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Keeping our eye on the next level - Colombo Stock Exchange · 2016. 9. 29. · Keells English...

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INTERIM CONDENSED FINANCIAL STATEMENTS NINE MONTHS ENDED 31ST DECEMBER 2013 JOHN KEELLS HOLDINGS PLC Keeping our eye on the next level
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Page 1: Keeping our eye on the next level - Colombo Stock Exchange · 2016. 9. 29. · Keells English Language Scholarship Programme commenced during the quarter under review with over 1,200

I N T E R I M C O N D E N S E D F I N A N C I A L S T A T E M E N T S N I N E M O N T H S E N D E D 3 1 S T D E C E M B E R 2 0 1 3

JOHN KEELLSHOLDINGS PLC

Keep ing our e ye on th e n ex t l e v e l

Page 2: Keeping our eye on the next level - Colombo Stock Exchange · 2016. 9. 29. · Keells English Language Scholarship Programme commenced during the quarter under review with over 1,200

Keep ing our e ye on th e n ex t l e v e l

Chairman’s Message 1Consolidated Income Statement 3Consolidated Statement of

Comprehensive Income 4Consolidated Statement of

Financial Position 5Consolidated Statement of

Cash Flow 6

Consolidated Statement of Changes in Equity 8

Company Income Statement 9Company Statement of

Comprehensive Income 10Company Statement of Financial

Position 11Company Statement of Cash Flow 12

Company Statement of Changes in Equity 13

Operating Segment Information 14Notes to the Interim Condensed

Financial Statements 18

Page 3: Keeping our eye on the next level - Colombo Stock Exchange · 2016. 9. 29. · Keells English Language Scholarship Programme commenced during the quarter under review with over 1,200

Interim Financial Statements l 1

Chairman’s Message Financial Information

CHAIRMAN’S MESSAGE

Dear Stakeholder,

The Group revenues at Rs. 23.89 billion and Rs. 64.98 billion in the third quarter and the nine months ended 31 December 2013 were 11 per cent and 4 per cent above the Rs. 21.51 billion and Rs. 62.20 billion recorded in the corresponding periods in the previous year.

The Group profit before tax (PBT) at Rs. 4.27 billion in the third quarter of the financial year 2013/14 was an increase of 19 per cent over the Rs. 3.58 billion recorded in the corresponding period in the previous financial year. The Group PBT for the nine months ended 31 December 2013 of Rs. 9.11 billion was an increase of 2 per cent over the Rs. 8.97 billion recorded in the corresponding period of the previous year.

The PBT for the nine months ended 31 December 2013, included a non-recurring charge of Rs. 139 million on account of the voluntary retirement scheme offered at Keells Food Products PLC, a non-cash charge of Rs. 144 million relating to the share based payments which came into effect in the current financial year and an impairment loss of Rs. 141 million arising from the demolition of buildings at Glennie Street and Justice Akbar Mawatha, totaling to Rs 424 million. The impact of these expenses on PBT for the quarter amounted to Rs. 211 million.

The profit attributable to the equity holders for the third quarter at Rs. 3.39 billion reflects an increase of 17 per cent over the Rs. 2.90 billion reported in third quarter of the previous financial year while the profit attributable to equity holders for the nine months ended 31 December 2013 at Rs. 7.04 billion represents an increase of 1 per cent over the Rs. 6.97 billion recorded in the corresponding period in the previous year.

The Company PBT for the nine months ended 31 December 2013 of Rs. 4.62 billion was an increase of 17 per cent over the Rs. 3.93 billion recorded in the corresponding period of the previous year.

The Waterfront Project was re-gazetted under the Strategic Development Projects Act on 17th December 2013 subsequent to the withdrawal of the previous gazettes.

TransportationThe Transportation industry group PBT of Rs. 538 million for the third quarter of 2013/14 was a decrease of 36 per cent in comparison to the corresponding period in the previous financial year [2012/13 Q3: Rs. 844 million]. The decline in PBT is mainly attributable to the lower contribution from the ports and bunkering businesses. The ports business witnessed a drop in volumes as a result of the re-alignment of services referred to in my previous message. The Group’s Bunkering business, although retaining market leadership in terms of share, recorded lower earnings compared to the same period last year as a result of the continued depression in the global bunker market coupled with the local and regional competition.

LeisureThe Leisure industry group PBT of Rs. 1.54 billion for the third quarter of 2013/14 was an increase of 15 per cent compared to the corresponding period of the previous financial year [2012/13 Q3: Rs. 1.34 billion]. The increase in PBT was driven by the improved performance of Sri Lankan and Maldivian Resorts compared to the previous year. The performance of Sri Lankan Resorts improved as a result of revised market positioning and implementation of effective yield management strategies which resulted in higher occupancies across the portfolio of hotels, whilst Maldivian Resorts also benefitted from higher occupancies. The performance of City Hotels and Destination Management continued to be in line with expectations.

Property The Property industry group PBT of Rs. 347 million for the third quarter of 2013/14 was a 93 per cent increase over the PBT recorded in the corresponding period of the previous financial year [2012/13 Q3: Rs. 180 million]. The growth in PBT is on account of higher revenue recognition during the quarter in the ‘OnThree20’ development and the recognition of revenues from ‘7th Sense’ which had not commenced in the previous year. Construction of both developments are progressing as scheduled with approximately 90 per cent of units of ‘OnThree20’ and 70 per cent of ‘7th Sense’ sold to date.

Page 4: Keeping our eye on the next level - Colombo Stock Exchange · 2016. 9. 29. · Keells English Language Scholarship Programme commenced during the quarter under review with over 1,200

PROGRESSIVE

2 l JOHN KEELLS HOLDINGS PLC l www.keells.com

CHAIRMAN’S MESSAGE

Consumer Foods and Retail The Consumer Food and Retail industry group PBT of Rs. 228 million in the third quarter of 2013/14 was an increase of 23 per cent over the PBT recorded in the corresponding period of the previous financial year [2012/13 Q3: Rs. 186 million]. Both the soft drinks and frozen confectionary segments recorded an increase in volumes. Keells Food Products had a one off cost of Rs. 139 million during the quarter under review associated with the voluntary retirement scheme offered to its employees at the Ja-Ela plant in order to improve productivity and to make possible an internal restructuring of operations. The Retail business continued to witness same store sales growth on the back of increased footfall and basket values.

Financial Services The Financial Services industry group PBT of Rs. 1.01 billion in the third quarter of 2013/14 was an increase of 38 per cent over the PBT recorded in the corresponding period of the previous financial year [2012/13 Q3: Rs. 734 million]. Both the insurance and banking businesses were the primary contributors to the improved performance. The implementation of the Bank’s new positioning strategy was successfully concluded during the quarter under review. As stipulated under the Insurance Industry Act No 3 of 2011, the insurance business is in the process of making the necessary arrangements to segregate the life and general businesses by February 2015. The stock brokering business gained market share despite the decrease in average daily turnovers as a consequence of the lower level of activity that prevailed on the Colombo Stock Exchange.

Information Technology The Information Technology industry group PBT of Rs. 87 million for the third quarter of 2013/14 was a decrease of 16 per cent compared to the corresponding period of the previous financial year [2012/13 Q3: Rs. 103 million].The decrease in PBT was largely on account of the Software Services business. The Office Automation business, which is the significant contributor towards the profits of the industry group, recorded a marginal decline in profits compared to the corresponding period in the previous year.

