convergence
of innovation and in-housetechnical excellence by offeringnew service lines to externalclients. The Vidul ControlSolutions, the control paneldivision of the subsidiary isinvolved with manufacturing
& supply of panel boards forrenewable energy projects,to both internal and externalclients.
Gurugoda Hydro (Pvt)Limited
The 1.3 MW Ganthuna MHPPis located in Aranayaka,Kegalle District. Theproject supplied 2.8 GWhof environmental friendlyelectricity to the national
grid. The Project Company,Gurugoda Hydro (Pvt) Ltdhas generated revenues of Rs.45.8 Mn during the year underreview, an increase of 19.3%from the previous financialyear.
The Profit after tax increasedto Rs. 28.1 Mn, an increaseof 37.0% from the previousfinancial year. The projectcompany was able to makesignificant level of operationalcost savings synergies bycentralizing the head officefunctions and engineeringservices. The Net profitmargin is 61.0% for the yearunder review in comparison to
53.0% in the previous financialyear. The Project Company is
jointly owned by VidullankaPLC and Hirdaramani Group.
Udaka Energy Group (Pvt)Ltd
The 800 kW Hal Oya MHPPis located in Uva ParanagamaDivisional Secretariat inBadulla District. The Project
was commissioned in July2012 and delivered 1.7 GWhof environmental friendlyelectricity to the national gridand generated Rs. 24.9 Mn ofrevenue and a net profit ofRs.10.6 Mn during the year
under review.
The Project is a joint venturebetween Vidullanka PLC andVanguard Industries (Pvt) Ltd.
Walagamba Balashakthi(Pvt) Ltd
Walagamba Balashakthi (Pvt)Ltd is the Project Companyof the newly commissioned1.3 MW mini hydro powerplant in Kalawana, Ratnapura.
The project company is afully owned subsidiary ofVidullanka PLC. The project,namely, Wembiyagoda MHPPwas commissioned in March2013 and supplied 131,030units of environmentalfriendly electricity to thenational grid during the elevendays of operation in the yearunder review.
Projects In Progress
Madugeta MHPP
Vidullanka PLC isconstructing a 2.5 MWmini hydro power project inNeluwa, Galle. The project isthe first low head high flow
run of the river mini hydropower project of the companyand is expected to supplyapproximately 10.2 GWhof environmental friendlyelectricity to the national grid.The project company which is
jointly owned by VidullankaPLC and Esna Power (Pvt)Ltd has a power purchaseagreement with the CeylonElectricity Board for 20 years.
The project is expected to becommissioned during the yearFY13/14.
Lower Kotmale MHPP
Vidullanka PLC commencedconstruction of LowerKotmale MHPP, a 4 MWmini hydro power project inKotmale, Nuwara Eliya in July2012. The project company,
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Management Commentary Contd.
Lower Kotmale Oya HydroPower (Pvt) Ltd is a jointventure between VidullankaPLC and Consortium ofInvestors led by JaywiseConstruction (Pvt) Ltd. Theproject is expected to be gridconnected during FY13/14and once commissioned theproject would supply 13.7 Mnunits of electricity annually tothe national grid.
Achievements
The Batathota MHPP ofVidullanka PLC has won theBronze Medal in the NationalGreen Awards contest fromthe Ministry of Environment
and Renewable Energy and theNational Productivity Awardfrom the National ProductivitySecretariat of Ministry ofProductivity Promotion.These prestigious awardsreflect the Groups passionfor productivity improvementand concern for protection ofenvironment at all times.
The Ganthuna MHPP won the5S Sector Award under smallmanufacturing sector categoryin the JASTECA Awards 2012,an event organized by Japan SriLanka Technical and CulturalAssociation. Vidullanka PLCis continuously striving toenhance its reporting to
the stakeholders, which the
company considers a profoundduty rather than merelycompliance to the regulatoryrequirements. Vidullanka PLCwas awarded a Certificate ofCompliance by the Institute ofChartered Accountants of Sri
Lanka in 2011 for the AnnualReport and in addition won theSilver award under the MiniHydro Power Category for theyear 2012.
The Future Ahead
The Group revenue generationis expected to double in theupcoming years with thecommissioning of MadugetaMHPP and Lower KotmaleMHPP. The Group is
continuously on the lookout toidentify new energy projectsboth with-in Sri Lanka andoverseas. In line with this, theconstruction of a 1.75 MW
mini hydro power project inBadulla District is scheduledto commence in 2013. Inaddition, Vidullanka PLC is inthe process of obtaining thefinal approvals for a 6.5 MWSmall Hydro Power Project in
Kabale District, Uganda. Theconstruction of the project isexpected to commence early2014.
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13Vidullanka PLC Annual Report 2012/13
Market Capitalisation
Market Capitalisation of theVidullanka Group stood at Rs.1.67bn as at 31st March, 2013compared to Rs. 2.55bn as atthe beginning of the financialyear.
Dividend Pay-Out Ratio
During the financial year,the Company paid an interimdividend totalling Rs. 0.05per share and proposed a finaldividend of Rs. 0.05 with adividend pay-out ratio of 43.5%
Price to Book Value
Price to Book Value Ratio ofthe group as at 31st March2013 was 1.58 in comparisonto 3.15 as at 31st March, 2012.The reduction in Price toBook Value was caused by thereduction in share prices andimproved earnings.
Investor Information
Public Shareholding as at 31st March 2013.
Public Share Holding as at 31st March 2013
Issued Share Capital 477,269,193
1 Directors & Their Family Members
Dr. T. Senthilverl 122,865,891
Mrs. Ren Lan Mather 24,500,000Mr. R. M. Sangani 16,232,850
Mrs. Z. M. Sangani 11,259,274
Mr. Sidath Fernando 11,000,000
Mrs. S. R. Sangani 10,271,883
Mr. Suhayb M. Sangani 10,000,053
Mrs. Roshini Sangani 6,864,657
Mr. S. R. Mather 1,739,288
Mrs. S. S. Sangani 791,141
Mr. Shahid M.Sangani 513,583 216,038,620
2 More than 10%
Belmont Agents Limited 75,000,000
Wembly Spirit Limited 66,026,286 141,026,286 (357,064,886)
Public Share Holding 120,204,307
Percentage Public Share Holding (%) 25.2%
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Highest and Lowest Share Prices for the Year 2012/2013
Financial Year Highest Share Price (Rs.) Lowest Share Price (Rs.) Closing price (Rs.)
