contents HIGHLIGHTS Key Financials 02 Group 04 Recent Developments 06 GOVERNANCE

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2 1 02 HIGHLIGHTS Key Financials 02 Group 04 Recent Developments GOVERNANCE contents Leaders 66 Corporate Governance Report 72 Board of Directors Statements BUSINESS REVIEW CEO s Review 10 Property 16 Hospitality 20 Financial services 22 Logistics 24 Agro-industry 26 Commerce & industry 29 Land & investments 32 Lifestyle 34 Risk Management 36 Human Capital 56 Social Capital FINANCIAL REVIEW Independent Auditors Report 104 Statements of Financial Position 106 Comprehensive Income 107 Statements of Changes in Equity 108 Statements of Cash Flows 110 Notes to the Financial Statements ADDITIONAL INFORMATION List of Directors of the Company and its subsidiaries 190 Corporate Information 200 Notice of Meeting 201 Proxy Form 203

3 2 3 EARNINGS PER SHARE (RS) KEY FINANCIALS Cash generated from operations Rs 1.6 bn 2015: Rs 990 m Gearing 31% 2015: 22% Total assets Rs 57 bn 2015: Rs 48 bn Equity holders interests Rs 16 bn 2015: Rs 16 bn This year, we took several initiatives to keep driving our sustainable performance, we: Amalgamated our subsidiaries ENL Land and ENL Investment, creating a strong vehicle to spearhead the dynamic development of the Group Continued to spur the development of property and acquired a controlling stake in Bagaprop, owner of the Bagatelle Mall Strengthened the holding in New Mauritius hotels to 29.87% Spanned further the financial services cluster Pursued regional expansion of logistics We leverage on our solid asset base to develop sustainable cash generating businesses and operations. We continue to consolidate and diversify our activities into existing and new industries. ENL Limited now weighs Rs 57bn in assets and comprises a diversified set of businesses capable of generating significant operational profits and cash flows. Operating profits grew by 40% to reach Rs 957m with cash generated from operations amounting to Rs 1.6bn. Our debt level went up from Rs 9.3bn to Rs 15.4bn during the year, following the purchase of investments and the consolidation of existing debts of the new subsidiaries acquired. Gearing ratio stood at the reasonable level of 31%. Net asset value remained comparable to last year at Rs per share while we maintained a dividend pay-out of Rs 0.78 per share MARKET PRICE PER SHARE (RS) DIVIDEND PER SHARE (RS) NET ASSET VALUE PER SHARE (RS)

4 4 5 GROUP SECTORS SEGMENTS AGRO-INDUSTRY AGRIBUSINESS AGRO-INDUSTRY ENL Limited COMMERCE & INDUSTRY AUTOMOTIVE CONSTRUCTION MANUFACTURING TRADING FINANCIAL SERVICES FINANCIAL SERVICES TECHNOLOGY HOSPITALITY HOTELS TRAVEL LEISURE LAND & INVESTMENTS LAND OWNER VENTURE CAPITAL BUSINESS INCUBATOR LIFESTYLE BUSINESS HOTELS RESTAURANTS LOGISTICS LOGISTIC SOLUTIONS PROPERTY DEVELOPMENT INVESTMENTS SERVICES Pantone 1585c Pantone 295c KEY INVESTMENTS KEY ACTIVITIES C 0 M 0 Y 0 K 40

5 6 7 recent DEVELOPMENTS Spurring development of the property cluster. We initiated two developments outside our group s land bank, So flo Boutique Mall in Floreal and Saint Antoine Private Residence on the north coast. Smart City developments in Moka. The developments in the region of Moka are ongoing and the Smart City status should open up a new era of growth for ENL. Regional expansion in the logistics sector. Velogic acquired stakes in two Kenyan companies which specialise in customs clearance and transport respectively. Acquisition of a controlling stake in Bagaprop, owner of Bagatelle Mall of Mauritius. The Group now holds 85% of Bagaprop which became a subsidiary. Bagatelle Home and Leisure opened this year adding 9,368 m 2 to ENL s retail park. Amalgamation of ENL Land and ENL Investment. The new ENL Land weighs more than Rs 54bn in assets and comprises a diversified set of businesses, capable of generating significant operational profits and cash flows. Development of the financial services cluster. In line with the strategy to rapidly develop the financial services, Rogers Capital acquired management company River Court Administrators. Strengthening of position into New Mauritius Hotels to a 29.87% holding. This additional investment confirms our faith in the Mauritian hospitality industry and our confidence in the company s new management team to improve performance.

6 for the tomorrow our children deserve BUSINESS REVIEW

7 10 BUSINESS REVIEW BUSINESS REVIEW 11 CEO s review The year was eventful. We merged ENL Land with ENL Investment and strengthened our position in the hospitality industry with the acquisition of an additional stake in New Mauritius Hotels. We believe the merger has provided us with an effective vehicle to spearhead the dynamic development of the group and to usher us in a new era of growth Dear Shareholder, This year has been eventful for our company. We took several initiatives to strengthen our drivers of sustainable performance. We amalgamated our subsidiary ENL Investment with its sister company ENL Land, creating a strong vehicle to spearhead the dynamic growth of the Group. We acquired a controlling stake in Bagaprop, owner of the Bagatelle Mall. We increased our shareholding in New Mauritius Hotels (NMH) to 29.87%. ENL Limited now weighs more than Rs 57bn in assets and comprises a diversified set of businesses, capable of generating significant operational profits and cash flows. CASH FROM OPERATIONS (RS M) ,638 RESULTS (RS M) 10,591 1,269 12,266 1,357 13, Figure Our performance HECTOR ESPITALIER-NOËL CEO - ENL Limited 2014 Turnover Operating profits Figure 1 Profit after tax The Group s turnover grew by 9% to reach Rs 13.3bn in Our operating profits increased by 40% to reach Rs 957m (Fig 1) and cash generated from our operations reached record highs of Rs 1.6bn (Fig 2). The growth was driven by the good performance of the various operational segments and the consolidation of Bagaprop as a subsidiary since July 2015.

8 12 BUSINESS REVIEW BUSINESS REVIEW 13 Profit after taxation decreased by 36% compared to the previous year to reach Rs 875m (Fig 3). This reduction is due to the following: Losses of Rs 32m incurred on the sale of land and investment compared to profits of Rs 392m in 2015 which included an exceptional profit of Rs 285m realised on the disposal of investments, Higher finance costs of Rs 221m accruing as a result of additional loans contracted to finance the various acquisitions and investments made during the year, and the consolidation of Bagaprop, as well as Fair value gains of Rs 627m on investment properties, compared to Rs 376m last year, resulting mainly from the revaluation of our retail assets and the conversion of agricultural lands for property development. Spurring growth FROM RS 1,357 M TO RS 875 M PROFIT AFTER TAX Sale of land and investments (424) Fair value gains 251 Others (88) Property: Ascencia invested Rs 1.1bn to acquire an additional 34.9% in Bagaprop and a 100% stake in Gardens of Bagatelle. These transactions were funded by equity and debentures raised on the market. Ascencia also invested Rs 600m during the year to improve and increase its retail capacity. Bagatelle Mall has a new wing as from December 2015, Phoenix Commercial Centre is undergoing a major uplifting due to be completed in November 2016 and construction works have started for So flo, a boutique shopping centre in Floréal, with completion scheduled for September Financial Services: In line with our strategy to rapidly expand the financial services segment of our activities, we invested Rs 55m to acquire global business company River Court Administrators. Logistics: We supported our strategy for regional expansion in the logistics sector by partnering with The Kibo Fund to invest Rs169m in two Kenyan companies which specialise in customs clearance and transport respectively GEARING % 22.1% % 34.0 Our total indebtedness increased from Rs 9.3bn to Rs 15.4bn following the consolidation of Bagaprop s existing debts and additional debts contracted to finance acquisitions and investments. Nevertheless, we have kept our gearing ratio at an acceptable 31% (Fig 4). The following contributed to total indebtedness: Hospitality: We invested Rs 1.7bn in NMH to participate in the July 2015 preference share issue and to increase our ordinary shareholding to 29.87% in February These investments bear testimony to our faith in the Mauritian hospitality industry and our confidence in the company s new management team to improve performance. FY15 1,357 Finance costs (221) Figure 3 FY Agro-industry: We disposed of part of our shareholding in the Eclosia group (previously Food and Allied group) for the substantial sum of Rs 550m. The transaction enabled us to maintain a reasonable level of indebtedness and a significant 39% shareholding in this leading business group. Our group s net asset value remained comparable to last year at Rs per share while we maintained a dividend pay-out of Rs 0.78 per share Net indebtness (Rs bn) Equity (Rs bn) Gearing (%) Figure 4

9 14 BUSINESS REVIEW BUSINESS REVIEW 15 Drive for performance We have maintained the momentum towards greater efficiency and improved performance at operational levels. We continue to focus on generating cash and improving profitability through, Customer centricity in the design and delivery of products and services Innovation and efficiency gains at operational levels Contained indebtedness This year saw our teams investing significant time and resources in enhancing their marketing planning process and they were supported in this endeavour by the newly created marketing department at ENL Corporate Services. Going forward, we expect our subsidiaries to further refine their commercial strategies, to better plan their overall brand experience, to build engaging relationships with customers and, in the process, to uncover untapped business opportunities. Our business strategy is supported by steady investments in building our human capital. This objective is pursued by deploying well-thought out plans to attract and retain the best talents, capable of working in global environments, and to maintain high levels of engagement among them. We invested an average of 2.5% of our basic salary bill in continuous training to improve soft and technical skills of our teams on average, 49% of our team members followed a training course during the year (Read more on pages 56 to 59). Sustainability and innovation We are committed to the sustainable development of our shareholders interests and that of our country at large, not only through our business initiatives but also through our environmental and social stewardship. As far as business development is concerned, we are actively looking for the next generation of growth drivers for our company. ENL Corporate Venture, our venture capital fund, has proactively sourced and analysed more than 40 innovative start-ups and projects in sectors with strong growth potential. We should conclude our first investments in the next financial year. We also launched the Turbine, a business incubator and startup accelerator, during the year. Positioned as a training and coaching school for entrepreneurs, the Turbine aims to support and enhance the entrepreneurial eco-system in Mauritius. It also serves as a platform for our group to identify promising and innovative lines of business for investment at a later stage. The incubator is run by a team of young and dynamic professionals and it operates from a co-working space we have created in Vivea Business Park. We are considering seeking financial support for the Turbine through the National Incubation Fund and corporate partnerships. As regards community development and social stewardship, our investment this year amounted to Rs 17m in total. Through the Rogers Foundation, we are mainly invested in the protection of coastal and marine ecosystems, especially in the Bel Ombre area. Our support to ENL Foundation takes us closer to the grassroots, with interventions aiming at improving the day-today of local communities neighbouring ENL businesses. This year, we initiated a joint community development project at Cité Sainte Catherine together with our associate, the Eclosia group. The ENL Group pledges funds beyond the mandatory 2% CSR spend to support its corporate responsibility initiatives. We target national causes while staying close to vulnerable communities, working together with NGOs to make lasting changes in mindsets as well as in physical conditions of living. We are concerned by the latest changes brought to the CSR framework as they can potentially stall the progress on the ground. We have joined forces with the business and NGO communities to work out a strategy to mitigate risks. Read further on our Social capital on pages 60 to 63. The road ahead Our operations are organised in clusters namely, Property, Hospitality, Financial Services, Logistics, Agro-industry, Commerce & industry, Land & investments and Lifestyle and are all set to forge ahead with focus and ambition. We remain committed to developing our businesses to pave the way for further growth and are confident that we now have the necessary resources, both in terms of size, assets and income, to spear-head development both locally and overseas. The coming year should see the start of the first phase of our Moka smart city project. The Smart City Scheme (SCS) introduced by the government in the 2015 National Budget, comforts us in the knowledge that our strategy and guiding philosophy for property development during the past decade has been the right one. The package of incentives proposed by the SCS makes it possible for us to go much further in our endeavours to build modern, connected and sustainable habitats for the Mauritian and international markets. We are in the starting blocks, ready to start giving a new dimension to our integrated development plans for Moka. We expect continued growth in the hospitality segment as tourist arrivals pick up by an expected 8% in In the Financial services sector, the integration of complementary business activities under Rogers Capital shall open up avenues for development and unlock considerable value for the group. The effects should be visible as from the next financial year. Our strategic plan for the period comes to an end in the coming financial year. Our key drivers of growth, namely Perform, Serve, Explore and Innovate, will continue to guide us during the coming months. We rely on the seeds we have sown in each of these fields and the energies that we have unlocked to carry us over the strategic planning for the coming three years which has already started. We expect to build further on the foundations we have laid these past three years in order to lead ENL Group to new heights. We rely on your continued trust and support, dear shareholder, to continue delivering sustainable performances. 85% holding in Bagaprop owner of Bagatelle Mall

10 16 BUSINESS REVIEW Property BUSINESS REVIEW 17 Leadership despite difficult market conditions Property development as well as property and asset management remain key instruments to deliver our strategy to increase the financial yield of our land assets. We build, market and manage a portfolio of strategically situated homes, offices and commercial facilities. Our developments are modern and fully integrated following the live-work-play concept, catering for both Mauritian and international markets. This year again, most segments of the local property market remained oversupplied. We nonetheless maintained our leadership in the field, realising an overall profit of Rs 802m compared to Rs 776m in Our performance was driven by the consolidation of Bagaprop as a subsidiary, increases in revenue reflecting the success of our commercial centres, and cost containment measures. We initiated two developments outside our group s land bank, namely So flo Boutique Mall in Floreal and Saint Antoine Private Residence on the north coast. We completed the Home and Leisure wing of Bagatelle Mall of Mauritius which opened in December 2015 and started uplifting works at Centre Commercial Phoenix with completion targeted for November We shelved our plans to build a mall in Kenya owing to difficulties met in achieving targeted investment metrics, though we continue to look for opportunities to invest in Africa. RESULTS (RS M) 2,066 2,270 our new home : Les Allées d Helvetia au cœur de l île! The highlights of the year were as follows: We strengthened our control on the Bagatelle development precinct by: --increasing our stakes in Bagaprop, owner of Bagatelle Mall of Mauritius, to 85%, --increasing our shareholding in Gardens of Bagatelle, owner of the office park in the area, to 100%, and --acquiring an additional 50% stake in Mall of Mauritius, owner of the land yet to be developed in the Bagatelle precinct (Circa 100 arpents) Turnover Profit after tax

11 18 BUSINESS REVIEW BUSINESS REVIEW 19 Residential properties The local residential property market continues to be dominated by a strong demand for land in the Moka region while demand for built products, especially in the high-end segment, is relatively low. During the year, we successfully brought two new residential land developments to the market, Telfair Views and Courchamps. The domestic market for built-up units in the high-end segment has reached maturity stage and the overall sales level has gone down. We completed the construction of Bagatelle Les Residences Belle-Rive and L Estuaire, a small nautical centre on the West Coast, nonetheless. Sales of the units have progressed slowly but steadily. Interesting opportunities Sales of units in our residential resorts targeting the international market also remained under pressure as a result of the global economic slowdown and increasing competition both internationally and locally. Nevertheless, the Property Development Scheme (PDS) offers interesting opportunities, especially in the North. We took up one such opportunity in partnership with Red4. The project, Saint Antoine Private Residence, comprises 100 residential units built in two phases and 30 plots of residential land. On the sales and marketing front Mauritius Sotheby s International Realty (SIR) opened two new outlets in Grand Bay and Black River this year. As the agency establishes itself on the local market for high-end properties, we expect to benefit more from the SIR worldwide network. Retail and office parks Our 115,000m 2 retail assets, through Ascencia, delivered a solid set of results despite a challenging economic environment. Driven by Bagatelle Mall of Mauritius which remains a consistently high performer, trading densities have improved, average monthly foot count has increased from 1.5m to 1.6m in one year and average occupancy rate has reached 95%. This segment of our activities yielded Rs 1.1bn in rental revenue this year compared to Rs 924m last year. Going digital In parallel, we are investing to modernise and enhance the soft infrastructure of our retail park. We have embarked on an ambitious project to provide full Wi-Fi coverage free of charge in our malls. This development will be accompanied by the creation of an application which will allow us to collect valuable data and generate analytics that should help us further improve our performance and shoppers experience. We believe there is still good business to be done in selected regions of the island which are well suited for customised outlets. One such opportunity presented itself in Floreal and we came up with the So flo Boutique Mall concept for this upmarket neighbourhood. Unfortunately, we experienced some serious setback onsite and we had to restart construction works anew in order to uphold the high standards and quality of works we are known for. The mall is now due to open in September 2017, almost a year later than initially planned. This impacted overall project costs which have gone up by Rs 160m. Notwithstanding this setback, the project is expected to yield positive results. Our office facilities, spread over Vivea Business Park and Bagatelle Office Park, are also performing well, both enjoying close to full occupancy rates. The coming financial year should see us busily completing developments initiated these past months. We expect our retail assets to maintain high performance levels as a result of improved occupancy, contractual rental escalation and the reopening of Centre Commercial Phoenix. We are also working on the launch of a new retail development in the south. Smart initiative We are launching Phase 1 of the smart city of Moka in January The government has delivered a Letter of Intent to the project which now has a final step to clear before it obtains its Smart City Certification. This certification opens the door to a host of incentives which should impact development costs favourably and unlocks the possibility to sell property to foreign nationals. We have already earmarked a number of developments to begin next year, namely: a new residential zone at Les Allées d Helvétia, student accommodations at Telfair in partnership with a major South African operator, a new 4,800m 2 office building in Vivéa Office Park, an office building for a reputable firm in the Telfair region, and a second office building of some 6,000m 2 in the Gardens of Bagatelle Office Park The year ahead should also see us taking decisive steps to strengthen our business model for property development. We are working at creating a property development fund which will leverage our land bank to generate enough cash flows to support our developments. We are confident that this initiative will allow our stakeholders to better understand how we create value sustainably. Land bank Development fund Yielding fund ASSETS UNDER MANAGEMENT (RS M) 8, , Retail 10, , Offices 1, INCOME FROM ASSETS UNDER MANAGEMENT (RS M) Retail 1, Offices Our business model

12 20 HOSPITALITY BUSINESS REVIEW Heavenly trip to Thailand went so smoothly thanks to Blue Sky Full swing on the way to recovery Through VLH, our subsidiary and associate New Mauritius Hotels (NMH), we represent 20% of the total room capacity of the Mauritian hotel sector. In addition to hotel services, we also provide a comprehensive range of leisure services as well as travel solutions to airlines and to their customers. The year under review was marked by our move to strengthen our shareholding in NMH: we subscribed to the July 2015 preference shares issue and acquired additional stakes in the issued ordinary share capital, bringing our holding to 29.87%. These transactions were effected for a total consideration of Rs 1.7bn. These investments bear testimony to our strong belief in the growth potential of the hospitality sector as well as our full confidence in the new management team s capacity to bring fresh impetus to the company s ambitions. A strong upturn in tourism arrivals resulting from targeted destination marketing initiatives and increased airline capacity impacted positively on the national hotel occupancy level. VLH, which runs the Veranda Resorts and Heritage Resorts brands, performed very well on the back 29.87% holding in NMH of better occupancy rates achieved as a result of a more effective brand positioning. The sector posted a profit of Rs 71m nonetheless. This is attributable to NMH making a negative contribution of Rs 33m due to the recording of one-off costs and a significant deferred tax charge. Attractive and accessible The year ahead looks promising. We expect to stay on a path of continued growth for the hospitality cluster. Tourist arrivals are predicted to grow by 8% in 2016 as the industry and government maintain efforts to make the destination more accessible and attractive. We are however concerned by the weakening of the GBP following the Brexit vote. Our continuous efforts to improve our hotel assets will see Heritage Le Telfair Golf and Spa as well as Veranda Paul & Virginie undergo renovation in Veranda Resorts is in the process of acquiring a new hotel in Mauritius. The Domaine de Bel Ombre experiences will be upgraded with several projects in the pipeline, including the development of a second 18-hole golf course. Going forward, we expect contributions to performance from NMH to improve. The recent rebranding undertaken by the hotel group is expected to provide a new focus and trigger a renewed energy within its team, while initiatives to further reduce debt should improve both profits and cash flows. BUSINESS REVIEW 2, RESULTS (RS M) 178 2, Turnover Profit after tax

13 FINANCIAL SERVICES 22 BUSINESS REVIEW Nothing like partners you can trust A successful come-back Following the end of our non-compete agreement with the Cim group, we signed our come-back in the financial services sector last year with the acquisition of two existing companies, Kross Border and Consilex. These two companies merged in January 2016 and we confirmed our re-emergence in the sector with another acquisition, that of River Court Administrators, this year. This acquisition falls in line with our strategy to expand rapidly and further through building additional capacity and expertise in specific areas of corporate and fiduciary services, among others. We have restructured the financial services segment of our businesses to also include technology services. The cluster brings together Rogers Capital, Kross Border and EIS as well as our investments in Swan General, Swan Financial Solutions and Axa Customer Services. Revenues in this segment totalled Rs 627m and profit after tax amounted to Rs 127m. Our share of profits from associates Swan General Ltd and Swan Financial Solutions Ltd amounted to Rs 94m. Notwithstanding the challenges facing the industry, the softness of the global economy and significant time and effort spent integrating our new acquisitions, the Group s Global Business sector delivered a net profit, driven by moderate growth in revenue. Operational costs remained stable and under control while there was an increase in training, business and development expenditure. EIS reported solid results for the year under review. The sluggish private sector demand for ICT products and services that prevailed throughout the financial year was mitigated to some extent by public sector investments in the domestic market. Moreover, fierce competition on a reduced number of initiatives adversely impacted margins. BUSINESS REVIEW 23 AXA Customer Services reported equally good results on account of a growing book of business and a better management of foreign exchange translation mechanisms. New avenues of growth Going forward, we expect the integration of complementary business activities under Rogers Capital to open up new avenues of growth. In spite of losing key competitive advantages, the India- Mauritius DTA now provides certainty as to the treatment of shares acquired prior to 1 April 2017 and offers a competitive platform for debt investments into India. The challenge is to optimise international exposure with the potential setting up of overseas representation in France, India, South Africa and the UK. EIS is uniquely positioned to tap into the growing demand for cloud solutions and services and will leverage on Cloud24 and extended connectivity capabilities RESULTS (RS M) Turnover Profit after tax

14 24 LOGISTICS BUSINESS REVIEW BUSINESS REVIEW 25 Taking on the headwinds successfully Our presence in the logistics sector is spearheaded by Velogic which is active in: freight forwarding, customs clearing, domestic transport, warehousing, air cargo GSA, exhibitions, parcel & courier services, sugar packaging activities and shipping and stevedoring activities. The company is positioned as an international and integrated logistics platform, with offices in major cities in France, India, Madagascar, Mozambique, Reunion Island, Bangladesh, Singapore and Kenya. We performed better than last year in the sector despite challenging market conditions. Revenues totalled Rs 3.1bn and profit after tax amounted to Rs 83m. This performance was achieved against a backdrop of fierce competition across all activities and geographies, sluggish economic conditions in the euro zone and the Brexit vote which affected trading activities with the UK. Customer base diversification We do not expect the economic conditions in which the logistics sector operates to improve significantly in the coming year. Our performance should improve nonetheless. Our energy will be focused on the turnaround of the transport business while opportunities for customer base diversification in countries like India, Reunion and Madagascar are being explored. We expect ongoing port development works scheduled to be completed in 2017 to benefit the logistics segment. RESULTS (RS M) 2,911 3,134 Performance was driven by overseas operations, which benefited from the company s East Africa development strategy. We partnered with The Kibo Fund to invest Rs 169m in order to acquire two Kenyan companies that operate customs brokerage and transportation businesses, representing USD 8.5m in turnover and a workforce of 200. the sector that never sleeps Turnover Profit after tax

15 26 agro-industry BUSINESS REVIEW It s harvesting time! Pursuing efficiency gains for profitability We grow mainly sugar cane, food crop and ornamentals on a total of some 13,500 arpents. Chicken breeding is also a significant component of our production mix. Our 39% shareholding in the Eclosia (previously Food and Allied) group further contributes to our strong position in the agro-industrial sector in Mauritius. The business cluster performed quite satisfactorily during the year under review, posting profit after tax of Rs 249m. Our cane growing operations were profitable despite very challenging conditions that negatively impacted the 2015 crop. Cane growth was affected by the spill over effect of the harvest extension the previous year as well as by unfavourable climatic conditions towards the end of the growing period. These factors added up to qualify 2015 to be declared an event year by the Sugar Insurance Fund Board (SIFB). Expectedly, cane yield and extraction rates were suboptimal and our sugar production decreased from 28,940 tonnes to 23,335 tonnes. 39% holding in Eclosia group Sugar price, on the other hand, was higher than the preceding year: Rs 13,166/ tonne compared to Rs 12,694/tonne in Sugar revenues further benefitted from a Rs 55m compensation from the SIFB. Performance in our agribusiness cluster was further impacted by our cost reduction initiatives and a positive contribution from our landscaping, poultry and syndic management services. The results were also significantly boosted by a positive contribution from our associates Avipro and Madco, which constitute the Eclosia (previously Food and Allied) group, amounting to Rs 287m. These companies performed well, due notably to lower commodity prices that brought their import costs down. Challenging but promising The prospects seem brighter for next year. We expect a better crop with superior cane and sugar yields as well as further increases in sugar prices given that the world market is currently in short supply. Sugar prices should rise up to Rs 15,300/tonne for the coming year. BUSINESS REVIEW 27 However, 2017 will also see expected further reforms of the European sugar sector take place. European sugar producers will no longer be subjected to production quotas and we can expect competition to toughen up with an ensuing increase in price volatility. However, we are confident that the Mauritian sugar industry is equipped to face the challenge. At a purely operational level, we intend to maintain our cost optimisation strategy, product and market diversification and enhancement of production capacity. RESULTS (RS M) Turnover Profit after tax

16 28 BUSINESS REVIEW SUGAR PRICE BY CROP YEARS (RS) 28,940 12,694 13, FY15 FY16 FY17 SUGAR ACCRUING FOR CANES HARVESTED 23,335 15,300 27,862 % OF CANES HARVESTED MECHANICALLY 64% 57% 51% FY15 FY16 FY17 PRODUCTIVITY RATIOS BY CROP YEARS % 9.87 % 80 & INDUSTRY COMMERCE BUSINESS REVIEW , , , FY15 FY16 FY % FY15 FY16 FY17 testing the new peugeot 208 on this beautiful day Tonnes of cane harvested Tonnes of sugar accruing Tonnes of cane per hectare Sugar extraction rate

17 30 BUSINESS REVIEW BUSINESS REVIEW 31 Diversifying the customer base and service offering Automotive trade and services, represented by Axess, drive the performance of the Commerce and Industry cluster of our businesses. We are also providers of a range of products and services that includes eyewear for exports, swimming pools, storage tanks, construction services, timber and other raw material for the construction sector, carton boxes and packaging solutions as well as home linen and soft furnishings for interiors and exteriors. We operate the FedEx courier-express franchise on the island. Our associates FRCI and Superdist, both of which are well-established service-providers in the ICT sector, are also part of this cluster. Performance review Despite a 3% growth in turnover which reached Rs 3.5bn this year, we made a loss of Rs 54m compared to a loss of Rs 13m last year. The increase in turnover is attributable mainly to Axess which performed better in its high-end market segments. The decline in profitability is due to: Downward pressures on margins given that most of our subsidiaries operate in a highly competitive environment, One-off costs incurred at Axess, Grewals and Box Manufacturing totalling Rs 23m, A number of loss-making lines of business at Axess, A drop in the volume of sunglasses exported resulting from a significant cut in order levels, and Higher finance costs linked to an increase in indebtedness to finance higher stock holding at Axess and the acquisition of immovable property to support the expansion plans of Nabridas. We are working actively at re-structuring the debts in this segment with a view to reduce the pressure on cashflows in the short to medium term. RESULTS (RS M) 3,394 Turnover (13) 3, (54) Loss after tax Focus on core activities This year, Axess became the authorised dealer for Peugeot and opened a dedicated showroom and mechanical workshop at Bagatelle Motor City. It also took the decision to divest from nonperforming business lines in order to focus on its core activity which is to sell passenger vehicles and agro-industrial equipment and to provide related after sales services. Plastinax continued to optimise its manufacturing capacity, investing in state-of-the-art equipment in an attempt to continuously improve the quality of its products and the level of its service. The coming year, the challenge will be to increase sales volumes and to enter new market segments, including that of optical eyewear. Nabridas carries on its journey of product innovation and diversification in its endeavour to supply high valueadded products and services to its target markets. It continues to develop its range of pool products, equipment and services and its retail activities in Grand Bay and Tamarin fare well. Its rotomoulding activities, geared at producing a range of plastic storage wares, were operational for a full year and contributed positively to the results. Box Manufacturing focused on efficiency gains in its planning and production departments. Nevertheless, it performed below what we expected when we acquired this company, hence the goodwill impairment of Rs 9m. The company recently centralised its activities in one location in a bid to increase efficiency from a production and logistics perspective. L Epongerie and Charabia successfully entered the retail market with the opening of the Maison & Co outlet at Bagatelle Home & Leisure in December Its good performance has prompted the opening of a second outlet in Pailles. During the year, Grewals acquired 50% of Joinery and Metal Distribution International Limited (JMD), a distributor of powder coated aluminium profiles, with a view to enlarge its product offering. It also opened a retail outlet at Bagatelle Home & Leisure in December 2015 to improve brand visibility. Cogir is multiplying efforts to improve efficiency in order to compensate for the downward pressure on profit margins. This year, it embarked on a lean construction initiative in order to achieve efficiency gains on construction sites. Cogir s challenge for the upcoming year will be to broaden its customer base and to diversify its service offering in a market context that should remain highly competitive. Our other associated companies, namely Superdist and FRCI, continued to perform up to expectations. Outlook Continued focus on efficiency gains and improvement of the bottom line of all operations is on agenda for the new financial year. We remain confident in our capacity to turnaround the current financial situation in the coming months. Our decision to discontinue underperforming business lines and our various initiatives to improve efficiency are expected to have a positive impact on next year s results. Government measures relating to the import of new motor vehicles and access to property for non-citizens as well as the renewed dynamism in the tourism industry should further boost our performance. SALES OF NEW VEHICLES 13.9% 8,893 9,082 8, % 15.8% 1,240 1,431 1, Axess sales Axess market share New vehicle market

18 32 BUSINESS REVIEW Land & investment It will yield results in a few years RESULTS (RS M) (356) Turnover Profit/(Loss) after tax BUSINESS REVIEW 33 Strategic support to a diversified activity base ENL Land is the custodian of the ENL group s land assets. This segment of our activities consists of managing 14,600 arpents, excluding land assets held through the Bel Ombre Sugar Estate, representing land which is still largely under agricultural use. It supports ENL Agri and ENL Property in their mission to generate cash from land assets under management. 14,600 arpents under custody This segment derives income from the sale of investments and of non-strategic land assets as well as from the rental of land for our agribusiness activities. Its loss for the year under review amounted to Rs 356m compared to a profit of Rs 5m in Last year s results were boosted by a profit of Rs 285m realised on the sale of Attacq shares.

19 34 BUSINESS REVIEW BUSINESS REVIEW 35 LIFESTYLE Friday night, with great people at Savinia! Expansion of existing brands Engaged in the hotel, restaurant and leisure business, the Lifestyle cluster of our operations is growing steadily since its launch five years ago. This year, turnover increased by 16% compared to 2015, to reach Rs 265m. Profit after tax went up by 66%, from Rs 3m to Rs 5m. Last year s results included preoperational expenses relating to the opening of Savinia Bistrot, a restaurant specialising in high-quality, aged steaks at Bagatelle Mall of Mauritius. The restaurant has received a good welcome by patrons. This year, it served some 41,000 covers and brought in a turnover of Rs 33m. Voilà Hotel at Bagatelle Mall of Mauritius saw marked improvement in its performance: occupancy rate increased from 58% to 70% year on year while average room rate was maintained at a level comparable with last year. The hotel s operations generated a turnover of Rs 115m (including Voilà meetings). Voilà Meetings continues to be a success: it welcomed 21,000 meeting delegates this year compared to 14,800 in The turnover generated by our two Ocean Basket outlets remained stable at Rs 107m. We are opening a third restaurant towards the end of 2016 at Phoenix Commercial Centre. We keep the focus on developing our people, and to this end we are implementing an e-platform to ease their continuous learning process. We launched a customer satisfaction tool at the end of 2015 to keep improving on our customer promise. Our future plans include the expansion of existing brands and the creation of new brands where there is a clear market need. RESULTS (RS M) Turnover Profit after tax 5 Ocean Basket 200,000 covers Savinia Bistrot 41,000 covers Voila meetings 21,000 delegates Voila Bagatelle 70% Occupancy rate

20 36 RISK MANAGEMENT Managing risk in delivering our strategy RISK MANAGEMENT Why risk management matters? Snapshot of principal risks What we have in place to manage our risks? Our risk profile Risk management is an important consideration of our strategy and gives us insights of key risks that may impact on delivering sustainable and long-term value for our shareholders and investors. Managing risk in delivering our Strategy HECTOR ESPITALIER-NOËL CEO - ENL Limited

21 38 RISK MANAGEMENT Why risk management Snapshot of What we have in place 1 matters? 2 principal risks to manage our risks? 3 4 Our risk profile Why risk management Snapshot of What we have in place 1 matters? 2 principal risks to manage our risks? 3 4 RISK MANAGEMENT 39 Our risk profile 1 Why risk management matters? Risk management and strategy are usually termed as being two sides of the same coin. There is no reward without risk is a saying which is more than ever a reality especially in today s tepid economic environment. The ever-changing external environment brings in a changing risk landscape and results in the level of uncertainty in business not being lessened. ENL Limited (referred to as the Group or ENL) recognises that effective risk preparedness and management are key to maintain resilience and agility in its business operations. Risk Culture helps in cementing effective risk management A risk aware organisation is underpinned by a strong risk culture. At ENL, the risk culture is not distinct from the overall culture of the organisation. It is an important element of business operations and people s mind-set. The risk culture at ENL takes its roots from the tone at the top which permeates in the culture of its Business Units (BUs). The Group s philosophy is to view risk management as an important management tool ; it helps in identifying and managing risks that can affect the Group as well as considering opportunities that can generate value. The risk culture has been strengthened through several initiatives deployed during the year ended 30 June Highlights of business clusters for the year ended 30 June 2016 ENL Land: The reward of the amalgamation of ENL Land with ex-enl Investment Limited (which held significant holding in Rogers and in Food and Allied group) resulted in substantial benefits and value for the shareholders. In effect, the amalgamation positively impacts on ENL Land s performance as marked by a diversification of its operating segments, broadened asset base, healthier EBITDA and operating cash flows. ENL Commercial: With sectorial downside risks, namely in the construction sector and new vehicles markets, performance was behind expected results. ENL Commercial was impacted by operational risks as marked by downward pressure on profit margins. ENL Lifestyle: ENL Lifestyle continued on its organic growth pattern and consolidated its flagship brands. While future prospects remain enticing, this also brings along the emergence of new risks. Through the Group s risk management framework, ENL is apprised of its key existing and emergent risks inherent to its business operations. These are further detailed in the risk profile; refer to subsection 3 of this section. Risk awareness and Risk management workshops: During the second semester, there has been a strategic review of the risk management system at ENL Land with the support of an independent external consultant. This was translated into risk workshops being conducted with the Management teams of some BUs. The outcome has been the identification and prioritisation of prominent inherent and residual risks. Tone at the top and oversight of Executives over the principal risks faced by the Group s BUs as part of the annual process of revisiting key risks that may impact on business operations. This enables congruence on the principal risks and mitigating strategies in place to manage such risks. Group policies: Disseminating the Group s Internal control Policy and Framework and Anti-Fraud Policy with the Management teams across the BUs of the Group. Revisiting of the Group s risk management framework to ensure that it is aligned with leading practices. Aligning objectives of BUs with that of ENL. In forthcoming years, ENL aims at enhancing the above-mentioned initiatives thereby sustaining effective risk management.