Other, including Plantation Services Other, comprising of Plantation Services and the Corporate Centre recorded a PBT of Rs. 517 million in the third quarter of 2013/14 [2012/13 Q3:

Rs. 194 million]. The increase in PBT was primarily attributable to an increase in net interest income at the Company as a result of the increase in the cash balance arising from the proceeds of the rights issue which is earmarked for the ‘Waterfront’ Project. The Plantation sector also saw a significant improvement in its performance following improved quality of made tea, attractive prices and positive market conditions.

Sustainability InitiativesThe Group’s carbon footprint increased by 5 per cent to approximately 18,620 MT and the estimated volume of water withdrawn increased by 3 per cent to 442,997 cubic meters due to increased operational activity across Leisure and Consumer Foods when compared with the third quarter of the previous year. However, in terms of GHG per unit and water consumption per unit, the performance was better than the previous year. Total training hours provided to Group employees was 119,644 hours, amounting to 9.5 hours of training per employee.

Corporate Social ResponsibilityThe foundation-level programme under the John Keells English Language Scholarship Programme commenced during the quarter under review with over 1,200 students registered in 18 Districts. The newly-introduced intermediate-level course also commenced with 78 students registered in 8 Districts.

`The Final Step’ University Soft Skills initiative was conducted successfully at the South Eastern University in Oluvil (Ampara District) during the quarter in review with an average attendance of over 350 students at the five workshops held.

Under the John Keells HIV and AIDS Awareness Campaign, a total of 3,187 persons were educated by Group trainers via 67 sessions during the quarter, bringing the total number of persons educated since project launch to 60,541. The John Keells Vision Project conducted 2 eye camps during the quarter and a total of 206 patients underwent cataract operations.

Susantha RatnayakeChairman

29 January 2014

Page 5: Keeping our eye on the next level - Colombo Stock Exchange · 2016. 9. 29. · Keells English Language Scholarship Programme commenced during the quarter under review with over 1,200

Chairman’s Message Financial Information

Interim Financial Statements l 3

CONSOLIDATED INCOME STATEMENT

Quarter ended 31st December Nine months ended 31st December

Note 2013 2012 Change % 2013 2012 Change %

Continuing operations

Sale of goods 12,933,948 11,584,776 12 35,355,880 34,753,491 2

Rendering of services 10,954,483 9,922,994 10 29,624,927 27,449,814 8

Revenue 23,888,431 21,507,770 11 64,980,807 62,203,305 4

Cost of sales (17,119,696) (15,675,286) 9 (47,311,237) (45,827,465) 3

Gross profit 6,768,735 5,832,485 16 17,669,570 16,375,840 8

Other operating income 409,715 124,269 230 943,185 988,108 (5)

Distribution expenses (876,030) (817,439) 7 (2,450,466) (2,266,534) 8

Administrative expenses (2,683,275) (2,186,128) 23 (7,845,743) (7,484,055) 5

Other operating expenses (972,880) (920,507) 6 (2,422,304) (2,113,545) 15

Results from operating activities 2,646,265 2,032,680 30 5,894,242 5,499,814 7

Finance cost (309,152) (293,210) 5 (982,706) (776,607) 27

Finance income 1,572,632 1,314,593 20 4,070,884 3,373,326 21

Net finance income 1,263,480 1,021,383 24 3,088,178 2,596,719 19

Change in insurance contract liabilities 7 (366,423) (264,938) 38 (2,063,120) (1,745,631) 18

Share of results of equity accounted investees 725,368 786,791 (8) 2,195,641 2,616,163 (16)

Profit before tax 4,268,690 3,575,916 19 9,114,941 8,967,065 2

Tax expense 8 (512,094) (413,820) 24 (1,310,651) (1,295,067) 1

Profit for the period 3,756,596 3,162,096 19 7,804,290 7,671,998 2

Attributable to :

Equity holders of the parent 3,394,716 2,897,641 17 7,040,321 6,968,087 1

Non-controlling interest 361,880 264,455 37 763,969 703,911 9

3,756,596 3,162,096 19 7,804,290 7,671,998 2

Earnings per share Rs. Rs. Rs. Rs.

Basic 3.48 3.29 7.69 7.93

Diluted 3.41 3.27 7.51 7.86

Dividend per share 1.00 1.00 2.50 2.50

Note : All values are in Rupees ‘000s, unless otherwise stated.

Figures in brackets indicate deductions.

The above figures are not audited.

Page 6: Keeping our eye on the next level - Colombo Stock Exchange · 2016. 9. 29. · Keells English Language Scholarship Programme commenced during the quarter under review with over 1,200

PROGRESSIVE

4 l JOHN KEELLS HOLDINGS PLC l www.keells.com

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

Quarter ended Nine months ended 31st December 31st December

Note 2013 2012 2013 2012

Profit for the period 3,756,596 3,162,096 7,804,290 7,671,998

Other comprehensive income

Currency translation of foreign operations (75,705) (148,426) 266,953 (137,139)

Revaluation of land and buildings 105,036 - 62,636 -

Share of other comprehensive income of

equity-accounted investees (55,493) (297,364) 230,688 (195,902)

Net gain/ (loss) on available-for-sale financial assets 131,033 (206,094) 174,433 (328,182)

Transfers to revenue reserves - 2,337 - (11,745)

Re-measurement gain /(loss) on defined benefit plans (4,585) - (4,585) -

Tax on other comprehensive income 8 2,790 - 2,790 -

Other comprehensive income for the period, net of tax 103,076 (649,547) 732,915 (672,968)

Total comprehensive income for the period, net of tax 3,859,672 2,512,549 8,537,205 6,999,030

Attributable to :

Equity holders of the parent 3,507,243 2,272,578 7,720,509 6,319,996

Non-controlling interest 352,429 239,971 816,696 679,034

3,859,672 2,512,549 8,537,205 6,999,030

Note : All values are in Rupees ‘000s, unless otherwise stated.

Figures in brackets indicate deductions.

The above figures are not audited.

Page 7: Keeping our eye on the next level - Colombo Stock Exchange · 2016. 9. 29. · Keells English Language Scholarship Programme commenced during the quarter under review with over 1,200

Chairman’s Message Financial Information

Interim Financial Statements l 5

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

As at 31.12.2013 31.03.2013 ASSETS Non-current assets Property, plant and equipment 49,706,411 49,272,979 Lease rentals paid in advance 9,276,793 9,513,671 Investment property 9,286,083 9,294,936 Intangible assets 2,533,605 2,689,514 Investments in associates 16,643,762 15,724,361 Other non current financial assets 19,521,783 18,816,693 Deferred tax assets 200,424 212,227 Other non current assets 4,371,610 3,575,749 111,540,471 109,100,130 Current assets Inventories 4,393,579 3,998,900 Trade and other receivables 13,029,074 12,775,046 Amounts due from related parties 25,391 207,455 Other current assets 3,216,326 2,895,900 Short term investments 53,376,313 26,586,054 Cash in hand and at bank 4,221,251 3,554,804 78,261,934 50,018,159 Total assets 189,802,405 159,118,289 EQUITY AND LIABILITIES Equity attributable to equity holders of the parent Stated capital 49,718,545 26,480,396 Revenue reserves 47,493,972 42,704,203 Other components of equity 21,461,489 20,634,571 118,674,006 89,819,170 Non-controlling interest 11,296,098 11,366,240 Total equity 129,970,104 101,185,410 Non-current liabilities Insurance contract liabilities 19,344,766 17,388,494 Borrowings 9,549,153 11,857,764 Deferred tax liabilities 1,217,261 1,222,210 Employee benefit liabilities 1,508,226 1,385,072 Other deferred liabilities 80,146 50,228 Other non-current liabilities 523,653 530,075 32,223,205 32,433,843 Current liabilities Trade and other payables 14,033,115 14,608,263 Amounts due to related parties 14,233 15,280 Income tax payable 833,413 981,013 Short term borrowings 3,095,988 1,853,767 Current portion of borrowings 3,476,450 3,048,936 Other current liabilities 2,891,775 1,635,534 Bank overdrafts 3,264,122 3,356,243 27,609,096 25,499,036 Total equity and liabilities 189,802,405 159,118,289 Rs. Rs.Net assets per share 119.86 104.56

Note : All values are in Rupees ‘000s, unless otherwise stated. The above figures are not audited.