2012/13 6.20 3.40 3.50
2011/12 11.00 5.50 5.90
2010/11 59.00 5.00 6.30
2009/10 39.75 20.50 33.50
2008/09 25.50 12.00 21.00
Classification of Shareholders Local & Foreign
Description Local Shareholding Foreign Shareholding
No. of LocalShareholders
Shares heldby Local
Shareholders
LocalShareholding
%
No. ofForeign
Shareholders
Shares Heldby Foreign
Shareholders
ForeignShareholding
%
1 to 1,000 Shares 985 297,442 0.1% 5 2,780 0.0%
1,001 to 10,000 Shares 661 2,646,029 0.6% 3 17,000 0.0%
10,001 to 100,000 Shares 259 7,206,397 1.5% 5 188,062 0.0%
100,001 to 100,0000 Shares 37 11,803,065 2.5% - - 0.0%Over 1,000,001 Shares 26 415,194,157 87.0% 3 39,914,261 8.4%
Total 1968 437,147,090 91.6% 16 40,122,103 8.4%
Investor Information Contd.
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Twenty Largest Shareholders Of Vidullanka PLC as at 31st March, 2013.
Shareholder 2013 2012
No. of Shares % No. of Shares %
Dr.T. Senthilverl 122,865,891 25.74% 122,865,891 28.38%
Belmont Agents Limited 75,000,000 15.71% 75,000,000 17.33%
Wembley Spirit Limited 66,026,286 13.83% 66,026,286 15.25%
Mrs. Ren Lan Mather 24,500,000 5.13% 20,000,000 4.62%Vidullanka PLC - ( Trustees to ESOS) 17,707,748 3.71% 17,812,860 4.11%
ABC International Limited 17,469,642 3.66% 15,528,571 3.59%
Mr. Riyaz Mohamed Sangani 16,232,850 3.40% 6,569,633 1.52%
Mrs. Yumna Kunimoto 15,664,708 3.28% 13,924,185 3.22%
Mr. Mohamed Shafee Mohideen 12,612,665 2.64% 11,211,258 2.59%
Mrs. Z. M Sangani 11,259,274 2.36% 11,110,466 2.57%
Mr. Sidath Fernando 11,000,000 2.30% - -
Mrs. S. R. Sangani 10,271,883 2.15% 12,887,438 2.98%
Mr. Suhayb M. Sangani 10,000,053 2.10% 10,000,053 2.31%
Equity Investments Lanka Limited 8,170,064 1.71% 8,270,064 1.91%
Mr. Ranjeeth Bhanwarlal Barmecha 7,200,001 1.51% 6,371,877 1.47%
Mrs. Roshini Sangani 6,864,657 1.44% 6,864,657 1.59%
Adl Equities Limited/Dynawash Ltd 6,676,900 1.40% 6,436,914 1.49%
Lanka Equities (Private) Limited 2,454,734 0.51% 2,181,986 0.50%
LEL Investments (Pvt) Ltd 2,180,855 0.46%
Rosewood (Pvt) Limited 2,000,000 0.42%
Mr. Shahid M. Sangani 1,699,177 0.39%
Mr. Fauzul Kabeer Mohideen 1,511,064 0.35%
Total Top 20 Shareholders 446,158,211 93.48% 418,313,821 96.64%
Others 31,110,982 6.52% 14,563,779 3.36%
Total Issued No of Shares 477,269,193 100% 432,877,600 100%
Investor Information Contd.
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Madugeta Mini Hydro Power plant is the imminent power plant to start
operations. The plant with a 2.5 MW design capacity is located in Neluwa, Galle.
Madugeta MHPP is the first High Flow- Low Head mini hydro power project to
be developed by Vidullanka PLC. The Project is expected to deliver 10.2 GWh of
environmental friendly electricity to the national grid evading the emission of
approximately 6,400 tons of carbon equivalent emission to the atmosphere perannum. The Structural elements of Madugeta MHPP include a 50m long weir
across Ginganga, and a 660 m channel with a forebay tank and pressure tunnel.
The Project uses three synchronous generators coupled with Kaplan type turbines.
Madugeta MHPP
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Sustainability Report
Sustainability - A processof change in which theexploitation of resources, thedirection of investments, theorientation of technologicaldevelopment and institutionalchange are all in harmony
and enhance both current andfuture potential to meet humanneeds and aspirations
Economic Sustainability
Vidullanka PLC is dedicatedon value generation to thestakeholders and sustainingit throughout the future. It isthe corporate philosophy ofthe company that no economicsuccess is perpetual without
proper regard for the plant andthe people. Thus, the companyalways considers the valueaddition to the stakeholdersand the impact to the naturalenvironment while looking atthe economic prospects.
In line with that, the companycommissioned two mini hydropower projects during thefinancial year under review.The fifth mini hydro powerplant of the company HalOya MHPP located in UvaParanagama, Badulla wascommissioned in June 2012.The project is with an installedcapacity of 800 kW anddelivered 1.7 GWh of energy
to the national grid duringthe financial year. The projectis a joint venture betweenVidullanka PLC and VanguardIndustries Ltd.
The sixth mini hydro power
project, WembiyagodaMHPP located in Kalawana,Rathnapura was commissionedin March 2013. The project,with an installed capacity of1.3 MW is expected to supply5.3 GWh of clean energy tothe national grid. The projectcompany, namely, WalagambaBalashakthi (Pvt) Ltd is afully owned subsidiary ofVidullanka PLC and has signeda Standard Power Purchase
Agreement with the CeylonElectricity Board underthe 2010/11 NCRE tariffpublished by the PUCSL.
Vidullanka PLC is also in theprocess of constructing a 2.5MW mini hydro power plant inNeluwa, Galle and a 4 MW minihydro power plant in Kotmale,Nuwara Eliya. The MadugetaMHPP, which is a joint venturewith Esna Power (Pvt) Ltd,
whilst Lower Kotmale MHPPis a joint venture of VidullankaPLC with a consortium ofinvestors led by JaywiseConstruction (Pvt) Ltd. Bothprojects are expected to be gridconnected during the financial
year 2013/14.
EnvironmentalSustainability
Vidullanka PLC is in thebusiness of generatingenergy from sustainableand environmental friendlyindigenous sources. The sixmini hydro power plants inoperation are based on runof the river methodology.
This would require a weirconstructed across the streamand divert the water massthrough a channel up to thelocation of the forebay tank,and then through the penstockpipes to the turbines. Theturbines would convert thepotential energy of the watermass to kinetic energy and theconnected generators wouldconvert it into electricity.
Thereafter, the water flow
would be diverted to thestream at a lower elevation.Further, an environmentalrelease, determined by therelevant authorities also wouldbe maintained to retain theexisting ecosystem of stream
between the weir and thetailrace of the project.