22 40 RISK MANAGEMENT Why risk management Snapshot of What we have in place 1 matters? 2 principal risks to manage our risks? 3 4 Our risk profile Why risk management Snapshot of What we have in place 1 matters? 2 principal risks to manage our risks? 3 4 RISK MANAGEMENT 41 Our risk profile 2 Snapshot of principal risks The principal residual risks of ENL, as at 30 June 2016, are linked to the strategic focus areas and are tabulated below. Accordingly, stakeholders and investors are encouraged to consider these risks along with their perceived impact on the strategic focus areas of the Group and take cognisance of mitigating strategies to manage same. Enterprise risk assessment gives us the opportunity and confidence that we are not only apprised of our principal & emergent risks but are aligning our efforts to effective management of risks. HECTOR ESPITALIER-NOËL CEO - ENL Limited Snapshot of principal risks analysed by reporting segments Strategic focus areas impacted Cash generation Customer Cash generation Indebtedness Customer Cash generation Efficiency Cash generation Efficiency Risk category Principal risks Risk trend (from last financial year) Strategic and external factors Financial Customers Operational People and systems Market conditions and economic factors Competitive rivalry Financial performance sustainability Liquidity risk Customer focus and retention Property development risk Performance of investments Innovation Skills attraction, retention and integrity risk IT and technology-related risks Note: (i) The above list of risks is presented by risk category. Details of these risks are presented in Our risk profile. (ii) The Risk Trend is based on the current understanding of the risk environment and may change over time given the dynamism of the environment, business and evolving risks. The legend for Risk Trend is as follows: Key: level of risk has increased level of risk has decreased level of risk has remained unchanged new / emergent risk The table below provides a cross-cutting view of ENL s principal residual risks, analysed by reporting segments. Principal Risks Market conditions and economic factors Agroindustry Property Land and investments Reporting segments of ENL Hospitality and leisure Logistics Financial services Competitive rivalry - - Financial performance sustainability Commerce Lifestyle and industry - - Liquidity risk - - Customer focus and retention Property development risk Performance of investments Innovation - - Skills attraction, retention and Integrity risk IT and technology-related risks - - Legend: Importance of residual risk High Importance of residual risk Moderate - Risk not applicable or not significant

23 42 RISK MANAGEMENT Why risk management Snapshot of What we have in place 1 matters? 2 principal risks to manage our risks? 3 4 Our risk profile Why risk management Snapshot of What we have in place 1 matters? 2 principal risks to manage our risks? 3 4 RISK MANAGEMENT 43 Our risk profile 3 What we have in place to manage our risks? Risk governance Risk governance encompasses the tone at the top, strategic decision-making and risk oversight. At ENL, the risk governance structure in place, namely the Audit and Risk Management Committees (ARMC) of the holding s subsidiaries being ENL Land Ltd and ENL Commercial Limited, stresses on the responsibilities of each official with regards to identifying, evaluating and responding to risks that may impact the business objectives and performance. Risk management framework at a glance From a Group perspective, the risk universe of ENL is split into five subsets of risks, namely: Financial Customer Risk Categories Strategic & external factors People & systems Operational The Group s risk governance is in line with importance given to strengthening of the risk management culture. At ENL, the Three lines of defence model is also applied to have a cohesive approach to ensure effectiveness of the risk governance structure. In accordance with the existing Code of Corporate Governance of Mauritius, the governance structure stands as follows: Board of Directors of ENL Responsibility to establish and communicate its overall strategy for risk tolerance. Takes adequate measures to monitor the effective management of risks. Cascaded responsibilities for risk management to the two bodies mentioned. Audit and Risk Management Committee (ARMC) of ENL Land and ENL Commercial Monitor the risk management process with the support of the Governance, Risk and Compliance (GRC) function of ENL who tables the prominent, inherent and emergent risks facing the Group. Management of ENL and its subsidiaries Accountable to the Board of each BU and of the Group for establishing the processes and procedures in view to identify, assess and monitor the prominent risks. Given the dynamic nature of risks, Management reviews and monitors the key and emergent risks on a regular basis, which are then reported to the Board to enable informed and timely decisions. The ERM framework at ENL underpins the Group s strategy and enables the identification, assessment, prioritisation, mitigation and monitoring of prominent risks associated with business operations. It provides an overarching approach which looks at several risk areas and more importantly, it provides useful insights for Senior Management and Management on existing risks, emerging risks and key risk dependencies. The framework, as shown below, encapsulates the key elements of the risk management process. Our strategy 3-year plan Our drivers Our business model Risk identification Identify threats, causes of potential losses and business disruptions Integrated enterprise risk management process Risk assessment Assess impact and consequences of threats Risk mitigation Determine actions to mitigate and reduce risk exposure Risk monitoring Review existing / emergent risks regularly and refine our strategy Our objectives Shareholder value Growth and profitability Preseve our reputation Sustainability

24 44 RISK MANAGEMENT Why risk management Snapshot of What we have in place 1 matters? 2 principal risks to manage our risks? 3 4 Our risk profile Why risk management Snapshot of What we have in place 1 matters? 2 principal risks to manage our risks? 3 4 RISK MANAGEMENT 45 Our risk profile The Enterprise Risk Management (ERM) approach advocates a holistic approach to risks thereby considering both top-down (i.e., strategic risk management) as well as bottom-up aspects of risks (i.e., Operational risk management) as illustrated below. Strategic risk management TOP-DOWN APPROACH BOTTOM-UP APPROACH Operational risk management Risk appetite Appetite towards risk rests at Board level. Risk taking activities are managed within the risk appetite, which defines the amount and types of risks the business is willing to assume in the pursuits of its objectives. Risk appetite is unique to every business as it is based on specific strategies set by the organisation. Setting the risk appetite is an important part of the ERM process and it takes into consideration elements such as: Risk profile of the business in line with its business strategy and its corporate values, i.e., which are the risks inherent to the business and which are those to be avoided ; Risk capacity of the business, i.e., how much risks can the organisation absorb. 4 Our risk profile The risk profile of ENL is linked to the strategic focus areas of the Group which goes in line with the integrated reporting philosophy. The strategic focus areas of the Group are namely: Cash generation & profitability Customer centricity and service Efficiency of operations and innovation Contained indebtedness A risk aware organisation is underpinned by a strong risk culture. At ENL, the risk culture is not distinct from the overall culture of the organisation; it is part and parcel of business operations and people s mind-set. HECTOR ESPITALIER-NOËL CEO - ENL Limited By applying the methodology of the ERM process, the Board of ENL is able to define its principal risks, financial and non-financial, and re-assess the strategies in place to mitigate those risks. Similarly, entities of the Group have Risk Management Registers which embody the identified inherent financial and non-financial risks of the various business activities and mitigating measures embedded in the day-to-day operations. The residual risks are assessed by Operational Management of each entity and conveyed to Senior Management at Group level. Risk assessment and analyses: i.e., what is the ranking of risks and what are the boundaries within which Management can operate. Though risk appetite is part of the journey of strengthening the risk culture, ENL aims at consolidating this aspect at the Group / subsidiary levels over the forthcoming years. The principal risks and uncertainties, as tabled within this subsection, reflect the residual positioning of such risks after taking into consideration the Risks rating: i.e., likelihood of occurrence of risks; and perceived impact on the Group s operations; Risk control measures: i.e., mitigating strategies in place; Risk trend: i.e., how the risks have evolved in terms of significance, compared to the last financial year. The risk profile of ENL has been translated on a Risk heatmap which shows the positioning of key residual risks and how those risks have evolved. The heatmap is an outcome of the risk assessment process, facilitated by the GRC function, which involved discussions with Senior Management. The risks, in the upper-right hand quadrant, are risks of greater concern and additional risk management strategies are being taken for effective risk management.

25 46 RISK MANAGEMENT Why risk management Snapshot of What we have in place 1 matters? 2 principal risks to manage our risks? 3 4 Our risk profile Why risk management Snapshot of What we have in place 1 matters? 2 principal risks to manage our risks? 3 4 RISK MANAGEMENT 47 Our risk profile Risk heatmap of ENL The table below captures the Risk Profile of ENL: Perceived Impact Existing risks becoming increasing threats Principal risks of the Group and risk trend STRATEGIC AND EXTERNAL FACTORS 1 Market conditions and economic factors 2 Competitive rivalry FINANCIAL 3 Financial performance sustainability 4 Liquidity risk CUSTOMER 5 Customer focus and retention OPERATIONAL 6 Property development risk 7 Performance of investments I. STRATEGIC AND EXTERNAL FACTORS: (1) Market Conditions and Economic Factors WHAT IS THE RISK? Being subdued to unfavourable market and economic conditions in terms of : Volatility in world sugar prices; Oversupply in property market; Legislation and regulations which may not be conducive to development of the property segment; Persisting negative growth of 4% in the construction sector and slow-down in markets such as IRS; HOW WE MANAGE RISK? Maintained the diversification strategy by spreading of risks over the wide portfolio of brands/services to sustain customer attractiveness. For e.g. acquisitions and expansion namely in the financial services sector and logistics (Velogic). The Group remains optimistic of short-term/mediumterm growth opportunities for the local market such as (i) taking advantage of the enunciated measures in the 2016 National budget, with regards to Smart City scheme and opening of the Mauritian economy to foreigners. (ii) promising prospects of the hospitality sector. Likelihood 8 Innovation PEOPLE AND SYSTEMS 9 Skills attraction, retention and integrity risk Uncertainties regarding the double taxation avoidance treaties; 9% contraction in new vehicles market segment. Open to business opportunities in Africa and exploring alternative business models, commensurate to our risk tolerance. For e.g. exploring various alternatives in providing technical or operational management services. Key : Reflects position since last financial year Level of risk has increased Level of risk has increased Level of risk is unchanged 10 IT and technology-related risk Such factors had a direct incidence on the Group s performance and achievement of its strategic objectives. STRATEGIC FOCUS AREA: Cash generation & profitability Geared towards flexibility in operations and looking for synergistic benefits and vertical and horizontal integration. For instance, greater synergy between ENL Property (property development) and Ascencia (property fund). Maintaining close relationship with business partners, decision-makers and clients for sustainable business. Risk position last financial year

26 48 RISK MANAGEMENT Why risk management Snapshot of What we have in place 1 matters? 2 principal risks to manage our risks? 3 4 Our risk profile Why risk management Snapshot of What we have in place 1 matters? 2 principal risks to manage our risks? 3 4 RISK MANAGEMENT 49 Our risk profile (2) COMPETITIVE RIVALRY WHAT IS THE RISK? The Group is exposed to a highly competitive playing field in both the local market and export market (commercial, logistics, hospitality and property) resulting in overtrading in some sectors. These may result in erosion of the market share and declining financial performance. STRATEGIC FOCUS AREA: Customer centricity & service HOW WE MANAGE RISK? Continuously analyse competitive and market information and evaluate targeted markets to anticipate unfavourable changes. Proactively adjust the marketing and sales actions. E.g. conduct market analyses and seek support from experts in served markets. Leverage on the marketing strategies of business units, underpinned by the Group s marketing function, and product differentiation for brands to uncover opportunities. Resilience of the Group, in line with the diversification and expansion strategy, to sustain its market presence in adverse conditions especially where competitors may be exiting served markets. E.g. increasing market share in several segments (property, automotive, commerce, etc.) by capitalising on the product mix. II. FINANCIAL The table below depicts the key residual risks and controls observed for the subset of risks falling under Financial. Details on financial risk management are supplemented in Note 3 of the Financial Statements, on pages 113 to 116. (3) FINANCIAL PERFORMANCE SUSTAINABILITY WHAT IS THE RISK? The Group s financial performance can be affected by several factors thereby impacting on its ability to ensure sustainable dividend payment to its shareholders. Such factors are: increase in costs and overheads; pressure on selling prices, and higher finance costs given increase in indebtedness to support acquisitions and investments made. STRATEGIC FOCUS AREAS: Cash generation & profitability Contained indebtedness HOW WE MANAGE RISK? Capitalise on the extensive array of products and services, generating mid to high-end margins, which contributes significantly at enlarging the Group s revenue mix, financial performance and cash flows. e.g. expansion in the financial services, hospitality and property segments, viewed as growth drivers. Efficiency and cost controls remain important anchor points for managing costs for sustainability of business performance. For example, contemplating capital and debt restructuring of some subsidiaries, minimising inefficiencies via lean management. Close monitoring of the performance of BUs by Executives / representatives of ENL via board meetings and corrective measures taken in line with strategic direction of the Group. (4) LIQUIDITY RISK WHAT IS THE RISK? Risk that the Group may encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivery of cash. STRATEGIC FOCUS AREAS: Cash generation & profitability Contained indebtedness HOW WE MANAGE RISK? The group aims at maintaining flexibility in funding by keeping committed credit lines available, for example through bank overdraft and import/export lines. Management monitors rolling forecasts of the Group s liquidity reserve on the basis of expected cash flows.

27 50 RISK MANAGEMENT Why risk management Snapshot of What we have in place 1 matters? 2 principal risks to manage our risks? 3 4 Our risk profile Why risk management Snapshot of What we have in place 1 matters? 2 principal risks to manage our risks? 3 4 RISK MANAGEMENT 51 Our risk profile III. CUSTOMER The success of the Group is based on its ability to adapt rapidly to evolving customer needs and providing value-added customer services. The same momentum and commitment have been kept as regards to the enhancement of customer satisfaction by laying increased emphasis on customer care and fostering a customer loyalty culture. The table below depicts the key residual risk and controls observed for the subset of risks falling under Customer. (5) CUSTOMER FOCUS AND RETENTION WHAT IS THE RISK? Risk that customer acquisition and retention strategies may not be successful : Products/services may not be up-tostandards; People not delivering adequate level of service; Pricing of products/services not appropriate. These may entail in non-recurring customers and loss of revenue streams that impact on financial performance. STRATEGIC FOCUS AREA: Customer centricity & service Attaining customer centricity is part and parcel of our business culture and our mind-set. HOW WE MANAGE RISK? HECTOR ESPITALIER-NOËL CEO - ENL Limited The Group s endeavour is to bring best value-for-money products to the market. This is translated in the wide spectrum of quality product/service offerings in line with local/foreign market trends, customer tastes and needs. E.g. Property (residential development in Saint Antoine), Commerce (introduction of Peugeot brand), Logistics (regional expansion in Kenya). Trained staff having sound knowledge of branded products/ services thus, impacting on customer satisfaction and encouraging recurring orders. Continuously analyse competitive and market information to anticipate unfavourable changes and adjust the marketing and sales actions. Seeking regular customer feedback to improve on customer experience. IV. OPERATIONAL Operational risks span across the business activities of entities of ENL and encompass areas pertaining to effectiveness and efficiency of operations, compliance and governance. A snapshot of the key operational risks and the mitigating actions are detailed in the table below. (6) PROPERTY DEVELOPMENT WHAT IS THE RISK? Risk that return on investment projects, such as the internal rate of return (IRR) may be below expectation. Risk of projects not being completed as per schedule and/or with significant cost overruns that may have a material adverse effect on performance. One of the Group s subsidiaries encountered a major setback for one of its commercial centre development presently under construction ( So Flo based in Floreal). This exceptional event impacted adversely the opening, timing and project costs. STRATEGIC FOCUS AREA: Cash generation & profitability HOW WE MANAGE RISK? Investment appraisal process which includes inter-allia assessing potential market opportunities and conducting feasibility studies. Though the contemplated Kenya-property project in 2015 did not go-ahead, failing to meet set investment criteria, Africanbased opportunities remain on the strategic radar of ENL. In-house officials and third party professionals monitor the selection of professionals/contractors, their performance and achievement of project milestones. Operational constraints are addressed to minimise impact on project delays and overruns. The Group reacted promptly in respect to the specific structural design flaw thus not compromising on the Group s consideration for quality and reputation. In the immediate term, construction at So Flo was stopped to address structural defects. Corrective measures included appointment of international consultants and assessing root cause(s) so as to minimise recurrence of such risks. Open and transparent communication with stakeholders and clients.

28 52 RISK MANAGEMENT Why risk management Snapshot of What we have in place 1 matters? 2 principal risks to manage our risks? 3 4 Our risk profile Why risk management Snapshot of What we have in place 1 matters? 2 principal risks to manage our risks? 3 4 RISK MANAGEMENT 53 Our risk profile (7) PERFORMANCE OF INVESTMENTS WHAT IS THE RISK? Exposed to the risk of impairment or subpar returns, in terms of dividends and value appreciation, on the Group s investments portfolio. For e.g. lower share of profits from associated companies. STRATEGIC FOCUS AREA: (8) INNOVATION WHAT IS THE RISK? Cash generation & profitability Risk that ENL may not leverage innovation in its business model to sustain competitive advantage. This could entail in missed opportunities and not taking advantage of potential drivers of growth and performance. STRATEGIC FOCUS AREA: Efficiency of operations and innovation HOW WE MANAGE RISK? Diversified investment portfolio, kept for strategic objectives, comprising mainly of locally-based and bluechip companies. Regular monitoring of the investments in terms of capital growth and returns in the form of dividend income. Given the investment stakes held in investee companies, the Group exercises its rights and influence to ensure that its interests are safeguarded. For e.g. strengthening the Group s stake in NMH in light of the confidence for promising prospects of the hospitality sector. HOW WE MANAGE RISK? ENL emphasises on innovation as being an important cornerstone of the Group s strategy to sustain performance. For e.g. business units are geared towards widening of the various product/service offerings as well as their market positioning. For e.g. Lifestyle (future opening of an Ocean Basket outlet at Phoenix commercial centre). The Group s corporate venture fund is part of the Group s strategy to drive and infuse innovation. The fund seeks to invest in start-ups operating in new high growth sectors or to have a disruptive business model. Launching of the Turbine, a business incubator, to support entrepreneurs in launching innovative start-ups in which ENL could seize investment and partnership opportunities. V. PEOPLE AND SYSTEMS The Group is highly dependent on its people and management information systems for the smooth running of its operations as well as for reporting and decision-making purposes. ENL, its subsidiaries and associates benefit from support in respect of Human Resource (HR), Business Process (BP) and Information System (IS) from ENL Limited. This also ensures that a coherent and consistent policy/ strategy with regard to HR, BP and IS systems is maintained across the Group. The most significant inherent People and systems risks and the corresponding mitigating actions are summarised below: (9) SKILLS ATTRACTION, RETENTION AND INTEGRITY RISK WHAT IS THE RISK? Risk of disruption in event of turnover of key personnel and / or shortage of skilled /qualified employees which can affect the Group s performance. Risk that company officials may not demonstrate appropriate ethical values and behaviour which could expose the group to negative publicity and reputational risk. STRATEGIC FOCUS AREAS: Efficiency of operations and innovation HOW WE MANAGE RISK? Aligned to its culture of putting people-first, the Group aims at attracting and retaining employees coupled with a performance culture such that employees are rewarded and strive for continuous improvement. This is in line with the ENL Talent Management Framework. Investment in training and enhancing skills and knowledge of officials remains a priority of the Group to gain in terms of improvement in productivity and market edge over competitors. For e.g. increasing the engagement levels of our teams through engagement surveys and action plans. With the new ENL Code of Ethics and Group policies, ENL capitalised on awareness and dissemination campaigns among employees regarding ethical principles and values in conducting business. Introduction of an Ethics hotline mechanism to enable reporting of ethical issues and breaches with a dedicated Ethics officer who has an independent line of reporting to the Board committees and Board of Directors.

29 54 RISK MANAGEMENT Why risk management Snapshot of What we have in place 1 matters? 2 principal risks to manage our risks? 3 4 Our risk profile Why risk management Snapshot of What we have in place 1 matters? 2 principal risks to manage our risks? 3 4 RISK MANAGEMENT 55 Our risk profile (10) IT AND TECHNOLOGY-RELATED RISKS WHAT IS THE RISK? Risk of loss of critical and confidential data in the event of IT system failure. Risk of theft of data or other cyber security issues such as piracy of electronic devices. HOW WE MANAGE RISK? ENL conducted an IT maturity assessment and gap analysis of its existing IT controls as opposed to desirable IT maturity level with the objective of implementing appropriate IT Governance policies and procedures. Outcome being a roadmap being established for aligning IT strategy of BUs to business strategy. Risk management maturity of ENL The Group positions itself at the Topdown maturity stage and would aim at an upward progression to reach an Integrated maturity level thus reinforcing the importance of responsibility and accountability in terms of risk management. STRATEGIC FOCUS AREA: Efficiency of operations and innovation Raise awareness regarding custody of electronic data, password-protection and management of workstations including bring your own devices and cyber-threats which is of growing importance. Building up the risk maturity At ENL, efforts and measures implemented in the scope of enterprise-wide risk management (ERM) during the year ended 30 June 2016 have contributed to add new building blocks to risk management practices done in the preceding years. Much importance was given to (i) strengthening of the risk culture, (ii) enhancing the internal control system, (iii) reporting and oversight of existing and emergent risks on a regular basis. As the Group moves ahead in its journey towards continuous improvement of its business and risk management processes, the organisation is progressing upwards along the risk maturity curve as shown in the diagram (on the next page). As ENL continues on its path of enhancing effective management of risks and be Integrated, it aims over the forthcoming years at consolidating on the following, in line with what the next maturity level requires, Coordination of risk management activities; Emphasising on risk monitoring, reporting and opportunities at Group and business unit levels; and Improving process ownership at the business unit level. Source: Deloitte. Risk Intelligent series. Creating Risk Intelligent infrastructure. Getting Risk Intelligence done.

30 56 HUMAN capital Cherish the people that strive to deliver excellence To be a world-class player is to be agile, ready and available. It is to work smart and to work hard, the higher the hierarchy, the greater the responsibility and the harder the work. HECTOR ESPITALIER-NOËL CEO, ENL Group Rs 41m expenditure in training The ENL Group aspires to be a worldclass player and works diligently at developing the strategy, the leadership and the manpower that will best deliver this objective. Our action plans are rooted in market realities, customer centricity and above all, a deep recognition that engaged employees are essential for success. Our strategy to develop and grow our human capital is formulated in our Talent Management Framework which rests on five main pillars: recruiting the best talents available on the market, practising a competitive remuneration policy, actively promoting the ENL culture and values in order to enhance employee engagement, investing in continuous improvement of competencies and skills, and promoting personal growth. 3% Health, Safety & 7% Welfare ICT & Equipment 15% Team synergies & People Focus 57 ENL developed the five-pronged ENL Talent Management Framework. Our subsidiaries employ close to 6,800 persons. This pool of expertise in areas as diverse as property, agrobusiness, commerce and industry, financial services, as well as logistics and hospitality, is managed in a decentralised way under the leadership of the ENL Group human resource management department, except for Rogers which is overseen by its own corporate office. 39% Technical Competencies HUMAN CAPITAL 36% Leadership and Talent Development

31 58 HUMAN CAPITAL HUMAN CAPITAL training hours per employee Learning and development This year, we continued to invest in human capacity building and maintained expenditure in training at Rs 41m, which is an average of 2.5% of our basic salary bill. Nearly half of our employees, ie. 49% of our total workforce, followed a training. This represented about 59,000 man hours devoted to training and 17 hours per employee. The main areas of training focus were personal leadership and growth as well as an improvement in technical competencies. Our challenge is to improve the learning and development process. We do so by identifying the development needs, skills and competency gaps of each employee in order to elaborate customised training programmes where necessary. Training expenditure 2.5% of salary bill Employee engagement Employee engagement occurs when employees feel passionate about their jobs, are committed to the organisation, and put discretionary effort into their work. Emerging trends and social realities have made it clear that productivity and employee engagement are interrelated concepts. Listening to what our employees have to say is crucial to increasing their commitment to personal and business objectives. In this context, the Employee Engagement Survey conducted the previous year for our companies excluding Rogers, identified the most critical drivers for us to constantly monitor. Work / Life balance Pay / Benefits Relationship with colleagues Recognition Training / Learning & Development Career / Development opportunities During the year, an Employee Engagement workshop was held for our Human Resource Management team with a view to: Learn more on employee engagement Be familiar with strategies, techniques and tools necessary in the elaboration and implementation of an action plan following an employee engagement survey Acquire a methodology for employees to be better engaged Each ENL Limited subsidiary has developed and implemented its own action plan under the guidance of the Human Resource Department of ENL Corporate Services. This coming year, we will assess and analyse the impact of the previous employee engagement action plans with respect to the identified key engagement maintenance and sustenance drivers. We will also conduct a new round of engagement surveys. Work - life balance The various companies have revisited their welfare programme by having a more collaborative approach. Sports and Leisure committees have been set up and are managed by employees who themselves develop and organise activities. These initiatives have enhanced team spirit and driven employee engagement. All employees were invited to participate in the annual ENL Group event. This year s event, named Fort ENL Force, Agilité, Esprit, encouraged employees to make use of their skills, knowledge and abilities in different challenges, working together as a team. The record participation this year compared to previous years tends to indicate that we are on the right track with our employee engagement programme. Performance management 49% of workforce trained Over the years, we have seen a significant growth in our labour force and the challenge for us has been to align our workforce with the Group s culture and values as well as vision and objectives. We believe that team performance is achieved when team members know their roles and responsibilities, and are accountable for their work. We have fine-tuned our approach to talent management and focused on the individual. Employee role profiles have been completed, integrating the set of competencies needed for each position based on our competency framework. Moreover, we reached our target that was to complete the implementation of our Performance Enhancement Programme (PEP) in all subsidiaries by June Way forward This year will see us focus on succession planning and the development of a business continuity plan to cater for employee separation at the management level. We will also implement a leadership programme to train our future leaders and enhance their career management. We will focus on better measuring our human capital building and management initiatives and analyse their impact on each company s performance.

32 60 SOCIAL capital WE HAVE A RESPONSIBILITY TO MAKE OUR COMMUNITIES BETTER This year, we invested Rs 17m to support community development, the protection of the environment as well as arts, culture and sports. Through ENL Foundation, we remain close to the grassroots, aiming at improving the day-to-day of local communities neighbouring ENL businesses, namely Moka-St Pierre, Pailles, Alma, Gros Cailloux and L Escalier. The Rogers Foundation, on the other hand, is currently focusing on the protection of coastal and marine ecosystems, with a special focus on Bel Ombre. The ENL group to which we belong, pledges funds beyond the mandatory 2% CSR spend to support its corporate responsibility initiatives. We target national causes while staying close to vulnerable communities, working together with NGOs to bring lasting changes in mindsets and in physical conditions of living. Value creation through participatory approach ENL privileges social integration and community development through a participatory and integrated approach. We establish relationships based on trust and respect with targeted communities in order to obtain their buy-in. We also build and sustain partnerships with the public authorities and other members of the private sector. ENL Foundation is a reference in community development and its credibility has attracted the support of a number of partners. During the financial year under review, ENL Foundation has received financial support to the tune of Rs 4m from external sources. 900 households benefitted from our community development programmes in 2016 Community based projects SOCIAL CAPITAL vulnerable children under remedial classes programme Its ability to mobilise third party support for its projects enables ENL Foundation to be more impactful in its community development initiatives. It thus led a rehousing project in Cité Sainte Catherine targeting 5 families made homeless by a fire outbreak last year. The project benefitted from the support of the District Council of Moka and from several economic players of the region. ENL Foundation leads a number of ongoing projects including: Remedial classes where students from primary and prevocational schools catch up on their schooling through new techniques of learning. The success rate for the Certificate of Primary Education and the number of students pursuing secondary studies have significantly increased since the programme was first implemented. Zenfans Sourire which aims for personal development of children. Targeted kids are encouraged to express their creativity when participating in different activities organised by ENL Foundation. We have recorded a positive change in their behaviour as a result. Baz Art Kreasion which empowers women through craftsmanship as well as life and leadership skills. Products crafted at the centre are sold to the general public and the profits accruing are shared among the participants. A youth leadership programme that aims at training and empowering social leaders who will in turn become role models in their communities.