I certify that the financial statements comply with the requirements of the Companies Act No.7 of 2007.

M J S RajakariarGroup Financial Controller

The Board of Directors is responsible for the preparation and presentation of these financial statements.

S C Ratnayake J R F Peiris Chairman Group Finance Director 29 January 2014

Page 8: Keeping our eye on the next level - Colombo Stock Exchange · 2016. 9. 29. · Keells English Language Scholarship Programme commenced during the quarter under review with over 1,200

PROGRESSIVE

6 l JOHN KEELLS HOLDINGS PLC l www.keells.com

CONSOLIDATED STATEMENT OF CASH FLOW

For the nine months ended 31st December Note 2013 2012 CASH FLOWS FROM OPERATING ACTIVITIESProfit before working capital changes A 7,093,176 6,811,999 (Increase) / Decrease in inventories (394,679) 391,667 (Increase) / Decrease in trade and other receivables 11,403 (1,773,966)(Increase) / Decrease in other current assets (257,708) 601,529 (Increase) / Decrease in other non-current assets (795,861) (1,008,809)Increase / (Decrease) in trade and other payables (582,617) (777,230)Increase / (Decrease) in other current liabilities 1,230,039 821,249 Increase / (Decrease) in other current financial liabilities - (74,593)Increase / (Decrease) in insurance contract liabilities 1,956,272 1,812,197 Cash generated from operations 8,260,025 6,804,043 Finance income received 4,052,874 2,995,058 Finance costs paid (972,484) (768,070)Dividend received 1,269,473 1,312,061 Tax paid (1,226,091) (1,003,215)Gratuity paid (113,956) (103,001)Net cash flow from operating activities 11,269,841 9,236,876 CASH FLOWS FROM/(USED IN) INVESTING ACTIVITIES Purchase and construction of property, plant and equipment (2,758,940) (3,935,309)Purchase of intangible assets (29,266) (17,562)Addition to investment property - (600,429)Acquisition of associates - (224,379)Increase in interest in associates (31,838) (95,663)Proceeds from sale of property, plant and equipment and intangible assets 269,065 98,283 Proceeds from demolition on property, plant & equipment 37,613 - Proceeds from sale of interest in associates - 585,675 proceeds from sales of non-current investments - 137,808 Proceeds from sale of financial instruments - fair valued through profit or loss 228,620 228,014 Purchase of financial instruments - fair valued through profit or loss (424,602) (434,775)(Purchase) / disposal of short term investments (net) (17,501,977) (3,687,983)(Purchase) / disposal of other non current financial assets (net) (530,657) (3,469,587)Net cash flow from / (used in) investing activities (20,741,982) (11,415,907) CASH FLOWS FROM/(USED IN) FINANCING ACTIVITIES Proceeds from issue of shares 23,238,149 832,064 Proceeds from non-controlling interests on issue of rights in subsidiaries 425 82,499 Direct cost on issue of shares (161,322) (7,609)Acquisition of non-controlling interest (57,000) (516)Dividend paid to equity holders of parent (2,276,448) (2,127,348)Dividend paid to shareholders with non-controlling interest (640,066) (817,171)Proceeds from long term borrowings 2,028,709 - Repayment of long term borrowings (4,069,669) (640,605)Proceeds from/(repayment of) other financial liabilities (net) 1,242,221 (286,933)Net cash flow from / (used in) financing activities 19,304,999 (2,965,619) NET INCREASE / (DECREASE) IN CASH AND CASH EQUIVALENTS 9,832,858 (5,144,650)CASH AND CASH EQUIVALENTS AT THE BEGINNING 16,860,241 19,810,729 CASH AND CASH EQUIVALENTS AT THE END 26,693,099 14,666,079 ANALYSIS OF CASH AND CASH EQUIVALENTS Favorable balances Short term investments 25,735,970 15,220,092 Cash in hand and at bank 4,221,251 3,050,680 Unfavorable balances Bank overdrafts (3,264,122) (3,604,693)TOTAL CASH AND CASH EQUIVALENTS 26,693,099 14,666,079

Note : All values are in Rupees ‘000s, unless otherwise stated. Figures in brackets indicate deductions. The above figures are not audited.

Page 9: Keeping our eye on the next level - Colombo Stock Exchange · 2016. 9. 29. · Keells English Language Scholarship Programme commenced during the quarter under review with over 1,200

Chairman’s Message Financial Information

Interim Financial Statements l 7

For the nine months ended 31st December Note 2013 2012 A Profit before working capital changes Profit before tax 9,114,941 8,967,065 Adjustments for: Finance income (4,070,884) (2,995,058) Finance cost 982,706 776,607 Share of results of equity accounted investees (2,195,641) (2,616,163) (Profit)/loss on sale of non-current investments 11,461 (172,980) Profit on sale of non-current investments in associates - (129,939) Share based payment expense 9 143,751 - Depreciation of property, plant and equipment 1,968,799 1,626,059 Provision for impairment losses 141,454 450,000 (Profit) / loss on sale of property, plant and equipment and intangible assets 30,045 37,951 Amortisation of lease rentals paid in advance 509,311 513,237 Amortisation of intangible assets 188,342 183,492 Amortisation of other deferred liabilities (384) (384) Gratuity provision and related costs 233,142 214,199 Unrealised (gain) / loss on foreign exchange (net) 36,133 (42,087) 7,093,176 6,811,999

Note : All values are in Rupees ‘000s, unless otherwise stated. Figures in brackets indicate deductions. The above figures are not audited.

Page 10: Keeping our eye on the next level - Colombo Stock Exchange · 2016. 9. 29. · Keells English Language Scholarship Programme commenced during the quarter under review with over 1,200

PROGRESSIVE

8 l JOHN KEELLS HOLDINGS PLC l www.keells.com

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

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124

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3

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Chairman’s Message Financial Information

Interim Financial Statements l 9

COMPANY INCOME STATEMENT

Quarter ended 31st December Nine months ended 31st December

Note 2013 2012 Change % 2013 2012 Change %

Continuing operations

Rendering of services 215,797 113,752 90 598,475 484,938 23

Revenue 215,797 113,752 90 598,475 484,938 23

Cost of sales (107,878) (97,426) 11 (306,124) (279,298) 10

Gross profit 107,919 16,326 561 292,351 205,640 42

Dividend income 1,748,630 1,548,497 13 4,036,680 3,985,446 1

Other operating income 6,620 2,171 205 19,579 33,418 (41)

Administrative expenses (219,854) (168,313) 31 (816,343) (995,420) (18)

Other operating expenses (8,711) (7,346) 19 (25,949) (24,518) 6

Results from operating activities 1,634,604 1,391,335 17 3,506,318 3,204,566 9

Finance cost (73,738) (58,743) 26 (203,750) (220,128) (7)

Finance income 604,259 380,568 59 1,316,266 947,962 39

Net finance income 530,521 321,825 65 1,112,516 727,834 53

Profit before tax 2,165,125 1,713,160 26 4,618,834 3,932,400 17

Tax expense 8 (48,860) (31,973) 53 (182,716) (36,725) 398

Profit for the period 2,116,265 1,681,187 26 4,436,118 3,895,675 14

Rs. Rs. Rs. Rs.