Unlike the large hydro powerplant concept, the minihydro power projects whichare based on the run of theriver methodology wouldnot need mass water storageand is considered to be moreenvironmental friendly in thehydro power project models.
However, disturbances couldbe posed to the environmentduring the constructionphase of the project due toexcavation, rock blasting,diversion of water flowand removal of trees andother vegetation for theconstruction of the civilstructures. The Companyensures strict implementationand monitoring ofrecommendations made in
Vidullanka Group strives to generate value for the shareholders whilst upholding the high standards of ethics,
compassion and care for the people and the planet. These values are intertwined into the corporate culture ofthe Group and reflected in its day to day practices. Vidullanka PLC justifies its own existence with the positive
impact it has created on the lives of its stakeholders.
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the Environmental ImpactAssessment Report or InitialEnvironmental ExaminationReport to mitigate the adverseimpact on the environment.Further, Vidullanka PLCplaces utmost priority in
designing its power plantsafter considerations are madeon any probable environmentaldisturbances. The designis prepared by highlyskilled internal engineersand reviewed by companyconsultants who are also thekey veterans in the industry.The approvals for the designsare obtained from relevantgovernment authorities.
The project approving agenciesalso form a monitoring teamand make periodic site visitsduring the construction phaseof the project and report onthe level of environmentalimpact. Given any deviationto the approved design ordisturbance to the naturalenvironment, the monitoringteam would providerecommendations to rectify
the impact. Vidullanka PLC ensures that all project constructionactivities adhere to the guidelines laid down by the projectapproving institutions and also maintain cordial relationship withthe local communities.
The electricity generated through mini hydro power projects isregarded as clean energy and several international organisations
including the United Nations Framework Convention on ClimateChange (UNFCCC) promotes the development of power generationsby the renewable energy power projects through Clean DevelopmentMechanism (CDM). The following table depicts the carbon emissionreduction attained by the five operating plants of the company.
Power Plant Capacity AnnualEnergyGeneration
CarbonEmissionReduction
BambarabatuoyaMHPP
3.2 MW 11.1 GWh 7,020 tons
Batathota MHPP 2 MW 9.7 GWh 6,140 tons
Sheen MHPP 560 kW 2.1 GWh 1,340 tons
Ganthuna MHPP 1.3 MW 2.9 GWh 1,810 tons
Hal oya MHPP 800 kW 1.7 GWh 1,098 tons
Note Conversion factor of 0.6302 has been used.
Apart from clean energy generation, Vidullanka PLC has alsotaken steps to incorporate the green initiatives into its corporateculture. The management is striving to create a paperless workenvironment within the organisation and the company staff isencouraged to use the intranet for information sharing in order tocut down the paper usage.
Vidullanka PLC is committedto preserve the naturalenvironment both throughclean energy generationand the internal greeninitiatives to sustain thenatural environment for future
generations.
Social Sustainability
Community Development
Vidullanka PLC plays anactive role in the communitydevelopment of the Banagoda,Batathota and Ganthuna
Villages. The companyidentified the schools locatedin the above villages as the keychange driver to the community.Thus Vidullanka PLC is activelyinvolved as a key stakeholder inthe extra-curricular activities of
the schools.
In December 2012, VidullankaPLC donated shoes andstationery items to thePreschool children of theMinimuthu Primary Schoolat Kempanawaththa, PubuduPrimary School, BanagodaPrimary School and Maldeniya
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Primary School. In January2013, Vidullanka PLC donatedthe school name board and theStaff from BambarabatuoyaMHPP took part in theSharmadana campaign at theschool premises.
Vidullanka PLC hassuccessfully implemented the5S productivity improvementtool in its power plants. 5Sprinciples have played a key rolein the preventive maintenanceand overall quality managementof the power plant operations.The Company decided toshare the success story and thebenefits of 5S program withits stakeholders and conducted
several knowledge transferworkshops during the yearunder review.
In October 2012, VidullankaPLC conducted a workshop atMaldeniya Maha Vidyalaya,sharing the knowledge aboutthe 5S principles, practices andthe benefits as a preventivemaintenance and as aproductivity improvement tool.
Vidullanka PLC conducted amotivational and 5S TrainingProgram to the Rathnapuraand Kuruwita DivisionalSecretariat Office Staff inMarch 2013. The programmewas attended by over 250
participants.
Infrastructure and GreenEnvironment Development
Most of the potentialprojects in the small hydropower industry are locatedin the remote areas of
the country. As a socialresponsibility initiative, theCompany develops necessaryinfrastructures for the benefitsof the local communities. Thiscreates long lasting bond withthe local communities who are
one of the key stakeholders ofthe company.
The company is also keen tocreate a positive impact on thesocioeconomic and physicalenvironment of the locationswhere the small hydro powerplants are constructed. In this
view, the company also carriedout several community basedinfrastructure developmentworks.
The Residents of HappitiyaVillage in Neluwa Divisional
Secretariat of Galle Districthad only a wooden bridge tocross the Delwalaganga. Thebridge was not motorable anddangerous to access duringthe rainy season. In 2011,the company took immediatesteps to solve this issue byconstructing a causewayacross the river at a cost of Rs.1.5 Mn. In 2012, VidullankaPLC constructed a motorablebridge and fully renovated the
access road at a cost of Rs. 16Mn to provide a permanentsolution to the plight faced bythe residents of the village. Inaddition to that, the companytook part in constructing aroad to the MunindaramayaTemple in Happitiya byrendering the machineryand the equipment for theconstruction of the work.
In collaboration with theForest Department, VidullankaPLC commenced reforestationprograms in July 2012. Thefirst programme was to plant8,000 native plants such asKithul, Mahogany, and Hora
along the river banks ofGinganga at Manikawita,Neluwa. The programmecovered approximately 7.2hectares of riparian areapreventing floods and soilerosion.
Work Life at Vidullanka
Vidullanka prides itself ofpossessing a highly skilledand committed workforce of134 staff deployed both in the
power plants and the HeadOffice. As a renewable energyproducer, the company needshighly innovative and multiskilled personnel to carryout the tasks effectively andefficiently. The managementconsiders the work force as akey asset and the crucial factorin determining the success andgrowth of the company.
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The organisational cultureof Vidullanka encouragesteam spirit, innovation andcontinuous professional aswell as personal development.The employees are also giventhe opportunity to learn andwork along with the industryveterans who act as theconsultants to the companysrenewable energy projects. Thetechnical expertise developedthrough the corporate cultureand continuous training has
resulted in innovation and newproduct developments. VidulControl Solutions which is theservice line offered throughVidul Engineering Limited, isa showcase of the companystechnical excellence developedover time.