33 62 SOCIAL CAPITAL SOCIAL CAPITAL 63 This year, we also initiated an integrated community development programme for Sainte Catherine spanning three years and involving 250 families. The project is co-sponsored by the Rogers and Food & Allied groups and centres on the people of Sainte Catherine. The community s vision for the future is the conducting wire of the project which aims to empower residents through training in life and leadership skills. A special emphasis is placed on employment, education and environment. Preservation of the environment Through the Rogers Foundation, we continued to educate and build awareness about the need to protect the coastal areas of Mauritius. We have initiated the following: - Bis Lamer, a classroom on wheels equipped with interactive tools and laboratory equipment run in collaboration with NGO Reef Conservation, is now in its third year of operation. So far, the project has reached 10,768 students and 4,346 adults. - Biologists, ecologists and conservationists were contracted to evaluate the land and marine fauna and flora of Domaine de Bel Ombre and to propose appropriate protective and restorative measures. - The inhabitants and other stakeholders in the Bel Ombre region contributed to the elaboration of a sustainable development plan for the area. We also support a number of NGO initiatives in favour of the protection of endangered endemic species such as sea turtles and birds. We lay special emphasis on educating and sensitising the younger generations to the need to protect the environment. ENL Foundation sponsors the Green Spirit Club through which 50 youngsters from different regions of the island participate in environment-linked activities. Arts, culture and sports ENL is a major sponsor of cultural and sports activities having both a national and local impact. This year, the following initiatives were backed by us: Porlwi by Light, a festival of contemporary arts which took place in December 2015, attracting 450,000 visitors to the capital city of Port Louis, according to the organisers. Festival Passe Portes, an international festival of francophone music and theatre. We made sure that kids from Cité Sainte Catherine benefited from the event and enrolled them for a theatre master class run by French actress, playwright and director of kids theatre, Marie Simon. Réalise to Rev, a 3-year programme which enables 13 children from the Sainte Catherine area to acquire superior skills in the performing arts and sports. The beneficiaries have been selected on the basis of their performance at theatre classes run by ENL Foundation. Ti Pouce, a nursery situated in Vivéa Business Park, launched in Janurary 2016 as part of our commitment to provide a conducive work environment to ENL employees. The group subsidises employees sending their kids to Ti Pouce: 12 out of the 35 children cared for by the nursery belong to ENL employees. Moka Rangers Sports Club, created and promoted by ENL as part of our group s commitment to support high performance in sports. The sports club now offers professional coaching as well as other services and facility, through Synergy Sport and Wellness Institute. The club s objective is to promote the emergence of a Mauritian sports elite in selected disciplines. FootFive, the first private centre in Mauritius for the practice of indoor football, opened in Bagatelle. Sustainable agriculture ENL partnered with Le Vélo Vert, activist in the agroecology field, investing Rs 1 million, to improve its distribution of fruits and vegetables from organic and sustainable agriculture. Le Vélo Vert sources its produce directly from farmers whom it also supports through training and monitoring of best practice. ENL s support to this initiative is in line with its commitment to encourage entrepreneurship and to promote a sustainable agriculture. A new paradigm shift We have witnessed major shifts in the economic and political environment we operate in. Government has set poverty eradication as one of its top priorities and has appointed the private-sector-led Lovebridge Programme as one of its executive arms. Mauritius ratified the United Nations Social Development Goals (SDGs) and a Marshall Plan against poverty has been drawn up by United Nations experts present on the island. These changes influenced ENL Foundation into reconsidering its strategy and to align its CSR objectives with the SDGs. The change in strategy will contribute to enhance ENL Foundation s credibility and allow us to focus on meeting the basic needs of the targeted communities. We are concerned by the latest changes announced to the CSR framework as they can potentially stall the progress on the ground. We have joined forces with the business and NGO communities to work out a strategy to mitigate risks. 13 children engaged in Realise to Rev 3-year programme 80 children participated weekly to Zenfan sourire workshops 18 women participate to Bazar Kreasion programme 5 families were rehoused at Sainte Catherine after a fire outbreak, thanks to a Public-Private collaboration project 12 children from ENL employees joined Ti Pouce nursery, an ENL initiative 250 families involved in Sainte Catherine s community development programme

34 for the moments that elevate you CORPORATE GOVERNANCE

35 66 LEADERS LEADERS 67 Board of directors Christian Espitalier-Noël (61 years) Independent Non-Executive Director First appointed to the Board: December up for re-election at the next annual meeting Qualifications: Bachelor degree in Accountability, Articles for the Accountants & Auditors Board of SA Christian Espitalier-Noël worked as Financial Manager in commercial, contracting and air transportation industries in South Africa. He returned to Mauritius to join Robert Le Maire Group as Finance and Administrative Manager in August 2005, and was made Group Chief Finance Officer in September He resigned in April 2013 to join Evaco Ltd, a property developer, where he had worked for one year as Group Finance Director. Since then he has joined the firm of Chartered Accountants, Deloitte, as Director of Finance and Administration. Hector Espitalier-Noël (58 years) Chairman, Executive Director First appointed to the Board: March 1984 Qualifications: Member of the Institute of Chartered Accountants in England and Wales Hector Espitalier-Noël previously worked with Coopers and Lybrand in London and with De Chazal du Mée in Mauritius. He is the Chief Executive Officer of ENL Limited and the ENL Group since He is also the Chairman of New Mauritius Hotels Ltd, the Mauritius Sugar Syndicate and Bel Ombre Sugar Estate Ltd and a past chair of Rogers and Company Limited, the Mauritius Chamber of Agriculture and the Mauritius Sugar Producers Association. Hector Espitalier-Noël has a vast experience in the sugar cane industry, property, hospitality and financial services sectors being the Chairman and a board member of various companies evolving in those sectors. Directorship in listed companies: --Ascencia Limited --ENL Commercial Limited --ENL Land Ltd --New Mauritius Hotels Limited --Rogers and Company Limited --Swan General Ltd --Swan Life Ltd --Tropical Paradise Co Ltd André Espitalier-Noël (55 years) Independent Non-Executive Director First appointed to the Board: December 2011 Qualifications: DEUG in Biology & Chemistry, Diploma in Chemical and Food Technology Engineering André Espitalier-Noël started his career at New Maurifoods Ltd as Food Engineer before shifting to the Chemical/Paint industry at Fapcom, Mauvillac and Penlac in Seychelles. He moved to Plastic Industry (Mtius) Ltd in 1996 as Managing Director till During these 18 years, he greatly contributed to the restructuring and growth of this enterprise. He acquired a good knowledge of the manufacturing industry and developed good negotiating skill with Trade Unions. He joined the Board of Directors of the Mauritius Oil Refineries Limited in March 2007 and has been appointed as Managing Director Designate of Moroil Group in April 2014 and since 1 January 2015 he is the Managing Director of Moroil Group. He has actively participated in the re-dynamization of Moroil s subsidiaries namely Metal Can Manufacturers Ltd and Pharmalab Plastic Supplies Ltd. Directorship in listed companies: --Mauritius Oil Refineries Ltd --Plastic Industry (Mauritius) Ltd Eric Espitalier-Noël (57 years) Executive Director First appointed to the Board: September 1987 Qualifications: Bachelor of Social Science, MBA Edouard Espitalier-Noël (57 years) Independent Non-Executive Director Eric Espitalier-Noël previously worked with De Chazal Du Mée & Co, Chartered Accountants in Mauritius. He joined the ENL Group in 1986 and is currently the Chief Executive Officer of ENL Commercial Limited. Eric Espitalier-Noël has an extensive experience in the commercial and hospitality sectors being a board member of various companies evolving in those sectors. Directorship in listed companies: --Automatic Systems Limited --ENL Commercial Limited --ENL Land Ltd --Les Moulins de la Concorde Ltée First appointed to the Board: April 1987 Qualifications: BSc (Hons) Electrical & Electronic Engineering Edouard Espitalier-Noël started in the retail business of electronic equipment in 1987 as Sales Manager of JM Goupille, a leader in its field. He then took over the General Management of Galaxy in 1995 and in 1996 was promoted as Managing Director of both JM Goupille and Galaxy. In 2008 Edouard Espitalier-Noël was promoted as Chief Retail Executive of the Cim Group. He has now retired after some 30 years of service. Edouard Espitalier-Noël has a good experience in the trade and retail market of Mauritius. Directorship in listed companies: --ENL Commercial Limited --Livestock Feed Limited --Rogers and Company Limited --Tropical Paradise Co Ltd (Alternate Director)

36 68 LEADERS LEADERS 69 Gilbert Espitalier-Noël (52 years) Non- Executive Director First appointed to the Board: September 1999 Qualifications: BSc University of Cape Town, BSc (Hons) Louisiana State University and MBA INSEAD Gilbert Espitalier-Noël joined the Food and Allied Group in 1990 and was appointed Group Operations Director in He left the Food and Allied Group in February 2007 to join the ENL Group as executive director until June He is since July 2015 the Chief Executive Officer of New Mauritius Hotels Ltd. Gilbert Espitalier-Noël was President of the Mauritius Chamber of Commerce and Industry in 2001, of the Joint Economic Council in 2002 and 2003 and the Mauritius Sugar Producers Association in 2008 and Gilbert Espitalier-Noël possesses an extensive experience in the agro industrial, property and hospitality sectors. Directorship in listed companies: --ENL Commercial Limited --Livestock Feed Limited --ENL Land Ltd --New Mauritius Hotels Limited --Rogers and Company Limited Roger Espitalier-Noël (61 years) Independent Non-Executive Director First appointed to the Board: June 2005 Qualifications: Certificate in Textile and Knitwear Technology Roger Espitalier-Noël has headed the operational division of Floreal Knitwear until his nomination as General Manager in He retired in 2010 after 36 years of service. Roger Espitalier-Noël was involved in the restructuring and relaunch of the Malagasy Production Units after the political unrest of 2001 and as from 2008 acted as consultant for Ciel Textile Ltd where his activities were focused on the environmental, logistic, utilities as well as the retail aspects of the Knits division. He is presently working for Ciel Ltd as Corporate Sustainable Advisor and also chairs its Environment & Social Committee. Directorship in listed companies: --Ciel Limited --ENL Commercial Limited --Ciel Textile Limited --ENL Land Ltd Gerard Espitalier Noël (70 years) Independent Non-Executive Director up for appointment at the next annual meeting Qualifications: Diplôme de Perfectionnement en Administration des Entreprises (IAE) Gérard Espitalier-Noël, C.S.K., C.O.N.M. has had a long career as the Head of Air Mauritius in Europe. In April 2007, he was appointed by the then French Minister of Tourism as technical adviser to the Conseil National du Tourisme (CNT) in France. He also held the position of Hotels & Leisure Director of Indigo Hotels & Resorts Ltd in Mauritius between January 2008 and December Directorship in listed companies: --ENL Land Ltd Thierry Koenig (58 years) Independent Non-Executive Director up for appointment at the next annual meeting Qualifications: Qualified as Attorney-at-Law from University of Reunion Thierry Koenig is a director at ENSafrica (Mauritius). He is the Country Head of the Mauritius Office and is the Business Unit leader for the Commercial Dispute Resolution (CDR) Business Unit, firm wide. Thierry Koenig specialises in corporate mergers and acquisitions, capital markets, project financing and commercial litigation and arbitration and is also involved in insolvency matters and Intellectual Property. He is the standing legal adviser to numerous large Mauritian conglomerates. Thierry Koenig has led numerous M&A transactions and cross border transactions in Mauritius as well as in the Indian Ocean region. He has also been involved in international litigation and arbitrations, acted in several high profile cases of national importance and worked over a dozen of appeals before the Judicial Committee of the Privy Council. He is currently the President of the LCIA-MIAC Users Council and the Chairman of the Takeover Rules Committee. He sits on the Supreme Court Rules Committee and the Council for Vocational Legal Education. Thierry Koenig was made Senior Attorney on June 2010 and is listed by Chambers and Partners as a band 1 lawyer. Thierry Koenig is recognised as a leading lawyer by IFLR1000 Banking and Finance and Mergers and Acquisitions (Mauritius). Patrice de Robillard (65 years) Independent Non-Executive Director First appointed to the Board: November 2006 Qualifications: MBA with specialisation in Strategic Marketing and International Branding Patrice de Robillard joined the Food and Allied Group in the 1980 s as Marketing and Sales Manager of the newly formed Panagora Marketing Co Ltd and was subsequently appointed Managing Director of the company. He has held a senior management role in the Group for several years greatly contributing to the development and success of Panagora which is now the number one food marketing and distribution company on the island. He also acted as Director on the board of several companies of the Food and Allied Group. He has retired from Panagora in April 2014 and is now Regional Development Director of the same Group, responsible for developing its food products in the region. Patrice de Robillard has extensive experience in the field of Corporate and Strategic Marketing. Philippe Espitalier- Noël (51 years) Executive Director First appointed to the Board: September 1999 Resigned as Director: October 2016 Qualifications: BSc in Agricultural Economics (University of Natal, South Africa), MBA from London Business School Robert Espitalier Noël (72 years) Independent Non- Executive Director First appointed to the Board: November 2006 Resigned as Director: June 2016 Qualifications: Diplôme de Formation Supérieure en Hôtellerie et Tourisme

37 70 LEADERS LEADERS 71 SENIOR MANAGERS Hector Espitalier-Noël Group Chief Executive Officer and Chairman - ENL Hector Espitalier-Noël previously worked with Coopers and Lybrand in London and with De Chazal du Mée in Mauritius. He is the Chief Executive Officer of ENL Limited and the ENL Group since He is also the Chairman of New Mauritius Hotels Ltd, the Mauritius Sugar Syndicate and Bel Ombre Sugar Estate Ltd and a past chair of Rogers and Company Limited, the Mauritius Chamber of Agriculture and the Mauritius Sugar Producers Association. Hector Espitalier-Noël has a vast experience in the sugar cane industry, property, hospitality and financial services sectors being the Chairman and a board member of various companies evolving in those sectors. Hector Espitalier-Noël is a member of the Institute of Chartered Accountants in England and Wales. Philippe Espitalier-Noël Chief Executive Officer Rogers and Company Limited Philippe Espitalier-Noël has worked extensively on change management within multinational companies in Europe as management consultant with CSC Index before returning to Mauritius to join the Rogers Group in He has since applied his proven experience of mergers and acquisitions, business turnaround and transformation to drive change and business renewal within the Group. In 2007, Philippe Espitalier-Noël was appointed Chief Executive Officer of Rogers. He has provided strategic thought leadership to the transformation of the Group from its involvement as a commercial conglomerate into an international investment holding focusing on four key service sectors: FinTech, Hospitality, Logistics and Property. Rogers international presence now extends to some fifty offices across three continents, including territories such as France, Singapore, India as well as Kenya and Mozambique in East Africa. Philippe Espitalier-Noël is the holder of a BSc in Agricultural Economics from the University of Natal, South Africa and an MBA from the London Business School. Johan Pilot Chief Executive Officer - ENL Property Johan Pilot joined ENL in August 2007 and is presently the Chief Executive Officer of ENL Property Limited. Johan Pilot has more than 10 years of experience in the property developments of ENL group. He has previously worked at PWC-Mauritius. Johan Pilot is a Chartered Accountant from the Institute of Chartered Accountants in England & Wales. Virginie Corneillet Head of ENL Corporate Services Virginie Corneillet joined ENL in 2010 as Head of Legal and Corporate Affairs and is now Head of Corporate Services. In addition to managing the team providing corporate services to ENL subsidiaries, she is involved in mergers and acquisitions, corporate transactions and corporate governance matters. She also oversees corporate communication. Virginie Corneillet previously worked at Groupe Mon Loisir (now IBL) where she was mainly responsible for the legal aspects of mergers and acquisitions within the group. She started her career at Soulier & Associés, a French law firm based in Paris and Lyons, France. Virginie Corneillet holds a Maîtrise en Droit des Affaires from the University of Paris V (France). Eric Espitalier-Noël Chief Executive Officer - ENL Commercial Eric Espitalier-Noël previously worked with De Chazal Du Mée & Co, Chartered Accountants in Mauritius. He joined the ENL Group in 1986 and is currently the Chief Executive Officer of ENL Commercial Limited. Eric Espitalier-Noël has an extensive experience in the commercial and hospitality sectors being a board member of various companies evolving in those sectors. Eric Espitalier-Noël holds a Bachelor of Social Science and an MBA. Jean Raymond Hardy Chief Executive Officer - ENL Agribusiness Jean Raymond Hardy is presently the Chief Executive Officer of ENL Agri-business. Prior to joining The Savannah S.E. in 2001, he worked at Lonhro Group Britannia S.E, Deep River Beau Champ and Société de Gérance Mon Loisir. Jean Raymond Hardy has 35 years experience in the sugarcane industry and has been actively involved in the centralisation process of sugar factories in the centre and the south of Mauritius during the last 15 years. Jean Raymond Hardy is a former President of the Mauritius Chamber of Agriculture and is presently the Chairman of the Sugar Industry Pension Fund Board. Jean Raymond Hardy is holder of an MBA from Surrey University. Richard Stedman Managing Director - ENL Lifestyle cluster Richard Stedman is the Managing Director of ENL Lifestyle. He holds a Diploma in Hotel Management from Ecole Hoteliere de Lausanne. He joined the ENL Group in 2008, previously having worked with Hyatt International as well as Food & Allied in Executive Hotel Management positions. Paul Tsang Chief Financial Officer Paul Tsang is the Chief Financial Officer of ENL. He joined ENL Limited in December 1994 after a nine year stint with De Chazal du Mée. He has extensive experience in preparation of consolidated financial statements, feasibility studies and structured debts financing.

38 72 CORPORATE GOVERNANCE REPORT CORPORATE GOVERNANCE REPORT 73 CORPORATE GOVERNANCE REPORT The Directors have pleasure in submitting the Company s report on corporate governance. This report describes the main corporate governance framework and compliance of the Company with the disclosures required under the Code of Corporate Governance for Mauritius ( The Code ). Reasons for non-compliance are provided in the Corporate Governance Report, where applicable. ENL Limited ( ENL ) was incorporated in 1944 as a holding company to bring together the interests held by the Espitalier-Noël family. ENL remains at the outset a family owned business whose control is exercised by the Espitalier-Noël family. This is reflected in the composition of the Board of Directors and the executive management of ENL. The family values are thus upheld and infused in every action undertaken by the Group. The ultimate holding company of ENL is L Accord Limited, a limited-liability public company while the ultimate control of the Company remains with Société Caredas, a société civile. ENL is the holding Company of the ENL group of companies, with two main subsidiaries, namely ENL Land Ltd and ENL Commercial Limited, which together contributed most of the Group s turnover and profit after tax for the year under review. Effective 1 October 2012, Rogers & Company Limited became a subsidiary company of ENL and effective 1 February 2016, ENL Investment Limited has been amalgamated with and into ENL Land Ltd. Both ENL Land Ltd and ENL Commercial Limited are listed on the Official List of the Stock Exchange of Mauritius Limited and have implemented the recommendations of The Code, as reported under their respective report on corporate governance, notably: > Independent directors on the Board; > An audit and risk management committee composed entirely of Non-Executive Directors; > A corporate-governance committee chaired by an independent Non-Executive Director. No Audit and Risk Management Committee and Corporate Governance Committee have been implemented at the level of ENL since the Company s core business consists in investment and management of two subsidiaries all of which are equipped with fully fledged systems of corporate governance as explained above. Besides, the Board of Directors remains the focal point of the corporate governance system and is accountable and responsible for the performance and affairs of the Company. 1. CORPORATE TRANSACTION > In May 2013, the shareholders of ENL had, at a special meeting, approved the following Bonus Issue: (i) (ii) 104,339,424 new Preference Shares (listed shares on the DEM) credited as fully paid up to: holders of Preference Shares in the proportion of 149 new Preference Shares for every Preference Share held; holders of Ordinary Shares (unlisted shares) in the proportion of 53 new Preference Shares for every Ordinary Share held. 108,074,976 new Ordinary Shares (unlisted shares) credited as fully paid up to holders of Ordinary Shares in the proportion of 96 new Ordinary Shares for every Ordinary Share held. > The stated capital of the Company now amounts to: No. of Ordinary shares of Rs 10 each 109,200,757 No. of Preference shares of Rs 10 each 104,639,243 Stated Capital Rs 2,138,400, SHAREHOLDERS (i) Holding Structure The Company s holding structure as at 30 June 2016 was as follows: (The % disclosed relates to voting rights) Société Caredas 59.6% L Accord Limited 77.8% La Sablonnière Limited 71.8% ENL Limited

39 74 CORPORATE GOVERNANCE REPORT CORPORATE GOVERNANCE REPORT 75 CORPORATE GOVERNANCE REPORT (ii) Common Directors > The following table and graph outline the dividends paid by the Company over the last five financial years: For the year ended 30 June 2016, the common directors within the Company s holding structure were as follows: Financial years DIVIDEND PER SHARE L Accord Limited La Sablonnière Limited Eric Espitalier-Noël Gilbert Espitalier-Noël Hector Espitalier-Noël Roger Espitalier Noël Patrice de Robillard Robert Espitalier Noël (resigned on 22 June 2016) Resigned on 22 June 2016 Ordinary Shares Interim (Rs) Preference Shares Ordinary Shares Final (Rs) Preference Shares 30 June June June June June (iii) Substantial Shareholders As at 30 June 2016, the sole shareholder holding more than 5% of the ordinary shares of the Company was as follows: Total dividend value (Rs) La Sablonnière Limited 71.8 Ordinary (%) (iv) Shareholders Relations and Communication > The Board of Directors places great importance on open and transparent communication with its shareholders. > The Company communicates to its shareholders through its Annual Report, circulars issued in compliance with the DEM Rules of the Stock of Exchange of Mauritius Limited, press announcements, publication of unaudited quarterly and audited abridged financial statements of the Company, dividend declaration and the Annual Meeting of shareholders. 128,304, ,400, ,241, ,795, ,795,200 > The website ( which includes an investors corner, provides timely information to stakeholders. Interim, audited financial statements, press releases and so forth are already accessible therefrom. > Analysts meetings are also organised after the publication of audited abridged financial statements and analysts are invited to interact with management. > In compliance with The Companies Act 2001, shareholders are invited to the Annual Meeting of ENL at which the Board of Directors is also present. The Company s Annual meeting provides an opportunity to shareholders to raise and discuss matters relating to the Company with the Board. (v) Dividend Policy > The Company has no formal dividend policy. > However, the Board believes that shareholders expect reasonable dividends to be paid by the Company, subject to its profitability, cash flow, working capital and capital-expenditure requirements

40 76 CORPORATE GOVERNANCE REPORT CORPORATE GOVERNANCE REPORT 77 CORPORATE GOVERNANCE REPORT (vi) Shareholders Calendar September 2016 Publication of abridged audited financial statements for year ended 30 June 2016 Issue of Annual Report 2016 November 2016 Declaration of Interim Dividend Publication of 1 st Quarter results to 30 September 2016 December 2016 Payment of Interim Dividend Annual Meeting of Shareholders February 2017 Publication of half-year results to 31 December 2016 May 2017 Publication of 3 rd Quarter results to 31 March 2017 Declaration of Final Dividend July 2017 Payment of Final Dividend (vii) Stock Market Information > The Company s Preference shares are listed on the DEM. > The Company is governed by the rules for DEM companies issued by the Stock Exchange of Mauritius Limited. > Hereunder is the graphical representation of the price movement of the Company s Preference shares from 1 July 2015 to 1 July Share Price Movement (viii) Share Ownership: Distribution of Shareholders at 30 June 2016 Range of Shareholding Shareholder Count* ORDINARY SHARES Number of shares held % Shares held Shareholder Count* PREFERENCE SHARES Number of shares held % Shares held , , , , , ,001 5, , , ,001 10, , , ,001 50, ,125, ,563, , , ,697, ,103, , , ,863, ,549, , , ,589, ,414, Over 500, ,658, ,549, Total ,200, ,639, * The above number of shareholders is indicative, due to consolidation of multi portfolios for reporting purposes. The total number of active Ordinary and Preference shareholders as at 30 June 2016 was 275 and 959 respectively. Spread of Shareholders To the best knowledge of the directors, the spread of shareholders at 30 June 2016 was as follows: 120 ORDINARY SHARES PREFERENCE SHARES No of Shareholders No. of Shares held % No of Shareholders No. of Shares Held % Individuals ,350, ,522, Insurance & Assurance Cos 1 3, ,092, Pension & Provident Funds ,326, Investment & Trust Cos 8 4,502, ,862, Other Corporate Bodies 25 82,344, ,835, Jul 15 Aug 15 Sep 15 Oct 15 Nov 15 Dec 15 Jan 16 Feb 16 Mar 16 Apr 16 May 16 Jun 16 Jul 16 Total ,200, ,639, Demex ENL Limited

41 78 CORPORATE GOVERNANCE REPORT CORPORATE GOVERNANCE REPORT 79 CORPORATE GOVERNANCE REPORT 3. BOARD OF DIRECTORS > ENL is governed by a Board of Directors consisting of ten Directors. The Board of Directors is the Company s supreme governing body and has full power over the affairs of the Company. > The Directors are aware that the Code recommends that each director should be elected (or re-elected as the case may be) every year at the Annual Meeting of shareholders. However, at each Annual Meeting of the Company, one Director who has held office during a period of three years, retires by rotation and is eligible for re-appointment, in compliance with the provisions of the Company s Memorandum & Articles of Association. > Newly appointed Directors go through a full induction process in order to become familiar with the Group s operations, business environment and senior management. During the year under review, Mr Robert Espitalier-Noël has resigned as director and in September 2016, Mr Gerard Espitalier-Noël has been appointed as additional director of ENL Limited. > During the discharge of their duties, the Directors are entitled to seek independent professional advice at the Company s expense and have access to the records of the Company. > Mr Hector Espitalier-Noël is the CEO and Chairman of ENL. During the performance of his duties, Mr Hector Espitalier-Noël ensures that information pertaining to the subsidiaries is communicated to the Board of Directors of ENL regularly so that the latter can exercise its supervisory function and ensures upholding of the family values and principles. > One of the primary roles of ENL is to provide corporate and management services to its main subsidiaries as per the management contracts with those companies. As such, Mr Hector Espitalier-Noël also leads the CEOs of the clusters of the Group. > ENL s Board focuses on strategic matters and policy decision making at Group level, while decisions of an operational nature are taken independently at the level of the Board of Directors of ENL s subsidiaries. Proper governance principles are exercised at the level of all subsidiaries. The Board of Directors of ENL s main subsidiaries is composed of a number of Non-Executive and Independent Non-Executive Directors. > Given the organisational structure of ENL Group, the Board of Directors of ENL believes that the role of the Chairman and CEO is thus efficiently carried out by the same person. > The Chief Financial Officer attends all board meetings and assists in reporting at Board meetings. > During the year under review, the deliberations by the Board of Directors included the following: o Approval of the Annual Report for the year ended 30 June 2015; o Approval of Financial Results: - Abridged audited financial statements for the year ended 30 June 2015 for publication purposes; - The unaudited quarterly consolidated results of the Company for publication purposes. o Preparation of Annual Meeting held in December 2015; o Declaration and payment of interim and final dividends for the year ended 30 June 2016; o Review of the Group s operations; o Review of the performance of the Group against budget; (i) o o o o Adoption of the ENL Code of Ethics and approval of the Anti-Fraud Policy, Internal Control Policy and Framework, ICT Governance Framework as well as Group authority matrix. Approval of transfers of shares; Assessment and approval of investment opportunities; Approval of banking facilities with financial institutions. Directors Profile The names and profiles of ENL s Directors are disclosed on pages 66 to 69 of the Annual Report. (ii) Directors Interests > Directors inform the Company as soon as they become aware that they are interested in a transaction. The Company Secretary keeps a register of Directors interests and ensures that the latter is updated regularly. > All new Directors are required to notify in writing to the Company Secretary their direct and indirect interests in ENL. > At 30 June 2016, the Directors interests in the shares of the Company were as follows: Directors ORDINARY SHARES PREFERENCE SHARES DIRECT INDIRECT DIRECT INDIRECT No. of shares % No. of shares % No. of shares % No. of shares % André Espitalier-Noël , , Christian Espitalier-Noël 10, , , , Edouard Espitalier-Noël , , , Eric Espitalier-Noël ,787, ,739, Gilbert Espitalier-Noël ,651, ,033, Hector Espitalier-Noël 319, ,127, ,746, Philippe Espitalier-Noël 25, ,075, , ,075, Robert Espitalier Noël (resigned on 22 June 2016) 14, , , , Roger Espitalier Noël - - 1,285, , , Patrice de Robillard 19, , ,

42 80 CORPORATE GOVERNANCE REPORT CORPORATE GOVERNANCE REPORT 81 CORPORATE GOVERNANCE REPORT (iii) Share Dealings by Directors > The Board adheres to the principles of the rules for DEM companies issued by the Stock Exchange of Mauritius Limited and The Companies Act 2001 in respect of share dealings. > The Company Secretary keeps the Directors apprised of closed periods and of their responsibilities in respect of the above rules. > During the financial year under review, none of the Directors have traded in the shares of ENL except for the following: No. of shares Acquired Ordinary shares No. of shares Disposed Indirectly through associates of Directors: Roger Espitalier Noël through Societe Fleurdesel Argente 20,855 - (iv) Board Appraisal > The Board of Directors has earlier resolved that Board appraisals shall be conducted every two years by the Company, the last one having been carried out in May/June > This time frame enables ENL to ensure on going improvements in governance matters. > This year s approach to enhance governance effectiveness, aimed at focusing on specific areas of improvement namely strategic foresight, stakeholder management and self-evaluation. > The objective was to enable Directors to drill into specific issues and devise action plans to address particular areas of improvement. > Interviews were conducted with each Director by the Company Secretary. > Effort was laid on the collection of qualitative data from the Directors. (v) Board Charter The Board is of the view that the responsibilities of the Directors should not be confined in a board charter and has consequently resolved not to adopt a charter. (vi) Attendance at Board Meetings The attendance of the Directors at the Board meetings of the Company was as follows: No. of Board Meetings held 4 Category Directors Attendance Eric Espitalier-Noël 2 Executive Hector Espitalier-Noël 4 Philippe Espitalier-Noël 3 Non-Executive Gilbert Espitalier-Noël 2 André Espitalier-Noël 4 Christian Espitalier-Noël 4 Independent Non-Executive Edouard Espitalier-Noël 3 Robert Espitalier Noël (resigned on 22 June 2016) 3 Roger Espitalier Noël 4 Patrice de Robillard 3 (vii) Remuneration of Directors > The underlying philosophy for the remuneration of Directors is to set remuneration at appropriate level to attract, retain and motivate high calibre personnel and reward in alignment with their individual as well as joint contribution towards the achievement of the Company s objective and performance, whilst taking into account the current market conditions and Company s financial position. The Directors are remunerated for their knowledge, experience and insight given to the Board. > There is currently no executive director approaching retirement. > Any Director who is in full time employment of ENL does not receive any additional remuneration for sitting on the Board of Directors. > Any remuneration perceived by an employee of ENL Group in respect of his sitting on the Board of Directors of any other company, is deducted from his yearly remuneration.

43 82 CORPORATE GOVERNANCE REPORT CORPORATE GOVERNANCE REPORT 83 CORPORATE GOVERNANCE REPORT > For the year under review, the actual remuneration and benefits perceived by the Directors are as per below: Directors Remuneration from the Company Remuneration from Subsidiaries Remuneration from companies on which Director serves as representative of the Company (Rs) (Rs) (Rs) André Espitalier-Noël 85, Christian Espitalier-Noël 85, Edouard Espitalier-Noël 75, ,500 - Eric Espitalier-Noël 65,000 11,437,320 - Gilbert Espitalier-Noël 65, ,364 - Hector Espitalier-Noël 17,189,154 1,184,000 - Philippe Espitalier-Noël 75,000 18,153,102 - Robert Espitalier Noël (resigned on 22 June 2016) 75, Roger Espitalier Noël 85, ,000 - Patrice de Robillard 75, PROFILE OF THE SENIOR MANAGEMENT TEAM The profile of the Senior Management team of ENL is disclosed on pages 70 to 71 of the Annual Report. 5. ENL CORPORATE SERVICES LIMITED (ENLCS) ENLCS is a wholly owned subsidiary of ENL which provides a range of corporate services such as human resources, communication, legal, secretarial, information & communication technology, internal audit and marketing services mainly to companies forming part of the ENL Group. Human resources The human resources (HR) department endeavours to provide HR services to meet the Group s goals in terms of attraction and retention of talents, development of people s potential, performance enhancement, employee engagement, and work-life balance in line with the values of the ENL Group. Communication The corporate communication department has the overall responsibility to preserve and promote the ENL brand image and reputation. It does so by implementing an integrated communication strategy that optimises the use of multiple channels to effectively reach the different constituencies of ENL. Secretarial & Legal The secretarial & legal department provides secretarial services and legal assistance encompassing meetings management, contract drafting, assistance on mergers and acquisitions amongst others, thus ensuring that companies comply with their statutory and contractual obligations. Information & Communication Technology (ICT) The main mission of the ICT department is to provide strategic and operational support to ENL companies to leverage each company s ICT to achieve their business objectives. A customized service is provided in terms of planning, management of ICT projects and provision of technical support. Internal Audit & Risk Management Using a risk based methodology, the Internal Audit team of ENLCS examines the adequacy and compliance with policies, plans and statutory requirements for Group Companies forming part of its audit universe. It is also responsible for assessing and improving the effectiveness of governance, risk management, control and ethics across the Group. Business Process This service empowers ENL business units to enhance their performance in a constantly changing environment through continuous improvement methods. It advocates for a participatory approach to problem solving, promoting a culture where processes are monitored and energies are focused on achieving common business objectives. Marketing The mission of the Marketing function is to grow the ENL brand and assist entities in uncovering business opportunities, define the commercial strategy, plan the overall brand experience and build engaging relationships with target customers. 6. REGISTERED OFFICE The registered office of ENL is situated at ENL House, Vivéa Business Park, Moka. 7. HUMAN CAPITAL Please refer to pages 56 to 59 of the Annual Report.

44 84 CORPORATE GOVERNANCE REPORT CORPORATE GOVERNANCE REPORT 85 CORPORATE GOVERNANCE REPORT 8. RELATED PARTY TRANSACTIONS Note 39 of the audited Financial Statements for the year ended 30 June 2016 set out on page 182 of the Annual Report 2016 details all the Related Party Transactions between the Company or any of its subsidiaries or associates and a director, chief executive, controlling shareholder or companies owned or controlled by a director, chief executive or controlling shareholder. In addition, shareholders are apprised of related party transactions through press releases in compliance with the DEM Rules. 9. MATERIAL CLAUSES OF S CONSTITUTION Preference shares are freely transferable both within and outside the shareholders of the Company. On the other hand, Ordinary shares are freely transferable only to other holders of such ordinary shares. Ordinary shareholders wishing to transfer their ordinary shares to persons, who are not already ordinary shareholders of the Company, shall do so via the Board of Directors as provided under the provisions of the articles of association of the Company. 10. SHAREHOLDERS AGREEMENT AFFECTING THE GOVERNANCE OF BY THE BOARD The Directors confirm that, to the best of their knowledge, they are not aware of the existence of any such agreement for the year under review. 11. CONTRACTS OF SIGNIFICANCE BETWEEN AND ITS SUBSTANTIAL SHAREHOLDERS The Directors confirm that, to the best of their knowledge, they are not aware of the existence of any such agreement during the year under review. 14. INTERNAL CONTROL The Board is responsible for the system of internal control and risk management of the Group and its subsidiaries. The Board is committed to continuously maintain adequate internal control procedures with a view to safeguard the assets of the Group. Areas with high residual risks are continuously assessed and reviewed with the assistance of the Internal Audit department. The Board has instructed Management to continuously implement and maintain adequate and effective internal controls and also ensure that the processes and systems used are operating satisfactorily. The Board derives assurance that the internal control systems are effective through the Management of each subsidiary who is appraised regularly in respect of performance and operations and also through the Internal Audit function in accordance with their internal audit plan. Over the financial years ended 30 June 2015 and 2016, the Boards of ENL Limited and its subsidiaries adopted ENL s Internal Control Policy and Framework. The Policy stresses on the importance of the following: > Responsibility of entities of the Group to ensure adequacy and regular monitoring of the internal control system within their business operations. > How Internal Control is operated at all levels of the Group and is embedded in its daily activities. > The independent assessment of the internal control environment by the Internal Audit Department of ENL, as the Third Line of Defence, which ultimately reports to the respective Audit and Risk Management Committee(ARMCs) of the holding subsidiaries being ENL Land Ltd and ENL Commercial Limited, on all internal control issues of the respective companies. In the design of the internal control system, entities are encouraged to have the right balance of internal controls, i.e., neither too little nor too much as it may impact the business in terms of costs, growth and safeguarding of the business. This is well summarised in the diagram below which highlights that an optimal level of internal controls is key to ensure that organisations thrive and generate value. 12. THIRD PARTY MANAGEMENT AGREEMENTS The Group has the following management agreements with third parties: > ENL Commercial has a management contract with Superdist Limited for the provision of management services and is remunerated at a fixed monthly fee of Rs 90,000 (exclusive of Value Added Tax). > A development management agreement with Dolphin Coast Marina Estate Ltd for managing the development of an IRS at La Balise. The contract is remunerated at 3.8% of the total development costs and is discharged by ENL Property. > A contract with FRCI Group for the provision of secretarial services remunerated at an annual fixed fee. > Effective September 2016, a contract with New Mauritius Hotels Limited for the provision of secretarial services remunerated at an annual fixed fee. Too little Unknown leakages in systems Erratic performance Poor discipline Optimal Disciplined culture High degree of control consciousness Enhanced performance Too much Overspending on controls Bureaucratic culture Predictable performance 13. SHARE OPTION PLANS ENL has no share option plans. Source: Smart Control: Transforming controls to reduce cost, enable growth and keep the business safe, EY, 2013.

