Annual Report 2018/19 AMBEON
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AMBEON HOLDINGS PLC | Annual Report 2018/19 Ambeon Holdings PLC No. 10, 5th Floor, Gothami Road, Colombo 08, Sri Lanka Tel: +94 11 5700700 Fax: +94 11 2680225 Email: [email protected] Web: www.ambeongroup.com AMBEON HOLDINGS PLC | Annual Report 2018/19 Ambeon Holdings represents a multiplicity of businesses aligned to a common objective. As we step into the future, reinvented and rejuvenated, we strive to work towards a larger ambition of creating a future-centric business. Our transformative journey charting our course is built on creating a sustainable business which is agile and dynamic. We believe that our strategic intent reflects the alignment of ambitions of diverse stakeholders creating a holistic approach of adding value to the business and supporting the development of our nation. ¡2 AMBEON HOLDINGS PLC | ANNUAL REPORT 2018/19 CONTENTS Group Managing Director/ Chairman’s Message | 10 Chief Executive Officer’s Review | 14 “With a wide portfolio of business verticals “Revenue at Group level increased by 44.5% catering predominantly to export markets to 17.7 billion rupees propelling the Group to we have sharpened our focus by engaging be a significant player in the local market.” and strengthening our relationships with our overseas principals.” Our Purpose and Values | 3 Capital Management Reviews About Us | 4 Financial Capital | 97 Welcome to our 2nd Integrated Annual Report | 6 Manufactured Capital | 102 Financial Highlights | 8 Social and Relationship Capital | 106 Chairman’s Message | 10 Human Capital | 112 Group Managing Director/ Intellectual Capital | 121 Chief Executive Officer’s Review | 14 Natural Capital | 126 Board of Directors | 21 Report of the Audit Committee | 132 Heads of Business Subsidiaries | 24 Report of the Remuneration Committee | 134 Group Management Committee | 25 Report of the Related Party Transactions Corporate Governance | 26 Review Committee | 135 Risk Management | 46 Annual Report of the Board of Directors on the Group structure | 52 Affairs of the Company | 136 Strategic Overview | 53 Statement of Directors’ Responsibility | 141 Value Creating Business Model | 54 Stakeholder Engagement | 56 Financial Statements Materiality Analysis | 58 Independent Auditors’ Report | 143 Sector Performance Reviews Statement of Profit or Loss | 148 Statement of Other Comprehensive Income | 149 Textile Manufacturing Segment | 65 Statement of Financial Position | 150 Porcelain Manufacturing Segment | 69 Statement of Changes In Equity | 152 Technology | 80 Statement of Cash Flows | 155 Financial Services Segment | 83 Notes to the Financial Statements | 157 Real Estate Segment | 87 Investor Information | 250 Footwear and Accessories Segment | 91 10 Years Summary | 253 Details of Group Properties | 253 Glossary of Financial Terminology | 254 Subsidiaries | 255 Notice of Meeting | 258 Form of Proxy | 259 Corporate Information | Inner Back Cover ¡3 AMBEON HOLDINGS PLC | ANNUAL REPORT 2018/19 OUR PURPOSE AND VALUES Our Purpose To take the leap that transforms latent opportunities into lucrative ventures that deliver sustained value. Our Corporate Values Moving First Actioning Results We take the brave steps before Mind, body and soul – we are anyone else to catalyse, opportunities committed to our investments. We with our financial prowess, market put all our energy into creating the instinct and utmost discipline. necessary interventions for success. Channelling Teamwork Seeing Beyond The power of our people is what drives There’s no room for complacency. We transformation, and we harness the constantly challenge ourselves to look collective strength of their diverse beyond today, in search of the next minds and competencies to do this. frontier. ¡4 AMBEON HOLDINGS PLC | ANNUAL REPORT 2018/19 ABOUT US Ambeon Holdings PLC is a leading medium-sized diversified conglomerate. The Group is a well-rooted and well-segmented business power house with manufacturing, real estate, technology and financial services as its core verticals. Ambeon Group’s value proposition is defined by partnership, innovation, enterprise and endurance. Following the restructuring of the organisation both legally and strategically, the Ambeon Group is now well positioned as a sustainable, robust, modern entity which moves ahead with vigour and tenacity. The Ambeon Group’s values determine its actions and directs us to constantly innovate and evolve to remain relevant and stay ahead of competition within the dynamic industries and business sectors within which the Group operates. Financial Services Manufacturing Real Estate Sector Retail Sector Technology Sector Export Market Sector Sector Operations The Group offers a The Group The Group’s real The Group has The Group offers The Group