Recruitment
The recruitment policy isdeveloped with a view toattract and hire the rightpersons at the right time forthe right positions, and toensure that they possess therequired competencies at therequired level to performtheir jobs in an effective and
efficient manner. The Companyensures that the recruitmentand selection are fair, open andtransparent and in compliancewith the relevant legislations.The Company prefers to fillin the job vacancies throughpromotions and would callfor candidates from outsideonly if the required skillis not available within theorganisation.
Training & Development
Being a prominent player inthe technology driven SriLanka Renewable EnergyIndustry, Vidullankaextensively invest in stafftraining and Continuous
Professional Development(CPD). Training policyis developed with a viewto enhance employeecompetencies and knowledgeso that they will be fullycompetent to perform their
jobs in an effective and e fficientmanner, and also to motivateand pay them to improve theirsoft skills. The policy alsoensures that training exercisesare focused and appropriate
to the requirements. Thefollowing constitute theOrganisations PolicyObjectives:
Enabling employees toqualify for their workrequirements.
Fulfilling the gapbetween the actual
performance and theexpected performance.
Enhancing theinterpersonal skills tobuild up the performancestandards.
Familiarising the staff to
the new innovations ofthe Renewable EnergyIndustry.
Motivating the Staff.
The investment in trainingand development wouldinitiate with a Training NeedsAnalysis (TNA) of a particularemployee or a group. Trainingprograms are selected basedon the departmental and
organisational perspectivetogether with consideringthe particular individuals orgroups competency level andthe requirement. As a part ofcontinuous human resourcedevelopment initiative,employees participatedin 40 various trainingprograms both locally andinternationally.
Performance Appraisal
Performance Appraisal is ameasuring tape which theenterprise ascertain theextent of the performance,efficiency and developmentof an employee during a
pre determined period oftime. The PerformanceManagement Policy of theorganisation is developed toachieve business success. It isa systematic way of aligningindividual aspirations with theorganisations aspiration. Thissystem can be used to improveemployee performance byoptimising contribution, skills,knowledge and behaviouralcompetencies.
Initially the performancetargets and the evaluationcriterion are establishedthrough one to one discussionwith the immediate managerand the employee. ThePerformance Appraisal isperformed bi-annually fora given year, i.e. April to
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September cycle and Octoberto March Cycle. A statisticalmethod would be used todrive individual performanceto achieve the organisationalobjectives thereby achievingthe desired performance levelwithin the organisation.
Health & Safety
The Company is extremelyconcerned about the healthand safety of all its employees.Especially the Staff in powerplants are provided with highquality safety equipment andin addition they are regularlyexpose to extensive trainingon health and safety practices.
The Power Plants conductroutine disaster managementdrills to simulate the effectof a catastrophe to train thestaff. The implementation of5S principles have contributedimmensely to improvement inthe health and safety standardsacross the company.
Equal employmentopportunity policy
Vidullanka strictly prohibitsdiscrimination against anyemployee or applicant foremployment based on anyindividuals race, colour,
religion, gender, age, disability,civil status, relationships,citizenship, veteran statusor any other characteristicsprotected by law. Vidullankaensures that employmentdecisions are not entirelylimited to the HumanResources Department.Affirmative actions are takenin recruitment, promotion,training, compensation,benefits, transfer, discipline,
and discharge to minimisediscrimination.
Grievance Handling -Open Door Policy
When required Vidullankaprovides free and directaccess for employees to meetthe management withoutany protocol or restrictions.
This liberated access tomanagement will provideemployees an opportunity tovoice their grievances andresolve issues with minimumadverse effect to the Company .
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Corporate Governance
Vidullanka PLC considerscorporate governance as anuncompromised quest todeliver assurance and comfortto the stakeholders regardingthe sustainable growth of thecompany and the security oftheir investment. As per thecorporate culture of the entity,the corporate governance is nomore considered as a rigorousregulatory framework, anyincompliance of which wouldlead to severe penalty. Itis a vital disclosure to thestakeholders regarding thecompanys standards such ashonesty, transparency andaccountability.
Role and Composition ofthe Board
The Board of Directors isresponsible to the companysShareholders for the successof the entity and the overallstrategic direction, its valuesand governance. The Boardformulates the long termstrategy, based on the viewsand contributions on strategic
options proposed by the SeniorManagement. All the Boardmembers, regardless whetherthey are Executive or Non-Executive Directors have afiduciary and statutory liabilitytowards the stakeholders ofthe company.
The company presently hasa Board of 12 Directors asat the end of the financialyear 2012/13 which includesthe Chairman, ManagingDirector, four Non-ExecutiveDirectors, five IndependentNon-Executive Directors andan Alternative Director. Theirprofiles are presented on Page8. The Corporate governance
best practice necessitates abalance of Executive andNon- Executive Directors toalleviate the dominance ofexecutives in decision makings.At Vidullanka PLCs Board,the Managing Director is thesole Executive Director.
The Non-Executive Boardmembers perform animportant role in providing
an external perspective tothe business. All Directorsmake a formal declarationof all their interests on anannual basis and five Non-Executive Directors have beendeclared by the Board as theIndependent Non-ExecutiveDirectors as per corporategovernance best practice rule7.10.4 of continuing listingrequirements of ColomboStock Exchange (CSE).
The positions of the Chairmanand the CEO (ManagingDirector) are kept separatein-line with the good corporategovernance practices. Allmeetings of the Board and
the sub-committees were wellattended during the year.Board members have specificresponsibilities in controllingand setting direction throughvarious Board Committees.
Board Committees
The Board, as a collectivebody, is accountable to theshareholders of the company
for governance and alloperations and assets ofthe Company including thepreparation and presentationof financial statements inaccordance with Sri LankaAccounting Standards(SLFRS & LKAS). The Boardappoints some of its membersto serve on sub-committeesof the Board with specificresponsibilities. Presently theBoard, the Audit Committee,Remuneration Committee,and Investment & StrategyCommittee were formedwith specific objectivesand responsibilities and incompliance with the CSElisting rule requirements.
Audit Committee
The role of the AuditCommittee is to support theBoard of the Company inrelevance to discharging itsresponsibilities regardingmanagement of business risks,internal control, complianceand conduct of business inaccordance with the industry
best practices, overview ofthe financial statements.The Report by the AuditCommittee is presented onPage 33.
Remuneration Committee
The role of the RemunerationCommittee is to recommendthe remuneration payable tothe Executive Director andthe senior management ofthe company considering theperformance of the individualsfor the financial year underreview. The report by theRemuneration Committee ispresented on Page 34.