45 86 CORPORATE GOVERNANCE REPORT CORPORATE GOVERNANCE REPORT 87 CORPORATE GOVERNANCE REPORT 15. INTERNAL AUDIT ENL Limited (ENL) provides internal audit services to its subsidiaries, with the exception of Rogers and Company Limited and the latter s direct subsidiaries (thereafter referred to as Rogers ). The services are provided in accordance with the terms of a management contract that binds the entities. The Internal Audit function at Rogers is carried out by the Risk & Audit department, an independent in-house business unit operating within a framework aligned with the various policies in existence at this company. The Head of Internal Audit and Risk Management of Rogers reports to the Risk Management and Audit Committee (RMAC) of Rogers. ENL s internal audit department is adequately staffed with qualified auditors and certified internal auditor. ENL s Head of Internal Audit functionally reports to the respective Audit and Risk Management Committee (ARMCs), of the holding s subsidiaries being ENL Land Ltd and ENL Commercial Limited, on all internal audit issues of the respective companies. The internal audit department of ENL operates in line with the Internal Audit Charter and provides independent assurance to the ARMCs as to the adequacy and effectiveness of governance, risk management and compliance processes. It has unrestricted access to review all activities and transactions undertaken within the Group and to appraise and report thereon. To protect and enhance organisational value, the internal audit department applies a risk-based methodology for auditing and compliance with policies and procedures being reviewed in areas of significant inherent risks. The key drivers that guide the Internal Audit department of ENL in delivering effective results are: Value Creation Monitoring & Compliance INTERNAL AUDIT Drive Efficiency & Performance Internal audit activities are carried out in line with the internal audit plan, as approved by the respective ARMCs of the Group, prior to the start of each financial year. ENL s Head of Internal Audit is invited to all meetings of the respective ARMCs and is entitled to convene a special meeting of the Committee in order to deal with any matter which he considers to be urgent. A follow-up mechanism which facilitates the monitoring of progress and the audit management system are continuously updated to international standards. The internal audit department works closely with the external auditors for sharing of internal audit findings. It also coordinates activities, as regards to governance, risk and compliance, with other internal functions within the organisation and business partners to optimise the level of service to the Group. During the year ended 30 June 2016, the main tasks carried out by the internal audit department of ENL were as follows: > Conducting assurance reviews in accordance with the Internal Audit Plan. The key areas reviewed at entities of ENL related to : o o o ENL Agri Limited and its subsidiaries Procurement of materials and services; Stock management and store arrangement of Agro supplies; Sales and debtors management for the anthurium growing business unit. o o ENL Property Limited and its subsidiaries ENL Commercial Limited and its subsidiaries Internal Audit Engagements Post-construction audits, for completed projects, with areas of focus being accounting of revenue and construction costs. Other specific assignments being review of the plant department of a major construction company, revenue and accounts receivables management and procurement-to-payment cycles amongst others. o o Periodic review of inventory and accounts receivable management for one of the main subsidiaries. Other specific assignments at other subsidiaries include review of Procurementto-payment processes, over key business processes for other entities o ENL Lifestyle Limited and its subsidiaries Review over procurement to payment process, stock and store management, cash handling and banking procedures at one of its restaurants. > The outcome of the internal audit engagement entailed in Management being apprised of salient audit observations and action plans, during closing meetings held with Operational and Senior Management, prior to finalisation. Such forums are intended to validate and prioritise on the importance of management action plans for addressing internal control deficiencies or improvements. The internal audit reports are subsequently reported to Senior Management of ENL and ARMCs of ENL Land Ltd and ENL Commercial Limited, as appropriate. > Conducting detailed follow-up of action plans of previous internal audit reports, to appraise their implementation status, which are reported to the Senior Management and ARMCs for monitoring; > Collaborating with external auditors and sharing of audit issues; and > Preparing the Internal Audit plan for year ending 30 June 2017 for approval by the ARMCs

46 88 CORPORATE GOVERNANCE REPORT CORPORATE GOVERNANCE REPORT 89 CORPORATE GOVERNANCE REPORT Building on the Initiatives of the Internal Audit Department As from July 2015, the Internal Audit department has two distinct functions (i) an Assurance function and (ii) a Governance, Risk and Compliance (GRC) function. Whereas the GRC function operates autonomously, yet for practical reasons, the Head of Internal Audit still leads both functions. These two functions worked closely during year ended 30 June 2016 which enabled the Internal Audit Department to gain a better understanding of business realities and also to add higher value to clients. The Internal Audit department is aligned to achieve its targeted role of being a trusted advisor to the stakeholders of the organisation while fulfilling its role of being the third line of defence. The journey to reach and build up on its value added function to the business can be summarised in the diagram below. The Internal Audit department presently positions itself in the mid of Problem Solver and Insight generator. Internal Audit Journey to capture unrealised value Internal Audit (Assurance) Methodology: The visual diagram, as illustrated further, provides a snapshot of the improved internal audit (assurance) methodology in the planning, performance and delivery of engagements. The following activities are included: (i) Planning and Scoping of engagements whereby the internal audit plan is prepared, in light of significant risk areas of the business, and approved by the ARMCs prior to start of each financial year. (ii) Conducting Assurance assignment whereby business activities and processes are understood, risks and controls evaluated, audit tests carried out and observations and action plans formulated. (iii) Reporting of findings, the last stage of the audit assignment whereby observations and action plans are reported to Operational Management, Senior Management of ENL and ARMCs. Action plans, as agreed with Operational Management, are monitored via the follow-up mechanism to ascertain that risk areas are mitigated. Internal Audit (Assurance) Methodology OUR SERVICES Assurance Advisory OUR DRIVERS Value Creation Monitoring and Compliance Efficiency and Performance REPORTING OF FINDINGS Reporting Follow-up of Action Plans quality review & assurance INTERNAL AUDIT ASSIGNMENT Building & Process understanding Evaluate Risks & Controls Audit Tests Observations & Action Plans Source: PwC s, Higher performance by design: A blueprint for change PLANNING AND SCOPING Risk Assessment Internal Audit plan ARMC Approval Quality review and assurance, of the work and report submitted by the internal audit (Assurance) team, is pervasive throughout each stage of the audit lifecycle to ensure that audit objectives have been fulfilled.

47 90 CORPORATE GOVERNANCE REPORT CORPORATE GOVERNANCE REPORT 91 CORPORATE GOVERNANCE REPORT Follow up over Key Initiatives on Governance and related matters As at 30 June 2015, initiatives were identified by the Group. The following table summarises the achievements made during year ended 30 June 2016 with regards to these initiatives. Code of Ethics ANTI-FRAUD POLICY The Code of Ethics (referred to as the Code ) sets out ENL s stance with regard to ethics, i.e., Doing the right thing even when no one is looking. The Code puts forward 10 Principles of the Group which are underpinned by the 5 core values of ENL: Humane, Solid, Successful, Dynamic and Responsible. ACHIEVEMENTS The Code was deployed across ENL and its subsidiaries. Roadshows were organised, with the support of the Group HR function, in view of raising awareness of company officials on ethical principles. Company officials received a copy of the Code and confirmed their adherence to the Code. The Anti-Fraud Policy puts forward ENL s statement with regard to Fraud, i.e., ENL has a zero-tolerance policy to Fraud. The Policy also highlights the importance of fraud prevention and detection and introduces an Ethics and Fraud Hotline mechanism accessible to all employees, Managers, Directors and external parties. ACHIEVEMENTS The Policies were deployed across ENL and its subsidiaries. Roadshows were organised, with the support of the Governance, Risk and Compliance function (GRC), to raise awareness of company officials with regards to > Fraud, its prevention and detection. > Internal control as a Management Tool to ensure that objectives set are met whilst minimising risks. Enterprise Risk Management (ERM) One of the Group s holding subsidiaries, ENL Land Ltd, had embarked on an ERM project which was two-folds, namely to: o enhance its ERM framework to ensure alignment to leading practices; and o reassess its existing key and emergent risks for its clusters. ACHIEVEMENTS Key achievements are namely: > Risk Awareness sessions successfully conducted with Management teams of clusters; > Risk Workshops done with Management team of clusters and re-assessing the principal risks; > Risk Framework being revisited. INTERNAL CONTROL POLICY The Internal Control Policy & Framework stresses on the importance of entities of the Group to develop their set of policies and procedures to enhance the internal control environment. IT GOVERNANCE The Group s IT Governance Framework based on a set of Policies and Procedures defined for the group will enable each company to align its IT Strategy to its business strategy using a Maturity Model. ACHIEVEMENTS The Head of ICT facilitated the assessment of the maturity level and the GAP analysis for the group s entities. The Head of ICT is presently working with each entity to define an action plan to bridge the GAP.

48 92 CORPORATE GOVERNANCE REPORT CORPORATE GOVERNANCE REPORT 93 CORPORATE GOVERNANCE REPORT 16. RISK MANAGEMENT The activities of the risk management processes of ENL are explained on pages 36 to 55 of the Annual Report. 17. CODE OF ETHICS A new Code of Ethics which sets out the specific ENL s stance with regard to ethics has been adopted by the Board of ENL in September The Code is underpinned by ENL s Values and thus, puts forward 10 Principles which reflect ethical behaviours and attitudes expected from ENL employees and governing bodies of ENL. The principles and rules formulated in the Code do not replace local legislation in the countries where ENL operates. The Code also provides an ethics enabling mechanism in event of ethical breaches. ENL is committed to the highest standards of integrity and ethical conduct in dealing with all its stakeholders. During the year ended 30 June 2016, the Group with the support of the HR functions of the ENL Group, successfully deployed and facilitated the dissemination of the Code of Ethics amongst ENL employees and governing bodies. Employees and Directors have confirmed their adherence to the Code of Ethics. We are committed through this Code of ethics, to further strengthen our governance structure as we strongly believe that a company who adopts sound management principles will be in a better position to grow its wealth in the long-run and to transmit its values to next generations. HECTOR ESPITALIER-NOËL Group CEO ENL Limited 18. SAFETY AND HEALTH > The Group s businesses are committed to ensuring and maintaining the highest standards of safety and health for our employees and other people concerned with the Group s activities. > The safety and health of our employees is important for the smooth running and cost-effectiveness of the business. The co-operation of all concerned in identifying hazards and controlling risks is thus of paramount importance. > To meet these commitments, the Company and its subsidiaries: o comply with The Occupational Safety and Health Act No 28 of 2005 and other related legislative and regulatory frameworks. o provide its employees with sufficient information, instruction, training, and supervision to enable them to carry out their functions and responsibilities in a safe and efficient manner. o encourage employees to enter into open dialogue with management relating to any issue of concern on matters of safety and health. o consult Safety and Health representatives during Safety and Health committees and audits. o wherever applicable, subsidiaries have employed Health and Safety officers and/or established Health and Safety Committees to ensure that the legal framework is complied with and contribute to the well-being of their employees. > Last year, 72 employees of ENL Group were trained in First Aid. 19. COMPANY SECRETARY > All Directors have access to the advice and services of the Company Secretary. > The Company Secretary is responsible to the Board for ensuring proper administration of Board proceedings. > The Company Secretary provides guidance to Directors on matters of company law and with regard to their responsibilities in the statutory environment in which the Company operates. 20. AUDITOR S FEES The fees paid to the auditors for audit and other services are disclosed on page 97 of the Annual Report. 21. DONATIONS The aggregate amounts of political and other donations made during the year under review are disclosed on page 97 of the Annual Report. 22. CORPORATE SOCIAL RESPONSIBILITY Building sustainability ENL invested Rs 1 million to enhance the sustainability of local communities in regions hosting its operations, namely Pailles, Moka/Saint-Pierre, L Escalier and Gros Cailloux. This contribution brings ENL Group s total investment in building social capital to Rs 10 million, which is at par with those of previous years.

49 94 CORPORATE GOVERNANCE REPORT CORPORATE GOVERNANCE REPORT 95 CORPORATE GOVERNANCE REPORT BOARD OF DIRECTORS STATEMENT Outreach programs were executed by ENL Foundation, a government-accredited not-for-profit organisation which implements the group s strategy in terms of Corporate Social Responsibility. It promotes value creation through a participatory approach with its stakeholders. ENL Foundation works under the guidance of its Board of Directors and in close collaboration with the National CSR Committee. Its broader mission centres on youth empowerment, the preservation of the natural environment and the promotion of Mauritian communities through targeted interventions at the grass-root level. The ENL Foundation yearly plan of action is also shaped by legal requirements and national priorities as set out by the government. During the year, the national CSR strategy called for concerted actions to eradicate absolute poverty. ENL Foundation has been active on this front, often alongside experienced NGO partners. In addition to initiatives taken through the Foundation, ENL Limited has also been a keen supporter and an active participant in arts, culture and sports initiatives in line with the ENL ethos of sustainable nation building. A full report on ENL Foundation is set out on pages 60 to AUDITORS Following the amendments brought by the Financial Reporting Act in September 2016, where an audit firm has audited the accounts of a listed company for a continuous period of 7 years or more and is, as at 7 September 2016, auditing the accounts of that company, it may continue to audit the accounts of that company subject to such conditions and for such time as may be prescribed. Since the conditions mentioned above have not yet been prescribed by the authorities, the Board of Directors of ENL has recommended to the shareholders the re-appointment of BDO & Co. as auditors of ENL for the year ending 30 June Preety Gopaul, ACIS Company Secretary OTHER STATUTORY DISCLOSURES (Pursuant to Section 221 of The Companies Act 2001 and Section 88 of The Securities Act 2005) 30 June 2016 Activities The activities of ENL Group are disclosed on pages 16 to 35 of the Annual Report Directors A list of the Directors of the Company and its subsidiaries is given on pages 190 to 199 of the Annual Report Directors Service Contracts None of the Directors of the Company and of the subsidiaries have service contracts that need to be disclosed under Section 221 of the Companies Act Contracts of Significance During the year under review, there was no contract of significance to which ENL Limited, or one of its subsidiaries, was a party and in which a Director of ENL Limited was materially interested either directly or indirectly. Directors remuneration and benefits Total remuneration and benefits received, or due and receivable, by the Directors from the Company and its subsidiaries were as follows: Directors of ENL Limited From the Company From the Subsidiaries Executive Full-time 15,306 15,624 1,184 1,231 Part-time ,763 37,684 Non-executive , Post-employment benefits Executive directors 1,883 1,664 2,827 2,835 17,874 18,073 32,013 42, September 2016

50 96 CORPORATE GOVERNANCE REPORT CORPORATE GOVERNANCE REPORT 97 BOARD OF DIRECTORS STATEMENT Rs 000 Rs 000 Directors of subsidiary companies who are not directors of the Company Executive (2016: 45; 2015: 34) Full-time 213, ,667 Part-time - - Non-executive (2016: 97; 2015: 91) 6,641 12,687 Post-employment benefits Executive directors 3,178 3, , ,976 Directors Interests in Shares (i) The interests of the Directors in the shares of ENL Limited as at 30 June 2016 are found on page 79 of the Annual Report. (ii) As at 30 June 2016, none of the Directors, except for those detailed below, held any direct interests in the equity of the subsidiaries of the Company: Ascencia Ltd (Class A shares) No. of shares ENL Commercial Limited % No. of shares % No. of shares ENL Land Ltd (Ordinary Shares) % No. of shares ENL Land Ltd (Preference Shares) % No. of shares Rogers and Company Limited André Espitalier-Noël , Christian Espitalier-Noël , Edouard Espitalier-Noël 24, , , , , Eric Espitalier-Noël , , Gilbert Espitalier-Noël , Hector Espitalier-Noël , , Philippe Espitalier-Noël , Robert Espitalier Noël (resigned on 22 June 2016) , , , Roger Espitalier Noël , % Direct and Indirect Interests of senior officers (excluding directors) In the Equity of ENL Limited or any Subsidiaries (i) As at 30 June 2016, none of the senior officers (excluding directors) held any direct or indirect interests in the equity of the Company. (ii) As at 30 June 2016, the following senior officers (excluding directors) held direct interest in the equity of the subsidiaries of the Company as detailed below: Ascencia Ltd (Class A shares) No. of shares % No. of shares ENL Land Ltd (Ordinary Shares) ENL Land Ltd (Preference Shares) % No. of shares % No. of shares Rogers and Company Limited Virginie Corneillet - - 1, , Johan Pilot 3, , Richard Stedman , Jean-Raymond Hardy , , Indemnities and Insurance A Directors and officers liability Insurance policy has been subscribed to by the Company. The policy provides cover for the risks arising out of the acts or omissions of the Directors and Officers of the Company. The cover does not provide insurance against fraudulent, malicious or wilful acts or omissions. Donations Group Company Donations made during the year: Political (Rs 000) - 14,500-2,250 Corporate Social Responsibility (Rs 000) Statutory 5,415 3, Voluntary 5,897 6, Number of recipients (no.) Auditors Remuneration Group Company Audit fees paid to: BDO & Co 20,116 17, Other firms 7,400 4, % Fees paid for the other services provided by: BDO & Co 2,500 1, Other firms 8,500 5,

51 98 CORPORATE GOVERNANCE REPORT CORPORATE GOVERNANCE REPORT 99 BOARD OF DIRECTORS STATEMENT STATEMENT OF DIRECTORS RESPONSIBILITIES In Respect of Financial Statements Company law requires the Directors to prepare financial statements for each financial year, which present fairly the financial position, financial performance and cash flow of the Company. In preparing those financial statements, the Directors are required to: > select suitable accounting policies and then apply them consistently; > make judgments and estimates that are reasonable and prudent; > state whether International Financial Reporting Standards have been followed and complied with, subject to any material departures being disclosed and explained in the financial statements; > prepare the financial statements on a going-concern basis unless it is inappropriate to presume that the Company will continue in business; and > ensure that the Code of Corporate Governance has been adhered to and in case of non-compliance, reasons have been provided accordingly. STATEMENT OF COMPLIANCE (SECTION 75 (3) OF THE FINANCIAL REPORTING ACT) Name of Public Interest Entity ( PIE ): ENL Limited Reporting Period: 1 July 2015 to 30 June 2016 We, the Directors of ENL Limited, confirm that to the best of our knowledge, the PIE has not complied with Sections 2.2.6, 2.5.4, and 3.5 of the Code of Corporate Governance. The reasons for non-compliance are detailed on pages 72 and 78 of the Corporate Governance Report. The Directors confirm that they have complied with the above requirements in preparing the Company s Financial Statements. The external auditors are responsible for reporting on whether the financial statements are fairly presented. The Directors are responsible for keeping proper accounting records, which disclose with reasonable accuracy the financial position of the Company at any time and enable them to ensure that the Financial Statements comply with The Companies Act They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps to prevent and detect fraud and other irregularities. The Board is also responsible for the system of internal control and risk management for the Company and its subsidiaries. The Board is committed to continuously maintain a sound system of risk management and adequate control procedures with a view to safeguarding the assets of the Group. This is achieved through the Internal Audit Department which is headed by the Head of Internal Audit. The Board believes that the Group s systems of internal control and risk management provide reasonable assurance that control and risk issues are identified, reported on and dealt with appropriately. Nothing has come to the Board s attention, to indicate any material breakdown in the functioning of the internal controls and systems during the period under review, which could have a material impact on the business. The financial statements are prepared from the accounting records on the basis of consistent use of appropriate accounting policies supported by reasonable and prudent judgments and estimates that fairly present the state of affairs of the Group and the Company. Hector Espitalier-Noël Chairman 29 September 2016 Roger Espitalier-Noël Director

52 100 COMPANY SECRETARY S CERTIFICATE (PURSUANT TO SECTION 166(D) OF THE COMPANIES ACT 2001) I certify that, to the best of my knowledge and belief, the Company has filed with the Registrar of Companies all such returns as are required of the Company under The Companies Act Preety Gopaul, ACIS Company Secretary 29 September 2016

53 for the spark that drives you FINANCIAL REVIEW

54 104 INDEPENDENT AUDITORS REPORT This report is made solely to the members of ENL Limited (the company ), as a body, in accordance with Section 205 of the Companies Act Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditors report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed. Report on the Financial Statements Report on Other Legal and Regulatory Requirements Companies Act We have no relationship with, or interests in, the company or any of its subsidiaries, other than in our capacity as auditors and business advisers and dealings in the ordinary course of business. We have obtained all information and explanations we have required. In our opinion, proper accounting records have been kept by the company as far as it appears from our examination of those records. Directors Responsibility for the Financial Statements in compliance with the requirements of the Companies Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the Financial Reporting Act 2004 The directors are responsible for preparing the Corporate Governance report. Our responsibility is to report on the extent of compliance with the Code of Corporate Governance as disclosed in the Annual Report and on whether the disclosures are consistent with the requirements of the Code. In our opinion, the disclosures in the Annual Report are consistent with the requirements of the Code. Auditors Responsibility statements are free from material misstatement. procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the directors, as well as BDO & Co Chartered Accountants Port Louis, Mauritius. Rookaya Ghanty, FCCA Licenced by FRC Opinion Companies Act 2001.

55 106 STATEMENTS OF FINANCIAL POSITION JUNE 30, 2016 STATEMENTS OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME 107 Notes ASSETS Non-current assets Property, plant and equipment 5 19,456,322 19,703,901 6,242 6,824 Investment properties 6 17,937,868 9,835, Deferred expenditure 7 171, , Intangible assets 8 1,158,069 1,271, Investments in subsidiary companies ,377,982 13,937,511 Investments in associated companies 10 8,083,922 7,583, Investments in jointly controlled entities 11 15,500 2,463, Investments in financial assets 12(b) 1,411, ,206 2, Deposit on investments 13 1,500 1, Bearer biological assets , , Non-current receivables 15 96, ,010 1,167,418 1,165,484 Deferred tax assets 23 35,814 42,797 12,702 11,419 48,532,065 41,756,076 15,566,950 15,122,054 Current assets Inventories 16 2,286,024 1,407, Consumable biological assets , , Trade and other receivables 18 4,160,077 3,584,845 10,661 1,506 Receivable from group companies , ,987 Held for trading securities 12(c) 54,991 58, Cash and cash equivalents 36(c) 1,434,693 1,203,614 10,372 30,500 8,330,736 6,623, , ,692 Non-current assets classified as held for sale 20 50,187 28, Total assets 56,912,988 48,408,478 16,055,844 15,615,746 EQUITY AND LIABILITIES Capital and reserves Share capital 21 2,138,400 2,138,400 2,138,400 2,138,400 Fair value, revaluation and other reserves 33 6,853,171 7,428,203 10,433,808 10,028,939 Retained earnings 7,480,378 6,914,142 1,590,964 1,563,053 Equity holders interests 16,471,949 16,480,745 14,163,172 13,730,392 Non-controlling interests 17,528,561 16,230, Total equity and reserves 34,000,510 32,711,184 14,163,172 13,730,392 LIABILITIES Non-current liabilities Borrowings 22 12,655,889 8,011,965 1,575,103 1,610,004 Deferred tax liabilities , , Retirement benefit obligations , ,208 73,712 67,454 13,820,404 9,017,254 1,648,815 1,677,458 Current liabilities Trade and other payables 25 4,703,156 3,889,999 26,442 29,307 Payable to group companies ,602 8,299 Current tax liabilities 32(b) 44,037 68,554-1,546 Borrowings 22 4,261,483 2,638, ,415 85,346 Proposed dividends 34 83,398 83,398 83,398 83,398 9,092,074 6,680, , ,896 Total liabilities 22,912,478 15,697,294 1,892,672 1,885,354 Total equity and liabilities 56,912,988 48,408,478 16,055,844 15,615,746 These financial statements were approved for issue by the Board of Directors on 29 September 2016 Hector Espitalier-Noël Roger Espitalier Noël Chairman Director The notes on pages 111 to 187 form an integral part of these financial statements. Independent auditors report on pages 104 to 105. Notes Sales 27 11,564,847 10,615, Cost of sales (6,598,124) (6,600,630) - - Gross profit 4,966,723 4,015, Sugar and agricultural diversification proceeds , , Investment and other income , , , ,056 Management and secretarial fees 27 5,698 7,466 92, ,818 6,765,163 5,665, , ,874 Other operating expenses 28 (1,621,969) (1,563,890) (3,744) (4,643) Administrative expenses (4,211,148) (3,408,369) (141,420) (152,458) Movement in consumable biological assets 17 24,866 (10,455) - - Operating profit 956, , , ,773 Fair value gain on revaluation of investment properties 6 627, , Fair value loss on held for trading securities 12 (c) (3,834) (2,130) - - (Loss)/profit on disposal of land and investments (38,345) 370, Compensation for waiver of rights to lessee on land and buildings 6,282 21, Reorganisation/relocation costs 29 (914) (29,345) - - Bargain purchase 482, Fair value loss arising on business combination (305,441) Excess of fair value of the share of net assets over acquisition price 30, , Acquisition related costs (78,145) Goodwill impaired (9,103) (4,134) - - Share of profits less losses of associated companies and jointly controlled entities, net of tax 313, , Finance costs 30 (971,226) (750,038) (108,128) (104,422) Profit before taxation 31 1,010,381 1,500, , ,351 Income tax (charge)/credit 32(a) (135,468) (143,027) 395 (2,224) Profit for the year 874,913 1,357, , ,127 Other comprehensive income for the year: Items that will not be reclassified to profit or loss: Release to income on disposal of investments - (152,360) - - Remeasurement of post employment benefit obligations, net of deferred tax 4,639 (68,313) (5,033) (11,211) 4,639 (220,673) (5,033) (11,211) Items that may be reclassified subsequently to profit or loss: Fair value adjustments on available-for-sale financial assets 55,219 (113,523) 404,869 (457,339) Currency translation differences (17,937) 89, Share of other comprehensive income of associated companies and jointly controlled entities (8,209) (7,947) ,073 (32,367) 404,869 (457,339) Other comprehensive income for the year, net of tax 33,712 (253,040) 399,836 (468,550) Total comprehensive income for the year 908,625 1,104, ,576 (245,423) Profit attributable to: Owners of the company 236, , , ,127 Non-controlling interests 638, , ,913 1,357, , ,127 Total comprehensive income attributable to: Owners of the company 251, , ,576 (245,423) Non-controlling interests 657, , ,625 1,104, ,576 (245,423) Earnings per share 35 Rs The notes on pages 111 to 187 form an integral part of these financial statements. Independent auditors report on pages 104 to 105.

56 108 STATEMENTS OF CHANGES IN EQUITY STATEMENTS OF CHANGES IN EQUITY 109 Attributable to owners of the parent Fair value, revaluation and other reserves Retained earnings Holding company and subsidiaries Associated companies Holding company and subsidiaries Associated companies Noncontrolling interests Note Share capital Total Total equity Balance at July 1, ,138,400 6,496, ,400 5,770,064 1,144,078 16,480,745 16,230,439 32,711,184 Issue of shares to non-controlling shareholders , ,049 Acquisition and deconsolidation of group companies - 2, ,334 (117,058) (13,655) 297, ,124 Net assets of subsidiary at date of acquisition attributable to non-controlling shareholders ,706 35,706 Effect of change in ownership interest not resulting in loss of control - 54,584 - (46,080) (36,151) (27,647) 84,081 56,434 Transfer on disposal of land and buildings - (25,731) - 25, Other transfers - (6,372) - 447,833 (493,210) (51,749) 119,261 67,512 Profit for the year , , , , ,913 Other comprehensive income for the year - 13,964 (613,546) (3,247) 617,400 14,571 19,141 33,712 Dividends (166,796) - (166,796) - (166,796) Dividends paid by subsidiaries and associated companies to non-controlling shareholders (404,328) (404,328) Balance at June 30, ,138,400 6,535, ,854 6,229,295 1,251,083 16,471,949 17,528,561 34,000,510 The notes on pages 111 to 187 form an integral part of these financial statements. Independent auditors report on pages 104 to 105. Attributable to owners of the parent Fair value, revaluation and other reserves Retained earnings Holding company and subsidiaries Associated companies Holding company and subsidiaries Associated companies Noncontrolling interests Note Share capital Total Total equity Balance at July 1, ,138,400 6,688, ,930 5,609, ,490 16,285,429 15,694,022 31,979,451 Issue of shares to non-controlling shareholders , ,174 Acquisition and deconsolidation of group companies - (211) - (1,478) - (1,689) (104,511) (106,200) Net assets of subsidiary at date of acquisition attributable to non-controlling shareholders ,224 3,224 Effect of change in ownership interest not resulting in loss of control - (3,303) - (16,884) 630 (19,557) 16,009 (3,548) Transfer on disposal of land and buildings - (20,903) - 20, Other transfers - (10,892) - 10, Movement in other reserves , ,050 60, ,300 Profit for the year , , , ,976 1,357,069 Other comprehensive income for the year - (156,519) (37,580) (50,468) 47,782 (196,785) (56,255) (253,040) Dividends (166,796) - (166,796) - (166,796) Dividends paid by subsidiaries and associated companies to non-controlling shareholders (342,450) (342,450) Balance at June 30, ,138,400 6,496, ,400 5,770,064 1,144,078 16,480,745 16,230,439 32,711,184 Fair value, Note Share capital revaluation and other reserves Retained earnings Total equity Balance at July 1, ,138,400 10,028,939 1,563,053 13,730,392 Profit for the year , ,740 Other comprehensive income for the year - 404,869 (5,033) 399,836 Dividends (166,796) (166,796) Balance at June 30, ,138,400 10,433,808 1,590,964 14,163,172 Balance at July 1, ,138,400 10,486,278 1,517,933 14,142,611 Profit for the year , ,127 Other comprehensive income for the year - (457,339) (11,211) (468,550) Dividends (166,796) (166,796) Balance at June 30, ,138,400 10,028,939 1,563,053 13,730,392 The notes on pages 111 to 187 form an integral part of these financial statements. Independent auditors report on pages 104 to 105.

57 110 STATEMENTS OF CASH FLOWS Notes Cash flows from operating activities Cash generated from operations 36(a) 1,716,793 1,109, , ,426 Tax paid (78,389) (119,672) (4,159) (4,522) Net cash generated from operating activities 1,638, , , ,904 Cash flows from investing activities Purchase of property, plant and equipment (554,260) (473,070) (1,295) (1,806) Purchase of intangible assets (37,850) (118,023) - (39) Purchase of investment properties (606,571) (249,304) - - Purchase of bearer biological assets (38,978) (45,480) - - Purchase of shares in subsidiaries from non-controlling shareholders - (10,103) (35,601) (2,616) Purchase of shares in subsidiaries from group companies (11,482) Purchase of investments in associated companies (934,412) (381,776) - - Purchase of investments in jointly controlled entities - (34,300) - - Purchase of investments in available-for-sale financial assets (836,578) (38,044) (2,004) - Acquisition of subsidiaries net of cash 40 (1,868,065) (434,698) - - Acquisition related costs (78,145) Deposits on investments - (1,500) - - Disposal of subsidiaries net of cash - (47,905) - - Proceeds from disposal of investments 535, , Proceeds from disposal of property, plant and equipment and investment properties 174, , ,733 Compensation for waiver to rights to lessee on land and buildings 30,490 12, Voluntary retirement scheme and centralisation costs (12,769) (63,689) - - Reorganisation/relocation costs (6,702) (27,486) - - Loans granted (121,396) (300,603) (196,000) (1,595,409) Loans refunded 287, , , ,600 Interest received 26,648 24,098 90,302 76,157 Net cash (used in)/generated from investing activities (4,041,693) (997,032) 20,711 (1,056,862) Cash flows from financing activities Issue of shares to non-controlling shareholders 465,501 80, Issue of debentures 14, , Proceeds from long-term borrowings 7,540,748 6,130,033 85,025 1,235,000 Payments on long-term borrowings (4,067,314) (5,085,951) (85,000) (150,000) Finance lease principal payments (64,233) (62,821) (505) (367) Interest paid (1,053,810) (659,704) (108,313) (91,516) Dividends paid (166,796) (166,796) (166,796) (166,796) Dividends paid by subsidiaries to non-controlling shareholders (426,841) (259,353) - - Net cash generated from/(used in) financing activities 2,241, ,408 (275,589) 826,321 (Decrease)/increase in cash and cash equivalents (161,534) 99,250 (20,095) (1,637) Movement in cash and cash equivalents At July 1, 364, ,216 30,467 32,104 Effects of exchange rate changes (7,685) 20, (Decrease)/increase (161,534) 99,250 (20,095) (1,637) At June 30, 36(d) 194, ,204 10,372 30, GENERAL INFORMATION 111 ENL Limited is a limited liability company incorporated and domiciled in Mauritius. The holding company is L Accord Limited, incorporated in Mauritius. Both companies registered office is at ENL House, Vivéa Business Park, Moka. The ultimate holding entity is Société Caredas, a société civile registered in Mauritius. These financial statements will be submitted for consideration and approval at the forthcoming annual meeting of the shareholders of the company. 2. SIGNIFICANT ACCOUNTING POLICIES The accounting policies adopted in the preparation of these financial statements have been disclosed in their respective notes other than those disclosed below. These policies have been consistently applied to all the years presented unless otherwise stated. (a) Basis of preparation The financial statements of ENL Limited comply with the Companies Act 2001 and have been prepared in accordance with International Financial Reporting Standards (IFRS). The financial statements include the consolidated financial statements of the holding company and its subsidiary companies (the group) and the separate financial statements of the holding company (the company). Where necessary, comparative figures have been amended to conform to changes in presentation in the current year. The financial statements have been prepared under the historical cost convention, except that: i. certain property, plant and equipment are carried at revalued amounts; ii. investment properties are carried at fair value; iii. held for trading and available-for-sale securities are stated at fair value; iv. consumable biological assets are stated at fair value; and v. relevant financial assets and financial liabilities are stated at fair value. The preparation of financial statements in conformity with IFRS requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the group s accounting policies. The areas involving a higher degree of judgement or complexity or areas where assumptions and estimates are significant to the financial statements are disclosed in note 4 and in respective applicable notes. Standards, Amendments to published Standards and Interpretations effective in the reporting period There are no standards, amendments to published standards and interpretations effective for the first time in the reporting period. Standards, Amendments to published Standards and Interpretations issued but not yet effective Certain standards, amendments to published standards and interpretations have been issued that are mandatory for accounting periods beginning on or after 1 January 2016 or later periods, but which the group has not early adopted. The notes on pages 111 to 187 form an integral part of these financial statements. Independent auditors report on pages 104 to 105.

