Summarised Financial Report for the six months ended 30th September Indo-Malay PLC. Annual Report

Transcription

1 Summarised Financial Report for the six months ended 30th September 2015 Indo-Malay PLC Annual Report Summarised Financial Report for the nine months ended 31st December 2016

2 Review of operations for the period ended 31st December 2016 Disposal of Plantation Assets in Malaysia As disclosed to the shareholders and to the market via circulars and also the interim financial statements in the previous quarter, with due approval from shareholders and regulatory authorities of both Malaysia and Sri Lanka, the company completed the sale of the Malaysian plantation assets for a consideration of RM 107 mn in the quarter under review. Consequently, the plantation operation and the corresponding operating results up to the point of disposal together with the profit on disposal of the plantation assets have been reported as a Discontinued Operation in accordance with the requirements of the Sri Lanka Financial Reporting Standards (SLRFS) in these Financial Statements. The net earnings from the investments of the Company have been identified as those from Continuing Operations in these Financial Statements. With the sale of the plantations, the operations of the branch in Malaysia is now being closed down and with that the Company main asset would be it s investments made in Shalimar Development Sdn Bhd (SDSB). Distribution of Proceeds from the Sale of Plantation Assets As noted in the respective market disclosures and circulars to the shareholders having obtained approvals of the shareholders the company as of date has distributed the net sale proceeds of Rs 3.3 Bn (after deducting related taxes and expenses in Malaysia and Sri Lanka)to the shareholders of the company through a repurchase of shares amounting to Rs 3.12 Bn and an interim dividend amounting to Rs 205 Mn as explained further in note 5 to the financial statements. Further to the letter sent to the non-resident shareholders, the company is still awaiting the approval of the Controller Of Exchange of Sri Lanka with regard to the remittance of the interim dividends to the nonresident shareholders. Combined Financial Performance a) Discontinued Operation CPO prices continued to be volatile during the quarter ended 31st December 2016, with prices ranging from Malaysian Ringgit (MYR) 2,620 3,244 per MT during the period compared to range of MYR 2, per MT in the corresponding quarter of the previous financial year. The plantation operations of the company which are now classified as discontinued operations recorded operating profits after tax of Rs 27.9 Mn upto the 7th December 2016, the date possession of the plantation was transferred to the Purchaser, compared to Rs mn during the corresponding nine month period ended 31st December of the previous financial year. b) Performance of Continuing Operations This represents the investment of the company in Shalimar Development Sdn Bhd (SDSB) and Shalimar Malay PLC. The dividend income earned during the period under review relates to that received from its investment in Shalimar Malay PLC. The company recorded a combined profit after tax of Rs. 1,875.5 mn during the period under review, which includes a profit of Rs. 2,157.1 mn resulting from the disposal of plantation assets of the company. -1-

3 Review of operations for the period ended 31st December 2016 Cond. Minimum Public Holding As per the directive issued by the Securities Exchange Commission (SEC) dated 17th November 2016, a Listed Entity on the Main Board having a Public Holding below the specified requirement in terms of the said directive, has to ensure that the Public Holding of such Entity is maintained at a defined public holding percentage of shares in the hands of a minimum number of 500 public shareholders on or before 30th June The Company does not at present satisfy the requirement relating to minimum public holding. In this regard, the Company made a public announcement to the shareholders on 1st December 2015, pursuant to an application to the Regulator as follows; 1. To sell of its plantation property in Malaysia and distribute the proceeds to the shareholders. 2. To make arrangements for the parent company to acquire the investment of 13.11% made by the company in SDSB and the sale proceeds therefrom to be distributed to the shareholders. It should be noted that the Company as of date has completed the 1st part of the Action Plan as noted above. The implementation of the 2nd part of the action plan would also be done in consultation with the Regulator and with the required shareholder approval. As noted in previous reviews, the majority shareholder does not have any intention of diluting its shareholdings nor does the company intend to issue further shares in order to conform to the said requirement. Agro Harapan Lestari Sdn. Bhd. Managers 06th February