Investment & StrategyCommittee
The Investment & StrategyCommittee of the Boardis tasked with formulatingthe long term strategy forthe sustainable growth ofthe company and the valueenhancement of shareholderwealth. The Committeeevaluates the investment
Vidullanka PLC considers corporate governance as an uncompromised quest to deliver
assurance and comfort to the stakeholders regarding the sustainable growth of the companyand the security of their investment.
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proposals forwarded by thesenior management of thecompany and assist the Boardin decision makings. Thereport by the Investment& Strategy Committee ispresented on Page 34.
Appointment & ReElection of the Board
The new appointments tothe Board of Directors ofthe company are decidedcollectively by the Board byensuring that the potentialappointee best matches theneeds of the Board in terms ofskill and the level of expertise.
All Directors except for theManaging Director are subjectto retirement by rotation.During the year under review,following Directors retire byrotation and offered themselvesfor re-election.
1. Dr. A. A. M. Haroon
2. Mr. S. R. Mather
3. Dr. T. Senthilverl
4. Mr. C. F. Fuhrer
Compliance Control
Regular selfassessmentagainst policies and keycontrols has been embeddedinto the corporate cultureof Vidullanka PLC. Policiesrelating to rights and
privileges of personnel, whistleblowing, information & ITsecurity are clearly laid outand communicated to staffat all levels. The security andsafety of staff is a key concernin the work environment.The company employmentpolicies also cover the fairness,integrity, standards of businessconduct and environmentalresponsibility and the practicesare continuously monitored
and benchmarked against thestandards.
Compliance with NationalLaws & Regulations
Being in a highly regulatedindustry, Vidullanka PLC isvery much concerned about theregulatory guidelines imposedby various state institutions.National Laws and Regulations
have been scrutinised andcategorised in such a mannerthat each department canidentify their compliancerequirement and follow. Inaddition, the Audit Committeeof the Board discusses andassesses the changes in theregulatory environment andthe probable compliance riskand makes the necessaryrecommendations.
Risk Review &Management
The risk profile of thecompany is managedcentrally with the ownershipof processes such as risk
identification, risk assessmentand risk evaluation beingtaken by the Head of theDepartments.(A DetailedRisk Analysis & Managementis given on Page 28). Eachdepartment has created itsown checklist of risk triggersand Heads of the Departmentare responsible to ensurethat they adopt proper riskmanagement procedures. The
Audit Committee reviews theidentified risks and ensures themitigation measures are well inplace. In addition, the companyhas identified the key riskareas where potential havocscan occur and taken steps tocommunicate and educate theoperational staff regarding therisk procedures.
The company also conductstraining sessions to thestaff aiming to increase theawareness of the key principlesof risk management, internalcontrols and corporategovernance.
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Attendance of Board and Board Committee Meetings
Name of the Director Directorship Status BoardMeetings
AuditCommitteeMeetings
InvestmentCommitteeMeetings
RemunerationCommitteeMeetings
Mr. Osman Kassim Chairman 3/5 1/1
Mr. Riyaz Sangani Managing Director 5/5 1/1
Mr. S. Ranjan Mather Non-Executive Director 5/5 1/1 1/1Dr. A. A. Mohamad Haroon Independent Non-Executive Director 4/5 1/1
Dr. T. Senthilverl Non-Executive Director 4/5
Mr. M. Zulficar Ghouse Independent Non-Executive Director 5/5 6/6 0/1 1/1
Mr. Shahid M. Sangani Non-Executive Director 5/5 5/6
Mrs. Roshini Sangani Independent Non-Executive Director 4/5
Mr. C. Fuhrer Non-Executive Director 5/5
Mr. Sidath Fernando Independent Non-Executive Director 4/5 5/6 1/1
Mr. Sattar Kassim Independent Non-Executive Director 4/5
Corporate Governance Compliance Table
Rule Requirement ComplianceStatus (Yes/No)
Explanatory Notes
Directors
7.10.1.(a)Non-Executive Directors
At least 1/3 of the total number of Directors should be Non-Executive Directors
Yes Report on CorporateGovernance. (Page 22)
7.10.2.(a)Independent Directors
2 or 1/3 of Non-Executive Directors, whichever is highershould be independent
Yes
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Rule Requirement ComplianceStatus (Yes/No)
Explanatory Notes
7.10.2.(b)Independent Directors
Each Non-Executive Director should submit a declaration ofindependence or Non-independence
Yes Profile of Board ofDirectors. (Page 8)
7.10.3.(a)Disclosure regardingDirectors
The Board shall make a determination annually as to theindependence or non independence of each Non-ExecutiveDirector
Yes Annual Report of the Boardof Directors on the Affairsof the Company is given inPage 30.7.10.3.(b)
Disclosure regardingDirectors
In the event a Director does not qualify as independent,but the Board is of the view that the particular Director isnevertheless independent, shall specify the criteria not metand the basis for the determination in the Annual Report.
Yes
7.10.3.(c)Disclosure regardingDirectors
A brief resume of each Director should be included in theAnnual Report
Yes Refer Board of Directors.(Page 8)
7.10.3.(d)Disclosure regardingDirectors
Upon appointment of a new director to the Board, a briefresume of each director should be provided to the CSE.
N/A Resume of the new appointedAlternative Director wassubmitted to CSE.
Remuneration Committee
7.10.5Remuneration Committee
A listed Company shall have a Remuneration Committee Yes Report of RemunerationCommittee is given in Page34.7.10.5.(a)
Composition of RemunerationCommittee
Shall Comprise Non-Executive Directors majority of whomshall be Independent
Yes
7.10.5.(b)Report of RemunerationCommittee
The Remuneration Committee shall recommend theremuneration of CEO & the Executive Directors
Yes
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Rule Requirement ComplianceStatus (Yes/No)
Explanatory Notes
7.10.5.(c)Disclosure in the AnnualReport relating to theRemuneration Committee
The Annual Report should set out the names of theDirectors comprising the Remuneration Committee, astatement of the remuneration policy and the Aggregateremuneration to Executive & Non-Executive Directors
Yes Remuneration Committeereport given in Page 34presents the name of thedirectors comprising theRemuneration committee
and the Remunerationpolicy.
Aggregate salary to theDirectors indicated inthe notes to the FinancialStatements on Page 84.
Audit Committee
7.10.6Audit Committee
The company shall have an Audit Committee Yes Report of Audit Committee.(Page 33)
7.10.6.(a)The Composition of AuditCommittee
Shall comprise Non-Executive Directors, a majority of whomcan be Independent
Yes
The CEO and the CFO should attend Audit Committeemeetings
Yes
The Chairman of the Audit Committee or one membershould be a member of a professional accountancy body
Yes The Chairman of the AuditCommittee is a FellowMember of CA Sri Lanka.