Dividend per share 1.00 1.00 2.50 2.50

Note : All values are in Rupees ‘000s, unless otherwise stated.

Figures in brackets indicate deductions.

The above figures are not audited.

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PROGRESSIVE

10 l JOHN KEELLS HOLDINGS PLC l www.keells.com

COMPANY STATEMENT OF COMPREHENSIVE INCOME

Quarter ended Nine months ended 31st December 31st December

Note 2013 2012 2013 2012

Profit for the period 2,116,265 1,681,187 4,436,118 3,895,675

Other comprehensive income

Net (loss)/gain on available-for-sale financial assets 107,597 (199,599) 159,435 (247,608)

Tax on other comprehensive income 8 - - - -

Other comprehensive income for the period, net of tax 107,597 (199,599) 159,435 (247,608)

Total comprehensive income for the period, net of tax 2,223,862 1,481,588 4,595,553 3,648,067

Note : All values are in Rupees ‘000s, unless otherwise stated.

Figures in brackets indicate deductions.

The above figures are not audited.

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Chairman’s Message Financial Information

Interim Financial Statements l 11

COMPANY STATEMENT OF FINANCIAL POSITION

As at 31.12.2013 31.03.2013 ASSETSNon-current assetsProperty, plant and equipment 114,819 75,309 Intangible assets 69,417 74,004 Investments in subsidiaries and joint ventures 26,922,408 26,641,307 Investments in associates 9,853,205 9,821,364 Other non current financial assets 1,901,860 1,710,653 Other non current assets 10,310 10,310 38,872,019 38,332,947 Current assetsTrade and other receivables 253,400 994,862 Amounts due from related parties 1,586,578 518,084 Other current assets 274,480 384,966 Short term investments 36,057,716 12,551,540 Cash in hand and at bank 60,360 63,159 38,232,534 14,512,611 Total assets 77,104,553 52,845,558 EQUITY AND LIABILITIES Stated capital 49,718,545 26,480,396 Revenue reserves 22,232,940 20,221,756 Other components of equity 386,643 83,457 Total equity 72,338,128 46,785,609 Non-current liabilities Borrowings 2,590,972 3,752,621 Employee benefit liabilities 143,989 134,075 2,734,961 3,886,696 Current liabilities Trade and other payables 215,974 229,990 Amounts due to related parties 5,130 13,156 Current portion of borrowings 1,300,389 1,314,424 Other current liabilities 8,106 105,478 Bank overdrafts 501,865 510,205 2,031,464 2,173,253 Total equity and liabilities 77,104,553 52,845,558

Rs. Rs.Net assets per share 73.06 54.46 Note : All values are in Rupees ‘000s, unless otherwise stated. The above figures are not audited.

I certify that the financial statements comply with the requirements of the Companies Act No.7 of 2007.

M J S RajakariarGroup Financial Controller

The Board of Directors is responsible for the preparation and presentation of these financial statements.

S C Ratnayake J R F Peiris Chairman Group Finance Director

29 January 2014

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PROGRESSIVE

12 l JOHN KEELLS HOLDINGS PLC l www.keells.com

COMPANY STATEMENT OF CASH FLOW

For the nine months ended 31st December 2013 2012 CASH FLOWS FROM OPERATING ACTIVITIESProfit before tax 4,618,834 3,932,400 Adjustments for: Finance income (1,316,266) (947,962) Dividend income (4,036,680) (3,985,446) Finance cost 203,750 220,128 Share based payment expense 44,370 - Depreciation of property, plant and equipment 17,122 19,306 Profit on sale of property, plant and equipment (4) (2,697) Amortisation of intangible assets 18,687 12,148 Provision for impairment losses 182,703 450,000 Gratuity provision and related costs 18,395 16,869 Profit on sale of other investments - (11,624)Profit before working capital changes (249,089) (296,878) (Increase)/Decrease in trade and other receivables 215,220 (655,811)(Increase)/Decrease in other current assets 38,430 (67,008)(Increase) / Decrease in other non-current assets - (9,959)Increase/(Decrease) in trade and other payables (22,043) (62,616)Increase/(Decrease) in other current liabilities (97,372) - Cash generated from operations (114,854) (1,092,272) Finance income received 1,316,266 806,023 Finance expenses paid (245,156) (209,086)Dividend received 3,645,227 4,421,151 Tax paid (100,438) (16,119)Gratuity paid (8,482) (10,757)Net cash flow from operating activities 4,492,563 3,898,940

CASH FLOWS FROM/ (USED IN) INVESTING ACTIVITIESPurchase and construction of property, plant and equipment (56,632) (7,158)Purchase of intangible assets (14,099) (16,670)Increase in interest in subsidiaries (364,423) (1,607,337)Increase in interest in associates (31,840) (320,040)Purchase of non current investment (31,771) - Proceeds from sale of Property, plant and equipment 4 6,696 Proceeds from sale of non-current investments - 46,563 (Purchase) / disposal of short term investments (net) (19,622,130) (3,108,073)Net cash flow from/(used in) investing activities (20,120,891) (5,006,019)

CASH FLOWS FROM / (USED IN) FINANCING ACTIVITIESProceeds from issue of shares 23,238,149 832,064 Direct cost on issue of shares (148,486) - Dividend paid (2,276,448) (2,127,348)Repayment of long term borrowings (1,295,300) (1,307,728)Net cash flow from / (used in) financing activities 19,517,915 (2,603,012)

NET (DECREASE) / INCREASE IN CASH AND CASH EQUIVALENTS 3,889,587 (3,710,091)

CASH AND CASH EQUIVALENTS AT THE BEGINNING 5,433,342 8,919,100

CASH AND CASH EQUIVALENTS AT THE END 9,322,929 5,209,009

ANALYSIS OF CASH & CASH EQUIVALENTSFavorable balancesShort term investments 9,764,434 5,537,046 Cash in hand and at bank 60,360 42,391 9,824,794 5,579,437 Unfavorable balances Bank overdrafts (501,865) (370,428)TOTAL CASH AND CASH EQUIVALENTS 9,322,929 5,209,009

Note : All values are in Rupees ‘000s, unless otherwise stated. Figures in brackets indicate deductions. The above figures are not audited.

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Chairman’s Message Financial Information

Interim Financial Statements l 13

COMPANY STATEMENT OF CHANGES IN EQUITY

Stated Other Available for Revenue Total

capital capital sale reserve reserves Equity

reserves

As at 1 April 2013 26,480,396 - 83,457 20,221,756 46,785,609

Profit for the period - - - 4,436,118 4,436,118

Other comprehensive income - - 159,435 - 159,435

Total comprehensive income - - 159,435 4,436,118 4,595,553

Issue of rights 23,097,897 - - - 23,097,897

Direct cost on issue of shares - - - (148,486) (148,486)

Exercise of share option 140,252 - - - 140,252

Share based payments - 143,751 - - 143,751

Final dividend paid - 2012/13 - - - (1,286,460) (1,286,460)

Interim dividend paid - 2013/14 - - - (989,988) (989,988)

As at 31 December 2013 49,718,545 143,751 242,892 22,232,940 72,338,128

As at 1 April 2012 25,110,528 - 229,595 15,841,969 41,182,092

Profit for the period - - - 3,895,675 3,895,675

Other comprehensive income - - (247,608) - (247,608)

Total comprehensive income - - (247,608) 3,895,675 3,648,067

Exercise of share option 832,064 - - - 832,064

Final dividend paid - 2011/12 - - - (1,275,977) (1,275,977)

Interim dividend paid - 2012/13 - - - (851,371) (851,371)

As at 31 December 2012 25,942,592 - (18,013) 17,610,296 43,534,875

Note : All values are in Rupees ‘000s, unless otherwise stated. Figures in brackets indicate deductions. The above figures are not audited.