4 Statement of Profit or Loss (All figures in Sri Lankan Rupees '000) Quarter ended Nine Months ended 31st December 31st December Change Change (Restated)* % (Restated)* % Continuing operations Revenue (Note 3) 4, % 5, % Profit before tax for the period from continuing operations 4, % 5, % Income tax expense (22) (19) 14% (74) (42) 75% Profit for the period from continuing operations 4, % 5, % Discontinued operations Profit for the period from discontinued Overseas Branch operations (Note 5.1) 11,200 8,473 32% 27,879 37,176-25% Profits from disposal of Overseas plantation assets (Note 5.1) 2,157, % 2,157, % Transfer from translation reserve on discontinued Overseas Branch operations (Note 5.1) (314,433) - 100% (314,433) - 100% Total profit after tax for the period from discontinued operations 1,853,874 8, % 1,870,552 37, % Profit for the period 1,858,664 8, % 1,875,553 37, % Earnings Per Share from Continuing and Discontinued Operations (Rs.) Earnings Per Share from Continuing Operations (Rs.) Earnings Per Share from Discontinued Operations (Rs.) Quarter ended Nine Months ended 31st December 31st December Statement of comprehensive income Change Change (Restated)* % (Restated)* % Profit for the period 1,858,664 8, % 1,875,553 37, % Other comprehensive income Other Comprehensive Income/(Loss) to be reclassified to profit or loss in subsequent periods Exchange Differences on translation of Financials of Foreign Operations (76,705) 64, % (124,532) (84,717) 47% Transfer of translation reserve on discontinued Overseas Branch operations 314, % 314, % Gain/(Loss) on Change in Fair Value of Available - For -Sale Financial Assets - 453, % 3, ,457-99% Net other Comprehensive Income/(Loss) to be reclassified to profit or loss in subsequent periods 237, ,247-54% 193, ,740-46% Other Comprehensive Income/(Loss) not to be reclassified to profit or loss in subsequent periods Actuarial Gain/(Loss) on defined benefit plans - - 0% - - 0% Income tax effect - - 0% - - 0% Net other Comprehensive Income/(Loss) not to be reclassified to profit or loss in subsequent periods Other Comprehensive Income/(Loss) for the period, net of tax 237, ,247-54% 193, ,740-46% Total other comprehensive income/(loss) for the period, net of tax 2,096, , % 2,069, , % *Prior period figures have been restated upon adoption of Amendments to LKAS 16 Property, Plant and Equipment and LKAS 41 Agriculture as explained in Note 04 and to reflect the discontinued operations explained in Note 05 to this Interim Condensed Financial Statements. Changes represent the percentage change in current period's results compared to corresponding period of last year. Figures in brackets indicate deductions/negative changes. The above figures are subject to audit. -3-

5 Statement of financial position (All figures in Sri Lankan Rupees '000) As at As at As at Note (Restated)* (Restated)* ASSETS Non-Current Assets Property, plant & equipment - 1,340,143 1,307,627 Bearer Plants (Note 4) - 49,324 51,638 Non-current financial assets (Note 6) 5,354,526 5,350,963 4,252,540 Total Non- Current Assets 5,354,526 6,740,430 5,611,805 Current Assets Inventories Trade receivables 2,912 7,050 8,523 Advances and Prepayments - 1, Taxation recoverable ,252 Cash and cash equivalents (Note 8.3) 3,481,692 15,169 21,735 Total Current Assets 3,484,977 24,196 35,707 Total Assets 8,839,503 6,764,626 5,647,512 EQUITY AND LIABILITIES Equity Stated capital 70,033 70,033 70,033 Retained earnings 3,221, , ,978 Other reserves 5,227,399 6,481,204 5,353,356 Total Shareholders' Funds 8,519,001 6,655,037 5,562,367 Non-Current Liabilities Deferred tax liabilities (Note 4) - 13,484 13,354 Retirement benefit obligations - 1,583 1,561 Total Non current Liabilities - 15,067 14,915 Current Liabilities Trade and other payables (Note 5.3) 86,036 44,173 23,662 Unclaimed dividend 234,466 50,349 46,568 Total Current Liabilities 320,502 94,522 70,230 Total Equity and Liabilities 8,839,503 6,764,626 5,647,512 Net Asset per share before distribution of sale proceeds (Rs.) 1, Net Asset per share after distribution of sale proceeds (Rs.) 1, I certify that these financial statements are in compliance with the requirements of the Companies Act No. 7 of (Sgd.) C.S. Karunasena Chief Financial Officer The Board of Directors is responsible for the preparation and presentation of these financial statements. Approved & signed for and on behalf of the Managers, Approved & signed for and on behalf of the Board, (Sgd.) (Sgd.) (Sgd.) M.R. Jiffrey H. Selvanathan P. C. P. Tissera Director Chairman Director Agro Harapan Lestari Sdn. Bhd. 06th February 2017 *Prior period figures have been restated upon adoption of Amendments to LKAS 16 Property, Plant and Equipment and LKAS 41 Agriculture as explained in note 04. The above figures are subject to audit. -4-