58 SIGNIFICANT ACCOUNTING POLICIES (CONT D) 3. FINANCIAL RISK MANAGEMENT 113 (a) Basis of preparation (cont d) Standards, Amendments to published Standards and Interpretations issued but not yet effective (cont d) At the reporting date of these financial statements, the following were in issue but not yet effective: IFRS 9 Financial Instruments IFRS 14 Regulatory Deferral Accounts Accounting for Acquisitions of Interests in Joint Operations (Amendments to IFRS 11) Clarification of Acceptable Methods of Depreciation and Amortisation (Amendments to IAS 16 and IAS 38) IFRS 15 Revenue from Contract with Customers Agriculture: Bearer Plants (Amendments to IAS 16 and IAS 41) Equity Method in Separate Financial Statements (Amendments to IAS 27) Sale or Contribution of Assets between an Investor and its Associate or Joint Venture (Amendments to IFRS 10 and IAS 28) Annual Improvements to IFRSs Cycle Investment Entities: Applying the Consolidation Exception (Amendments to IFRS 10, IFRS 12 and IAS 28) Disclosure Initiative (Amendments to IAS 1) IFRS 16 Leases Recognition of Deferred Tax Assets for Unrealised Losses (Amendments to IAS 12) Amendments to IAS 7 Statement of Cash Flows Clarifications to IFRS 15 Revenue from Contracts with Customers Classification and Measurement of Share-based Payment Transactions (Amendments to IFRS 2) Where relevant, the group is still evaluating the effect of these Standards, amendments to published Standards and Interpretations issued but not yet effective, on the presentation of its financial statements. (b) (c) Impairment of non-financial assets If the recoverable amount of an asset is estimated to be less than the carrying amount, the carrying amount of the asset is reduced to its recoverable amount. An impairment loss is recognised as an expense immediately, unless the relevant asset is carried at a revalued amount in which case the impairment loss is treated as a revaluation decrease to the extent of the corresponding revaluation surplus. Where an impairment loss subsequently reverses, the carrying amount of the asset is increased to the revised estimate of its recoverable amount, provided that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset in prior years. A reversal of an impairment loss is recognised as income immediately, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase. Foreign currency translation Items included in the financial statements of each of the group s entities are measured using the currency of the primary economic environment in which the entity operates (functional currency). The consolidated financial statements are presented in Mauritian rupees, which is the group s functional and presentation currency. Foreign currency transactions are translated into Mauritian rupees using exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss. Translation differences on non-monetary financial assets and liabilities such as equities held at fair value through profit or loss are recognised in profit or loss as part of the fair value gain or loss. Translation differences on non-monetary financial assets, such as equities classified as available for sale, are included in other comprehensive income. 3.1 Financial risk factors The group s activities expose it to a variety of financial risks, including: Market risk (including currency risk, price risk and cash flow and fair value interest risk); Credit risk; and Liquidity risk The group s overall risk management programme focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the group s financial performance. A description of the significant risk factors is given below together with the risk management policies applicable. (a) Market risk (i) (ii) Currency risk Several of the group s subsidiary companies deal in foreign currency transactions and are exposed to foreign exchange risk arising from various currency exposures, primarily with respect to the Euro, the US dollar and the GBP. Foreign exchange risk arises from future commercial transactions and recognised assets and liabilities. Some of the group s subsidiary companies are also exposed to fluctuations of exchange rate which impacts on the price of sugar. The group At June 30, 2016, if the rupee had weakened/strengthened by 5% against the Euro/US dollar/gbp with all other variables held constant, post-tax profit for the year would have been Rs.12.2m (2015: Rs. 7.0m) higher/lower, mainly as a result of foreign exchange gains/losses on translation of Euro/US dollar/gbp denominated trade receivables, trade payables and borrowings. These group uses forward contracts, whenever possible, to hedge their exposure to foreign currency risk. Each subsidiary is responsible for hedging the net position in each currency by using currency borrowings. The risk is also managed through short term swap of currencies. Price risk Equity The group is exposed to equity securities price risk because of investments held by the group and classified on the consolidated statement of financial position as investments in financial assets. To manage its price risk arising from investments in equity securities, the group diversifies its portfolio. Diversification of the portfolio is done in accordance with the limits set by the group. Sugar The group is exposed to risk due to fluctuations in the price of sugar. The risk will affect both the crop proceeds and the standing cane valuation. Commercial The group is exposed to market risk in respect of residential units for sale and commercial units to rental. Management monitors the demand and supply of the market and decides accordingly to initiate projects. Sensitivity analysis The table below summarises the impact of increase/decrease in the fair value of the investments on the group s profit and equity. Increase/ decrease in the fair value of the group s investments will not have any material impact on profit/equity. The analysis is based on the assumption that the fair value had increased/decreased by 5%.

59 FINANCIAL RISK MANAGEMENT (CONT D) 3.1 Financial risk factors (cont d) (a) (b) (c) Market risk (cont d) (ii) (iii) Price risk (cont d) Sensitivity analysis (cont d) Impact on other Impact on profit comprehensive income Available-for-sale investments in financial assets ,784 6,890 Held for trading securities 2,630 2, Cash flow and fair value interest risk The group is exposed to risks associated with the effects of fluctuations in the prevailing levels of market interest rates on its financial position and cash flows. The group s interest rate risk arises from long term borrowings at variable rates. At June 30, 2016, if interest rates on borrowings had been 50 basis points higher/lower with all other variables held constant, post-tax profit for the year would have been lower/higher mainly as a result of higher/lower interest expense on floating rate borrowings as shown below: Rupee-denominated borrowings Effect higher/lower interest expense on post tax profit 53,620 39,763 4,760 3,676 Credit risk The risk is managed by maintaining an appropriate mix between fixed and floating interest charges on borrowings. Credit risk arises principally from the group s trade receivables and is the risk of financial loss to the group if a customer or counterparty to a financial instrument fails to meet its contractual obligations. The company s credit risk concentration is spread between interest rate and equity securities. All transactions in listed securities are settled/paid for upon delivery using approved brokers. The risk of default is considered minimal since delivery of securities sold is only made once the broker has received payment. On a purchase, payment is made once the securities have been received by the broker. If either party fails to meet their obligations, the trade will fail. The subsidiary companies credit risk is primarily attributable to their trade receivables. The amounts presented on the statement of financial position are net of allowances for doubtful receivables, estimated by the group s management based on prior experience and current economic environment. The subsidiary companies have no significant concentration of credit risk, with exposure spread over a large number of counterparties and customers. The risk with the sales of sugar from the operations in Mauritius is remote as the subsidiaries export the entire production through the Mauritius Sugar Syndicate. Liquidity risk Liquidity risk is the risk that the group will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivery of cash or another financial asset. Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding through an adequate amount of committed credit facilities. The group aims at maintaining flexibility in funding by keeping committed credit lines available. Management monitors rolling forecasts of the group s liquidity reserve on the basis of expected cash flows and does not foresee any major liquidity risk over the next two years. The table below analyses the group s and the company s financial liability and net financial liabilities into relevant maturity groupings based on the remaining period at the end of the reporting period to the contractual maturity date. 115 Less than 1 year Between 1 and 2 years Between 2 and 5 years Over 5 years Total Rs 000 At June 30, 2016 Finance lease liabilities 109,879 87, ,851 6, ,354 Trade and other payables 4,703, ,703,156 Bank overdrafts 1,239, ,239,708 Bank and other loans 3,422,611 1,514,365 4,504,135 7,404,103 2,518,305 Debentures 19,438 19, , , ,230 At June 30, 2015 Finance lease liabilities 106,103 86, ,148 20, ,410 Trade and other payables 3,889, ,889,999 Bank overdrafts 839, ,410 Bank and other loans 2,198, ,690 3,141,477 5,505,349 10,963,772 Debentures 9,135 9, , ,175 At June 30, 2016 Finance lease liabilities ,754 Trade and other payables 26, ,442 Payable to group companies 12, ,602 Bank and other loans 154,882 69,031 1,357, ,945 2,102,976 Less than 1 year Between 1 and 2 years Between 2 and 5 years Over 5 years Total Rs 000 At June 30, 2015 Finance lease liabilities Trade and other payables 29, ,307 Bank overdrafts Payable to group companies 8, ,299 Bank and other loans 120,460 65, ,093 1,740,976 2,134,193 As at 30 June 2016, the Group had net current liabilities of Rs.761.3m. The net current liabilities of the group consist of temporary bank overdrafts which will be converted into term loans which has been agreed with the bank. 3.2 Fair value estimation The fair value of financial instruments traded on active markets is based on quoted market prices at the end of the reporting period. A market is regarded as active if quoted prices are readily and regularly available from an exchange, dealer, broker or regulatory agency and the prices represent actual and regularly occurring market transactions on an arm s length basis. These instruments are included in level 1. Instruments included in level 1 comprise primarily quoted equity investments classified as trading securities or available for sale. The fair value of financial instruments that are not traded on an active market is determined using valuation techniques. The group uses a variety of methods namely capitalised earnings, net asset basis and dividend yield where applicable and makes assumptions that are based on market conditions existing at the end of each reporting period. These instruments are included in level 3. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2. The carrying amount of the financial assets would be an estimated Rs.17.9 m (2015: Rs.10.8m ) for the group and Rs. 0.16m (2015: Rs.0.050m) for the company higher/lower in the event their fair values were increased/decreased by 5%. The fair value of those financial assets and liabilities not presented on the group s statements of financial position at their fair values are not materially different from their carrying amounts.

60 FINANCIAL RISK MANAGEMENT (CONT D) 3.3 Capital risk management The group s objectives when managing capital are: to safeguard the entities ability to continue as going concern so that they can continue to provide returns for shareholders and benefits for other stakeholders; and to provide an adequate return to shareholders by pricing products and services commensurately with the level of risk. The group manages the capital structure and makes adjustments to it in the light of changes in economic conditions and the risk characteristics of the underlying assets. In order to maintain or adjust the capital structure, the group may adjust the amount of dividends paid to shareholders or sell assets to reduce debt. The group monitors capital on the basis of the debt-to-adjusted capital ratio. This ratio is calculated as net debt adjusted capital. Net debt is calculated as total debt (as shown on the statement of financial position) less cash and bank balances. Adjusted capital comprises all components of equity (i.e. share capital, share premium, non-controlling interests, retained earnings and revaluation, fair value and other reserves). The net debt-to-adjusted capital ratios at June 30, 2016 and at June 30, 2015 were as follows: Total debts 16,917,372 10,650,054 1,696,518 1,695,350 Loans receivable (96,659) (155,010) (308,500) (279,000) Cash and bank balances (1,434,693) (1,203,614) (10,372) (30,500) Net debts 15,386,019 9,291,430 1,377,646 1,385,850 Total equity 34,000,510 32,711,184 14,163,172 13,730,392 Debt-to-adjusted capital ratio There were no changes in the group s approach to capital risk management during the year. 4. CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS Estimates and judgements are continuously evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. 4.1 Critical accounting estimates and assumptions The group makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are described below. and in respective applicable notes to the financial statements. Limitation of sensitivity analysis Sensitivity analysis in respect of market risk demonstrates the effect of a change in a key assumption while other assumptions remain unchanged. In reality, there is a correlation between the assumptions and other factors. It should also be noted that these sensitivities are non linear and larger or smaller impacts should not be interpolated or extrapolated from these results. Sensitivity analysis does not take into consideration how the group assets and liabilities are managed. Other limitations include the use of hypothetical market movements to demonstrate potential risk that only represent the group view of possible near term market changes that cannot be predicted with any certainty PROPERTY, PLANT AND EQUIPMENT (a) Accounting policy All property, plant and equipment are initially recorded at cost, some of which are subsequently shown at revalued amount based on periodic, but at least triennial valuations by external valuers, less subsequent depreciation. Any accumulated depreciation at the date of revaluation is eliminated against the gross carrying amount of the asset and the net amount is restated to the revalued amount of the asset. All other property, plant and equipment are stated at historical cost less depreciation. Historical cost includes expenditure that is directly attributable to the acquisition of the assets. Subsequent costs are included in the assets' carrying amount or recognised as a separate asset as appropriate only when it is probable that future economic benefits associated with the asset will flow to the group and the cost can be measured reliably. Increases in the carrying amount arising on revaluation are credited to other comprehensive income and shown as revaluation reserves in shareholders' equity. Decreases that offset previous increases of the same asset are charged against the revaluation surplus directly in equity. All other decreases are charged to profit or loss. Properties in the course of construction for production, or administrative purposes or for purposes not yet determined are carried at cost less any recognised impairment loss. Cost includes professional fees and for qualifying assets, borrowing costs capitalised. Depreciation of these assets, on the same basis as other property assets, commences when the assets are ready for their intended use. Property, plant and equipment, other than land, are depreciated over their useful lives on a straight line basis. Depreciation is calculated on a straight line method to write off the cost or revalued amounts of the assets, with the exception of land, to their residual values over their estimated useful lives as follows: Years Buildings and yard Machinery and equipment 5-10 Motor vehicles 4-10 Furniture, fittings and others 4-20 Land is not depreciated. The assets' residual values and useful lives are reviewed and adjusted, if appropriate, at the end of each reporting period. When the carrying amount of an asset is greater than its estimated recoverable amount, it is written down immediately to its recoverable amount. Gains and losses on disposals of property, plant and equipment are determined by comparing the proceeds with the carrying amounts and are included in profit or loss. On disposal of revalued assets, amounts in revaluation surplus relating to those assets are transferred to retained earnings. (b) Furniture, Freehold land Buildings & yard Machinery & equipment Motor vehicles fittings & others Assets in progress Total Rs'000 Rs'000 Rs'000 Rs'000 Rs'000 Rs'000 Rs'000 (i) 2016 COST AND VALUATION At July 1, ,844,494 8,245,558 2,855, , , ,998,703 Acquisition through business combination - 23, ,500 6, ,200 Additions 23, , ,043 91,017 36,829 2, ,466 Disposals (38,399) (2,875) (86,559) (90,243) (8,364) - (226,440) Write offs - - (5,072) - (344) - (5,416) Transfer to investment properties (note 6) (131,061) (26,915) (157,976) Transfer to inventories (stock of land) (212,916) (212,916) Transfer to non current assets classified as held for sale (note 20) (22,175) (4,494) (26,669) Translation difference - - (5,900) (2,300) - - (8,200) At June 30, ,463,939 8,389,576 3,171, , ,504 2,616 23,113,752 DEPRECIATION At July 1, ,705 2,216, , ,621-3,294,802 Acquisition through business combination ,100 3, ,800 Charge for the year - 126, , ,715 36, ,015 Disposal adjustments - (2,054) (86,353) (66,226) (5,832) - (160,465) Write offs - - (5,072) - (315) - (5,387) Transfer to non current assets classified as held for sale (note 20) - (935) (935) Translation difference (3,600) (2,000) - - (5,400) At June 30, ,877 2,385, , ,084-3,657,430 NET BOOK VALUES At June 30, ,463,939 7,827, , ,364 87,420 2,616 19,456,322

61 PROPERTY, PLANT AND EQUIPMENT (CONT D) (b) (CONT D) Furniture, Freehold land Buildings & yard Machinery equipment & Motor vehicles fittings & others Assets in progress Total Rs 000 Rs 000 Rs 000 (ii) 2015 COST AND VALUATION At July 1, ,124,184 8,099,841 2,598, , ,943 8,610 22,764,021 Acquisition through business combination ,240 26, ,374 Additions - 162, , ,596 42,953 7, ,103 Disposal of subsidiary companies (20,400) 66 16,353 - (3,837) Disposals (7,433) - (189,241) (101,291) (29,518) (539) (328,022) Write offs - - (2,389) - (1,793) (90) (4,272) Transfer to investment properties (note 6) (272,260) (272,260) Transfer from deferred expenditure (note 7) - 2, ,600 Transfer to intangible assets (note 8) - (29,807) (29,807) Transfer from non current assets classified as held for sale (note 20) Translation difference - 7,500 (4,000) (700) - - 2,800 Reclassification - 3,196 8,618-3,566 (15,380) - At June 30, ,844,494 8,245,558 2,855, , , ,998,703 DEPRECIATION At July 1, ,480 2,089, , ,501-2,961,495 Acquisition through business combination ,360 16, ,044 Charge for the year - 135, , ,561 29, ,770 Disposal of subsidiary companies - - (17,300) ,513 - (2,809) Disposal adjustments - - (191,071) (73,943) (29,104) - (294,118) Write offs - - (2,389) - (1,715) - (4,104) Translation difference - - (3,300) (900) (276) - (4,476) Reclassification - - (1,426) - 1, At June 30, ,705 2,216, , ,621-3,294,802 NET BOOK VALUES At June 30, ,844,494 7,807, , ,679 89, ,703, PROPERTY, PLANT AND EQUIPMENT (CONT D) (b) (CONT D) (iii) (iv) (v) (vi) Assets in progress relate to irrigation and other equipment under installation which are not yet operational. Additions include Rs.98.6m (2015: Rs.74.2m) of assets under finance leases. Leased assets included in property, plant and equipment comprise of: Rs 000 Rs 000 Machinery and equipment Cost 177, ,552 Accumulated depreciation (82,350) (108,934) Net book values 95, ,618 Motor vehicles Cost 370, ,909 Accumulated depreciation (197,768) (174,450) Net book values 172, ,459 Total 268, ,077 The group s land and buildings were last revalued in 2014 by qualified independent professional valuers. The valuations were made on the basis of open market value and replacement costs as appropriate. The revaluation surplus net of deferred income taxes was credited to revaluation reserves in shareholders equity. Details of the group s freehold land and buildings measured at fair value and information about the fair value hierarchy as at the reporting date are as follows: Level 2 Level 3 Rs 000 Rs Freehold land 206,550 10,138,152 Buildings - 7,594,686 Total 206,550 17,732,838 Level 2 Level 3 Rs 000 Rs Freehold land 206,550 10,520,530 Buildings - 7,594,686 Total 206,550 18,115,216 The different levels have been defined as follows: Level 1 - Unadjusted quoted prices in active market for identical assets. Level 2 - Inputs other than quoted prices included within level 1 that are observable for the asset, either directly or indirectly. Level 3 - Inputs for the asset that are not based on observable market data. There were no transfers between level 1 and 2 during the year. (vii) The table below shows the changes in level 3 instruments for the year ended June 30, 2016 and Rs 000 Rs 000 At July 1, 18,115,216 18,117,715 Transfer (343,979) - Disposals (38,399) (2,499) At June 30, 17,732,838 18,115,216

62 PROPERTY, PLANT AND EQUIPMENT (CONT D) (b) (viii) (ix) (x) (xi) (CONT D) Information about fair value measurements using significant unobservable inputs (level 3) are as follows: Description Range of unobservable inputs per arpent-moka district Rs m Range of unobservable inputs per arpent-savannah district Rs m Commercial zones Agricultural activities Public utilities, rivers and dam Residential zone Morcellement lots Hunting ground Metayer Paddock Industrial zone The group s property, plant and equipment are reflected at revalued amounts. If property, plant and equipment were stated at historical cost, the amounts would be as follows: Freehold land Buildings & yard Total Rs 000 Rs 000 Rs Cost 266,688 3,223,039 3,489,727 Accumulated depreciation - (919,061) (919,061) Net book values 266,688 2,303,978 2,570, Cost 315,164 3,071,787 3,386,951 Accumulated depreciation - (765,383) (765,383) Net book values 315,164 2,306,404 2,621,568 Depreciation charge of Rs.447.4m and Rs.38.6m has been charged to other operating expenses and to cost of sales respectively. Bank borrowings are secured on some of the group s property, plant and equipment. 5. PROPERTY, PLANT AND EQUIPMENT (CONT D) (c) Furniture, Motor vehicles fittings & others Office equipment Total (i) 2016 COST At July 1, ,144 1,143 6,020 21,307 Additions 1, ,977 Disposals (3,535) - - (3,535) Write offs - - (344) (344) At June 30, ,514 1,620 6,271 20,405 DEPRECIATION At July 1, , ,854 14,483 Charge for the year 2, ,207 3,531 Disposal adjustments (3,535) - - (3,535) Write offs - - (316) (316) At June 30, , ,745 14,163 NET BOOK VALUES At June 30, , ,526 6,242 Motor vehicles Furniture, fittings & others Office equipment Total (ii) 2015 COST At July 1, ,257 1,574 6,432 37,263 Additions 1, ,806 Disposals (16,387) - - (16,387) Write offs - (431) (944) (1,375) At June 30, ,144 1,143 6,020 21,307 DEPRECIATION At July 1, ,142 1,034 3,704 27,880 Charge for the year 2, ,093 4,195 Disposal adjustments (16,284) - - (16,284) Write offs - (365) (943) (1,308) At June 30, , ,854 14,483 NET BOOK VALUES At June 30, , ,166 6,824 (iii) Bank borrowings are secured on some of the company s property, plant and equipment.

63 PROPERTY, PLANT AND EQUIPMENT (CONT D) (c) (iv) (v) (d) (CONT D) Additions of leased assets during the year amounted to Rs.1.9m (2015: Rs.nil). Leased assets comprise of motor vehicles as follows: Rs 000 Rs 000 Motor vehicles Cost 1,905 1,905 Accumulated depreciation (287) (1,635) Net book values 1, Depreciation charge has been included in other operating expenses. Critical accounting estimates Asset lives and residual values Property, plant and equipment are depreciated over their useful lives taking into account residual values where appropriate. The actual lives of the assets and residual values are assessed annually and may vary depending on a number of factors. In reassessing asset lives, factors such as technological innovation, product life cycles and maintenance programmes as well as location, wear and tear and frequency of renovation are taken into account. The residual value of an asset is the estimated net amount that the group would currently obtain from the disposal of the asset, if the asset was already of the age and in the condition expected at the end of its useful life. Residual value assessments consider issues such as future market conditions, the remaining useful life of the asset and projected disposal values. Consideration is also given to the extent of current profits and losses on the disposal of similar assets. The directors therefore make estimates based on historical experience and use best judgement to assess the useful lives of assets and to forecast the expected residual values of the assets at the end of their expected useful lives. (The residual value of an asset is the estimated net amount that the group would currently obtain from disposal of the asset, if the asset were already of the age and in condition expected at the end of its useful life). Revaluation of properties The group measures land and buildings at revalued amounts with changes in fair value being recognised in other comprehensive income. The group appointed independent valuation specialists to determine the fair value of the properties. Valuations were made on the basis of open market values and replacement costs. As part of the revaluation process, the use of judgement to determine the fair value of properties is necessary. Land is valued on the basis of recently transacted properties in that specific region. 6. INVESTMENT PROPERTIES (a) Accounting policy Investment properties are properties which are held to earn rentals or for capital appreciation and not occupied by the group and are measured initially at cost including transaction costs. Subsequent to initial recognition, investment properties are carried at fair value determined annually by external valuers. Changes in fair values are included in profit or loss.properties that are being constructed or developed for future use as investment properties are treated as investment properties. Investment properties are derecognised when they are disposed of or when the investment properties are permanently withdrawn from use and no future economic benefit is expected from their use. The difference between the net disposal proceeds and the carrying amount of the asset is recognised in profit or loss in the year of derecognition. 6. INVESTMENT PROPERTIES (CONT D) Rs 000 Rs 000 (b) Fair value model At July 1, 9,835,334 8,840,260 Acquisition through business combination 6,996,450 - Additions 689, ,304 Disposals (104,705) (15,500) Increase in fair value 627, ,146 Transfer from property, plant and equipment (note 5) 157, ,260 Transfer (to)/from inventories (stock of land) (373,080) 67,899 Transfer from intangible assets (note 8) 106,494 - Disposal of subsidiary company - (26,200) Transfer from deferred expenditure (note 7) - 9,165 Translation difference 2,200 62,000 At June 30, 17,937,868 9,835,334 (c) (d) The following amounts have been recognised in profit or loss: Rs 000 Rs 000 Rental income 782, ,957 Direct operating expenses generating rental income 304, ,671 Direct operating expenses that did not generate rental income 28,615 11,831 Investment properties have been valued as at June 30, 2016 by independent valuers using various valuation methods. Some investment properties were valued by independent valuers on a yield basis. Rentals were calculated on a fully let basis and adjusted for a long term vacancy provision. Adjusted earnings were capitalised at yields representing the different characteristics of investment properties, including their location, age and tenant mix. Some investment properties were fair valued using the discounted cash flow method. The expected future net income for 5 years has been discounted at an appropriate discount rate and added to the estimated reversionary rate. The reversionary value has been computed by capitalising the net income prevailing at the end of the cash flow projections and discounting at an appropriate rate. Other investment properties were valued based on the sales comparison method and residual value method as appropriate. The group has pledged some of the investment properties to secure borrowings. Borrowing costs Interest costs on borrowings to finance the construction of investment property are capitalised as part of the cost of the asset during the period of time that is required to complete and prepare the asset for its intended use. All other borrowing costs are expensed in the period they are incurred. Borrowing costs consist of interest and other costs that the group incurs in connection with the borrowing of funds.

64 INVESTMENT PROPERTIES (CONT D) Details of the investment properties and information about the fair value hierarchy are as follows: Level 2 Level 3 Rs 000 Rs 000 (e) 2016 Land and buildings 3,198,397 14,739,471 Level 2 Level 3 Rs 000 Rs Land and buildings 1,641,789 8,193,545 (f) The table below shows the changes in level 3 instruments for the year ended June 30, 2016 and Rs 000 Rs 000 At July 1, 8,193,545 7,224,151 Acquisition through business combination/disposal of subsidiary 6,093,600 (26,200) Additions 681, ,843 Increase in fair value 450,302 75,187 Transfer (658,754) 761,564 Disposals (20,500) - At June 30, 14,739,471 8,193,545 (g) Main unobservable inputs used in the valuation of investment properties are as follows: Capitalisation rate 7.5% - 9.5% Reversionary rate 7.5% % Discount rate 7.5% % Market rental growth 5.0% Expense growth 5.0% Net operating income from properties Rs.2m - Rs.419m 6. INVESTMENT PROPERTIES (CONT D) (h) Borrowing costs of Rs.9.1m arising on financing of the construction of investment property were capitalised during the year and included in additions. A capitalisation rate of 55% was used, representing the borrowing cost of the loan used to finance the construction. (i) Critical accounting estimates Revaluation of investment properties The group measures its investment properties at revalued amounts with changes in fair value being recognised in profit or loss. The group appointed independent valuation specialists to determine the fair value of the properties which were carried out on the basis of open market values, yield basis, discounted cash flow approach and residual value method. As part of the revaluation process, the use of judgement to determine the fair value of properties is necessary. Land is valued on the basis of recently transacted properties in that specific region and residual value method as appropriate. For developed sites, the income capitalisation method and the depreciated replacement cost basis have been used. The depreciated replacement cost methodology consists of the depreciated replacement cost of the building, plus the market value of the land. For the unimproved sites, the basis of valuation is the market value, which is the value for which such asset could be exchanged between knowledgeable willing parties in an arm s length transaction. 7. DEFERRED EXPENDITURE (a) Accounting policy Land parcelling expenses Costs associated with the parcelling of land are capitalised and subsequently released to profit or loss in the period in which the sale of land is realised. Premium on leasehold land Premium paid on leasehold land is accounted for as deferred expenditure and is included in profit or loss over the number of years remaining on those leases. Others In order to match cost and revenue of providing services over the period of the contract, certain expenditure related thereto is deferred. Professional fees are included in other deferred expenditure and will be released over the contract period. (b) Land parcelling expenses Premium on leasehold land Others Total Total Rs 000 At July 1, 27,664 20,100 76, , ,884 Additions 1, ,651 1,646 Transfer to property, plant and equipment (note 5) (2,600) Transfer to investment properties (note 6) (9,165) Transfer (to)/from other receivables - (800) 52,800 52,000 (11) Transfer to inventories (stock of land) (15,800) Release to profit or loss (8,470) - - (8,470) (44,990) Translation difference - - 1,400 1,400 13,400 Amortisation charge - (200) - (200) (4,700) At June 30, 20,845 19, , , ,664

65 INTANGIBLE ASSETS (a) Accounting policy Computer Software Computer software is capitalised on the basis of costs incurred to acquire and bring to use the specific software and is amortised over its estimated useful life of 4 years. Land derocking Land derocking and preparation costs are amortised over 7 years, one year after the costs have been incurred. Land conversion rights Land conversion rights are transferred to investment properties upon conversion of the land. Franchise Franchise is shown at historical cost, has a finite useful life and is carried at cost less accumulated amortisation. Amortisation is calculated using the straight line method over its estimated useful lives of 4-10 years. Milling rights Milling rights relate to the rights in respect of future incremental free cash flows that the group will be benefiting from receiving milling and energy companies in accordance with the closure agreement of Mon Désert Alma Sugar Milling Company Limited. Milling rights are tested annually for impairment. Goodwill Goodwill arises on the acquisition of subsidiary companies and represents the excess of the consideration over the group s interest in the fair value of the net identifiable assets, liabilities and contingent liabilities of the acquiree. Any net excess of the group s interests in the net fair value of the acquiree s net identifiable assets over cost is recognised in profit or loss. Goodwill is tested annually for impairment and is carried at cost less accumulated impairment losses. On disposal of a subsidiary company, the goodwill is included in the determination of the gains and losses on disposal. Goodwill is allocated to cash-generating units for the purpose of impairment testing. Impairment reviews are undertaken annually or more frequently if events or changes in circumstances indicate a potential impairment. Other purchased goodwill consists mainly of premium paid by certain subsidiaries for acquiring agencies. Impairment tests are carried out at the end of the reporting period. 8. INTANGIBLE ASSETS (CONT D) (b) Computer software Land conversion rights Land Milling Goodwill derocking Franchise rights Others Total (i) 2016 COST At July 1, , , , ,707 13, , ,900 1,624,684 Acquisition through business combination - 44, ,046 Additions 19,510-15,850 2, ,850 Disposals (7,409) (7,409) Impairment - (9,103) (9,103) Deconsolidation of subsidiaries - (1,700) (200) (1,900) Translation difference Transfer to investment properties (note 6) (106,494) (106,494) Transfer to inventories (stock of land) (27,890) (27,890) At June 30, , , ,929 25,813 13, , ,000 1,554,184 AMORTISATION At July 1, ,079 (10,500) 61,528-2,469 68,194 8, ,480 Charge for the year 25,374-21, ,200 48,695 Disposals adjustments (5,260) (5,260) Deconsolidation of subsidiaries (200) (200) Translation difference (600) (600) At June 30, ,193 (10,500) 82,804-3,314 68,194 9, ,115 NET BOOK VALUES At June 30, , ,326 86,125 25,813 10,134 85, ,890 1,158,069

66 INTANGIBLE ASSETS (CONT D) (b) (CONT D) Computer software Goodwill Land derocking Land conversion rights Franchise Milling rights Others Total (ii) 2015 COST At July 1, , , , ,707 6, ,314 71,593 1,259,956 Acquisition through business combination 8, , ,170 Additions 38,013-17,142-6,648-57, ,003 Disposals (401) (401) Write-offs (751) (751) Deconsolidation of subsidiaries (900) (10,500) (11,400) Transfer from inventories ,300 5,300 Transfer from property, plant and equipment (note 5) ,807 29,807 At June 30, , , , ,707 13, , ,900 1,624,684 AMORTISATION At July 1, ,589-40,224-1,320 68,194 5, ,937 Acquisition through business combination 7, ,398 Charge for the year 23,923-21,304-1,149-3,100 49,476 Disposals adjustments (200) (200) Write offs (731) (731) Deconsolidation of subsidiaries (900) (10,500) (11,400) At June 30, ,079 (10,500) 61,528-2,469 68,194 8, ,480 NET BOOK VALUES At June 30, , ,083 91, ,707 10,979 85, ,190 1,271, INTANGIBLE ASSETS (CONT D) (b) (CONT D) (iii) (iv) (v) Other intangibles comprise mainly of pas geometriques which are amortised over a period of 60 years. Amortisation charge has been included in other operating expenses. Goodwill of Rs.44m arising from the acquisition of subsidiaries is attributable to acquired customer base and synergies expected from combining the operations of the group with those of the subsidiaries acquired. Goodwill acquired through business combination have indefinite lives and have been allocated to cash generating units for impairment testing. The recoverable amounts of the goodwill have been assessed based either on the fair value of the cash-generating units determined by external valuers at June 30, 2016 or on the basis of expected cash flows. The fair value of some of the cash generating units was determined on the basis of capitalisation of earnings whereby a multiple is applied to the investee s adjusted pro-forma earnings. The fair value of other cash generating units was determined on the basis of expected future cash flows from latest management forecasts which were extrapolated on the basis of long term revenue growth rates and assumptions with regard to margin development and discounted for the capital costs of business unit. Following this exercise, impairment of Rs.9.1m was recognised during the year (2015: Rs.nil). (c) Computer software Rs 000 (i) 2016 COST At July 1, 2015 and June 30, ,872 AMORTISATION At July 1, ,634 Charge for the year 213 At June 30, ,847 NET BOOK VALUES At June 30, Computer software Rs 000 (ii) 2015 COST At July 1, ,329 Additions 39 Write offs (496) At June 30, ,872 AMORTISATION At July 1, ,668 Charge for the year 448 Write offs (482) At June 30, ,634 NET BOOK VALUES At June 30,