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PROGRESSIVE

14 l JOHN KEELLS HOLDINGS PLC l www.keells.com

OPERATING SEGMENT INFORMATION

BUSINESS SEGMENTS The following tables present revenue and profit information regarding the Group’s business segments.

Transportation Leisure Property Consumer Foods & Retail

For the Quarter ended

31st December 2013 2012 2013 2012 2013 2012 2013 2012

External revenue 4,071,113 4,181,046 5,922,754 5,593,960 1,409,167 789,043 6,815,088 6,284,233

Inter segment revenue 187,970 98,240 1,414,464 15,223 123,103 67,100 381,145 37,112

Segment Revenue 4,259,083 4,279,286 7,337,218 5,609,183 1,532,270 856,143 7,196,233 6,321,345 Eliminations of inter segment revenue Net revenue Segment results 77,615 189,450 1,542,466 1,418,867 347,108 156,061 252,355 240,460 Finance cost (23,159) (5,783) (108,375) (167,523) (21,719) (3,253) (37,377) (28,754) Finance income 45,375 46,905 105,709 83,994 23,837 29,342 15,871 34,594 Change in fair value of investment property - - - - - - - - Share of results of equity accounted investees 438,437 613,921 - - - - - - Eliminations / adjustments (602) (588) (1,101) - (2,124) (2,430) (3,000) (60,399) Profit / (loss) before tax 537,666 843,905 1,538,699 1,335,338 347,102 179,720 227,849 185,901 Tax expense (29,778) (44,607) (136,593) (115,386) (30,322) (19,103) (62,763) (81,443)

Profit / (loss) for the period 507,888 799,298 1,402,106 1,219,952 316,780 160,617 165,086 104,458 Purchase and construction of PPE 315,957 56,449 437,979 770,971 (5,956) 4,161 216,593 563,974 Addition to IA - - - - - - 467 86 Depreciation of PPE 31,038 28,795 333,811 258,785 4,258 2,592 194,128 170,424 Amortisation / impairment of IA - 1,208 - - - - 3,836 3,124 Amortisation of LRPA - - 171,130 168,574 - - - - Gratuity provision and related costs 3,836 6,056 23,606 22,251 6,894 453 23,651 20,617

Note : All values are in Rupees ‘000s, unless otherwise stated. Figures in brackets indicate deductions. The above figures are not audited.

PPE (Property, plant and equipment), IA (Intangible assets), LRPA (Lease rentals paid in advance)

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Chairman’s Message Financial Information

Interim Financial Statements l 15

Financial Services Information Technology Others Group Total

2013 2012 2013 2012 2013 2012 2013 2012

2,576,307 2,189,222 2,219,675 1,794,149 874,327 676,117 23,888,431 21,507,770

26,024 25,056 71,891 74,619 184,370 154,363 2,388,967 471,713

2,602,331 2,214,278 2,291,566 1,868,768 1,058,697 830,480 26,277,398 21,979,483

(2,388,967) (471,713) 23,888,431 21,507,770

733,183 566,737 101,465 121,566 (81,453) (256,047) 2,972,739 2,437,094

(2) (1) (19,942) (20,841) (98,578) (67,055) (309,152) (293,210) 15,302 11,358 5,422 2,575 610,956 499,892 822,472 708,660

- - - - - - - -

264,914 155,491 - - 22,017 17,379 725,368 786,791 - - - - 64,090 (2) 57,263 (63,419)

1,013,397 733,585 86,945 103,300 517,032 194,167 4,268,690 3,575,916 (98,633) (54,397) (19,964) (23,349) (134,041) (75,535) (512,094) (413,820)

914,764 679,188 66,981 79,951 382,991 118,632 3,756,596 3,162,096

63,816 37,654 47,065 19,037 68,553 42,781 1,144,007 1,495,027 - - 2,234 530 (310) 8,357 2,391 8,973

41,157 38,159 61,667 33,274 33,363 29,813 699,422 561,842 47,065 46,854 4,749 5,305 6,363 4,230 62,013 60,721

- - - - 321 322 171,451 168,896

18,591 7,140 3,521 8,570 6,048 2,339 86,147 67,426

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PROGRESSIVE

16 l JOHN KEELLS HOLDINGS PLC l www.keells.com

OPERATING SEGMENT INFORMATION

BUSINESS SEGMENTS The following tables present revenue, profit information and segment assets regarding the Group’s business segments.

Transportation Leisure Property Consumer Foods & Retail

For the Nine months ended

31st December 2013 2012 2013 2012 2013 2012 2013 2012

External revenue 12,397,651 14,815,206 15,307,581 14,157,743 2,629,827 1,840,294 19,034,772 18,256,360

Inter segment revenue 393,906 281,724 1,452,866 40,110 266,044 204,369 547,957 62,854

Total Segment revenue 12,791,557 15,096,930 16,760,447 14,197,853 2,895,871 2,044,663 19,582,729 18,319,214

Eliminations of inter

segment revenue

Net revenue Segment results 507,427 757,511 3,178,071 3,069,035 418,488 (89,832) 785,153 958,065 Finance cost (55,023) (42,186) (389,144) (359,173) (59,097) (8,021) (125,482) (81,760) Finance income 134,955 151,227 351,368 214,484 77,085 91,269 79,508 56,034 Share of results of equity accounted investees 1,444,297 1,958,157 - - - - - - Eliminations / adjustments (1,809) (1,764) (3,302) 3,832 8,377 (7,287) (9,000) (66,399) Profit / (loss) before tax 2,029,847 2,822,945 3,136,993 2,928,178 444,853 (13,871) 730,179 865,940 Tax expense (122,186) (178,048) (309,027) (181,694) 5,682 (52,331) (204,694) (316,723)

Profit / (loss) for the period 1,907,661 2,644,897 2,827,966 2,746,484 450,535 (66,202) 525,485 549,217 Segment assets 7,325,956 6,649,001 59,905,356 51,826,382 16,213,896 11,220,501 16,765,513 14,889,412 Investments in associates Deferred tax assets Goodwill Other current assets

Eliminations / adjustments

Total Assets Purchase and construction of PPE 429,402 63,855 1,154,725 2,392,901 9,903 7,826 669,248 1,186,895 Addition to IA - - - - - - 4,638 1,541 Depreciation of PPE 76,545 68,856 969,946 766,574 12,244 7,673 567,578 483,028 Amortisation / impairment of IA 1,207 5,363 - - - - 11,770 9,247 Amortisation of LRPA - - 508,431 512,409 - - - - Gratuity provision and related costs 12,087 17,037 66,508 59,858 7,524 2,923 72,648 60,149

Note : All values are in Rupees ‘000s, unless otherwise stated. Figures in brackets indicate deductions. The above figures are not audited.