6 Statement of Changes in Equity (All figures in Sri Lankan Rupees '000) Stated Capital Capital Reserves Currency Total Translation Available-for-sale Retained Shareholders' Reserve reserve Earnings Funds (Restated) (Restated) (Restated) Balance as at 1st April, 2015 as previously reported 70,033 1,447,269 (196,162) 4,102, ,709 5,652,098 Effect of adoption of amendments to LKAS 41 & LKAS 16 (89,731) (89,731) 70,033 1,447,269 (196,162) 4,102, ,978 5,562,367 Super gain tax expense (22,073) (22,073) Balance as at 1st April, 2015 (restated) 70,033 1,447,269 (196,162) 4,102, ,905 5,540,294 Profit for the year from continuing operations ,739 1,739 Profit for the year from discontinued operations 36,810 36,810 Other comprehensive income/(loss) for the period ,425 1,098,423 1,744 1,129,592 Total comprehensive income/(loss) for the period ,425 1,098,423 40,293 1,168,141 Final Ordinary Dividend / (18,196) (18,196) Interim Dividend / (35,202) (35,202) Balance as at 31st March ,033 1,447,269 (166,737) 5,200, ,800 6,655,037 Stated Capital Capital Reserves Currency Translation Reserve Available-for-sale reserve Retained Earnings Total Shareholders' Funds (Restated) (Restated) (Restated) Balance as at 1st April, 2015 as previously reported 70,033 1,447,269 (196,162) 4,102, ,709 5,652,098 Effect of adoption of amendments to LKAS 41 & LKAS (89,731) (89,731) 70,033 1,447,269 (196,162) 4,102, ,978 5,562,367 Super gain tax expense (22,073) (22,073) Balance as at 1st April, 2015 (restated) 70,033 1,447,269 (196,162) 4,102, ,905 5,540,294 Profit for the year from continuing operations Profit for the year from discontinued operations ,176 37,176 Other comprehensive income/(loss) for the period - - (84,717) 444, ,740 Total comprehensive income/(loss) for the period - - (84,717) 444,457 37, ,578 First and Final Ordinary Dividend / (18,196) (18,196) Balance as at 31st December ,033 1,447,269 (280,879) 4,546, ,547 5,919,676 Stated Capital Capital Reserves Currency Translation Reserve Available-for-sale reserve Retained Earnings Total Shareholders' Funds Balance as at 1st April, 2016 (Restated) 70,033 1,447,269 (166,737) 5,200, ,800 6,655,037 Profit for the year from continuing operations ,001 5,001 Profit for the year from discontinued operations ,870,552 1,870,552 Exchange Differences on translation of Financials of Foreign Operations - - (124,532) - - (124,532) Gain/(Loss) on Change in Fair Value of Available - For -Sale Financial Assets ,563-3,563 Transfer of translation reserve on discontinued Overseas Branch operations , ,433 Other comprehensive income/(loss) for the period ,901 3, ,464 Total comprehensive income/(loss) for the period ,901 3,563 1,875,553 2,069,017 Realization of revaluation reserve due to disposal of Malaysian property - (1,447,269) - - 1,447,269 - Interim Dividend 2016/17 (Note 13) (205,053) (205,053) Balance as at 31st December ,033-23,164 5,204,235 3,221,569 8,519,001 The above figures are subject to audit. Figures in brackets indicate deductions/negative changes. -5-