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Rule Requirement ComplianceStatus (Yes/No)
Explanatory Notes
7.10.6.(b)The Audit CommitteeFunctions
Overseeing of the Preparation, Presentation and adequacy of disclosure in
the financial statements, in accordance with Sri LankaAccounting Standards (SLFRS & LKAS).
Yes Report of Audit Committee.(Page 33)
Compliance with Financial reporting requirements ,information requirements of the companies Act andother relevant financial reporting related regulations andrequirements
Yes
Processes to ensure that the internal controls and riskmanagement are adequate, to meet the requirement of theSri Lanka Financial Reporting Standards
Yes
Assessment of the independence and performance of theexternal auditors.
Yes
Make recommendations to the Board pertaining to theappointment, re-appointment and removal of externalauditors and to approve the remuneration and terms of
engagement of the external auditors.
Yes
7.10.6.(c)Disclosure in the AnnualReport relating to the AuditCommittee
Name of the Directors comprising the Audit Committee Yes Repor t of Audit Committee.(Page 33)
The Audit Committee shall make a determination of theindependence of the Auditors and disclose the basis forsuch determination
Yes
The Annual Report shall contain a Report of the AuditCommittee setting out the manner of Compliance of thefunctions
Yes
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Vidullanka PLC operates in ahighly regulated and dynamicbusiness environment. Theentity is always willing toembrace the risk and thechallenges posed as they bringtremendous opportunitiesfor growth. On the otherhand, risk irrespective of its
adverseness or favorabilityneeds to be constantly andcontinuously managed to safeguard the investment of theshareholders and to ensure thesustainable business growth.
The risks faced by the entityare multi dimensional andemerge from various factors.Vidullanka PLC encourages alllevels of staff to involve in theprocess of risk management.
Risk Management
Risk Treatment
Avoidance
Reduction
Sharing
Retention
Defining the Context
Internal & ExternalFactors
Risk Appetite
Risk Identification Description of the Risk
Description of the Trigger
Classification of the Risk
Risk Assessment
Determine the level of Risk
Assessment of PotentialConsequences
Risk Evaluation
Likelihood Vs Impact
Cost Vs Benefit
The Company adopts thefollowing risk managementframework to Define, identify,assess, and manage the riskfaced by the company. Theprocess focus on a diversifiedfields including financialmarkets, project failures (at anyphase in design, development,production, or sustainmentlife-cycles), legal liabilities,credit risk, accidents andnatural disasters.
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The following table summarises the identified risks and the respective mitigation strategies along with the probability of occurrence and the impact.
Type of Risk Description Impact Likelihood Mitigation Strategies
Economic Risk Changes in the macroeconomicEnvironment
High Medium toHigh
Vidullanka PLC carries out extensive analysis on macro economic variablesperiodically and prior to making any project investments.
Operational Risk Risks arising from day to dayoperations of the Company
VeryHigh
Low toMedium
The robustness of the internal control mechanism is audited and assuredby the internal auditors of the Company.
Credit Risk This arises from the customers& credit facilities offered
Extreme Low toMedium
The only customer of Vidullanka PLC is the CEB, a state entity. The Groupcarries out transactions based on written agreements with the clients.
Financial Risk Details given in Note No. 30 to the Financial Statements
EnvironmentalRisk
Impact on the environment High Medium The Company carries out extensive geological surveys with renownedindustry consultants and prepares Initial Environmental ExaminationReport & Environmental Impact Assessment reports during the feasibilitystage of the projects.
The engineering department & the site crew are engaged in continuousmonitoring of the environmental impact and implementation of
recommended mitigation measures.Public RelationsRisk
Adverse effects to the societyand the negative response fromthe public
High Low The Company maintains close bonds with local communities of the projectareas, through community development initiatives, awareness programmesand public consultations.
Fraud Risk Misusage of Company assets High Low This is managed and controlled by internal control measures developed bythe company. The robustness of the controls is periodically reviewed byboth internal auditors and the audit committee appointed by the Board.
Information Risk Sensitive information beingable to be accessed by thosewho are not authorised.
High Low The sensitive information is accessible to the authorised staff o f theCompany and the IT infrastructure is embedded with required softwareapplications.
Risk Management Contd.
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The Directors are pleased tosubmit their report togetherwith the Auditors Report andFinancial Statements for theyear ended 31st March 2013,to be presented at the 17thAnnual General Meeting ofthe Company.
Review of the Year
Principal Activity of theCompany / Core Business
The principal activity ofthe company is to produceelectrical energy and transmitto feed the national grid.
Principal Activity of theSubsidiaries
The principal activity of theSubsidiary, Vidul EngineeringLimited is to engage in theprovision of total turnkeysolutions to the renewableindustry.
The principal activity ofthe Subsidiary, WalagambaBalashakthi (Pvt) limited is toproduce electrical energy andtransmit to feed the national
grid.
Annual Report of the Board of Directors on the
Affairs of the Company
Principal Activity of theJoint Ventures
The principal activity of theJoint Venture Companies,Gurugoda Hydro (Pvt)Limited, Udaka Energy Group(Pvt) Limited, Vidul Madugeta
(Pvt) Limited and LowerKotmale Oya Hydro Power(Pvt) Limited are to produceelectrical energy and transmitto feed the national grid.
The principal business activityof Joint Venture Company,Co-Energi (Pvt) Limited isto deliver energy efficiencyrelated services.
Financial StatementsThe financial statementsprepared in compliance withthe requirements of Section151 of the Companies Act No.7 of 2007 are given on Page 38in this annual report.
Independent AuditorsReport
The Auditors Report on thefinancial statements is given on
Page 37 in this report.
Accounting Policies
The Accounting Policiesadopted in preparation of thefinancial statements is givenon Page 44. There were nochanges in Accounting Policiesadopted by the Company
during the year under review.
Financial Results / Profitand Appropriations
The Group made a profit ofRs. 109,558,221/- of which Rs.106,830,758/- is attributableto equity shareholders. Duringthe year under review, theCompany paid an interimdividend of 5 cents per shareamounting to Rs. 23,863,460/-and the board proposed a final
dividend of 5 cents per shareto be approved at the AnnualGeneral Meeting to be held on31st July 2013.
Property, Plant &Equipment
During the year underreview the Group investeda sum of Rs. 282,657,803/-(2012 - Rs.59,772,201/-) inproperty, plant & equipment
of which Rs. 267,674,361/- is
in machinery & equipment,Rs. 892,394/- is in Computerand Other equipment, Rs.957,606/- is in Furniture andFixtures, Rs. 1,343,530/-isin Motor Vehicles and Rs.11,789,912/- is in Land.