PPE (Property, plant and equipment), IA (Intangible assets), LRPA (Lease rentals paid in advance)

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Chairman’s Message Financial Information

Interim Financial Statements l 17

Financial Services Information Technology Others Group Total

2013 2012 2013 2012 2013 2012 2013 2012

7,142,363 6,324,565 5,870,106 4,653,272 2,598,507 2,155,865 64,980,807 62,203,305

78,798 74,482 225,264 220,200 463,189 439,391 3,428,024 1,323,130

7,221,161 6,399,047 6,095,370 4,873,472 3,061,696 2,595,256 68,408,831 63,526,435

(3,428,024) (1,323,130)

64,980,807 62,203,305

817,096 645,270 247,739 218,167 (253,521) (254,907) 5,700,453 5,303,309

(4) (7) (65,757) (55,599) (288,199) (229,861) (982,706) (776,607) 56,601 37,184 12,206 7,125 1,333,264 1,035,576 2,044,987 1,592,899

704,145 631,189 - (4,909) 47,199 31,726 2,195,641 2,616,163

- - - - 162,300 302,919 156,566 231,301 1,577,838 1,313,636 194,188 164,784 1,001,043 885,453 9,114,941 8,967,065

(253,308) (243,605) (43,058) (40,534) (384,060) (282,132) (1,310,651) (1,295,067)

1,324,530 1,070,031 151,130 124,250 616,983 603,321 7,804,290 7,671,998

30,087,177 26,241,634 5,050,110 4,439,901 46,632,655 18,230,029 181,980,663 133,496,860 16,643,762 16,340,141 200,424 209,006 950,884 758,115 3,216,326 3,428,348

(13,189,654) (14,992,450)

189,802,405 139,240,020

217,497 124,552 103,761 70,997 174,404 88,283 2,758,940 3,935,309 - - 10,839 7,664 13,789 8,357 29,266 17,562

118,757 110,760 132,838 100,269 90,891 88,899 1,968,799 1,626,059

141,126 140,562 15,552 16,173 18,687 12,147 188,342 183,492 - - - - 880 828 509,311 513,237

35,009 21,496 13,104 17,030 26,262 35,706 233,142 214,199

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PROGRESSIVE

18 l JOHN KEELLS HOLDINGS PLC l www.keells.com

NOTES TO THE INTERIM CONDENSED FINANCIAL STATEMENTS

1 CORPORATE INFORMATION

John Keells Holdings PLC, is a public limited company incorporated and domiciled in Sri Lanka and listed on the Colombo Stock

Exchange. Ordinary shares of the company are listed on the Colombo Stock Exchange and Global Depository Receipts (GDRs) are

listed on the Luxembourg Stock Exchange.

2 INTERIM CONDENSED FINANCIAL STATEMENTS

The financial statements for the period ended 31 December 2013, includes “the Company” referring to John Keells Holdings

PLC, as the holding company and “the Group” referring to the companies whose accounts have been consolidated therein.

3 APPROVAL OF FINANCIAL STATEMENTS

The interim condensed financial statements of the Group and the Company for the 9 months ended 31 December 2013

were authorised for issue by the Board of Directors on 29 January 2014.

4 BASIS OF PREPARATION

The interim condensed financial statements have been prepared in compliance with Sri Lanka Accounting Standard

(SLAS) LKAS 34 - Interim Financial Reporting. These interim condensed financial statements should be read in conjunction

with the annual financial statements for the year ended 31 March 2013, and changes to the accounting policies as given in

Note 5 to these financial statements.

The presentation and classification of the financial statements of the previous year have been amended, where relevant,

for better presentation and to be comparable with those of the current year.

The interim condensed financial statements are presented in Sri Lankan Rupees and all values are rounded to the nearest

thousand except when otherwise indicated.

5 CHANGES IN ACCOUNTING POLICIES

Employee Share option Plan

Accounting for employee remuneration in the form of shares, SLFRS 2- Share Based Payments, is effective for the Group,

from the financial year beginning 2013/14.

Employees of the Group receive remuneration in the form of share-based payment transactions, whereby employees render services

as consideration for equity instruments (equity-settled transactions). The cost of the employee services received in respect of

the share options granted is recognised in the income statement over the period that employees provide services, from the time

when the award is granted up to the vesting date of the options. The overall cost of the award is calculated using the number of

share options expected to vest and the fair value of the options at the date of grant.

The fair value of options granted is determined by using an option pricing model to estimate the number of shares likely

to vest. These take into account the exercise price of the option, the current share price, the risk-free interest rate, the expected

volatility of the share price over the life of the option and other relevant factors.

Defined benefit plan – Gratuity

Re-measurements, comprising of actuarial gains and losses relating to gratuity liability, are recognized in the statement of financial

position, with the corresponding debit or credit being recognized in retained earnings through the Other Comprehensive Income

(OCI).

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Chairman’s Message Financial Information

Interim Financial Statements l 19

6 OPERATING SEGMENTS

For management purposes, the Group is organised into business units based on their products and services and has seven

reportable operating segments as follows:

Transportation

Leisure

Property

Consumer Foods & Retail

Financial Services

Information Technology

Others

7 CHANGE IN LIFE INSURANCE CONTRACT LIABILITIES

The results of Union Assurance PLC’s life business segment is consolidated line by line into the Group’s consolidated income

statement.

The change in life insurance contract liabilities represents the transfer to the Life Fund, the difference between all income and

expenditure attributable to life policy holders during the period.

8 TAX EXPENSE

Group Company

For the Nine months ended 31st December 2013 2012 2013 2012

Income statement

Current income tax 1,296,502 1,285,883 182,716 36,725

Deferred tax 14,149 9,184 - -

Other comprehensive Income

Deferred tax (2,790) - - -

1,307,861 1,295,067 182,716 36,725

9 SHARE BASED PAYMENT

At an extra ordinary general meeting held on 28th June 2013, the shareholders of the company approved the employee share

option plan number 8. The share options arising from this plan has now been accounted for based on SLFRS 2 share based

payments and accordingly Rs.144 mn has been charged as an expense in the consolidated income statement during the six months

ended 31st December 2013.

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PROGRESSIVE

20 l JOHN KEELLS HOLDINGS PLC l www.keells.com

NOTES TO THE INTERIM CONDENSED FINANCIAL STATEMENTS

10 RELATED PARTY TRANSACTIONS

Group Company

For the Nine months ended 31st December 2013 2012 2013 2012

Transactions with related parties

Subsidiaries

(Purchase) / sale of goods - - (2,832) (4,343)

(Receiving) / rendering of services - - 473,249 457,854

(Purchase) / sale of property plant & equipment - - - -

Loans given - - - 673,450

Interest received / (paid) - - - 57,408

Rent received / (paid) - - (46,290) (38,493)

Guarantees received / (paid) - - - -

Joint Ventures

(Receiving) / rendering of services 70,604 26,644 - -

Associates

(Purchase) / sale of goods 5,043 6,186 - -

(Receiving) / rendering of services 19,278 35,416 2,963 2,977

Interest received / (paid) 66,327 293,604 29,352 150,562

Loans taken - (10) - -

Leases taken - (1,704) - -

Key management personnel

(Receiving) / rendering of services - - - -

Close family members of KMP

(Receiving) / rendering of services - - - -

Companies controlled / jointly controlled / significantly

Influenced by KMP and their close family members

(Purchase) / sale of goods - - - -

Post employment benefit plan

Contributions to the provident fund 162,317 150,530 34,644 32,026

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Chairman’s Message Financial Information

Interim Financial Statements l 21

11 SHARE INFORMATION

11.1 Stated capital

Stated capital is represented by number of shares in issue as given below:

As at 31-12-2013 30-09-2013

Ordinary shares 988,976,857 857,921,888

Global depository receipts 1,122,069 1,122,069

11.2 Net assets per share

Net assets per share have been calculated, for all periods, based on the number of shares in issue as at 31 December 2013.