7 Cash Flow Statement For the period ended 31st December (All figures in Sri Lankan Rupees '000) (Restated) (Restated) Net cash inflows from operating activities 911 5,340 43,533 Net cash inflows/(outflows) from investing activities 3,486, (61) Net cash outflows from financing activities (20,456) (17,109) (50,038) Increase/ (Decrease) in cash and cash equivalents 3,466,523 (11,558) (6,566) Cash and cash equivalents at the beginning of the period 15,169 21,735 21,735 Cash and cash equivalents at the end of the period 3,481,692 10,177 15,169 Cash and cash equivalents: Cash and bank balances (Note A) 3,477,186 3,992 8,890 Short-term deposits 4,506 6,185 6,279 3,481,692 10,177 15,169 Note A : Cash & bank balances include both cash and bank balances of both continuing and discontinued operations. The cash balance includes the plantation assets sale proceed which is pending distribution as at the balance sheet date of 31st December 2016 (Refer note 8.3). As reffered to in note 8.3, the company has distributed net sales proceed of Rs Bn as at the date of authorization of these financial statements. The above figures are subject to audit. -6-

8 1. Basis of preparation of Summarised Financial Report The interim condensed financial statements have been prepared in compliance with Sri Lanka Accounting Standard LKAS 34 - Interim Financial Reporting. These interim condensed financial statements should be read in conjunction with the annual financial statements for the year ended 31st March 2016, Note 04 and Note 05 disclosed below on Adoption of Amendments to LKAS 41 & LKAS 16 and Non-Current Assets Held For Sale and Discontinued Operations. Further, provisions of the Companies Act no.7 of 2007 have been considered in preparing the interim financial statements of the Company. 2. Accounting policies The same accounting policies and methods of computation as stated in the annual financial statements for the year ended 31st March 2016 are followed in the preparation of these Interim Condensed Financial Statements except for the Note 4 and Note 5 disclosed below. The comparative information have been reclassified wherever necessary to conform to the current year classification. 3. Revenue Revenue details are given in the segmental analysis in note 15 to the Summarized Financial Report. 4. Adoption of Amendments to LKAS 41 and LKAS 16 The Company adopted the amendments to LKAS 41 and LKAS 16 with effect from 1 April Under the amendments, biological assets that meet the definition of bearer plants will no longer be within the scope of LKAS 41. Instead, bearer plants will be measured under LKAS 16 at accumulated cost (before maturity) using the cost model (after maturity).these amendments have been applied retrospectively. -7-

9 4. Adoption of Amendments to LKAS 41 and LKAS 16 ( Contd.) 4.1 Reconciliation of Equity As at As at (Transition date) As previously reported Adoption of Amendment to LKAS 41 and LKAS 16 As restated As previously reported Adoption of Amendment to LKAS 41 and LKAS 16 As restated Rs'000 Rs'000 Rs'000 Rs'000 Rs'000 Rs'000 ASSETS Non-Current Assets Property, plant & equipment 1,340,143-1,340,143 1,307,627-1,307,627 Biological assets 188,426 (188,426) - 169,705 (169,705) - Bearer Plants - 49,324 49,324-51,638 51,638 Non-current financial assets 5,350,963-5,350,963 4,252,540-4,252,540 Total Non- Current Assets 6,879,532 (139,102) 6,740,430 5,729,872 (118,067) 5,611,805 Current Assets Inventories Trade receivables 7,050-7,050 8,523-8,523 Advances and Prepayments 1,183-1, Taxation recoverable ,252-4,252 Cash and cash equivalents 15,169-15,169 21,735-21,735 Total Current Assets 24,196-24,196 35,707-35,707 Total Assets 6,903,728 (139,102) 6,764,626 5,765,579 (118,067) 5,647,512 EQUITY AND LIABILITIES Equity Stated capital 70,033-70,033 70,033-70,033 Retained earnings 203,735 (99,935) 103, ,709 (89,731) 138,978 Other reserves 6,486,987 (5,783) 6,481,204 5,353,356-5,353,356 Total Shareholders' Funds 6,760,755 (105,718) 6,655,037 5,652,098 (89,731) 5,562,367 Non-Current Liabilities Deferred tax liabilities 46,868 (33,384) 13,484 41,690 (28,336) 13,354 Retirement benefit obligations 1,583-1,583 1,561-1,561 Total Non Current Liabilities 48,451 (33,384) 15,067 43,251 (28,336) 14,915 Current Liabilities Trade and other payables 44,173-44,173 23,662-23,662 Unclaimed dividend 50,349-50,349 46,568-46,568 94,522-94,522 70,230-70,230 Total Liabilities 142,973 (33,384) 109, ,481 (28,336) 85,145 Total Equity and Liabilities 6,903,728 (139,102) 6,764,626 5,765,579 (118,067) 5,647,512-8-