Information relating tomovement in Property, Plant &Equipment during the year isdisclosed under Note 4 to thefinancial statement.
Market Value of FreeholdLand
There was no freehold landclassified as InvestmentProperties.
InvestmentsDetails of long-termInvestments held by the Groupare given in Note 5 to thefinancial statements on Page66.
Directors Responsibilities
The Statement of theDirectors Responsibilitiesis given on Page 35 of this
report.
Corporate Governance
The Company has compliedwith the corporate governancerules laid down under thelisting rules of the ColomboStock Exchange. The detailcorporate governance report
is given on Page 22 of thisreport.
Dividend
The company paid an interimdividend of 5 cents per shareduring the financial year andthe Board recommends a finaldividend of 5 cents per sharefor the year under review.
Reserves
The Reserves and AccumulatedProfits as at 31st March 2013amounts to Rs. 273,238,059/-(Rs. 249,374,599/- after theproposed final dividend) vs.Rs. 189,936,030/- as at 31stMarch 2012. The breakupand the movement are shownin the Statement of Changesin Equity in the financialstatements.
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Stated Capital
As per the terms of theCompanies Act No. 7 of2007, the stated capitalof the Company was Rs.829,258,508/-
Post Balance Sheet Events
There have been no materialevents occurring after theBalance Sheet date that requireadjustments to or disclosure inthe Financial Statements.
Statutory Payments
The Directors to the best oftheir knowledge and beliefare satisfied that all statutorypayments in relation to thegovernment and the employeeshave been made on time.
Interests Register
Details of the transactionswith Director-related entitiesare disclosed in Note 27 to the
financial statements on Page84, and have been declared atthe Board meeting, pursuantto Section 192 (2) of theCompanies Act No. 7 of 2007.
Board Committees
Audit Committee
Following are the names of theDirectors comprising the AuditCommittee of the Board.
1. Mr. Zulficar Ghouse(Chairman)
2. Mr. Shahid M.Sangani
3. Mr. Sidath Fernando
The report of the Audit
Committee on Page 33 set outthe manner of compliance bythe Company in accordancewith the requirements of theRule 7.10.6 of the Rules of theColombo Stock Exchange onCorporate Governance.
Remuneration Committee
Following are the names ofthe Directors comprising theRemuneration Committee ofthe Board
1. Mr. Ranjan Mather
2. Mr. Sattar Kassim3. Mr. Zulficar Ghouse
The report of theRemuneration committee onPage 34 contain a statementof the remuneration policy.The details of the aggregateremuneration paid to theExecutive and NonExecutiveDirectors during the financialyear are given in Note 27.2
on Page 84 to the financialstatement.
Investor Information andShareholdings
The investor information isgiven on Page 13.
Major Shareholders
Details of twenty largestshareholders of the companyand the percentage held byeach of them are disclosed inPage 15.
DirectorsThe Directors of the Companyas at 31st March 2013 andtheir brief profiles are givenon Page 8 in this report.
The following Directors retireby rotation and being eligiblehad offered themselves for re-election.
1. Dr. A. A. M. Haroon
2. Mr. S. R. Mather
3. Dr. T. Senthi lverl
4. Mr. C. F. Fuhrer
Independent Directors
Four Non Executive Directors,namely Mr. Zulficar Ghouse,Dr. A. A. M. Haroon, Mr.Sidath Fernando and Mrs. B.
Annual Report of the Board of Directors on the Affairs of the
Company Contd.
R. I. Sangani have declaredthemselves to be Independent.
Mr. Sattar Kassim, a NonExecutive Director fulfilsall the criterion set out inthe CSE Listing rules to beindependent except for beinga close family relative of aDirector of the Company.Nevertheless, the Board tookthe view that it is reasonableand justified to consider himas an Independent Director ofthe Company.
Directors Shareholding
The interest of the Directorsin the shares of the Companyas at 31st March 2012/2013
were as follows;
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As at31.03.2012
As at31.03.2013
Mr. Osman Kassim - -
Mr. Riyaz M. Sangani 6,569,633 16,232,850
Mr. S. Ranjan Mather - 1,739,288
Dr. A. A. Mohammed
Haroon
- -
Dr. T. Senthilverl 122,865,891 122,865,891
Mr. M. Zulficar Ghouse - -
Mr. Shahid M. Sangani 1,699,167 513,583
Mrs. Roshini Sangani 6,864,557 6,864,557
Mr. C. F. Fuhrer - -
Mr. Sidath Fernando - 11,000,000
Mr. Sattar Kassim - -
AuditorsThe resolutions to appoint the present Auditors, Messrs. Ernst& Young Chartered Accountant, who have expressed theirwillingness to continue in office, will be proposed at the AnnualGeneral Meeting.
As far as the Directors are aware, the Auditors do not have anyrelationship or interest in the Company other than those disclosedabove.
The Audit committee reviewsthe appointment of theAuditor, its effectivenessand its relationship with theCompany including the levelof audit and non-audit feespaid to the Auditor. The detailsof the work of the AuditCommittee are set out in theAudit Committee Report.
Going Concern
The Directors are satisfiedthe company, its subsidiariesand associates have adequateresources to continue inoperational existence for theforeseeable future to justifyadopting the going concern
basis in preparing the financialstatements.
Notice of Meeting
The Annual General Meetingwill be held at BougainvilleaBallroom - Galadari Hotel,Colombo 01 on 31st July 2013at 4 p.m.
Annual Report of the Board of Directors on the Affairs of the
Company Contd.
The Notice of the AnnualGeneral Meeting appears onPage 89.
For and on behalf of theBoard.
Osman KassimChairman
Riyaz M. Sangani
Managing Director
Managers & Secretaries(Pvt) Ltd)Secretaries
Vidullanka PLC26 June 2013Colombo
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In compliance with theColombo Stock Exchange(CSE) Continuing ListingRequirement 7.10.5 &7.10.6, Vidullanka Board hasdelegated its responsibilitiesto the Sub Committees toensure the practice of goodCorporate Governance. Thereports by the respective BoardCommittes are presentedbelow.
Board Committees
Audit Committee Report
The Audit Committeeappointed by the VidullankaBoard comprises the followingNon-Executive Directors:
1. Mr. M. Zulficar Ghouse
(Chairman)2. Mr. Shahid M. Sangani
3. Mr. Sidath Fernando
The responsibilities of thecommittee includes assistingthe Board of Directorsin fulfilling the review offinancial reporting process,overseeing the preparation,presentation and adequacyof disclosure in the financial
statements in accordance withthe accounting standards,reviewing the performanceof internal audit functionand make assessment of theindependence & performanceof the external auditorsand recommendations onappointment, reappointmentand removal of External &Internal auditors.