67 INTANGIBLE ASSETS (CONT D) (d) Critical accounting estimates Estimated impairment of goodwill The group tests annually whether goodwill has suffered any impairment in accordance with the accounting policy stated in paragraph(a). These calculations require the use of estimates. Impairment of milling rights Milling rights are tested annually for impairment. Future cash flows expected to be received are projected, taking into account market conditions. The present value of these cash flows, determined using an appropriate discount rate, is compared with the carrying amount of the intangible assets and, if lower, the assets are impaired to their present values. Assumptions and estimates are used in assessing the cash flows to be received. 9. INVESTMENTS IN SUBSIDIARY COMPANIES (a) Accounting policy Separate financial statements of the investor Investments in subsidiary companies are carried at fair values. The carrying amount is reduced to recognise any impairment in the value of the individual investments. Consolidated financial statements Subsidiaries are entities (including structured entities) over which the group has control. The group controls an entity when it is exposed, or has rights, to variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Subsidiaries are consolidated from the date control is transferred to the group and are de-consolidated from the date that control ceases. The acquisition method is used to account for business combinations by the group. The consideration for the acquisition of a subsidiary is the fair value of the assets transferred, the liabilities incurred and the equity interests issued by the group. The consideration includes the fair value of any asset or liability resulting from a contingent consideration arrangement. Acquisition-related costs are expensed as incurred. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values on acquisition date. On an acquisition-by-acquisition basis, the group recognises any non-controlling interest in the acquiree at the non-controlling interest s proportionate share of the acquiree s net assets. Subsequent to acquisition, the carrying amount of non-controlling interests is the amount of those interests at initial recognition plus the non-controlling interests share of subsequent changes in equity. Total comprehensive income is attributed to non-controlling interests even if this results in the non-controlling interests having a deficit balance. The excess of the consideration over the amount of any non-controlling interest in the acquiree and the acquisition-date fair value of any previous equity interest in the acquiree over the fair value of the identifiable net assets acquired is recorded as goodwill. If the consideration is less than the fair value of the net assets of the subsidiary acquired, the difference is recognised directly in profit or loss as bargain purchase. Inter-company transactions, balances and unrealised gains and losses on transactions between group companies are eliminated on consolidation. The accounting policies of subsidiary companies have been amended where necessary to ensure consistency with the policies adopted by the group. 9. INVESTMENTS IN SUBSIDIARY COMPANIES (CONT D) (a) Accounting policy (cont d) Consolidated financial statements (cont d) Foreign subsidiaries On consolidation, the assets and liabilities of the group s overseas entities are translated at exchange rates prevailing at the end of the reporting period. Income and expense items are translated at the average exchange rates for the period. Exchange differences, if any, are classified as other comprehensive income. Such translation differences are recognised in profit or loss in the period in which the operation is disposed of. Goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and liabilities of the foreign entity and translated at the closing rate. Transactions with non-controlling interests The group accounts for transactions with non-controlling interests as transactions with equity owners of the group. For purchases from non-controlling interests, the difference between any consideration paid and the relevant share of the carrying value of net assets of the subsidiary acquired is recorded in equity. Gains or losses on disposals to non-controlling interests are also recorded in equity. Disposal of subsidiary companies When the group ceases to have control, any retained interest in the entity is remeasured to its fair value, with the change in the carrying amount recognised in profit or loss. The fair value is the initial carrying amount for the purposes of subsequently accounting for the retained interest as an associate, joint venture or financial asset. In addition, any amounts previously recognised in other comprehensive income in respect of that entity are accounted for as if the group had directly disposed of the related assets or liabilities. Amounts previously recognised in other comprehensive income are reclassified to profit or loss. (b) Official DEM market listed Unquoted Total Total Rs 000 At July 1, 10,635,739 2,409, ,154 13,937,511 14,380,740 Additions ,601 35,601 14,098 Fair value adjustments 616,660 - (211,790) 404,870 (457,327) Transfer on amalgamation 2,409,618 (2,409,618) At June 30, 13,662, ,965 14,377,982 13,937,511 (c) The fair value of investments in subsidiary companies was determined at June 30, 2016 by independent valuers. The valuation was based on a combination of adjusted net assets, capitalised earnings, discounted cash flow basis and recent transactions. Investments included in level 1 comprise of quoted equity investments valued at their closing market prices. If all significant inputs required to fair value an investment are observable, the instrument is included in level 2. If one or more of the significant inputs are not based on observable market data, the investment is included in level 3. The company s investments in subsidiary companies are categorised as follows: Rs 000 Rs 000 Level 1 13,662,017 13,045,357 Level 3 715, ,154 14,377,982 13,937,511 (d) The changes in level 3 instruments for the year ended June 30, 2016 and 2015 were as follows: Rs 000 Rs 000 At July 1, 892, ,646 Additions 35,601 11,482 Fair value adjustments (211,790) (118,974) At June 30, 715, ,154

68 INVESTMENTS IN SUBSIDIARY COMPANIES (CONT D) (e) The list of the group s subsidiary companies at June 30, 2016 and 2015 were as follows: Name of company Proportion of ownership interest Proportion of ownership interest Noncontrolling interests Noncontrolling interests Stated Holding Subsidiary Effective Holding Subsidiary Effective Debt capital company companies holding company companies holding Securities Rs 000 % % % % % % % % Rs 000 Corporate office: ENL Portfolio Managers Limited Management company ENL Foundation CSR ENL Corporate Services Limited 5, Service provider Land and investments: ENL Corporate Ventures Limited 7, Investment holding ENL Finance Limited 800, Investment holding ENL Investment Limited (ii) N/A Investment holding ENL Land Ltd (ii) 7, Investment holding Fleet Investment Supply and Husbandry Ltd Dormant Rogers Corporate Services Ltd (re-allocated between various clusters) 1, Dormant Rogers & Co Ltd (re-allocated between various clusters) 1,260, Investment holding Rogers Consolidated Shareholding Limited 16, Investment holding Societé Reunion 8, Investment holding Tambourissa Limited (i) 581, Investment holding Financial services: Acorn International Limited Global Business City Executives Limited Global Business EIS Outsourcing Ltd 15, IT services Enterprise Information Solutions Ltd 15, IT services Enterprise Information Systems Ltd (Kenya) IT services Denning Ltd Global Business Kross Border Accounting Services Ltd (i) Global Business Kross Border Business Services Ltd (i) Global Business Kross Border Corporate Services (Singapore) Pte Ltd Global Business Kross Border Corporate Services Ltd Global Business Kross Border Financial Services - Nominee Ltd Global Business Kross Border Financial Services Ltd Global Business Kross Border Holdings Limited Global Business Kross Border Insurance Services 2, Global Business Kross Border Specialist Services Ltd Global Business River Court Administrators Limited (i) Global Business River Court Nominees Limited (i) Global Business River Court Trustees Limited (i) 1, Global Business Rogers Asset Management Ltd 8, Asset management Rogers Capital Ltd 140, Investment holding Rogers Wealth Management Ltd Investment holding Tabla Ltd Global Business Main business

69 INVESTMENTS IN SUBSIDIARY COMPANIES (CONT D) (e) The list of the group s subsidiary companies at June 30, 2016 and 2015 were as follows (cont d): Name of company Proportion of ownership interest Holding company Proportion of ownership interest Noncontrolling interests Noncontrolling interests Stated Subsidiary Effective Holding Subsidiary Effective Debt capital companies holding company companies holding Securities Rs 000 % % % % % % % % Rs 000 Commerce and industry: Axess Limited (iv) 150, Sale and servicing of motor vehicles Box Manufacturing Company Limited 6, Manufacture of carton boxes Charabia Ltd Provision of interior decorating services Cogir Limitée 8, Construction ENL Commercial Limited 177, Investment holding Grewals (Mauritius) Limited 89, Saw millers and timber merchants Grewals Rodrigues Ltd Dormant L Epongerie Limitée 2, Supply of towels and other related products. Nabridas International Ltd Dealer in swimming pools Nabridas Ltd Producer and dealer in swimming pools Pack Plastics Limited 27, Manufacture and sales of indoor and outdoor Packestate Limited 1, Rental of industrial buildings Plaine des Papayes Properties Limited 18, Rental of industrial buildings Plastinax Austral Limitée 189, ,000 Manufacture of sunglasses Rennel Limited 7, Courier service Freight Link Limited (previously known as Rennel Logistics Limited) Courier service Rogers Consulting Services Ltd Consultancy Tractor and Equipment (Mauritius) Ltd (iv) N/A Trader in machinery and spare parts Lifestyle: Bagatelle Hotel Operations Company Limited 20, Provision of hotel and hospitality services CCC LAH Limited 14, Restaurant ENL Lifestyle Limited 60, Investment holding Seafood Basket Limited 25, Restaurant Logistics: Associated Container Services Ltd 18, Port related services Cargo Express Madagascar S.A.R.L Freight forwarding FOM Warehouse Ltd Port related services Freeport Operations (Mtius)Ltd 133, Port related services General Cargo Services Limited (i) Port related services Gencargo (Transport) Limited (i) 1, Transport services Logistics Solution Ltd 360, Investment holding MTL Logistics & Distributions Ltd 1, Transport company P.A.P.O.L.C.S. Ltd Stevedoring Papol Holding Limited Investment holding Rogers International Distribution Services Limitada Freight forwarding Rogers International Distribution Services S.A 7, Freight forwarding Rogers International Distribution Services S.A.R.L Freight forwarding Rogers Logistics International Ltd 2, Freight forwarding Rogers Logistics Services Company Ltd Freight forwarding Main business

70 INVESTMENTS IN SUBSIDIARY COMPANIES (CONT D) (e) The list of the group s subsidiary companies at June 30, 2016 and 2015 were as follows (cont d): Name of company Proportion of ownership interest Holding company Proportion of ownership interest Noncontrolling interests Noncontrolling interests Stated Subsidiary Effective Holding Subsidiary Effective Debt capital companies holding company companies holding Securities Rs 000 % % % % % % % % Rs 000 Logistics: Rogers Shipping Ltd Freight forwarding Rogers Shipping Pte Ltd Shipping agency Société du Port 207, Investment holding Southern Marine & Co Ltd Shipping services Sukpak Ltd 1, Packing of special sugars Thermoil Company Ltd Bitumen agency Transworld International Ltd Dormant Velogic Depot and Warehouse Ltd Dormant Velogic Garage Services Ltd Transport company Velogic Holding Company Ltd 1,019, Investment holding Velogic India Private Ltd 11, Freight forwarding Velogic Ltd 83, Management services Velogic Sea Frigo R Frigo S.A 4, Freight forwarding VK Logistics Ltd (i) 163, Investment holding Hospitality and leisure: Adnarev Ltd 76, Hotel Ario (Seychelles) Ltd GSA of airlines BEAVIA Kenya Limited Travel agency Blue Alize Ltd Catamaran sightseeing tours Blue Sky Réunion SAS 2, Travel agency BS Travel Management Limitada GSA of airlines BS Travel Management Ltd 25, Travel agency BS Travel Mayotte Travel agency Croisières Australes Ltée 3, Catamaran sightseeing tours GSAfrica Airline Services (pty) Ltd 6, GSA Of Airlines Heritage Events Company Limited Investment holding Heritage Golf Club Ltd 310, Golf course Plaisance Air Transport Services Ltd 1, Warehousing Resaplanet Ltd Online tour operating Rogers Aviation (Mauritius) Ltd 2, GSA of airlines Rogers Aviation Comores S.A.R.L GSA of airlines Rogers Aviation France S.A.R.L 20, GSA of airlines Rogers Aviation Holding Company Ltd 115, Investment holding Rogers Aviation International Ltd 51, GSA of airlines Rogers Aviation Kenya Ltd GSA of airlines Rogers Aviation Madagascar S.A.R.L 1, GSA of airlines Rogers Aviation Mayotte S.A.R.L GSA of airlines Rogers Aviation Mozambique Limitada GSA of airlines Main business

71 INVESTMENTS IN SUBSIDIARY COMPANIES (CONT D) (e) The list of the group s subsidiary companies at June 30, 2016 and 2015 were as follows (cont d): Name of company Proportion of ownership interest Holding company Proportion of ownership interest Noncontrolling interests Noncontrolling interests Stated Subsidiary Effective Holding Subsidiary Effective Debt capital companies holding company companies holding Securities Rs 000 % % % % % % % % Rs 000 Hospitality and leisure: Rogers Aviation Reunion 20, GSA of airlines Rogers Aviation Senegal S.A.R.L GSA of airlines, travel agency and tour operator Rogers Aviation South Africa (PTY) Ltd GSA of airlines Seven Colours Spa Ltd 20, Management services Société Dow Jones 3, Property Société Zone Finance 14, Property Transcontinent S.A.R.L Travel agency Travelia S.A.R.L Online tour operating VLH Holding Ltd 437, Property VLH Ltd 555, Hotel VLH Training Ltd 1, Management services Yatch Management Ltd Boat cruises Agro-industry: Agrex Limited 7, Sale of anthurium flowers Case Noyale Ltée Investment holding Cie. Sucrière de Bel Ombre Ltd 33, Agriculture & investment ENL Agri Ltd 430, Growing of sugar cane, vegetables, tree nurseries, etc. Enquickfix Limited 1, Dormant ESP Landscapers Ltd 10, Landscaping services Exotiflors Limited 7, Cultivation and sale of anthurium flowers Mon Desert Alma Sugar Milling Company Limited 83, Sugar miller Sygeco Limited Provision of syndic services The Savannah Sugar Milling Company Limited 138, Investment in a milling société Property: Ascencia Limited 3,602, Property Fund Bagaprop Limited (v) 1,252, N/A N/A N/A N/A - Property Enatt Ltd (iii) 74, Property management ENL House Limited 147, Owner of property ENL Property Limited 2,464, Property development services Enstyle Management Limited 1, Management of IRS Espral International Ltd 9, Real estate marketing Espral Limited 31, Land development services Foresite Ltd (iii) N/A Property Foresite Property Holding Ltd 1,028, Property FPHL Infra Lrd 27, Investment holding Main business

72 INVESTMENTS IN SUBSIDIARY COMPANIES (CONT D) (e) (i) (ii) (iii) (iv) (v) The list of the group s subsidiary companies at June 30, 2016 and 2015 were as follows (cont d): Name of company Proportion of ownership interest Holding company Proportion of ownership interest Noncontrolling interests Noncontrolling interests Stated Subsidiary Effective Holding Subsidiary Effective Debt capital companies holding company companies holding Securities Rs 000 % % % % % % % % Rs 000 Property: Gardens of Bagatelle Ltd (v) 245, N/A N/A N/A N/A - Property International Valuers Ltd Provision of valuation services Le Marche du Moulin Ltd Retail Le Floreal Commercial Centre Limited (i) 240, Property Le Sunset Commercial Limited 80, Property developer Les Villas de Bel Ombre Ltée 291, Construction and sale of villas Mall of Mauritius (v) 1,255, N/A N/A N/A N/A - Property MDA Properties Ltd 534, Land and property development Minissy Developments Limited 948, Property developer Motorcity Ltd (v) 151, N/A N/A N/A N/A - Property Motor Traders Ltd Property Reliance Facilities Ltd 25, Security services Reliance Security Services Ltd 49, Security services Reliance Systems Ltd Security services S&W Synergy Ltd 44, Management of sports complex Savannah Properties Ltd Land and property development Société de la Crécerelle Property Société du Bengali Property Societé Du Courlis 7, Rental of bungalows Société du Katover Property South West Tourism Development Co. Ltd 4, Investment holding The Old Factory Limited 70, Rental of offices Valetta Locoshed Offices Ltd 10, Rental of offices Villas Valriche Resorts Ltd Rental pool management company New subsidiaries incorporated or acquired during the year. Effective February 1, 2016, ENL Investment Limited amalgamated with ENL Land Ltd, with ENL Land Ltd remaining as the amalgamated company. Effective July 1,2015, Foresite Ltd amalgamated with Enatt Ltd, with Enatt Ltd remaining as the amalgamated company. Effective August 31,2015, Tractor and Equipment (Mauritius) Ltd amalgamated with Axess Limited, with Axess Limited remaining as the amalgamated company. The group acquired additional holding in these companies, thus obtaining control. The investments have been transferred from investment in jointly controlled entities. (vi) Ordinary shares are issued for the group s subsidiaries and their statutory reporting date is June 30. (vii) Bank borrowings are secured on some investments of the group. Main business

73 142 ENL ENL Limited Ltd Annual Report INVESTMENTS IN SUBSIDIARY COMPANIES (CONT D) (f) (g) The above subsidiary companies are incorporated and operate in Mauritius, except for: Ario (Seychelles) B S Travel Management Limitada B S Travel Mayotte BEAVIA Kenya Limited Blue Sky Réunion SAS Cargo Express Madagascar S.A.R.L. Enterprise Information Systems Ltd. (Kenya) GSAfrica Airline Services (Pty) Ltd. Kross Border Corporate Services (Singapore) Pte Ltd RIDS Coreiro International Lda. Rogers Aviation Comores S.A.R.L Rogers Aviation France S.A.R.L. Rogers Aviation Kenya Ltd. Rogers Aviation Madagascar S.A.R.L. Rogers Aviation Mayotte S.A.R.L. Rogers Aviation Mozambique Limitada Rogers Aviation Senegal S.A.R.L. Rogers Aviation South Africa (PTY) Ltd. Rogers International Distribution Services Limitada Rogers International Distribution Services S.A. Rogers International Distribution Services S.A.R.L. Rogers Shipping Pte Ltd. Sabre South Africa Ltd Transcontinent S.A.R.L. Travelia S.A.R.L Velogic India Private Ltd Velogic Sea Frigo R Frigo SA Subsidiary companies with material non-controlling interests Details of subsidiary companies that have non-controlling interests that are material to the entity are given below: Profit/(loss) allocated to noncontrolling shareholders Rs 000 COUNTRY OF INCORPORATION Republic of Seychelles Republic of Mozambique Réunion Island Republic of Kenya Réunion Island Republic of Malagasy Republic of Kenya Republic of South Africa Republic of Singapore Republic of Mozambique Republic of Comores Réunion Island Republic of Kenya Republic of Malagasy Mayotte Republic of Mozambique Republic of Senegal Republic of South Africa Republic of Mozambique French Republic Republic of Malagasy Republic of Singapore Republic of South Africa Republic of Malagasy Réunion Island Republic of India Réunion Island Accumulated noncontrolling interests at June 30, Rs ENL Land Limited 288,364 9,592,405 ENL Commercial Limited (46) (31) 2015 ENL Land Limited 51, ,512 ENL Investment Limited 895,976 12,255,324 ENL Commercial Limited INVESTMENTS IN SUBSIDIARY COMPANIES (CONT D) (h) Summarised financial information on subsidiaries with material non-controlling interests (i) Summarised statement of financial position and statement of profit or loss and other comprehensive income: (ii) (i) Other comprehensive income for the Total comprehensive income for the Dividend paid to noncontrolling shareholders Current assets Noncurrent assets Current liabilities Noncurrent liabilities Revenue Profit/(loss) for the year year year Rs ENL Land Limited 6,941,041 47,683,320 7,858,584 11,465,402 6,330, ,853 (47,038) 588,815 (209,654) ENL Commercial Limited 1,300,552 1,024,975 1,161, ,451 2,730,624 (41,562) 2,677 (38,885) ENL Land Limited 1,888,826 23,209,846 2,201,088 2,291,424 2,315, ,740 (225,483) 345,257 (24,353) ENL Investment Limited 3,777,047 21,613,213 3,724,567 4,415,333 7,162,987 1,207,497 (1,159) 1,206,338 (197,152) ENL Commercial Limited 1,106,140 1,016,579 1,027, ,299 2,615,526 (8,531) (5,669) (14,200) - Summarised cash flow information: Operating activities Investing activities Financing activities Net (decrease)/ increase in cash and cash equivalents 2016 ENL Land Limited 1,105,976 (2,092,362) 857,079 (129,307) ENL Commercial Limited 52,902 (84,397) 485 (31,010) 2015 ENL Land Limited (73,385) (123,460) 32,037 (164,808) ENL Investment Limited 894,768 (554,511) (18,538) 321,719 ENL Commercial Limited 104,649 (142,623) (12,754) (50,728) The summarised financial information provided above is inclusive of intra-group transactions. Critical accounting estimates Fair value of securities not quoted on an active market The fair value of securities not quoted on an active market is determined by the group using valuation methods which involve the use of judgement and estimates. Changes in assumptions about these factors could affect the reported fair value of investments. Impairment of investments in subsidiary companies The group follows the guidance of IAS 39 in determining when an investment is other-than-temporarily impaired. This determination requires significant judgement. In making this judgement, the group evaluates, among other factors, the duration and extent to which the fair value of an investment is less than its cost and the financial health of and near-term business outlook for the investee, including factors such as industry and sector performance, changes in technology and operational and financing cash flows.

74 144 ENL ENL Limited Ltd Annual Report INVESTMENTS IN ASSOCIATED COMPANIES (a) Accounting policy Separate financial statements of the investor Investments in associated companies are carried at fair values. The carrying amount is reduced to recognise any impairment in the value of the individual investments. Consolidated financial statements An associated company is an entity over which the group has significant influence but not control or joint control, generally accompanying a shareholding between 20% and 50% of the voting rights. Investments in associated companies are accounted for under the equity method. The group s investments in associated companies include goodwill (net of any accumulated impairment loss) identified on acquisition. Investments in associated companies are initially recognised at cost as adjusted for post acquisition changes in the group s share of the net assets of the associated companies less any impairment in the value of individual investments. Any excess of the cost of acquisition over the group s share of the net fair value of the associated company s identifiable assets and liabilities recognised at the date of acquisition is recognised as goodwill and is included in the carrying amount of the investment. Any excess of the group s share of the net fair value of identifiable assets and liabilities over the cost of acquisition is included in profit or loss. When the group s share of losses exceeds its interest in an associated company, the group discontinues recognising further losses unless it has legal or constructive obligations or made payments on behalf of the associated company. The results of associated companies acquired or disposed of during the year are included in the consolidated statement of profit or loss and other comprehensive income from the date of their acquisition or up to the date of their disposal. Unrealised profits are eliminated to the extent of the group s interests in the associated company. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the assets transferred. Where necessary, appropriate adjustments are made to the financial statements of associated companies to bring the accounting policies used in line with those adopted by the group. If the ownership in an associated company is reduced but significant influence is retained, only a proportionate share of the amounts previously recognised in other comprehensive income are reclassified to profit or loss where appropriate. Dilution gains and losses arising on investments in associated companies are recognised in profit or loss. (b) Rs 000 Rs 000 At July 1, 7,583,795 6,629,323 Additions 934, ,776 Disposals (112,690) - Transfer from investments in financial assets (note 12) - 49,941 Share of profits less losses of associated companies 363, ,366 Movement in net assets of associated companies (685,255) 50,389 At June 30, 8,083,922 7,583,795 The group follows the guidance of IAS 39 as described in note 10(h) in determining whether an investment is other-than-temporarily impaired. Following this exercise, no impairment has been made during the year (2015: Rs.3.969m). 10. INVESTMENTS IN ASSOCIATED COMPANIES (CONT D) (c) The group s interests in its associated companies are as follows: Country of incorporation Proportion of ownership interest Holding company Subsidiary companies Effective holding Proportion of ownership interest Holding company Subsidiary companies Effective holding Year end Principal activity Agro-industry: Avipro Co Ltd June 30, Mauritius Poultry farming and food processing Bioculture (Mauritius) Ltd June 30, Mauritius Breeding and export - of primates Biofarms Ltd June 30, Mauritius Breeding and selling 7.73 of primates Charles Telfair Ltd June 30, Mauritius Tertiary courses Emerald (Mtius) Limited (note (i)) June 30, Mauritius Dormant Management and Development Company Limited June 30, Mauritius Management services Société Amstramdram June 30, Mauritius Investment Sun Souvenir Limited (i) June 30, Mauritius Dormant Commerce and industry: Blue Frog Limited June 30, Mauritius Procurement management Construction & Development Ltd June 30, Mauritius Construction Document management solutions Docufile Ltd (i) June 30, Mauritius Formation Recrutement et Conseil en Informatique Limitee June 30, Mauritius Logistics Hyperdist (I.O) Dec 31, Mauritius Services Interex S.A. June 30, Madagascar Services Import, manufacture and distribution of aluminium products Joinery and Metal Distribution International Ltd June 30, Mauritius Mauritian Coal and Allied Services Company Ltd Sep 30, Mauritius Coal supplier Retail Lab Ltd June 30, Mauritius Marketing activities Manufacture and sale of building materials Sainte Marie Crushing Plant Ltd June 30, Mauritius Superdist Ltd Dec 31, Mauritius Services Sud Concassage Limitée June 30, Mauritius Production of building materials

75 146 ENL ENL Limited Ltd Annual Report INVESTMENTS IN ASSOCIATED COMPANIES (CONT D) (c) The group s interests in its associated companies are as follows (cont d): Proportion of ownership interest Proportion of ownership interest Country of Year end incorporation Holding company Subsidiary companies Effective holding Holding company Subsidiary companies Effective holding Principal activity % % % % % % Property: B.R.E Ltd June 30, Mauritius Property Etwaro and Associates June 30, Mauritius Quantity surveying and project management services Footfive Limited June 30, Mauritius Rental of gymnasium Le Morne Development Corporation Ltd Sep 30, Mauritius Property Molinea Ltd June 30, Mauritius Property developer Hospitality and leisure: Air Cargo Service Madagascar Ltd Dec 31, Madagascar Blue Connect Ltd Sep 30, Mauritius Lagoona Cruise Ltd June 30, Mauritius Ground handling services Business process outsourcing Boat cruises activities Vehicle rental and tours Ground handling services Mautourco Ltd Sep 30, Mauritius Mozambique Airport Handling Services Limitada Sep 30, Mozambique New Mauritius Hotels Limited Sep 30, Mauritius Hospitality Société Grande Castagnole Sep 30, Mauritius Investment Société Pur Blanca Sep 30, Mauritius Investment White Palm Ltd Sep 30, Mauritius Vehicle rental and tours 10. INVESTMENTS IN ASSOCIATED COMPANIES (CONT D) (d) Unquoted Unquoted Rs 000 Rs 000 (i) At July 1 and June 30, The value of the securities was determined at June 30, 2016 by independent valuers based on capitalised earnings. In assessing the fair value of the securities, assumptions have been made on the basis of market conditions existing at the end of each reporting date. Investments included in level 1 comprise of quoted equity investments valued at their closing market prices. If all significant inputs required to fair value an investment are observable, the instrument is included in level 2. If one or more of the significant inputs are not based on observable market data, the investment is included in level 3. The company s investments in associated companies are categorised as follows: Rs 000 Rs 000 Level (ii) The were no changes in level 3 instruments for the year ended June 30, Logistics: Island Bulk Carriers Pte Ltd Dec 31, Singapore Shipping activities Financial services: Swan Financial Solutions Ltd Dec 31, Mauritius Insurance Swan General Ltd Dec 31, Mauritius Insurance Mauritian Coal and Allied Services Company Ltd Sep 30, Mauritius Coal supplier (i) (ii) The above associates have been accounted for using the equity method. For companies with non co-terminous year end, accounts to June 30 have been included in the consolidated financial statements. These companies have ceased operations. As at June 30, 2016, the fair value of the group s interests in New Mauritius Hotels Limited and Swan Insurance Company Limited which are listed on the Stock Exchange of Mauritius were Rs.2,922.2m and Rs.723.1m (2015: Rs. 2,323.7m and Rs.859.2m) respectively based on the quoted market price available.

76 148 ENL ENL Limited Ltd Annual Report INVESTMENTS IN ASSOCIATED COMPANIES (CONT D) (e) (f) Summarised financial information in respect of the group s principal associated companies is set out below: Year end Other comprehensive income for Total comprehensive income for the year Current assets Noncurrent assets Current liabilities Noncurrent liabilities Revenues Profit/ (loss) for the year the year 2016 Swan General Ltd Dec 31, 3,017,721 34,954, ,893 34,922,546 6,251, ,232 (168,947) 69,285 Management and Development Company Limited June 30, 2,374,197 5,169,934 1,742,188 1,035,023 8,361, ,766 (1,607) 681,159 Avipro Co Ltd June 30, 530,171 2,667, , ,825 2,058, ,340 14, ,439 New Mauritius Hotels Limited Sep 30, 8,945,902 28,029,077 8,384,749 14,870,774 9,739,865 (45,375) 40,117 (5,258) 2015 Swan General Ltd Dec 31, 2,846,900 34,202, ,800 33,821,800 4,884, , , ,400 Management and Development Company Limited June 30, 2,149,174 5,011,233 1,632,746 1,073,709 7,698, ,465 33, ,959 Avipro Co Ltd June 30, 514,817 2,637, , ,303 1,965, , , ,653 New Mauritius Hotels Limited Sep 30, 8,099,700 28,367,200 11,968,300 10,550,200 9,578, , ,700 Critical accounting estimates Fair value of securities not quoted on an active market The fair value of securities not quoted on an active market is determined by the group using valuation methods which involve the use of judgement and estimates. Changes in assumptions about these factors could affect the reported fair value of investments. Impairment of investments in associated companies The group follows the guidance of IAS 39 in determining when an investment is other-than-temporarily impaired. This determination requires significant judgement. In making this judgement, the group evaluates, among other factors, the duration and extent to which the fair value of an investment is less than its cost and the financial health of and near-term business outlook for the investee, including factors such as industry and sector performance, changes in technology and operational and financing cash flows. 11. INVESTMENTS IN JOINTLY CONTROLLED ENTITIES (CONT D) (b) Rs 000 Rs 000 (c) (i) (ii) At July 1, 2,463,017 2,166,861 Additions - 34,300 Disposals (71,600) - Transfer to investment in subsidiary companies (2,321,217) - Share of profits less losses for the year (49,699) 258,556 Movement in net assets of jointly controlled entities (5,001) 3,300 At June 30, 15,500 2,463,017 The group s interests in its unquoted jointly controlled entities are as follows: Year end Country of incorporation Proportion of ownership interest Holding Subsidiary company companies Proportion of ownership interest Effective Holding Subsidiary holding company companies % % % % % % Effective holding Principal activity Mall of (Mauritius) at Bagatelle Ltd (i) June 30, Mauritius N/A N/A N/A Property Bagaprop Limited (i) June 30, Mauritius N/A N/A N/A Property Edith Cavell Properties Ltd (ii) Sep 30, Mauritius Property Axa Customer Services Ltd Dec 31, Mauritius Business process outsourcing Jacotet Bay Ltd June 30, Mauritius Property R Frigo S.A.S (ii) June 30, France Freight forwarding The group acquired additional holding in these companies, thus obtaining control. The investments have been transferred to investment in subsidiary companies. The group disposed of these companies during the year. 11. INVESTMENTS IN JOINTLY CONTROLLED ENTITIES (a) Accounting policy Consolidated financial statements A jointly controlled entity is a contractual arrangement whereby two or more parties undertake an economic activity that is subject to joint control and have rights to the net assets of the joint arrangement. Joint control is the contractually agreed sharing of control of an arrangement which exists when decisions about the relevant activities require unanimous consent of the parties. Investments in jointly controlled entities are accounted for under the equity method of accounting. Equity accounting involves recognising on the statement of comprehensive income the group s share of the jointly controlled entities profit or loss and other comprehensive income for the year. The group s interests in the jointly controlled entities are carried on the statement of financial position at an amount that reflects its share of the net assets of the entity. Goodwill is included within the carrying amount of the jointly controlled entity and tested yearly for impairment. The results of jointly controlled entities acquired or disposed of during the year are included in the consolidated statement of profit or loss and other comprehensive income from the date of their acquisition or up to the date of their disposal. Unrealised profits are eliminated to the extent of the group s interest in the jointly controlled entities. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the assets transferred. Where necessary, appropriate adjustments are made to the financial statements of jointly controlled entities to bring the accounting policies used in line with those adopted by the group.