10 4. Adoption of Amendments to LKAS 41 and LKAS 16 ( Contd.) 4.2 Reconciliation of Total Comprehensive Income for the quarter ended 31st December 2015 As previously reported For the Quarter ended Adoption of Amendment to LKAS 41 and LKAS 16 Reclassificat ion as discontinued operations As restated As previously reported For the Year ended Adoption of Reclassificat Amendment to ion as As restated LKAS 41 and discontinued LKAS 16 operations Rs'000 Rs'000 Rs'000 Rs'000 Rs'000 Rs'000 Rs'000 Rs'000 Revenue 27,221 - (27,129) ,081 - (100,377) 704 Direct operating costs (10,213) (578) 10,791 - (32,076) (1,735) 33,811 - Gross profit 17,008 (578) (16,338) 92 69,005 (1,735) (66,566) 704 Gain/(loss) arising from changes in fair value of Biological Assets 4,011 (4,011) ,697 (12,697) - - Other income and gains Administrative expenses (5,044) - 5,044 - (18,767) - 18,767 - Finance Cost (34) - 34 (233) Profit before income tax 15,941 (4,589) (11,260) 92 62,702 (14,432) (47,566) 704 Income tax expense (3,908) 1,102 2,787 (19) (13,896) 3,464 10,390 (42) Profit for the period from Continuing operations 12,033 (3,487) (8,473) 73 48,806 (10,968) (37,176) 662 Profit /(Loss) after tax for the year from discontinued operations - - 8,473 8, ,176 37,176 Profit for the period 12,033 (3,487) - 8,546 48,806 (10,968) - 37,838 Other comprehensive income Other Comprehensive Income/(Loss) to be reclassified to profit or loss in subsequent periods Exchange Differences on translation of Financials of Foreign Operations Gain/(Loss) on Change in Fair Value of Available - For -Sale Financial Assets Net other Comprehensive Income/(Loss) to be reclassified to profit or loss in subsequent periods 70,996 (6,265) - 64,731 (93,280) 8,563 - (84,717) 453, , , , ,512 (6,265) - 518, ,177 8, ,740 Other Comprehensive Income/(Loss) not to be reclassified to profit or loss in subsequent periods Actuarial Gain/ (Loss) on Defined Benefit Plan Income tax effect Net other Comprehensive Income/(Loss) not to be reclassified to profit or loss in subsequent periods Other Comprehensive Income/(Loss) for the period, net of tax Total comprehensive income/(loss) for the period, net of tax 524,512 (6,265) - 518, ,177 8, , ,545 (9,752) - 526, ,983 (2,405) - 397,578-9-

11 5. Non-Current Assets Held For Sale and Discontinued Operations The Company obtained all relevant regulatory approvals in Sri Lanka and Malaysia in respect of the sale of Plantation property and the net sales proceeds from the sale of its plantation property were received by the Company. Subsequent to Shareholder approval, the Company distributed all the net sale proceeds through a repurchase of shares and an interim dividend to the Shareholders.Out of the Disposal Proceeds received, total sum of Rs. 3,126,535,200/- was approved to be distributed through a share repurchase and the balance amounting to Rs. 205,053,120/- was approved to be distributed as first interim dividend to the Shareholders. The results of the discontinued Malaysian branch operations (Oil Palm Plantations Segment) included in the profit for the period are set out below. The comparative profit and cash flows from discontinued operations have also been represented to include those operations classified as discontinued in the current period. 5. Non-Current Assets Held For Sale and Discontinued Operations (Contd.) 5.1. Profit for the year from discontinued operations Quarter ended Nine Months ended Rs. '000 Rs. '000 Rs. '000 Rs. '000 Revenue from Sale of Fresh Fruit Bunches (FFB) 19,392 27,129 64, ,377 Other income and gains 5,482-7,341-24,874 27,129 71, ,377 Direct operating costs (4,859) (10,791) (17,926) (33,812) Administrative expenses (4,487) (5,044) (15,222) (18,766) Finance Expense (40) (34) (480) (233) Profit before tax from discontinued operations 15,488 11,260 38,104 47,566 Income tax expense (4,288) (2,787) (10,225) (10,390) Profit for the period from discontinued operations 11,200 8,473 27,879 37,176 Profits from disposal of Overseas plantation assets 2,157,106-2,157,106 - Transfer from translation reserve on discontinued Overseas Branch operations (314,433) - (314,433) - 1,842,673-1,842,673 - Total profit for the period from discontinued operations 1,853,873 8,473 1,870,552 37,176 Earning per share from discontinued operations Segment information related to discontinued operations are disclosed under Note The net cash flows from discontinued operations Rs. '000 Rs. '000 Net Cash Inflows from Operating Activities 929 6,949 Net Cash Outflows from Investing Activities 3,485,699 - Net Cash Outflows from Financing Activities (480) (12) Net Cash Inflows/Outflows 3,486,148 6, Real Property Gain Tax (RPGT) payable on sale of Malaysian property and payables relating to share repurchase transaction are accrued under Trade and other payables. RPGT will be paid upon receipt of the final assesment from Inland Revenue Board of Malaysia. Hence, this has resulted in significant increase in Trade and Other Payables as at 31st December