11.3 Market price per share

For the Quarter ended 31st December 2013 2012

Rs. Rs.

Highest 230.60 230.00

Lowest 206.50 202.10

Last traded 227.30 219.90

11.4 Warrants

As at 31-12-2013 30-09-2013

Number of 2015 warrants 43,995,994 N/A

Number of 2016 warrants 43,995,994 N/A

The above warrants are exercisable in September 2015 and November 2016 respectively and have been considered in calculating

the diluted earnings per share.

11.5 Market price per warrant

For the Quarter ended 31st December 2015 warrants 2016 warrants

2013 2012 2013 2012

Rs. Rs. Rs. Rs.

Highest 82.00 N/A 96.40 N/A

Lowest 55.10 N/A 53.00 N/A

Last traded 80.00 N/A 94.50 N/A

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22 l JOHN KEELLS HOLDINGS PLC l www.keells.com

NOTES TO THE INTERIM CONDENSED FINANCIAL STATEMENTS

11.6 Public share holdings

The percentage of shares held by the public as at 31 December 2013 was 76.21 % (30 September 2013 - 88.17 %).

11.7 Directors’ share holdings

The number of shares held by the Board of Directors (including their spouses) are as follows:

As at 31-12-2013 30-09-2013

S C Ratnayake – Chairman/CEO 6,139,930 5,299,066

A D Gunewardene – Deputy Chairman 7,478,907 6,481,720

J R F Peiris 1,582,375 1,371,392

E F G Amerasinghe 6,362 5,514

D A Cabraal (appointed w.e.f 01-11-2013) 105 N/A

I Coomaraswamy Nil Nil

T Das Nil Nil

A N Fonseka (appointed w.e.f 01-11-2013) Nil N/A

A R Gunasekara 124,460 107,866

M A Omar Nil Nil

11.8 Twenty largest shareholders of the company:

As at 31-12-2013 30-09-2013

Number of Number of shares % shares %

1 Mr S E Captain 116,158,051 11.7% 88,230,172 10.3%

2 Broga Hill Investments Limited 104,084,164 10.5% 85,098,555 9.9%

3 Janus Overseas Fund 77,056,336 7.8% 74,878,133 8.7%

4 Paints & General Industries Limited 51,994,412 5.3% 51,744,193 6.0%

5 Melstacorp (Private) Limited 36,498,341 3.7% 31,499,883 3.7%

6 Aberdeen Global-Asian Smaller Companies Fund 36,453,481 3.7% 31,530,435 3.7%

7 Deutsche Bank AG – London 34,813,380 3.5% 31,510,732 3.7%

8 Aberdeen Global-Emerging Markets Smaller companies fund 25,780,969 2.6% 22,620,207 2.6%

9 Aberdeen Global Asia Pacific Equity Fund 21,978,158 2.2% 19,047,737 2.2%

10 Janus Aspen series Overseas Portfolio Fund 19,347,985 2.0% 18,303,333 2.1%

11 Schroder International Selection Fund 16,195,812 1.6% 15,976,971 1.9%

12 Mr K Balendra 15,227,172 1.5% 13,141,807 1.5%

13 J P Morgan Clearing Corporation 13,044,802 1.3% 11,361,466 1.3%

14 London- Edinburgh Dragon Trust PLC 12,619,227 1.3% 10,936,664 1.3%

15 BBH-Matthews International Funds 11,026,735 1.1% 9,556,504 1.1%

16 Rubber Investment Trust Limited A/C no.1 10,813,861 1.1% 10,193,944 1.2%

17 Mrs.C.S. De Fonseka 10,582,326 1.1% 3,008 0.0%

18 Aberdeen Institutional Commingled Funds, LLC 10,572,620 1.1% 8,460,938 1.0%

19 Mrs.S.A.J. De Fonseka 10,483,019 1.1% 239 0.0%

20 Aberdeen Asia Pacific Fund 10,470,264 1.1% 9,074,229 1.1%

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Chairman’s Message Financial Information

Interim Financial Statements l 23

11.9 Directors’ warrant holdings

The number of warrants held by the Board of Directors (including their spouses) are as follows:

2015 warrants 2016 warrants

As at 31-12-2013 30-09-2013 31-12-2013 30-09-2013

S C Ratnayake – Chairman/CEO 280,297 N/A 280,297 N/A

A D Gunewardene – Deputy Chairman 332,405 N/A 332,405 N/A

J R F Peiris 70,329 N/A 70,329 N/A

E F G Amerasinghe 282 N/A 282 N/A

D A Cabraal (appointed w.e.f 01-11-2013) Nil N/A Nil N/A

I Coomaraswamy Nil N/A Nil N/A

T Das Nil N/A Nil N/A

A N Fonseka (appointed w.e.f 01-11-2013) Nil N/A Nil N/A

A R Gunasekara 5,531 N/A 5,531 N/A

M A Omar Nil N/A Nil N/A

11.10 Twenty largest warrant holders of the company:

2015 Warrants

As at 31-12-2013 30-09-2013

Number of % Number of % warrants warrants

1 Mr S E Captain 10,601,714 24.1% N/A -

2 Broga Hill Investments Limited 4,523,355 10.3% N/A -

3 Melstacorp (Private) Limited 1,666,208 3.8% N/A -

4 Aberdeen Global-Asian Smaller Companies Fund 1,641,071 3.7% N/A -

5 Janus Overseas Fund 1,421,182 3.2% N/A -

6 Aberdeen Global-Emerging Markets Smaller companies fund 1,135,979 2.6% N/A -

7 Aberdeen Global Asia Pacific Equity Fund 976,840 2.2% N/A -

8 Capital Trust Holdings (Pvt) Ltd 973,423 2.2% N/A -

9 Deutsche Bank AG – London 957,006 2.2% N/A -

10 Schroder International Selection Fund 803,973 1.8% N/A -

11 Mr K Balendra 695,144 1.6% N/A -

12 Capital Trust Partners Private Limited 657,571 1.5% N/A -

13 J P Morgan Clearing Corporation 578,819 1.3% N/A -

14 London- Edinburgh Dragon Trust PLC 560,873 1.3% N/A -

15 Mrs.C.S. De Fonseka 511,770 1.2% N/A -

16 Mrs.S.A.J. De Fonseka 511,628 1.2% N/A -

17 Rubber Investment Trust Limited A/C no.1 503,706 1.1% N/A -

18 BBH-Matthews International Funds 490,094 1.1% N/A -

19 Aberdeen Asia Pacific Fund 465,361 1.1% N/A -

20 Aberdeen Institutional Commingled Funds, LLC 433,909 1.0% N/A -

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24 l JOHN KEELLS HOLDINGS PLC l www.keells.com