Further the audit committeeobjectively assess the financialand other risk factorsof the group and makerecommendations to the board.
The committee has met fivetimes during the year underreview and The ManagingDirector and SeniorManagement team attends themeetings by invitation. It hasalso undertaken the annualevaluation of the independenceand objectivity of the externalauditor and the effectivenessof the audit process. Inaddition, the committee hasreviewed and discussed theCompanys quarterly and
annual financial statementswith the managements andwith the external auditors,prior to publication.
An internal audit wasperformed during theyear in concern where theprime focus was to obtainan objective assurance onthe overall internal control
mechanism, risk managementand governance. Internalaudit was carried out by M/sBaker Tilly Meralis CharteredAccountants.
Based on the reports submittedby External Auditors andInternal Auditors, the AuditCommittee is satisfied thatGroups accounting policiesand operational controls are inorder and are being followed.
The Audit committee carriedout an extensive assessmenton the independence of theexternal auditors based on thefacts available & disclosed andconcluded satisfactor y.
Mr. M. Zulficar GhouseChairmanAudit Committee
26th June, 2013.
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Remuneration CommitteeReport
Remuneration Committeeis a part of the CorporateGovernance Best Practiceand a Continuing ListingRequirement of CSE
which ensures that thestrategic apex of thecompany is appropriatelyrewarded while ensuringadequate transparencyand independence. TheCommittee is responsiblefor recommending theremuneration packages, annualsalary increments and bonusesof the Executive Director andSenior management personnel.
During the year underreview, two IndependentNon-Executive Directorswere newly appointed to theRemuneration Committeewhile Mr. Osman Kassim,a Non-Executive Directorand the Chairman of the
committee has resigned fromhis position, thereby adheringto the listing rule no. 7.10.5.(a) Which states that theRemuneration Committee shallcomprise of Non-ExecutiveDirectors a majority of whomshall be independent.
Presently the Remunerationcommittee consist of followingdirectors.
1. Mr. Ranjan MatherNon- Executive Director(Chairman)
2. Mr. M. Zulficar GhouseIndependent Non-ExecutiveDirector
3. Mr. Sattar Kassim
Independent Non-ExecutiveDirector
The committee met onceduring the year to review thecompensation structures andthe performance evaluation
procedure of the seniormanagement staff. The groupremuneration policy is setto retain and motivate thecompetent professionals toachieve the strategic goals ofthe organisation.
Mr. Ranjan MatherChairmanRemuneration Committee
26th June, 2012.
Investment & StrategyCommittee Report
The board appointedinvestment committeecomprises of three Non-Executive Directors of theCompany namely, Mr. Osman
Kassim, Mr. Ranjan Mather,Dr. A. A. M. Haroon andMr. M. Zulficar Ghouse, anIndependent Non-ExecutiveDirector. The main role ofthe committee is to effectivelymanage the asset portfolioof the group, formulatinglong term strategy for thedevelopment, expansion ofthe entity and monitoringperformance of managementin relation to the established
targets, in order to enhanceshareholder wealth.
The committee is headed byMr. Osman Kassim and hadone meeting during the year
under review. The ManagingDirector and the seniormanagement personnel of theCompany attended the meetingby invitation.
Mr. Osman KassimChairmanInvestment & Strategy Committee
26th June, 2013.
Board Committees Contd.
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The Directors responsibilityin relation to the FinancialStatements is detailed below.The report of the Auditorssets out their responsibilityin relation to the FinancialStatements.
The Companies Act No. 07of 2007 requires that theDirectors prepare FinancialStatements for each financialyear, which reflect a trueand fair view of the stateof affairs of the Companyand the Group as at the endof the financial year andthe profit for that financialyear. In preparation of thesestatements the Directors are
required to ensure that,
1. Appropriate accountingpolicies have been selectedand applied on a consistentbasis. Material anomalies,if any, are disclosed andexplained.
Directors Responsibility for Financial Reporting
2. Ensure that all applicableaccounting standards havebeen followed.
3. The adjustments andestimates are reasonableand prudent.
4. The Directors are
responsible for ensuringthat the Company keepssufficient accountingrecords to disclose, withreasonable accuracy, thefinancial position of theCompany and that of theGroup and to enable themto ensure that the FinancialStatements comply withthe Companies Act. Theyare also responsible fortaking reasonable steps to
safeguard the assets of theCompany and to establishappropriate systems ofinternal controls, whichprovide reasonable thoughnot absolute assurance tothe Directors that assets
are safe guarded andinternal controls, are inplace with a view to theprevention and detection offraud and error.
5. The Directors arerequired to prepare the
Financial Statements andto provide the Auditorswith every opportunityto take whatever steps,and undertake whateverinspection they considerto be appropriate for thepurpose of enabling themto give their audit report.
The Directors are of the viewthat they have discharged theirresponsibilities as set out in
this statement.
Compliance Report
The Directors confirm that tothe best of their knowledge,all taxes, duties and levies andtaxes payable on behalf of
and in respect of employeesof the Company and its groupcompanies, and all other knownstatutory dues as were dueand payable by the Companyand its group companies asat the balance sheet date havebeen paid or where relevant
provided for.
By order of the Board,
Managers & Secretaries(Pvt) LtdSecretaries
Vidullanka PLC26 June 2013
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Independent Auditors Report 37Statement of Financial Position 38Statement of Comprehensive Income 40Statement of Changes in Equity 41Cash Flow Statement 42Notes to the Financial Statements 44
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Report on the FinancialStatements
We have audited theaccompanying financial
statements of Vidullanka PLC
(Company), the consolidatedfinancial statements of the
Company and its subsidiaries,which comprise the Consolidated
Statements of Financial Position
as at 31 March 2013, andthe Consolidated Statements
of Comprehensive Income,
Consolidated Statementsof Changes in Equity and
Consolidated Statement of CashFlows for the year then ended,
and a summary of significant
accounting policies and otherexplanatory notes.
ManagementsResponsibility for the
Financial Statements
Management is responsiblefor the preparation and fair
presentation of these financial
Independent Auditors Report
statements in accordance with
Sri Lanka Accounting Standards.
This responsibility includes:designing, implementing and
maintaining internal control
relevant to the preparation andfair presentation of financial
statements that are free frommaterial misstatement, whether
due to fraud or error; selecting
and applying appropriateaccounting policies; and making
accounting estimates that are
reasonable in the circumstances.
Scope of Audit and Basis ofOpinion
Our responsibility is to express
an opinion on these financial
statements based on our audit.We conducted our audit in
accordance with Sri Lanka
Auditing Standards. Thosestandards requi