12 6.Fair Value Measurement The following table provides the fair value measurement hierarchy of the Company s financial assets which are stated at fair values. Fair value measurement hierarchy for financial assets as at 31st December 2016 and 31st March 2016 are as follows : Fair value measurement using (All figures in Sri Lankan Rupees '000) Quoted prices in Significant Significant active observable unobservable Non Current Financial Assets markets inputs inputs Measured at Fair Value: Date of valuation Total (Level 1) (Level 2) (Level 3) As at 31st December 2016 Available-For-Sale financial assets (AFS) Quoted equity shares Shalimar (Malay) PLC (Note 7(b)) 31st December , , Unquoted Equity Shares Shalimar Developments Sdn.bhd. (Note 7(a)) December ,001, ,001,578 AFS financial assets as at 31st December ,354, ,948-5,001,578 As at 31st March 2016 Available-For-Sale financial assets Quoted equity shares Shalimar (Malay) PLC (Note 7(b)) 31st March , , Unquoted Equity Shares Shalimar Developments Sdn.bhd. (Note 7(a)) December ,001, ,001,578 AFS financial assets as at 31st March ,350, ,385-5,001, Non-current financial assets a). Available-for-sale investment - Unquoted Equity Shares The Company holds a 13.33% equity investment (March 2016 : 13.33%) in Shalimar Development Sdn. Bhd. (SDSB), an investment holding Company incorporated in Malaysia. The sole equity investment of SDSB is in PT Agro Indomas (PTAI), an oil palm plantation Company based in Indonesia, in which it has a controlling interest. The Company has designated its investment in SDSB as an available-for-sale investment. The Company obtained the services of PricewaterhouseCoopers Capital Sdn. Bhd, Malaysia (PWC) to carry out an independent indicative fair market valuation of the equity interest in the unquoted investment in SDSB as at valuation date of 31 December The primary approach adopted was the Income Approach using discounted cash flows method. b). Available-for-sale investment - Quoted Equity Shares The Company holds a non-controlling interests of 2.21% (March 2016 : 2.21%) in Shalimar (Malay) PLC. The fair value of the said investment is determined by reference to published price quotations in the Colombo Stock Exchange. 8.Contingent Liabilities, Assets Pledged & Events After the Reporting Period 8.1 Contingent Liabilities There are no material contingent liabilities as at the reporting date. 8.2 Assets Pledged There were no assets pledged as at the reporting date. 8.3 Events After the Reporting Period a). Share Repurchase The Company offered maximum of 2,187,000 ordinary shares to its shareholders for repurchase on the basis of 05 shares for every 16 shares held at a price per share of Rs. 1,429.60/-, amounting to total sum of Rs. 3,126,535,200/-. The repurchase offer was opened from 29th December 2016 to 06th January Further to the market disclosure made on 17th October 2016, the company obtained the approval of the shareholders on 16th November 2016 for the payment of consideration to the shareholders for repurchase offer, as a major transaction in terms of section 185 of the Companies Act, No 07 of Accordingly, the Company repurchased 2,187,000 shares which was the maximum number of shares offered for repurchase. The total number of shares repurchased comprised of 1,993,530 entitled shares and 193,470 additional shares. The Company distributed Rs. 3,126,535,200/- to the shareholders on account of the above share repurchase. The repurchased shares by the Company shall be cancelled and consequently the number of ordinary shares outstanding shall be 4,811,400. The cancellation of repurchased shares was yet to completed as at the date of authorization of these financial statements by the Directors. The Earning per Share (EPS) and the Net Assets per share were computed based on the number of shares outstanding before the share repurchase. There were no other circumstances which required adjustment to or disclosures in these interim condensed Financial Statements. -11-