11.10 Twenty largest warrant holders of the company:

2016 Warrants

As at 31-12-2013 30-09-2013

Number of % Number of % warrants warrants

1 Mr S E Captain 10,753,823 24.4% N/A -

2 Broga Hill Investments Limited 4,523,355 10.3% N/A -

3 Melstacorp (Private) Limited 1,666,208 3.8% N/A -

4 Aberdeen Global-Asian Smaller Companies Fund 1,641,071 3.7% N/A -

5 Janus Overseas Fund 1,421,182 3.2% N/A -

6 Aberdeen Global-Emerging Markets Smaller companies fund 1,135,979 2.6% N/A -

7 Aberdeen Global Asia Pacific Equity Fund 976,840 2.2% N/A -

8 Deutsche Bank AG – London 957,006 2.2% N/A -

9 Mr R S Captain 817,970 1.9% N/A -

10 Schroder International Selection Fund 803,973 1.8% N/A -

11 Mr K Balendra 695,144 1.6% N/A -

12 Capital Trust Holdings (Pvt) Ltd 656,547 1.5% N/A -

13 J P Morgan Clearing Corporation 578,819 1.3% N/A -

14 London- Edinburgh Dragon Trust PLC 560,873 1.3% N/A -

15 Mrs.C.S. De Fonseka 511,770 1.2% N/A -

16 Mrs.S.A.J. De Fonseka 511,628 1.2% N/A -

17 Rubber Investment Trust Limited A/C no.1 503,706 1.1% N/A -

18 BBH-Matthews International Funds 490,094 1.1% N/A -

19 Aberdeen Asia Pacific Fund 465,361 1.1% N/A -

20 Aberdeen Institutional Commingled Funds, LLC 433,909 1.0% N/A -

12 DIVIDENDS PAID

A final dividend of Rs. 1.50 per share for the financial year ended 31 March 2013 was paid on 17 June 2013.

An interim dividend of Rs.1.00 per share for the financial year ending 31 March 2014 was declared on 7th November 2013 and

was paid on 27th November 2013.

13 DISPOSAL OF ASSOCIATE

In June 2013, as per sales and purchase agreement the Group disposed of its interest in one of its associates, namely NDO India

(Pvt) Ltd. The resultant loss of Rs. 11mn has been reflected in the Consolidated Income Statement.

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Interim Financial Statements l 25

14 INVESTMENT INTO WATERFRONT PROPERTIES (PRIVATE) LIMITED (THE “PROJECT COMPANY”)

John Keells Holdings PLC (JKH) had proposed to the Government of Sri Lanka a project, valued in excess of USD 650mn, involving

the developing, owning, managing, operating, selling, leasing and renting a luxury multi/mixed use Integrated Resort (the “Project”)

on the land owned and occupied by its subsidiaries Ceylon Cold Stores PLC (CCS), John Keells PLC (JKL), John Keells Properties

(Pvt) Ltd (JKP) and Waterfront Properties (Pvt) Ltd (WPL) in Colombo 2. John Keells Holdings PLC together with its subsidiaries CCS,

JKL and JKP will be the shareholders in the Project Company, WPL.

At an Extraordinary General Meeting held in August 2013, the shareholders granted approval by Special Resolution for the JKH

investment in WPL, as a Major Transaction, and for JKH to take such necessary actions, among others, to commence and execute

the Project, including raising debt, providing security thereof and guaranteeing or indemnifying the performance obligations of WPL.

The proceeds from the issue of Rights, mentioned in Note 15 below, are to be utilized towards JKH’s investment in WPL.

The two Gazettes in relation to the Project, published under the Strategic Development Projects Act on the 18th of July 2013 and

23rd of September 2013 respectively were withdrawn. The Project was re-gazetted under the same Act on the 17th of December

2013. The Act makes available tax, duty and other concessions.

15 ISSUE OF RIGHTS

In October 2013, the shareholders of JKH approved to issue 131,987,983 Ordinary Shares in the proportion of two (2) Ordinary

Shares for every thirteen (13) Ordinary Shares in the capital of the Company by way of a Rights Issue, at a price of Rupees One

Hundred and Seventy Five (Rs.175/-) per share and two warrants attached thereto; 2015 warrants – 43,995,994 warrants in the

ratio of one (1) warrant for every three (3) shares subscribed to in the Rights issue at an exercise price of Rupees One Hundred and

Eighty Five (Rs.185/-) per share exercisable 24 months from the issue of the warrant and 2016 warrants – 43,995,994 warrants in

the ratio of one (1) warrant for every three (3) shares subscribed to in the Rights issue at an exercise price of Rupees One Hundred

and Ninety Five (Rs.195/-) per share exercisable 36 months from the issue of the warrant. The Rights Issue was substantially

oversubscribed.

16 CONTINGENCIES, CAPITAL AND OTHER COMMITMENTS

There has been no significant change in the nature of the contingencies and other commitments, which were disclosed in the

annual report for the year ended 31 March 2013.

17 EVENTS AFTER THE REPORTING PERIOD

There have been no events subsequent to the reporting date, which require disclose in the interim condensed financial statement.

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PROGRESSIVE

26 l JOHN KEELLS HOLDINGS PLC l www.keells.com

NOTES

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Corporate Information

Name of CompanyJohn Keells Holdings PLC

Legal FormPublic Limited Liability CompanyIncorporated in Sri Lanka in 1979Ordinary Shares listed on theColombo Stock ExchangeGDRs listed on the LuxembourgStock Exchange

Company Registration No.PQ 14

DirectorsS C Ratnayake – ChairmanA D Gunewardene – Deputy ChairmanJ R F PeirisE F G AmerasingheD A CabraalI CoomaraswamyT DasA N FonsekaA R GunasekaraM A Omar

Senior Independent DirectorE F G Amerasinghe

Audit CommitteeA R Gunasekara – ChairmanD A CabraalI CoomaraswamyA N Fonseka

Human Resources andCompensation CommitteeE F G Amerasinghe – ChairmanI CoomaraswamyA N FonsekaA R GunasekaraM A Omar

Nominations CommitteeT Das – ChairmanE F G AmerasingheD A CabraalM A OmarS C Ratnayake

BankersBank of CeylonCitibank N.ACommercial BankDeutsche Bank A.GDFCC BankDFCC Vardhana BankHatton National BankHongkong & Shanghai BankingCorporationMuslim Commercial BankNations Trust BankNational Savings BankPan Asia Banking CorporationPeople’s BankSampath BankSeylan BankStandard Chartered Bank

Depository for GDRsCitibank N.ANew York

Registered office of the Company117, Sir Chittampalam A Gardiner Mawatha, Colombo 2, Sri LankaInternet: www.keells.comEmail: [email protected]

Secretaries and RegistrarsKeells Consultants (Pvt) Limited117, Sir Chittampalam A Gardiner Mawatha,Colombo 2, Sri LankaTelephone: +94 11 230 6245Facsimile: +94 11 243 9037

Investor RelationsJohn Keells Holdings PLC117, Sir Chittampalam A Gardiner Mawatha, Colombo 2, Sri LankaTelephone: +94 11 230 6165 +94 11 230 6000Facsimile: +94 11 230 6160Email: [email protected]

Group Sustainability and Enterprise Risk ManagementJohn Keells Holdings PLC117, Sir Chittampalam A Gardiner Mawatha, Colombo 2, Sri LankaTelephone: +94 11 230 6182Facsimile: +94 11 230 6249Email: [email protected]

Contact for Media Corporate Communications DivisionJohn Keells Holdings PLC117, Sir Chittampalam A Gardiner Mawatha, Colombo 2, Sri LankaTelephone: +94 11 230 6191Email: [email protected]

AuditorsErnst & YoungChartered AccountantsP.O. Box 101Colombo, Sri Lanka

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w w w . k e e l l s . c o m


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