77 150 ENL ENL Limited Ltd Annual Report INVESTMENTS IN FINANCIAL ASSETS (a) Accounting policy Categories of financial assets The group classifies its financial assets in the following categories: held for trading and available-for-sale financial assets. The classification depends on the purpose for which the investments were acquired. Management determines the classification of its investments at initial recognition and re-evaluates this designation at every reporting date. The group s accounting policies in respect of the main financial instruments are set out below. Initial measurement Purchases and sales of financial assets are recognised on trade-date, the date on which the group commits to purchase or sell the asset. Investments are initially measured at cost inclusive of transaction costs except for held for trading securities whereby transaction costs are expensed. Subsequent measurement Financial assets are subsequently carried at fair value. The fair value of some quoted investments are based on current bid prices. If the market for the financial asset is not active (and for unlisted securities), the group establishes fair value by using valuation techniques. These include the use of recent arm s length transactions, reference to other instruments that are substantially the same, adjusted net asset value, capitalised earnings method, dividend yield method and market prices refined to reflect the issuer s specific circumstances. Investments in equity instruments that do not have a quoted market price in an active market and whose fair value cannot be reliably measured are reflected at cost. Derecognition Financial assets are derecognised when the rights to receive cash flows from the investments have expired or have been transferred and the group has transferred substantially all risks and rewards of ownership. (i) Available-for-sale financial assets Available-for-sale financial assets are non-derivative financial assets that are either designated in this category or not classified in any of the other categories. They are included in non-current assets unless management intends to dispose of the investment within twelve months of the end of the reporting period. Unrealised gains and losses arising from changes in the fair value of financial assets classified as available-for-sale are recognised in other comprehensive income. When financial assets classified as available-for-sale are sold or impaired, the accumulated fair value adjustments are included in profit or loss as gains or losses. (ii) Held for trading financial assets A financial asset is classified in this category if acquired principally for the purpose of selling in the short term or if so designated by management. Assets in this category are classified as current assets. Realised and unrealised gains and losses arising from changes in the fair value of held for trading financial assets are included in profit or loss. (iii) Held-to-maturity financial assets Financial assets that the group intends to hold to maturity are measured at amortised cost, less impairment loss recognised to reflect irrecoverable amounts. Impairment of financial assets The group assesses at the end of each reporting period whether there is objective evidence that a financial asset or a group of financial assets is impaired. In the case of financial assets classified as available-for-sale, a significant or prolonged decline in the fair value of the security below cost is considered in determining whether the securities are impaired. If any such evidence exists for available-for-sale financial assets, the cumulative loss-measured as the difference between acquisition cost and the current fair value, less any impairment loss on that financial asset previously recognised in profit or loss - is removed from equity and recognised in profit or loss. Impairment losses recognised in profit or loss for an equity instrument classified as available-for-sale are not reversed through profit or loss. 12. INVESTMENTS IN FINANCIAL ASSETS (CONT D) (b) AVAILABLE-FOR-SALE FINANCIAL ASSETS (i) The movement in available-for-sale financial assets may be summarised as follows: At July 1, 414, , Additions 941,578 38,044 2,004 - Disposals - (436,838) - - Fair value adjustments 55,219 (113,523) (1) (12) Transfer to investments in associated companies (note 10) - (49,941) - - At June 30, 1,411, ,206 2, (ii) At June 30, 2016 Level 1 Level 2 Level 3 Total The group 1,055, ,328 1,411,003 The company 20-2,431 2,451 (iii) At June 30, 2015 Level 1 Level 2 Level 3 Total The group 199, , ,206 The company Investments included in level 1 comprise of quoted equity investments valued at their market prices. If all significant inputs required to fair value an investment are observable, the investment is included in level 2. If one or more of the significant inputs are not based on observable market data, the investment is included in level 3. (iv) The table below shows the changes in level 3 instruments for the year ended June 30, 2016 and At July 1, 214, , Additions 113,250 14,329 2,001 - Disposals (1,300) (37,300) - - Fair value adjustments 28,800 (43,620) - - At June 30, 355, ,578 2,

78 152 ENL ENL Limited Ltd Annual Report INVESTMENTS IN FINANCIAL ASSETS (CONT D) (b) (v) (vi) (vii) (viii) AVAILABLE-FOR-SALE FINANCIAL ASSETS (CONT D) Available-for-sale financial assets include the following: Equity securities at fair value: - Listed 930,935 61, DEM listed 124, , Unquoted 355, ,578 2, ,411, ,206 2, The fair value of the securities was determined at June 30, 2016 by independent valuers. The listed securities were valued based on adjusted market prices. The unquoted securities were valued based on a mix of adjusted net assets, discounted cash flows and capitalised earnings appropriate to each individual investment. The quoted securities have been valued at their market prices. Investments in financial assets are denominated in Mauritian rupees. Bank borrowings are secured on some investments of the group. (ix) The group did not record any impairment during the year (2015: Rs.nil). (c) (i) HELD FOR TRADING FINANCIAL ASSETS The carrying amounts of held for trading financial assets are classified as follows: Official market DEM listed Unquoted Total Total Rs 000 At July 1, 35,586 20,093 2,377 58,056 60,351 Dividend in specie Impairment (165) Fair value adjustments (3,393) (441) - (3,834) (2,130) At June 30, 32,943 19,652 2,396 54,991 58,056 (ii) At June 30, 2016 Level 1 Level 2 Level 3 Total Held for trading securities 52,595-2,396 54,991 (iii) At June 30, 2015 Level 1 Level 2 Level 3 Total Held for trading securities 55,679-2,377 58, INVESTMENTS IN FINANCIAL ASSETS (CONT D) (c) HELD FOR TRADING FINANCIAL ASSETS (CONT D) (iv) The table below shows changes in level 3 instruments for the year ended June 30, 2016 and 2015: Rs 000 Rs 000 At July 1, 2,377 2,542 Dividend in specie 19 - Impairment - (165) At June 30, 2,396 2,377 (v) Unquoted Rs 000 At June 30, 2016 and (vi) The company s held for trading securities are categorised under level 3. (vii) The fair value of the securities was determined by independent valuers at the end of the reporting period. Unquoted investments were valued using various methods of valuation and assumptions based on adjusted earnings and adjusted net assets. Listed investments were valued at closing market prices. (viii) (ix) (x) (d) Changes in fair values of held for trading securities are recorded in profit or loss. Held for trading securities are denominated in Mauritian rupees. None of the financial assets are impaired. Critical accounting estimates Fair value of securities not quoted on an active market The fair value of securities not quoted on an active market is determined by the group using valuation which involve the use of judgement and estimates. Changes in assumptions about these factors could affect the reported fair value of investments. Impairment of available-for-sale financial assets The group follows the guidance of IAS 39 in determining when an investment is other than temporarily impaired and this determination requires significant judgement. In making this judgement the group evaluates, among other factors, the duration and extent to which the fair value of an investment is less than its cost and the financial health of and near-term business outlook for the investee, including factors such as industry and sector performance, changes in technology, operational and financing cash flows. 13. DEPOSIT ON INVESTMENTS Rs 000 Rs 000 At July 1, 1,500 4,216 Additions during the year - 1,500 Transfer to investment in subsidiary companies - (4,216) At June 30, 1,500 1,500 Deposit on investments relate to application monies in companies in respect of which shares have not yet been allotted at the end of the reporting date.

79 154 ENL ENL Limited Ltd Annual Report BEARER BIOLOGICAL ASSETS (a) Accounting policy Bearer biological assets comprise of the cost of land preparation and planting of canes and anthurium plants. Cane replantation costs are capitalised and amortised over a period of 7 years, one year after the expenses are incurred. Anthurium plants are valued at cost less amortisation, and are amortised over a period of 10 years. These represent the fair value of the bearer biological assets. (b) Rs 000 Rs 000 COST At July 1, 328, ,357 Additions 38,978 45,480 Write offs - (8,600) At June 30, 367, ,237 AMORTISATION At July 1, 167, ,214 Charge for the year 35,263 34,975 Write offs - (8,600) At June 30, 202, ,589 NET BOOK VALUES At June 30, 164, ,648 (c) Critical accounting estimates Bearer biological assets Bearer biological assets have been estimated based on the cost of land preparation and planting costs of bearer canes and anthurium plants. 15. NON-CURRENT RECEIVABLES (a) Accounting policy Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. Long term receivables with fixed maturity terms are measured at amortised cost using the effective interest rate method less provision for impairment. The amount of loss, which is measured as the difference between the carrying amount of the asset and the present value of estimated cash flows discounted at the effective interest rate, is recognised in profit or loss. Long term receivables without fixed maturity terms are measured at cost. (b) Loans to subsidiary companies - - 1,167,000 1,165,000 Loans to other companies - unsecured 96, , Loans to other companies - secured , ,010 1,167,418 1,165, INVENTORIES (a) Accounting policy Inventories and work in progress are valued at the lower of cost or net realisable value. Cost is determined on a weighted average basis. The cost of finished goods and work in progress comprises raw materials, direct labour, other direct costs and related production overheads but excludes interest expense. Net realisable value is the estimate of the selling price in the ordinary course of business less the costs to completion and applicable variable selling expenses. Land earmarked for development is stated at the lower of cost or net realisable value and is included in inventories. Development costs incurred in the land development projects are capitalised and subsequently released to the statement of profit or loss as and when sales is being effected and by reference to the stage of completion using the percentage of completion method. (b) Rs 000 Rs 000 Raw materials, consumables and spare parts 529, ,406 Stock of land 1,128, ,495 Work in progress 30,861 53,702 Finished goods 589, ,275 Goods in transit 8,221 7,211 2,286,024 1,407,089 (c) The cost of inventories recognised as expense and included in cost of sales amounted to Rs.6.6m (2015: Rs.6.6 m). (d) Bank borrowings are secured by floating charges on part of the inventories of the group. 17. CONSUMABLE BIOLOGICAL ASSETS (a) Accounting policy Consumable biological assets are measured at fair value less costs to sell, which is the present value of the expected net cash flows discounted at the relevant market determined pre-tax rate (palm trees: 7.44%, nursery: 18.44% % and standing cane 4.15%). (b) Standing cane Palm trees Nursery Deer farming Total Total Rs 000 Rs 000 At July 1, 269,553 22,369 40,698 37, , ,540 Additions ,000 Changes in fair value 37,940 (1,366) (8,708) (3,000) 24,866 (20,455) At June 30, 307,493 21,003 31,990 34, , ,085 Consumable biological assets are stated at their fair values and relate to the value of standing cane, deer farming, nursery plants and palm trees. The fair value measurements for standing canes have been categorised as level 3 fair value based on the inputs to the valuation techniques used. At June 30, 2016, standing canes comprised of approximately 5,086 hectares of sugar cane under plantation (2015: 4,868 hectares). During the year, the group harvested approximately 371,647 tonnes of cannes (2015: 421,107 tonnes of cannes). (c) (d) (e) Loans to subsidiary companies include amount of Rs.1,150m relating to funds received from the notes issued as detailed in note 22(c). Half of the loan amount carries interest at a fixed rate of 6.5% and the remaining carries interest at repo + 1.6%, currently 5.6%. The timing for repayment of the loan has been aligned with those of the notes issued. Loans to other companies are repayable by instalments after more than one year. The carrying amounts of non-current receivables are denominated in Mauritian rupees.

80 156 ENL ENL Limited Ltd Annual Report CONSUMABLE BIOLOGICAL ASSETS (CONT D) (c) Critical accounting estimates Consumable biological assets The fair value of consumable biological assets has been arrived at by discounting the present value of the expected net cash flows at the relevant market determined pre-tax rate. For standing canes, the expected cash flows have been computed by estimating the expected crop and the sugar extraction rate and the forecasts of sugar prices which will prevail in the coming year. The harvesting costs and other direct expenses are based on yearly budgets. For other consumable biological assets, the expected cash flows have been computed on the basis of expected sale prices and the expected cost of maintenance. 18. TRADE AND OTHER RECEIVABLES (a) Accounting policy Trade and other receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method less provision for impairment. A provision for impairment of trade and other receivables is established when there is objective evidence that the group will not be able to collect all amounts due according to the original terms of receivables. The provision is recognised in profit or loss. (b) (c) Trade receivables 2,475,015 2,217, Less provision for impairment (257,404) (147,461) - - 2,217,611 2,070, Prepayments and other receivables 1,942,466 1,514,626 10,661 1,506 4,160,077 3,584,845 10,661 1,506 At June 30, 2016, trade receivables of Rs.498m (2015: Rs.306m) for the group were past due, out of which Rs.257m (2015: Rs.147.5m) were impaired. The individually impaired receivables related mainly to debtors with overdue balances. It was assessed that a proportion of the receivables is expected to be recovered. The ageing of these receivables is as follows: to 6 months 111,078 85, Over 6 months 386, , , , TRADE AND OTHER RECEIVABLES (CONT D) (d) At June 30, 2016, trade receivables of Rs.240.5m (2015: Rs.158.5m) for the group were past due but not impaired. These relate to a number of independent customers for whom there is no recent history of default. The ageing analysis of these receivables is as follows: to 6 months 105,981 79, Over 6 months 134,618 78, , , (e) (f) (g) (h) Trade and other receivables are denominated in the following currencies: Mauritian rupee 3,318,356 2,592,026 10,661 1,506 US Dollar 186, , Euro 652, , Other currencies 3,039 3, ,160,077 3,584,845 10,661 1,506 The movement in the provision for impairment of trade receivables is as follows: At July 1, 147, , Acquisition through business combination 40, Provision for impairment 97,081 11, Bad debts written off during the year as irrecoverable (517) (6,647) - - Bad debts recovered (221) Release of provision (26,900) (267) - - At June 30, 257, , The other classes within trade and other receivables do not include impaired assets. The maximum exposure to credit risk at the reporting date is the fair value of each class of receivable mentioned above. The group does not hold any collateral as security. 19. RECEIVABLE FROM GROUP COMPANIES (a) Accounting policy Amounts receivable from group companies are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method less provision for impairment. A provision for impairment of group receivables is established when there is objective evidence that the group will not be able to collect all amounts due according to the original terms of receivables. The provision is recognised in profit or loss. Group loans receivable Loans receivable are classified as originated loans without fixed maturity and are measured at cost less provision for impairment. A provision for impairment is made on identified risk loans and is calculated as the shortfall between the outstanding balances and their recoverable amounts. Loans are written down to estimated realisable values when there is no realistic prospect of recovery. (b) Loans Others Total Total Subsidiary companies 308, , , ,987

81 158 ENL ENL Limited Ltd Annual Report RECEIVABLE FROM GROUP COMPANIES (CONT D) (b) (CONT D) At June 30, 2016, amounts receivable from group companies were neither past due nor impaired (2015: Rs.nil). The carrying amount of receivables from group companies approximate their fair values. Amounts receivable from group companies are denominated in Mauritian rupees. The maximum exposure to credit risk at the reporting date is the fair value of each class of receivable mentioned above. The group does not hold any collateral as security. 20. NON-CURRENT ASSETS CLASSIFIED AS HELD FOR SALE (a) Accounting policy Non-current assets classified as held for sale relate to land earmarked for future sale and development projects. They are measured at the lower of carrying amount and fair value less costs to sell if the carrying amount is recovered principally through sales. This condition is regarded as met only when the sales are highly probable and the asset is available for immediate sale in their present condition. When the group is committed to a sale plan involving loss of control of a subsidiary, all of the assets and liabilities of that subsidiary are classified as held for sale when the criteria described above are met regardless of whether the group will retain a non-controlling interest in its former subsidiary after the sale. (b) Rs 000 Rs 000 At July 1, 28, ,515 Disposals (3,069) (130,986) Transfer from/(to) property, plant and equipment (note 5) 25,734 (3) Transfer to compensation for waiver to rights to lessee on land and buildings (1,191) (6,813) At June 30, 50,187 28,713 These assets have been classified as non-current assets held for sale as the intention is to dispose of them within one year. 21. SHARE CAPITAL (a) Accounting policy Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new share are shown in equity as deduction, net of tax, from proceeds. (b) 2016 & 2015 Number of shares Rs 000 Ordinary shares of Rs.10 each 109,200,757 1,092,008 Participating preference shares of Rs.10 each 104,639,243 1,046, ,840,000 2,138,400 The total authorised number of shares is 213,840,000 (2015: 213,840,000) with a par value of Rs.10 each. All issued shares are fully paid. 22. BORROWINGS (a) Accounting policy Borrowings are recognised initially at fair value being their issue proceeds net of direct issue costs. Borrowings are subsequently stated at amortised cost. Borrowings are classified as current liabilities unless the group has an unconditional right to defer settlement of the liability for at least twelve months after the end of the reporting period. Accounting for leases where the group is the lessee Leases are classified as finance lease where the terms of the lease transfer substantially all risks and rewards of ownership to the lessee. Finance leases are capitalised at the estimated present value of the underlying lease payments. Each lease payment is allocated between the liability and finance charges so as to achieve a constant rate on the finance balance outstanding. The corresponding rental obligations, net of finance charges, are included in borrowings. Finance charges are charged to profit or loss over the lease period. Property, plant and equipment acquired under finance leasing contracts are depreciated over the useful lives of the assets. Debentures Debentures are recognised initially at fair value being the issue proceeds net of transaction costs incurred. Debentures are subsequently stated at amortised cost. Debentures are subsequently stated at amortised cost. Debentures are classified as current liabilities unless the group has an unconditional right to defer settlement of the liability for at least twelve months after the end of the reporting period. (b) Non-current Secured fixed/variable rate notes (see note (c) and (g) below) 1,150,000 1,150,000 1,150,000 1,150,000 Debentures (see note (d) below) 299, , Convertible preference shares (see note (e) below) 183, Bank and other loans (see note (g) below) 10,840,502 6,530, , ,000 Obligations under finance leases (see note (h) below) 181, ,478 1, ,655,889 8,011,965 1,575,103 1,610, Current Bank overdrafts 1,239, , Bank and other loans 2,924,085 1,708, ,111 85,000 Obligations under finance leases (see note (h) below) 97,690 90, ,261,483 2,638, ,415 85,346 Total borrowings 16,917,372 10,650,054 1,696,518 1,695,350

82 160 ENL ENL Limited Ltd Annual Report BORROWINGS (CONT D) (c) The company has issued notes with a fixed interest of 6.5% for half of the amount and variable rate of Repo + 1.6% per annum for the balance. The notes have a tenor of 6 years and are secured by a pledge on the shares of ENL Land Ltd owned by the company. The notes can be redeemed as follows: -Put option for note holder for the whole amount during the tenor of the notes in the form of ENL Land Ltd shares, commencing 31 October 2015, then annually on anniversary date and until the 5th year. -Call option for the issuer for a maximum of 50% of the amount during the tenor of the notes in the form of ENL Land shares commencing 31 October 2015, then annually on anniversary date and until the 5th year. -at maturity in cash, ENL Land shares or a combination of both. The directors consider it appropriate to classify the notes as non-current liabilities. Based on prevailing market conditions, they are of the opinion that the put and call option will not be exercised by both parties for the coming year. (d) (i) A subsidiary company has issued debentures amounting to Rs.145m which mature in 2019 and which bear interest at 7% per annum (2015: 7%). For period commencing on the fifth anniversary of the closing date (maturity date) and expiring 30 days thereafter, each note holder shall at its absolute discretion have the right to request and compel the subsidiary company to: - Redeem the whole or part of its debentures at fixed price of Rs.100 or - To redeem and convert the whole or part of its debentures in any proportion as it may deem fit provided that the debentures shall be redeemable or convertible in integral multiples of Rs.500,000 and all debentures not yet converted or redeemed by the note holder thereof shall be repaid by the subsidiary company on the date following the expiry of the period. (ii) Another subsidiary company has issued 12,902,306 redeemable bonds at an issue price of Rs each, totalling Rs 154.8m. Sailent features of the bonds are as follows: - A coupon rate of 6.0% per annum in respect of each financial year over 10 consecutive years, will be paid to bondholders out of the profits of the subsidiary company. This will be paid in priority to dividends payable to Class A ordinary shareholders, Class B ordinary shareholders and preference shareholders. Coupon payment shall be paid in June of each financial year. - Bondholders will not have the right to receive notice of, or attend, or vote on a poll at the shareholders meetings of the subsidiary company. - Bonds shall be redeemed automatically on the 30th June of every financial year over 5 consecutive years starting 30 June 2021, without paying any additional fee. The carrying amount of the debentures approximate their fair values and are denominated in Mauritian Rupees. (e) A subsidiary company issued 13,934,489 convertible non-voting preference shares at an issue price of Rs each, totalling Rs.183.9m to finance acquisition of investments. Salient features of the convertible preference shares are as follows: -Preference shares shall be converted mandatorily on the 30th June of every financial year over 5 consecutive years into Class A ordinary shares of the subsidiary company without paying any additional fee. The preference shares yield a dividend of 6.0% per financial year over 5 consecutive years, payable out of the profits of the subsidiary company and in priority to dividends payable to Class A ordinary shareholders and Class B ordinary shareholders. Dividend distribution shall be paid in June of each financial year. -Preference shareholders will not have the right to receive notice of, or attend, or vote on a poll at the shareholders meetings of the subsidiary company. -The right to an equal share in the distribution of surplus assets among non-convertible preference shareholders on winding up, payable in priority to the holders of ordinary shares. -The convertible non-voting preference shares shall constitute unsecured and subordinated obligations of the subsidiary company and shall accordingly rank junior to all secured and unsubordinated creditors of the subsidiary company but ahead of Class A and Class B ordinary shares. (f) The borrowings include secured liabilities amounting to Rs.16.1bn (2015: Rs.10.6bn) for the group and Rs.1.7bn (2015: Rs.1.6bn) for the company. Borrowings are secured by fixed and floating charges on the assets of the group and by pledge of shares. Lease liabilities are effectively secured as the rights to the leased asset revert to the lessor in the event of default. (g) Bank and other loans The maturity of non-current borrowings is as follows: after one year and before two years 1,167, ,055 37,778 36,111 - after two years and before three years 800,009 1,001,372 37,778 37,778 - after three years and before five years 3,204,963 1,307,363 1,225,581 75,556 - after five years 6,818,032 4,907, ,777 1,460,555 11,990,502 7,680,987 1,573,914 1,610, BORROWINGS (CONT D) (h) Finance lease liabilities - minimum lease payments: not later than 1 year 109, , after one year and before two years 87,258 86, after two years and before three years 57,670 60, after three years and before five years 51,181 55, after five years 6,366 20, , ,410 1, Future finance charges on finance leases (32,977) (38,515) (261) (18) Present value of finance lease liabilities 279, ,895 1, (i) (j) (k) (l) Representing lease liabilities: Current 97,690 90, Non-current can be analysed as follows: - after one year and before two years 84,882 83, after two years and before three years 52,617 50, after three years and before five years 37,925 48, after five years 6,263 17, , ,895 1, The group leases some plant and equipment and motor vehicles under finance leases. The leases have purchase options on termination. There are no restrictions imposed on the group by lease arrangements. Borrowings are denominated in the following currencies: Mauritian rupee 16,375,332 10,392,474 1,696,518 1,695,350 Euro 246,230 98, US Dollar 295, , ,917,372 10,650,054 1,696,518 1,695,350 The effective interest rates at the end of the reporting period were as follows: USD Euro Rs USD Euro Rs % % % % % % Bank overdrafts % % Bank borrowings % %-12.50% Other loans % % % 2.48% 3.23% 2.00%-9.00% Debentures % % Finance lease liabilities % % The exposure of the group s borrowings to the interest rate changes and the contractual repricing dates are disclosed above. The carrying amounts of borrowings are not materially different from their fair values.

83 162 NOTES NOTES DEFERRED INCOME TAXES (a) Accounting policy Deferred income tax is provided in full, using the liability method, for all temporary differences arising between the tax bases of assets and liabilities and their carrying values in the financial statements. Deferred income tax is determined using tax rates that have been enacted or substantively enacted at the reporting date and are expected to apply in the period when the related deferred income tax asset is realised or the deferred income tax liability is settled. Deferred tax assets are recognised to the extent that it is probable that future taxable profits will be available against which deductible temporary differences can be utilised. For the purpose of measuring deferred tax liabilities and deferred tax assets for investment properties that are measured using the fair value model, the carrying amount of such properties is presumed to be recovered entirely through sale, unless the presumption is rebutted. The presumption is rebutted when the investment properties are depreciable and are held within a business model whose objective is to consume substantially all of the economic benefits embodied in the investment properties over time, rather than through sale. (b) Deferred income tax is calculated on all temporary differences under the liability method at 15% (2015: 15%). Deferred tax assets on tax losses carried forward are recognised only to the extent that realisation of the related tax benefit is probable. The recoverability of tax losses is limited to a period of five years from the relevant year of assessment except for losses attributable to annual allowances claimed in respect of capital expenditure. At the end of the reporting period, the group had unused tax losses of Rs.794.7m (2015: Rs.538.7m) available for offset against future profits. A deferred tax asset of Rs.47.5m (2015: Rs.17.8m) has been recognised in respect of part of these losses. No deferred tax asset has been recognised in respect of remaining losses due to the unpredictability of future profit streams. The tax losses expire on a rolling basis over 5 years except for losses attributable to annual allowances claimed in respect of capital expenditure. There is a legally enforceable right to offset deferred tax assets against deferred tax liabilities when the deferred income taxes relate to the same fiscal authority on the entity. The following amounts are shown on the statement of financial position: (c) Deferred tax assets 35,814 42,797 12,702 11,419 Deferred tax liabilities (406,329) (279,081) - - Net deferred tax liabilities (370,515) (236,284) 12,702 11,419 The movement in the deferred income tax account is as follows: At July 1, (236,284) (220,402) 11,419 8,181 Acquisition through business combination (85,256) (5,800) - - (Charged)/credited to profit or loss (note 32) (49,554) (17,900) 395 1,260 Credited to other comprehensive income 579 7, ,978 At June 30, (370,515) (236,284) 12,702 11, DEFERRED INCOME TAXES (CONT D) (d) The movement in deferred income tax assets and liabilities during the year is as follows: Acquisition (Charged)/ Credited At July 1, 2015 through business combination credited to profit or loss to other comprehensive income At June 30, 2016 Rs 000 (i) 2016 Deferred tax liabilities Accelerated tax depreciation (130,824) (14,281) (23,621) - (168,726) Asset revaluations (114,608) (20,175) (8,446) - (143,229) Impairment loss/fair value (64,600) (50,800) (48,500) - (163,900) (310,032) (85,256) (80,567) - (475,855) Deferred tax assets Tax losses 17,852-29,635-47,487 Retirement benefit obligations 55,896-1, ,853 73,748-31, ,340 Net deferred tax liabilities (236,284) (85,256) (49,554) 579 (370,515) At July 1, 2014 Acquisition through business combination Credited/ (charged) to profit or loss Credited to other comprehensive income At June 30, 2015 Rs 000 (ii) 2015 Deferred tax liabilities Accelerated tax depreciation (178,950) (5,800) 60,447 - (124,303) Asset revaluations (114,329) - (279) - (114,608) Impairment loss/fair value 25,100 - (96,221) - (71,121) (268,179) (5,800) (36,053) - (310,032) Deferred tax assets Tax losses 6,409-11,443-17,852 Retirement benefit obligations 41,368-6,710 7,818 55,896 47,777-18,153 7,818 73,748 Net deferred tax liabilities (220,402) (5,800) (17,900) 7,818 (236,284) (e) The movement in deferred income tax assets is as follows: At July 1, 2015 Credited to profit or loss Credited to other comprehensive income At June 30, 2016 (i) 2016 Deferred tax assets Retirement benefit obligations 11, ,702

84 DEFERRED INCOME TAXES (CONT D) (e) (CONT D) The movement in deferred income tax assets is as follows: At July 1, 2014 Credited to profit or loss Credited to other comprehensive income At June 30, 2015 (ii) 2015 Deferred tax assets Retirement benefit obligations 8,181 1,260 1,978 11,419 (f) Critical accounting estimates Deferred tax on investment properties For the purposes of measuring deferred tax liabilities or deferred tax assets arising from investment properties, the directors have reviewed the group s investment property portfolio and have concluded that none of the properties are held under a business model whose objective is to consume substantially all of the economic benefits embodied in the investment properties over time rather than through sale. As a result, the group has not recognised deferred tax on changes in the fair value of its investment properties as the group is not subject to capital gains tax on disposal of its investment properties. 24. RETIREMENT BENEFIT OBLIGATIONS (a) Accounting policy Defined benefit plans A defined benefit plan is a pension plan that defines an amount of pension that an employee will receive on retirement, usually dependent on one or more factors such as age, years of service and compensation. Some subsidiaries of the group contribute to defined benefit plans for certain employees. The cost of providing benefits is determined using the projected unit credit method so as to spread the regular cost over the service lives of employees in accordance with the advice of actuaries. The liability recognised on the statement of financial position is the present value of the defined benefit obligations at the end of the reporting period less the fair value of plan assets. Re-measurement of the net defined benefit liability, which comprises actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions, the return on plan assets (excluding interest) and the effect of the asset ceiling (if any, excluding interest), is recognised immediately in other comprehensive income in the period in which they occur and will not be reclassified to profit or loss in subsequent periods. The group determines the net interest expense/(income) on the net defined benefit liability/(asset) for the period by applying the discount rate used to measure the defined benefit obligation at the beginning of the annual period to the net defined benefit liability/(asset), taking into account any changes in the net defined liability/(asset) during the period as a result of contributions and benefit payments. Net interest expense/(income) is recognised in profit or loss. Service costs, comprising current service cost, past service cost, as well as gains and losses on curtailments and settlements, are recognised immediately in profit or loss. Defined contribution plans A defined contribution plan is a pension plan under which a company pays fixed contributions into a separate entity. There is no legal or constructive obligation to pay further contributions if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods. Some subsidiaries operate a defined contribution plan for all qualifying employees. Payments to defined contribution retirement plans are recognised as an expense when employees have rendered services that entitle them to the contributions. Some subsidiary companies operate defined contribution retirement plans with no worse off guarantees provided for certain employees. Some of the subsidiary companies operate defined contribution schemes with the Sugar Industry Pension Fund. Following an agreement with the Sugar Industry Staff Employee s Association where a pension is provided on retirement, the scheme operates as a defined benefit scheme. The group also runs a defined contribution plan, the Rogers Money Purchase Retirement Fund (RMPRF), for some of its subsidiary companies. The pension benefits of all employees who were members of a self-administered defined benefit superannuation fund (DBSF) have been transferred to this plan. These employees, subject to them contributing regularly to the RMPRF, have been given the guarantee by their respective employers that their benefits at the age of sixty, under the RMPRF would not be less than the benefits provided under the ex DBSF. The potential liability under the above guarantee is funded by additional employers contributions and has been included in the provision made for retirement benefit obligations. Retirement gratuity For employees who are not covered or who are insufficiently covered by a pension plan, the net present value of gratuity on retirement payable under the Employment Rights Act 2008 is calculated and provided for. The obligations arising under this item are not funded. Profit-sharing and bonus plans Certain subsidiary companies recognise a liability and an expense for bonuses and profit-sharing. The subsidiary companies recognise a provision when a contractual obligation has arisen. The obligations arising under this item are not funded.