13 9. Stated Capital Stated capital of the company consists of, As at As at Fully paid ordinary shares (voting) 6,998,400 6,998, Exchange Rates The Financial Statements are presented in Sri Lankan Rupees, which is the company's presentation currency. As at the reporting date, the assets and liabilities of the Malaysian Operations are translated in to the presentation currency ( Sri Lankan Rupee) at the rate of exchange ruling at the reporting date and the items in the Statement of Profit or Loss are translated at the average exchange rate for the period. The resultant exchange differences on the translation are recognised in Other Comprehensive Income Malaysian Ringgit Average rate Period end rates US Dollar Average rate Period end rates Malaysian Ringgit (MYR) is the functional currency of the Company since the principal plantation operation is based in Malaysia. For the purpose of reporting, the Financial Statements of the Malaysian branch is translated into Sri Lanka Rupee (LKR) at the end of each reporting period. 11. Non-Recurrent Related Party Transactions Non-recurrent related party transactions include the following temporary advance given to related companies. Entity Relationship Nature of Transaction Terms Transaction Value for the period (Rs. Mn) Balance receivable/ (Payable) as at 31st December 2016 (Rs. Mn) Goodhope Asia Holdings Ltd Selinsing PLC Parent Company Fellow Subsidiary Share Repurchase (a) 3,102 Temporary Cash Advances (b) - Interest Expenses (12.24) - Note (a) - Goodhope Asia Holding Ltd (GAHL) has accepted the offer made on 29th December 2016 by the Company to repurchase shares. Accordingly,the Company repurchased 2,170,129 shares (including additional shares of 184,818) from GAHL for a consideration of Rs. 3,102 mn on 10th January Details are disclosed under Note Events After the Reporting Period in this interim financial statements. Note (b) - Interest expense on the temporary cash advance obtained is at the prevailing market rates in Malaysia. This advance is repayable upon demand. The above related party payable balance is included in the trade and other payables in the Balance Sheet. There are no other significant related party balances outstanding as at the reporting date. -12-

14 12. Recurrent Related Party Transactions 12.1 Management Fee The Management fee, Performance incentive and Sales commission charged by Agro Harapan Lestari Sdn. Bhd., a fellow subsidiary, of Rs.9.06 Mn for the nine months ended 31st December 2016 (31st December 2015: Rs Mn) has been charged in arriving at the profit before income tax Data Processing and IT Support Fee The IT support fee and Data Processing charged by AHL Business Solutions (Pvt) Ltd. and Goodhope Investments (Pvt) Ltd.,fellow subsidiaries, of Rs.1.17 Mn ( 31st December 2015 : Rs. 1.19mn) and Rs.0.43 Mn (31st December 2015: Rs. 0.49Mn) respectively for the period ended 31st December 2016 have been included in Administrative Expenses. All the above recurrent related party transactions have been conducted on agreed commercial terms with the respective parties on an arm s length basis. 13. First Interim Dividend The Company paid an interim dividend of Rs /- per share (total gross dividend amounting to Rs. 205,053,120/-) to the Shareholders from the net sales proceeds received from the sale of the plantation property. The dividend was paid on 30th December Going Concern The financial statements of company have been prepared on a going concern basis as the company continued to hold its main investment in SDSB. The directors have a reasonable expectation that the company s investment segment operation will continue for the foreseeable future. 15. Segmental Analysis The following information is based on the Primary Segment (Industry Segment) results. For the nine months ended 31st December (All figures in Sri Lankan Rupees '000) (Restated) (Restated) (Restated) External Revenue Sale of fresh fruit bunches 64, , , ,377 Dividend income - - 4, , Interest income , ,377 5, , ,081 Result Segment result 1,880,777 47,566 5, ,885,852 48,270 Taxation (10,225) (10,390) (74) (42) (10,299) (10,432) Profit for the period 1,870,552 37,176 5, ,875,553 37,838 The above figures are subject to audit. Oil Palm Plantation (Discontinued Operations) Investments (Continuing Operations) Company PLANTATION OPERATIONS Nine Months ended Year ended Production Crop (MT) 3,021 6,637 8,016 Planted Hectarage As at Mature Plantation Immature Plantation Total INVESTOR INFORMATION Share information Quarter ended Year ended Highest price per share (Rs.) 1, , , Lowest price per share (Rs.) 1, , , Last traded price (Rs.) 1, , , Volume traded (No. of shares) ,