has range of financial operates two estate business a range of retail a wide range of developed long services including porcelain deals in the outlets for the information system term relationships money and stock manufacturing purchase and sale of porcelain solutions and IT with leading broking services facilities, a textile sale of land, rental products and solutions to global international through subsidiary manufacturing properties and footwear and and local clientele brands to companies operation and a is in the process accessories across supply textile production facility of embarking Sri Lanka and porcelain dedicated to on commercial tableware leather footwear property and accessories development Taprobane Capital South Asia Textiles Colombo City Dankotuwa Millennium South Asia Textiles Plus (Pvt) Ltd Ltd Holdings PLC Porcelain PLC I.T.E.S.P (Pvt) Ltd Ltd Taprobane Dankotuwa Lexinton Holdings Royal Fernwood Dankotuwa Investments (Pvt) Porcelain PLC (Pvt) Ltd Porcelain Ltd Porcelain PLC Ltd Taprobane Royal Fernwood Ceylon Leather Royal Fernwood Securities (Pvt) Ltd Porcelain Ltd Products Ltd Porcelain Ltd Ceylon Leather Products Ltd ¡5 AMBEON HOLDINGS PLC | ANNUAL REPORT 2018/19 The Group’s core verticals are represented by strong home-grown Sri Lankan brands which have captured local and international markets. These brands reflect a truly Sri Lankan identity and ingenuity. Dankotuwa Porcelain PLC Globally renowned for its luxurious and elegant porcelain, one with a sense of pristine beauty. From superior glazing technologies , personalised designs and endless options, the Company continues to create timeless and modern collection of porcelainware Millennium I.T.E.S.P. (Pvt) Ltd Sri Lanka’s leading information systems solutions providers delivering IT solutions for many industries, including banking and finance, telecommunications, apparel and leading conglomerates. Royal Fernwood Porcelain Ltd A large-scale manufacturer of high quality white, coloured and decorated porcelain tableware and figurine ornaments that enjoys a global reputation in the porcelain tableware industry as a reliable supplier to many premium brands. Taprobane Capital Plus (Pvt) Ltd A leading financial services provider with a wealth of experience in capital markets in Sri Lanka South Asia Textiles Ltd A leading manufacturer of exceptional quality weft knitted fabric. The company also specializes in Knitting, Dyeing, Finishing, Printing, Brushing, Sueding and Preshrunk fabric for leading global brands such as Victoria Secret, Next, Marks & Spencer, Tesco, Calvin Klein, Decathlon and Adidas. Ceylon Leather Products Ltd One of the oldest manufacturers of high-quality leather footwear and accessories with a history of 80 years. Colombo City Holdings PLC A rich legacy spanning over 100 years in real estate business in Sri Lanka. ¡6 AMBEON HOLDINGS PLC | ANNUAL REPORT 2018/19 Ambeon Holdings PLC Annual Report 2018/19 WELCOME TO OUR 2ND INTEGRATED ANNUAL REPORT Reporting Standards & Principles The data and information included in the Annual Report is predominantly The financial statements included relating to business operations from in this Annual Report have been 1st April 2018 to 31st March 2019. prepared in accordance with the Sri Lanka Accounting Standards (SLFRSs/ Materiality LKASs) and have been duly audited In determining and prioritising the Strategic Overview by the external auditors of the Group. In addition, all information disclosed in content to be included in this Report, This is our second integrated report this Annual Report complies with the we have adopted the principles of while on our journey of integrated Companies Act No. 07 of 2007 and the materiality. Thereby, matters which are reporting. We commenced adopting Listing Rules of the Colombo Stock of interest for current and prospective the principles prescribed by the Exchange (CSE). investors as well as the stakeholders <IR> framework published by the have been included. These material International Integrated Reporting Corporate Governance related matters have been identified following Council (IIRC) in 2017/18. This year, disclosures adhere to the Code of Best an assessment of the industry we sought to further enhance the Practice on Corporate Governance landscape and feedback received readability and relevance of the 2017 issued jointly by the Institute of from stakeholder engagement integrated report by providing Chartered Accountants of Sri Lanka platforms. Please refer pages 58 to 59 material qualitative and quantitative and the Securities and Exchange for a list of material topics. information that would be of value to Commission of Sri Lanka. our stakeholders. Assurance Scope and Boundary Assurance on the financial statements We endeavoured to enhance the This Annual Report contains have been provided