85 RETIREMENT BENEFIT OBLIGATIONS (CONT D) (b) Amounts recognised on the statements of financial position Defined pension schemes (note (c) (ii)) 381, ,274 40,377 34,817 Other post retirement benefits (note (d) (ii)) 377, ,934 33,335 32, , ,208 73,712 67,454 Analysed as follows: Non-current liabilities 758, ,208 73,712 67,454 (c) (i) (ii) (iii) Amounts charged to profit or loss: - Defined pension benefits (note(c)(vi)) 39,936 31,131 5,282 4,517 - Other post retirement benefits (note (d)(iv)) 65,101 52,453 1,987 2, ,037 83,584 7,269 6,642 Amount charged/(credited) to other comprehensive income: - Defined pension benefits (note (c)(vii)) 41,226 69,512 2,940 9,019 - Other post retirement benefits (note (d)(v)) (32,886) 6,619 2,981 4,170 8,340 76,131 5,921 13,189 Defined pension benefits The group operates defined benefit pension plans for some of its subsidiary companies. They provide for a pension at retirement and benefit on death or disablement in service before retirement. The level of benefits provided depends on members length of service and their salary in the final years leading up to retirement. The most recent actuarial valuation of the plan assets and the present value of the defined benefit obligations were carried out at June 30, The amounts recognised on the statements of financial position are as follows: Present value of funded obligations 2,113,483 2,320,889 83,776 74,092 Present value of unfunded defined benefit obligations Fair value of plan assets (1,842,193) (1,979,615) (43,399) (39,275) Impact of minimum funding requirement/asset ceiling 109, Deficit of funded plans 381, ,274 40,377 34,817 The movement in liability recognised on the statements of financial position is as follows: At July 1, 341, ,237 34,817 24,211 Acquisition through business combination - 3, Charged to profit or loss 39,936 31,131 5,282 4,517 Charged to other comprehensive income 41,226 69,512 2,940 9,019 Contributions paid (41,319) (39,506) (2,662) (2,930) At June 30, 381, ,274 40,377 34, RETIREMENT BENEFIT OBLIGATIONS (CONT D) (c) (iv) (v) (vi) Defined pension benefits (cont d) The movement in the defined benefit obligations during the year is as follows: At July 1, 2,320,889 1,952,480 74,092 59,177 Acquisition through business combination - 22, Current service cost 30,491 26,268 2,210 1,891 Past service cost Interest cost 145, ,124 4,960 4,581 Transfers - 135, Actuarial loss 4,847 17,984 2,514 8,443 Liability (gain)/loss due to change in financial assumptions (14,200) 72, Liability gain due to change in demographic assumptions (900) Benefits paid (225,070) (153,951) - - Liability experience (gain)/loss (148,306) 104, Effect of settlements - (16,160) - - At June 30, 2,114,210 2,320,889 83,776 74,092 The movement in the fair value of plan assets during the year is as follows: At July 1, (1,979,615) (1,676,243) (39,275) (34,966) Acquisition through business combination - (18,600) - - Expected return on plan assets 89,376 (127,381) - - Employer contributions (41,319) (39,506) (2,662) (2,930) Scheme expenses Interest income (138,486) (139,585) (2,616) (2,705) Transfers - (135,183) - - Cost of insuring risk benefits 1,286 1, Benefits paid 225, , Actuarial loss 1,309 1, At June 30, (1,842,193) (1,979,615) (43,399) (39,275) The amounts recognised in profit or loss are as follows: Current service cost 30,491 26,268 2,210 1,891 Past service cost Effect of curtailments/settlements - (16,160) - - Cost of insuring risk benefits 1,286 1, Interest cost 7,492 19,539 2,344 1,876 Scheme expenses Total included in employee benefit expense (note 31(c)) 39,936 31,131 5,282 4,517

86 RETIREMENT BENEFIT OBLIGATIONS (CONT D) (c) Defined pension benefits (cont d) (vii) The amounts recognised in other comprehensive income are as follows: Losses/(gains) on pension scheme assets 8,021 (865) Liability experience (gains)/losses (143,460) 118,242 2,514 7,258 Liability gains due to change in financial assumptions (14,200) Liability gains due to change in demographic assumptions (900) Return on plan assets 82,665 (124,722) - - Change in effect of asset ceiling 109, Changes in assumptions underlying the present value of the scheme - 76,857-1,185 Actuarial losses recognised in other comprehensive income 41,226 69,512 2,940 9,019 (viii) The principal assumptions used for accounting purposes of the actuarial valuations were as follows: % % % % Discount rate Expected return on plan assets Future salary increases Rate of pension increases (ix) (x) The allocation of the plan assets at the end of the reporting period is as follows: % % % % Qualifying insurance policy Local equities Overseas equities Govt bonds Local deposits Debt Foreign deposit Property Cash and cash equivalents Insured contracts Investment funds Some of the assets of the plan are invested in the deposit administration policy underwritten by Swan Life. The deposit administration policy is a pooled insurance product for group pension schemes. It is a long-term investment policy which aims to provide a smooth progression of returns from one year to the next without regular fluctuations associated with asset-linked investments such as equity funds. Moreover, the deposit administration policy offers a minimum guaranteed return of 4%. The funding requirements are based on the pension fund s actuarial measurement framework set out in the funding policies of the plan. Sensitivity analysis on defined benefit obligations at end of the reporting period: THE COMPANY Rs 000 Rs 000 June 30, 2016 Decrease due to 1% increase in discount rate 177,566 2,989 Increase due to 1% decrease in discount rate 202,543 - Increase due to 1% increase in future long-term salary assumptions 13,131 2, RETIREMENT BENEFIT OBLIGATIONS (CONT D) (c) (x) Defined pension benefits (cont d) Sensitivity analysis on defined benefit obligations at end of the reporting period: THE COMPANY Rs 000 Rs 000 June 30, 2015 Decrease due to 1% increase in discount rate 180,373 3,266 Increase due to 1% decrease in discount rate 200,910 - Increase due to 1% increase in future long-term salary assumptions 12,012 3,541 The sensitivity analysis has been determined based on a method that extrapolates the impact on net defined benefit obligations as a result of reasonable changes in key assumptions occurring at the end of the reporting period. The present value of the defined benefit obligations have been calculated using the projected unit credit method. The sensitivity analysis may not be representative of the actual change in the defined benefit obligations as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated. There was no change in the methods and assumptions used in preparing the sensitivity analysis from prior years. (xi) The defined pension plans expose the group to actuarial risks such as longetivity risk, currency risk, interest rate risk and market (investment) risk. (xii) The group and the company expects to pay Rs.71m and Rs.9m respectively as contributions to their post-employment benefit plans for the year ending June 30, (xiii) The weighted average duration of the defined benefit obligation is between 4 and 25 years for the group and 4 years for the company at the end of the reporting period. (d) Other post retirement benefits Other post retirement benefits comprise of gratuity on retirement payable under the Employment Rights Act 2008 and other benefits. (i) The amounts recognised on the statements of financial position are as follows: (ii) Present value of unfunded obligations 377, ,934 33,335 32,637 The movement in liability recognised on the statements of financial position is as follows: At July 1, 384, ,106 32,637 30,327 Acquisition through business combination - 6, Charged to profit or loss 65,101 52,453 1,987 2,125 (Credited)/charged to other comprehensive income (32,886) 6,619 2,981 4,170 Benefits paid (40,080) (15,778) (4,270) (3,985) At June 30, 377, ,934 33,335 32,637

87 RETIREMENT BENEFIT OBLIGATIONS (CONT D) (d) Other post retirement benefits (cont d) (iii) (iv) (v) The movement in the defined benefit obligations during the year is as follows: At July 1, 384, ,106 32,637 30,327 Acquisition through business combination - 6, Current service cost 37,671 22, Past service cost and gains and losses on settlements 1,800 3, Interest cost 25,630 26,479 1,987 2,125 Actuarial losses ,303 2,981 4,170 Liability experience gains (6,510) (4,288) - - Liability gains due to change in financial assumptions (8,097) (1,396) - - Liability gains due to change in demographic assumptions (18,800) Benefits paid (40,080) (15,778) (4,270) (3,985) At June 30, 377, ,934 33,335 32,637 The amounts recognised in profit or loss are as follows: Current service cost 37,671 22, Past service cost 1,800 3, Interest expense 25,630 26,479 1,987 2,125 Total included in employee benefit expense (note 31(c)) 65,101 52,453 1,987 2,125 The amounts recognised in other comprehensive income are as follows: Liability experience (gains)/losses (5,989) 5,808 2,981 2,456 Liability gain due to change in demographic assumptions (18,800) Liability gain due to change in financial assumptions (8,097) Changes in assumptions underlying the present value of the scheme ,714 Actuarial losses recognised in other comprehensive income (32,886) 6,619 2,981 4, RETIREMENT BENEFIT OBLIGATIONS (CONT D) (vii) (e) Sensitivity analysis on defined benefit obligations at end of the reporting date: (cont d) THE COMPANY Rs 000 Rs 000 June 30, 2015 Decrease due to 1% increase in discount rate 48,214 1,714 Increase due to 1% decrease in discount rate 6,827 - Increase due to 1% increase in future long-term salary assumptions 52,514 - Critical accounting estimates Pension benefits The present value of the pension obligations depend on a number of factors that are determined on an actuarial basis using a number of assumptions. The assumptions used in determining the net cost/(income) for pensions include the discount rate. Any changes in these assumptions will impact the carrying amount of pension obligations. The group determines the appropriate discount rate at the end of each year. This is the interest rate used to determine the present value of estimated future cash outflows expected to be required to settle the pension obligations. In determining the appropriate discount rate, the group considers the interest rates of high-quality corporate bonds that are denominated in the currency in which the benefits will be paid and that have terms to maturity approximating the terms of the related pension liability. 25. TRADE AND OTHER PAYABLES (a) Accounting policy Trade and other payables Trade and other payables are stated at fair value and subsequently measured at amortised cost using the effective interest method. Provisions Provisions are recognised when the group has a present legal or constructive obligation as a result of past events which will probably result in an outflow of economic benefits that can be reliably estimated. The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the end of the reporting period, taking into account the risks and uncertainties surrounding the obligation. When a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows (when the effect of the time value of money is material). (vi) (vii) The principal assumptions used for the purposes of the actuarial valuations were as follows: % % % % Discount rate Future long term salary increase Future guaranteed pension increase Sensitivity analysis on defined benefit obligations at end of the reporting period: THE COMPANY Rs 000 Rs 000 June 30, 2016 Decrease due to 1% increase in discount rate 29,952 1,764 Increase due to 1% decrease in discount rate 10,021 - Increase due to 1% increase in future long-term salary assumptions 25,665 -

88 TRADE AND OTHER PAYABLES (CONT D) (b) Trade payables 1,220,876 1,259, Other payables and accruals 3,482,280 2,630,734 26,442 29,307 4,703,156 3,889,999 26,442 29,307 Trade and other payables are denominated in Mauritian rupees and their carrying amounts approximate their fair values. 26. PAYABLE TO GROUP COMPANIES (a) Accounting policy Amounts payable to group companies are stated at fair value and subsequently measured at amortised cost using the effective interest method. (b) Loans Others Total Total Subsidiary companies - 12,602 12,602 8,299 Amounts payable to group companies are denominated in Mauritian rupees and their carrying amounts approximate their fair values. 27. REVENUE (a) Accounting policy Revenue is measured at the fair value of the consideration received or receivable and represents amounts receivable for goods supplied stated net of discounts, returns, value added taxes, rebates and other similar allowances and after eliminating sales within the group. (i) Sales of goods Sales of goods are recognised when the goods are delivered and titles have passed, at which time all of the following conditions are satisfied: the group has transferred to the buyer the significant risks and rewards of ownership of the goods; the group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold; the amount of revenue can be measured reliably; it is probable that the economic benefits associated with the transaction will flow to the group; and the costs incurred or to be incurred in respect of the transaction can be measured reliably. (ii) Rendering of services Revenue from rendering of services are recognised in the accounting year in which the services are rendered (by reference to completion of the specific transaction assessed on the basis of the actual service provided as a proportion of total services to be provided). (iii) Rental income and management fees Rental income and management fees are recognised on an accruals basis and in accordance with the substance of the relevant agreements unless collectability is in doubt. 27. REVENUE (CONT D) (a) Accounting policy (cont d) (iv) Revenue from sale of properties is recognised using the percentage of completion method as construction progresses. Sale of properties is net of rebates and discounts. (v) Sugar and molasses prices are based on the final prices received from the Mauritius Sugar Syndicate. (vi) Revenue also include interest and dividend receivable which are recognised on the following bases: Interest income is accounted on a time proportion basis using the effective interest method. When a receivable is impaired, the group reduces the carrying amount to its recoverable amount. Dividend income is accounted for when the shareholder s right to receive payment is established. (vii) Revenue from construction contracts Contract costs are recognised when incurred. When the outcome of a construction contract cannot be estimated reliably, contract revenue is recognised only to the extent of contract costs incurred that are likely to be recoverable. When the outcome of a construction contract can be estimated reliably and it is probable that the contract will be profitable, contract revenue is recognised over the period of the contract. When it is probable that total contract costs will exceed total contract revenue, the expected loss is recognised as an expense immediately. The group uses the percentage of completion method to determine the appropriate amount to recognise in a given period. The stage of completion is measured by reference to surveys of work performed. Costs incurred in the year in connection with future activity on a contract are excluded from contract costs in determining the stage of completion. They are presented as inventories, prepayments or other assets, depending on their nature. The group presents as an asset the gross amount due from customers for contract work for all contracts in progress for which costs incurred plus recognised profits (less recognised losses) exceeds progress billings. Progress billings not yet paid by customers and retention are included within trade and other receivables. The group presents as a liability the gross amount due to customers for contract work in progress for which progress billings exceed costs incurred plus recognised profits (less recognised losses). (b) (c) Sales 11,564,847 10,615, Sugar and agricultural diversification proceeds 828, , Investment and other income 963, , , ,056 Management and secretarial fees 5,698 7,466 92, ,818 13,363,287 12,265, , ,874 Critical accounting estimates Revenue recognition The percentage of completion method is utilised to recognise revenue on long-term contracts. Management exercises judgement in calculating the deferred revenue reserve which is based on the stage of completion. In addition, management exercises judgement in assessing whether significant risks and rewards have been transferred to the customer before revenue is recognised. 28. OTHER OPERATING EXPENSES Sugar estate other operating expenses 467, , Depreciation and amortisation 496, ,708 3,744 4,643 Selling and other expenses 658, , ,621,969 1,563,890 3,744 4, REORGANISATION/RELOCATION COSTS Rs 000 Rs 000 Reorganisation/relocation costs ,345

89 FINANCE COSTS Interest expense on - Bank overdrafts 99,167 67, Bank and other loans 940, , , ,274 - Finance leases 4,452 13, ,043, , , ,321 Foreign exchange (gains)/losses (72,404) 73,609 (428) (899) 971, , , , PROFIT BEFORE TAXATION Profit before taxation is arrived after: Crediting : Income from investments - Official market 16, , ,038 - DEM listed 1,436 1,947 27,200 52,971 - Unquoted 1,485 18,254 39,333 18,193 Interest income 24,400 44,606 94,063 88,473 Profit on disposal of property, plant and equipment, intangible assets, investment properties and investments 48, , ,550 Increase in fair value of investment properties 627, , Bargain purchase (see note (a) below) 482, Excess of fair value of the share of net assets over acquisition price (see note (b) below) 30, , PROFIT BEFORE TAXATION (CONT D) (c) Employee benefit expense Wages and salaries 2,469,465 2,269,115 39,060 35,727 Social security and other costs 100, ,310 7,156 6,459 Pension costs - defined benefit plans (note 24(c)(vi)) 39,936 31,131 5,282 4,517 - other post retirement benefits (note 24(d)(iv)) 65,101 52,453 1,987 2,125 - defined contribution plans 70,730 54, ,745,512 2,517,667 54,327 49, INCOME TAX (a) CHARGE Current tax on the adjusted profit for the year at 15% (2015: 15%) 90, ,009-3,484 (Over)/under provision (4,925) 1, , ,127-3,484 Deferred tax charge/(credit) (note 23) 49,554 17,900 (395) (1,260) Income tax charge/(credit) 135, ,027 (395) 2,224 The tax expense for the period comprises of current and deferred tax. Tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income. The current tax charge is based on chargeable income for the year calculated on the basis of tax laws enacted or substantively enacted by the end of the reporting period. (a) and charging: Depreciation on property, plant and equipment 486, ,770 3,531 4,195 Loss on disposal of property, plant and equipment, intangible assets, investment properties and investments 66, Goodwill and investment impaired 9,103 4, Amortisation of intangible assets 48,695 49, Amortisation of deferred expenditure 200 4, Fair value loss on held for trading securities 3,834 2, Employee benefit expense (see note (c) below) 2,745,512 2,517,667 54,327 49,482 Bargain purchase arises from the acquisition of additional stake in 2 jointly controlled entities of the group, thus obtaining control. These investments are now accounted as subsidiaries. Excess of fair value of the share of net assets over acquisition price arise upon acquisition of associated companies. (b) LIABILITY At July 1, 68,554 55,284 1,546 2,584 Excess tax paid included in other receivables (35,290) 7,291 2,613 - Acquisition/disposal of subsidiary 3, (Over)/under provision (4,925) 1, Charge for the year 90, ,009-3,484 Paid during the year (78,389) (119,672) (4,159) (4,522) At June 30, 44,037 68,554-1,546 (b)

90 INCOME TAX (CONT D) (c) The tax on the group s and company s profit before taxation differs from the theoretical amount that would arise using the basic tax rate of the group and the company as follows: Profit before taxation 1,010,381 1,500, , ,351 Tax calculated at a rate of 15% (2015: 15%) 151, ,014 29,902 33,803 Tax effect of :- Income not subject to tax (270,659) (69,662) (38,371) (36,480) Effect of different tax rates 14,550 7, Expenses not deductible for tax purposes 76,111 62,757 8,074 9,472 Deferred tax on investment properties not recognised (102) (2,003) - - Recognised tax losses (47,430) (27,200) - - Tax losses foregone Utilisation of previously unrecognised tax losses (759) (791) - - Deferred tax not recognised in previous years (2,167) (4,636) Deferred tax impact 65,557 19, Tax losses for which no deferred tax asset was recognised 79,123 54, (Over)/under provision (4,925) 1, Effect of consolidation adjustments 122,612 (19,851) - - Effect of tax on associated companies (47,094) (109,644) - - Other movements (906) Income tax charge/(credit) 135, ,027 (395) 2, FAIR VALUE, REVALUATION AND OTHER RESERVES (a) Fair value and other Associated companies reserves reserves Total Rs 000 Rs 000 Rs 000 (i) 2016 July 1, ,496, ,400 7,428,203 Acquisition and deconsolidation of group companies 2,069-2,069 Effect of change in ownership not resulting in loss of control 54,584-54,584 Transfer on disposal of land and buildings (25,731) - (25,731) Other transfers (6,372) - (6,372) Fair value adjustments on available-for-sale financial assets 23,910-23,910 Currency translation differences (9,946) - (9,946) Share of other comprehensive income of associated companies - (613,546) (613,546) June 30, ,535, ,854 6,853, FAIR VALUE, REVALUATION AND OTHER RESERVES (CONT D) (a) (CONT D) 34. DIVIDENDS (a) Fair value and other reserves Associated companies reserves Total Rs 000 Rs 000 Rs 000 (ii) 2015 July 1, ,688, ,930 7,613,561 Acquisition and deconsolidation of group companies (211) - (211) Effect of change in ownership not resulting in loss of control (3,303) - (3,303) Transfer on disposal of land and building (20,903) - (20,903) Other transfers (10,892) - (10,892) Fair value adjustments on available-for-sale financial assets (55,028) - (55,028) Release on disposal of investments (109,080) - (109,080) Currency translation differences 7,589-7,589 Share of other comprehensive income of associated companies - (37,580) (37,580) Movement in other reserves - 44,050 44,050 June 30, ,496, ,400 7,428,203 (b) Rs 000 Rs 000 Fair value and other reserves July 1, 10,028,939 10,486,278 Fair value adjustments on available-for-sale financial assets 404,869 (457,339) Release on disposal of investments - - June 30, 10,433,808 10,028,939 Accounting policy Dividend distribution to the shareholders is recognised as a liability in the financial statements in the period in which the dividends are declared. (b) Rs 000 Rs 000 Amounts recognised as distributions to equity holders during the year: Ordinary shares - Interim dividend for the year ended June 30, 2016 of Re.0.39 (2015: Re. 0.39) per share 42,588 42,588 - Final dividend for the year ended June 30, 2016 of Re.0.39 (2015: Re.0.39) per share 42,588 42,588 Participating preference shares - Interim dividend for the year ended June 30, 2016 of Re.0.39 (2015: Re. 0.39) per share 40,810 40,810 - Final dividend for the year ended June 30, 2016 of Re.0.39 (2015: Re.0.39) per share 40,810 40, , ,796 The final proposed dividend was paid on July 31, EARNINGS PER SHARE Basic earnings per share (EPS) is calculated by dividing the profit or loss attributable to ordinary shareholder of the Company by the weighted average number of ordinary shares outstanding during the period Net profit attributable to owners of the company Rs , , , ,127 Number of shares in issue 213,840, ,840, ,840, ,840,000 Basic earnings per share Rs

91 NOTES TO THE STATEMENTS OF CASH FLOWS Cash and cash equivalents include cash in hand and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities on the statement of financial position. (a) Cash generated from operations Profit before taxation 1,010,381 1,500, , ,351 Adjustments for: Depreciation of property, plant and equipment 486, ,770 3,531 4,195 Amortisation of intangible assets 48,695 49, Amortisation of deferred expenditure 200 4, Amortisation of bearer biological assets 35,263 34, Interest expense 1,043, , , ,321 Interest income (24,400) (44,606) (94,063) (88,473) Fair value gain on revaluation of investment properties (627,221) (376,146) - - Fair value adjustments on held for trading securities 3,834 2, Excess of the fair value of the share of net assets over acquisition price (30,471) (103,798) - - Bargain purchase (482,542) Loss/(profit) on disposal of land and investments 54,929 (370,615) - - Profit on disposal of property, plant and equipment, intangible assets and investment properties (20,555) (26,624) (715) (3,550) Fair value loss arising on business combination 305, Acquisition related costs 78, Dividend received in lieu of cash (769) Impairment of receivables 11, Impairment of goodwill 9,103 4, Write offs and provisions - (2,195) - - Provision for retirement benefit obligations 23,638 28, (273) Share of profits less losses of associated companies and jointly controlled entities, net of dividends (263,972) (730,922) - - Loss/(gain) on exchange 1,972 11,640 (428) (899) Compensation for waiver to rights to lessee on land and buildings (6,282) (21,682) - - Relocation and other costs ,657,726 1,086, , ,120 Changes in working capital: - inventories (103,504) (65,667) consumable biological assets (24,866) 10, trade and other receivables 164,801 (787,435) (6,542) receivable from group companies ,085 (12,015) - trade and other payables 22, ,131 (2,680) 1,602 - payable to group companies - - 4, Cash generated from operations 1,716,793 1,109, , , NOTES TO THE STATEMENTS OF CASH FLOWS (CONT D) (b) (c) Major non-cash transactions The principal non-cash transactions include the acquisition of property, plant and equipment under finance leases and available-for-sale financial assets received as consideration for sale of investments. Cash and cash equivalents Bank overdrafts (1,239,708) (839,410) - (33) Cash at bank and in hand 1,434,693 1,203,614 10,372 30,500 Cash and cash equivalents 194, ,204 10,372 30, CAPITAL COMMITMENTS Contracted for but not provided in the financial statements 616, , SEGMENT INFORMATION (a) Accounting policy Segment information presented relates to operating segments that engage in business activities for which revenues are earned and expenses incurred. The group s reportable segments are strategic business units that offer different products and services. They are managed separately because each business unit requires different technology and marketing strategies. Management monitors the operating results of its business units separately for the purpose of making decisions about resource allocation and performance assessment. The accounting policies of the operating segments are the same as those described in the summary of significant accounting policies. The group evaluates the performance on the basis of profit or loss from operations before tax expense. The group accounts for inter-segment sales and transfers at current market prices. The group s customer base is highly diversified, with no individually significant customers. No geopraghical information has been provided as the cost to develop it would be excessive.

92 SEGMENT INFORMATION Commerce Agroindustry industry Property investments Lifestyle and Hospitality Financial and Land and leisure Logistics services Corporate office Total Rs 000 Rs Total segment revenues 1,021,693 3,591,194 2,710, , ,377 2,610,040 3,134, , ,635 15,216,456 Inter-segment revenues (77,026) (101,730) (440,580) (839,898) (8,019) (17,146) (779) (786) (367,205) (1,853,169) Revenue from external customers 944,667 3,489,464 2,269,679 39, ,358 2,592,894 3,133, , ,363,287 Profit/(loss) before finance costs 264,824 24,860 1,288,751 (74,361) 9,311 82, , , ,102 1,981,607 Finance costs (11,142) (76,340) (448,980) (281,578) (635) 27,330 (3,285) (10,568) (166,028) (971,226) Profit/(loss) before taxation 253,682 (51,480) 839,771 (355,939) 8, , , ,991 (52,926) 1,010,381 Income tax expense (5,102) (2,435) (37,885) (5) (3,379) (38,089) (35,256) (13,586) 269 (135,468) Profit/(loss) for the year 248,580 (53,915) 801,886 (355,944) 5,297 71,415 82, ,405 (52,657) 874,913 Depreciation and amortisation 38,463 95,775 95,720 12,183 15, ,613 90,582 12,364 17, ,710 Additions to noncurrent assets 29,575 76, , ,766 7, , ,000 5,000 6,705 1,326,294 Other segment assets 1,519,885 2,416,486 21,312,993 14,415, ,460 5,747,565 2,735, ,963 55,114 48,813,566 Investment in associated companies and jointly controlled entities 1,996,449 60, ,845 2,648-4,183,252 33,465 1,637,372-8,099,422 Total segment assets 3,516,334 2,476,877 21,498,838 14,417, ,460 9,930,817 2,769,228 2,100,335 55,114 56,912,988 Segment liabilities 1,278,475 1,872,310 8,524,959 3,347,166 52,265 3,875,781 1,570, ,399 1,909,379 22,912,478 Material items of income and expenditure: Fair value gain on revaluation of investment properties , , SEGMENT INFORMATION (CONT D) Commerce Agroindustry industry Property investments Lifestyle and Hospitality Financial and Land and leisure Logistics services Corporate office Total Rs 000 Rs Total segment revenues 1,013,779 3,450,290 2,472, , ,623 2,413,160 3,008, , ,177 14,309,272 Inter-segment revenues (76,835) (56,471) (406,890) (573,978) (7,784) (149,353) (97,954) (7,350) (666,733) (2,043,348) Revenue from external customers 936,944 3,393,819 2,065,545 52, ,839 2,263,807 2,910, , ,265,924 Profit/(loss) before finance costs 286,170 59,417 1,070, ,293 3, ,367 66, ,731 (14,653) 2,250,134 Finance costs (21,650) (58,518) (181,971) (316,864) - (60,371) (24,000) (86,000) (664) (750,038) Profit/(loss) before taxation 264, ,529 5,429 3, ,996 42, ,731 (15,317) 1,500,096 Income tax expense (6,161) (13,485) (112,682) (749) - 23,305 (16,000) (15,000) (2,255) (143,027) Profit/(loss) for the year 258,359 (12,586) 775,847 4,680 3, ,301 26, ,731 (17,572) 1,357,069 Depreciation and amortisation 36,999 86,844 49,696 71,671 14, ,000 77,000 4,000 7, ,246 Additions to noncurrent assets 34, , , ,241 30,965 99, ,000 3,000 4, ,410 Other segment assets 1,360,290 2,307,444 12,203,203 14,202, ,160 5,384,969 2,246, ,413 68,736 38,361,666 Investment in associated companies and jointly controlled entities 2,346,464 26,520 2,721,332 1,640-3,365,514 9,195 1,576,147-10,046,812 Total segment assets 3,706,754 2,333,964 14,924,535 14,203, ,160 8,750,483 2,255,496 2,034,560 68,736 48,408,478 Segment liabilities 1,175,808 1,624,358 4,203,500 2,333,091 45,753 2,966,100 1,232, ,136 1,901,670 15,697,294 Material items of income and expenditure: Fair value gain on revaluation of investment properties , ,146 Profit on disposal of land and investments , ,615

93 RELATED PARTY TRANSACTIONS (a) (b) (c) (d) (e) (f) (f) Associated companies and jointly controlled entities Intermediate holding companies Other related parties Rs 000 Rs 000 Purchases of goods and services ,381 38,698 3,400 16,100 Sale of goods and services ,600 76,484 60,200 34,200 Management fee income ,140 1, Interest expense ,937 21, Loans receivable , Loans payable , , Amount receivable ,202 8,382 2,400 3,860 Amount payable - - 3, ,300 Enterprises in Intermediate holding companies Subsidiary companies which directors have substantial interest Associated companies Purchases of goods and services ,662 71, Interest income ,046 88, Interest expense ,423 21,193 Management fee income , , Management fee expense - - 5,788 5, Loans receivable - - 1,475,500 1,444, Loans payable , ,000 Amount receivable , , Amount payable ,602 8, The sales and purchases with related parties were made in the normal course of business. Outstanding balances at the year end are unsecured, interest free and settlement occurs in cash except for the following: (i) Loans receivable from subsidiary companies carry interest rates varying between 5.15% to 7.75%. (ii) Loans payable to associated companies carry interest varying between 6.80% to 7.50%. No guarantees have been given or received except as disclosed in note 41. For the year ended June 30, 2016, the group and the company did not record any impairment of amounts receivable from related parties (2015: Rs.nil). This assessment is carried out each financial year by examining the financial position of the related parties and the markets in which the related parties operate. During the year a subsidiary of the group disposed of a vehicle to an associate of the company for an amount of Rs.4,609,833. As at June 30, 2016, the amount owed by an enterprise with common director to one of the company s director was Rs.18,501,000 (2015: Rs.18,501,000) Rs'000 Rs'000 Rs'000 Rs'000 Key management personnel compensation Directors' fees 4,087 4, Salaries and short-term employee benefits 41,090 51,223 15,306 15,624 Post-employment benefits 4,710 4,499 1,883 1,664 49,887 60,458 17,874 18, BUSINESS COMBINATIONS (a) 2016 Acquisition of subsidiaries During the year, the group acquired the following subsidiaries: Percentage holding Proportion of effective ownership interests Principal activity Financial services: River Court Administrators Limited and subsidiaries Global business Logistics: General Cargo Services Limited Global business Gencargo (Transport) Limited Global business Property: Bagaprop Limited Property Gardens of Bagatelle Ltd Property Mall of (Mauritius) at Bagatelle Ltd Property Motorcity Ltd Property The consideration paid for the acquisition of the above companies and the value of the assets acquired and liabilities assumed recognised at acquisition date, as well as the fair value at acquisition date of the non-controlling shareholders are summarised below Rs'000 Consideration Cash 1,806,430 Fair value of equity interest before business combination 2,021,230 3,827,660 Acquisition-related costs 78,145 Recognised amounts of identifiable assets acquired and liabilities assumed Property, plant and equipment 105,400 Investment properties 6,996,450 Inventories 182,679 Trade and other receivables 232,205 Cash and cash equivalents 58,545 Bank overdraft (120,180) Borrowings (2,444,936) Trade and other payables (267,565) Deferred tax liabilities (85,256) Current tax liabilities (3,248) Total identifiable net assets 4,654,094 Non-controlling interest not acquired (458,100) Excess of fair value of net assets over shares issued (250,634) Goodwill attributable to non-controlling shareholders (117,700) 3,827, Rs'000 Net cash flow on acquisition of subsidiaries Consideration paid in cash (1,806,430) Cash and cash equivalents acquired (61,635) (1,868,065) In 2016, the acquired business contributed revenues of Rs.953m and losses of Rs.429.2m to the group.

94 184 NOTES NOTES 185 ENL ENL Limited Ltd Annual Report BUSINESS COMBINATIONS (CONT D) (b) 2015 Acquisition of subsidiaries The group acquired the following subsidiaries: Group Percentage holding effective holding Principal activity Resaplanet Ltd Online tour operating Travelia SARL Online tour operating Yacht Management Ltd Boat cruises Consilex Ltd and subsidiaries Global business Kross Border Specialist Services Ltd and subsidiaries Global business Kross Border Corporate Services Ltd and subsidiaries Global business Kross Border Corporate Services (Singapore) Pte Ltd Global business ERC Ltd and subsidiary Transport services Southern Marine and Company Ltd Shipping services Tractor and Equipment (Mauritius) Ltd Trading of machinery and spare parts. Goodwill of Rs.454.8m arising from the acquisition of the subsidiary companies is attributable to acquired customer base and synergies expected from combining the operations of the group with those of the company acquired. None of the goodwill recognised is expected to be deductible for income tax purposes. The consideration paid for the acquisition of the above companies and the value of the assets acquired and liabilities assumed on the acquisition date, as well as the fair value at the acquisition date of the non-controlling shareholders are summarised below: 2015 Rs 000 Consideration Cash 426,528 Transfer from deposit on investment 4, ,744 Acquisition-related costs - Recognised amounts of identifiable assets acquired and liabilities assumed Property, plant and equipment 127,330 Intangible assets 1,266 Inventories 24,998 Trade and other receivables 111,888 Cash and cash equivalents (8,170) Borrowings (42,336) Trade and other payables (84,604) Deferred tax liabilities (5,800) Retirement benefit obligations (10,434) Total identifiable net assets 114,138 Non-controlling shareholders (138,200) Goodwill 454, , BUSINESS COMBINATIONS (CONT D) (c) 2015 Disposal of subsidiaries The group disposed of its shareholding in Desbro International Ltd and Steelco Industry Ltd in Assets and liabilities disposed are as follows: 2015 Rs 000 Property, plant and equipment 1,028 Investment property 26,200 Cash and cash equivalents 6,609 Borrowings (32,055) Trade and other payables (33,494) Income tax liabilities (524) (32,236) Profit on disposal 33,936 Cash flow on disposal 1,700 Cash and cash equivalents (49,605) Cash flow on disposal of cash and cash equivalents (47,905) Satisfied by: Cash 1, CONTINGENT LIABILITIES Contingent liabilities as at June 30, 2016 are as follows: -One of the group s subsidiaries has acted as surety in respect of a guarantee of Rs.300m given by one of its subsidiaries to the Mauritius Revenue Authority. -One of the group s subsidiaries has provided corporate guarantee of Rs.10.3m to Finlease in respect of finance lease facilities contracted by one of its subsidiaries. -A subsidiary is being sued by the heirs of a former employee for Rs.76m on grounds of having provided unsafe working conditions during his tenure with the company. At the date of signing the annual report, the outcome is uncertain. -As at June 30, 2016, the group has contingent liabilities in respect of bank and other guarantees and other matters arising in the normal course of business. It is anticipated that no material liabilities would arise from the above. -A subsidiary is being sued by a client for breach of contract in respect of work carried out being faulty, the outcome of which is uncertain. -Some of the group s subsidiaries have pending legal matters and guarantees amounting to Rs.69.8m. There are also pending legal matters relating to a court case against two subsidiary companies, the outcome of which is uncertain Rs 000 Net cash flow on acquisition of subsidiaries Consideration paid in cash (426,528) Cash and cash equivalents acquired (8,170) (434,698) In 2015, the acquired business contributed revenues of Rs.413m and profits of Rs.56m to the group.

95 ENL ENL Limited Ltd Annual Report FINANCIAL SUMMARY (a) Year ended June 30, 2016 Year ended June 30, 2015 Year ended June 30, 2014 Rs 000 Rs 000 Rs 000 Statements of profit or loss and other comprehensive income Turnover 13,363,287 12,265,924 10,591,055 Profit before taxation 1,010,381 1,500,096 1,326,674 Income tax expense (135,468) (143,027) (57,722) Profit for the year 874,913 1,357,069 1,268,952 Other comprehensive income for the year 33,712 (253,040) 4,651,000 Total comprehensive income for the year 908,625 1,104,029 5,919,952 Profit attributable to: Owners of the company 236, , ,994 Non-controlling shareholders 638, , , ,913 1,357,069 1,268,952 Total comprehensive income attributable to: Owners of the company 251, ,308 3,523,245 Non-controlling shareholders 657, ,721 2,396, ,625 1,104,029 5,919,952 Dividend per share - Interim Re Final Re Earnings per share Rs June 30, 2016 June 30, 2015 June 30, 2014 Rs 000 Rs 000 Rs 000 Statements of financial position ASSETS Non-current assets 48,532,065 41,756,076 39,887,693 Current assets 8,330,736 6,623,689 5,914,349 Non-current assets classified as held for sale 50,187 28, ,515 Total assets 56,912,988 48,408,478 45,968,557 EQUITY AND LIABILITIES Capital and reserves 16,471,949 16,480,745 16,285,429 Non-controlling interests 17,528,561 16,230,439 15,694,022 Total equity 34,000,510 32,711,184 31,979,451 LIABILITIES Non-current liabilities 13,820,404 9,017,254 7,941,557 Current liabilities 9,092,074 6,680,040 6,047,549 Total equity and liabilities 56,912,988 48,408,478 45,968, FINANCIAL SUMMARY (CONT D) (b) Year ended Year ended Year ended June 30, June 30, June 30, Restated Rs 000 Rs 000 Rs 000 Statements of profit or loss and other comprehensive income Turnover 452, , ,181 Profit before taxation 199, , ,949 Income tax expense 395 (2,224) (2,716) Profit for the year 199, , ,233 Other comprehensive income for the year 399,836 (468,550) 1,250,955 Total comprehensive income for the year 599,576 (245,423) 1,455,188 Dividend per share - Interim Re Final Re Earnings per share Rs June 30, 2016 June 30, 2015 June 30, 2014 Statements of financial position Rs 000 Rs 000 Rs 000 ASSETS Non-current assets 15,566,950 15,122,054 14,399,555 Current assets 488, , ,610 Total assets 16,055,844 15,615,746 14,916,165 EQUITY AND LIABILITIES Capital and reserves 14,163,172 13,730,392 14,142,611 LIABILITIES Non-current liabilities 1,648,815 1,677, ,855 Current liabilities 243, , ,699 Total equity and liabilities 16,055,844 15,615,746 14,916,165

96 for the tomorrow our children deserve ADDITIONAL INFO