15 Additional Notes I Names and the Number of Shares (voting) held by the top 20 shareholders as at 31st December Name of Shareholders Number of Shares % 1 Goodhope Asia Holdings Ltd 6,352, Mr. R. Chandra (Decd) 148, Mr. S.R. Dean 64, Mr. R.T. Stoneham 36, Mrs. I. Raymond 33, Ms. M.E. Turner 33, Mr. F.W. Obeyesekere (Decd) 24, Mrs. B.F. Guzdar 23, Mr. C.S.A. Perera 22, Mrs. A. Ohman (Decd) 19, Mr. D. Thomson (Decd) 15, Mr. R.G. Bartholomew (Decd) 15, Mr. D.D. Dubash 15, Mr. R. Prasada Singh (Decd) 15, Mr D.S. Cameron 15, Mr. N.J.P. Hewett 13, Mrs M.D. Abeysuriya 12, Mrs. S. Vignarajah 9, Mr. J.M. Urquhart (Decd) 9, Admin.of the estate of E.Ramiah (Decd) 8, ,891, II Ordinary Shares of the Company held by the public as at 31st December 2016 are as follows; Number of public shareholders 334 Percentage of public holding 9.22% III Directors shareholdings as at 31st December 2016 Name of Director Number of Shares Mr. H. Selvanathan - Mr. M. Selvanathan 1 Mr. I. Paulraj - Mr. D.C.R.Gunawardena - Mr. P.C.P.Tissera - Mr. T. Rodrigo - Mr. S. Mahendrarajah (Director & Alternate Director to I.Paulraj) 75 IV PT Agro Indomas, the Company's investment made through Shalimar Developments Sdn. Bhd. (Investment vehicle in Malaysia) is located in Kalimanthan province, Indonesia.The total land area of PT Agro Indomas is approximately 26,861 Ha. Operational performance information is given below. Operational performance indicators December December Crop Production (MT) 323, ,820 CPO (MT) 74,167 92,093 PK (MT) 17,078 21,749 CPO Ex Mill Price (US$) FFB Yield (MT per Hectare) CPO/ Ha (MT) Milling Capacity (MT per Hour) Value of biological assets & property plant and Equipment(US$ mn) and equipment. (US$ Mn) MT-Metric Tones -14-

16 CORPORATE INFORMATION Name of the Company Indo - Malay PLC Company Registration No. PQ 45 Legal Form A Public Quoted Company with Limited Liability Tel; Incorporated in Sri Lanka in Fax; Managers Agro Harapan Lestari Sdn. Bhd. Suite 6.08, Level 6, Wisma UOA Damansara II, No 6 Changkat Semantan, Damansara Heights, 50490, Kuala Lumpur, Malaysia. Directors Secretaries Hariharan Selvanathan (Chairman) Carsons Management Services (Private) Limited. Manoharan Selvanathan 61, Janadhipathi Mawatha Israel Paulraj Colombo 01 Tennyson Rodrigo Sri Lanka. D. Chandima R. Gunawardena Tel: P. Chandana P. Tissera Fax: Subramaniam Mahendrarajah - Director & Alternate Director for Israel Paulraj Registered Office 61, Janadhipathi Mawatha Bankers Colombo 01 Standard Chartered Bank Sri Lanka. HSBC Bank Malaysia Berhad Tel: Commercial Bank of Ceylon PLC Fax: Deutsche Bank Auditors of the Company Messrs. Ernst & Young Chartered Accountants 201, De Saram Place Colombo 10 Sri Lanka. Tel: Fax: Auditors in Malaysia Messrs. Ernst & Young AF : 0039 Level 23A, Menara Milenium Jalan Damanlela, Pusat Bandar Damansara 50490, Kuala Lumpur, Malaysia Tel: Principal Place Of Business Ladang Berjuntai Batang Berjuntai Selangor Darul Eshan Malaysia Corporate Website Holding Company Goodhope Asia Holdings Ltd Ultimate Parent & Controlling Entity Bukit Darah PLC -15-