Consumers at Our Heart ANNUAL REPORT 2016 Table of Contents
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Consumers at our heart ANNUAL REPORT 2016 Table of Contents Vision, Mission & Values . 1 Statutory charges, penalties and sanctions . 55 Corporate Governance Code . 56 Company Overview Rights of shareholders and the General Assembly . 57 Company profile . 4 Board of Directors formation and functions . 58 Almarai highlights 2016 . 5 Members of the Board of Directors . 60 Consumers at our heart . 6 Ownership of Board of Directors Members, Chairman’s statement . 8 spouses and minors . 62 What we do . 11 Ownership of Senior Managers, spouses and Wholesome goodness in every product . 12 minors . 63 Geographic footprint . 14 Details of paid compensation and remuneration 64 Strategic Report Board of Directors Committees . 66 Executive Committee . 66 Strategic overview . 18 Nomination and Remuneration Committee . 68 Marketplace . 19 Audit Committee . 70 Business model . 20 Results of annual internal audit procedures . 72 Divisional review . 21 Related party transactions . 73 Vision into Action . 23 Risk and business continuity . 76 CEO review . 24 Disclosure and transparency policy . 81 CFO review . 26 Board of Directors certification . 82 Five year financial highlights . 28 Our delivery . 30 Recommendations to the General Assembly . 83 Investing in leaders . 32 Action for a sustainable future . 34 Financial Review Care and corporate responsibility . 37 Financial review . 86 Share Performance and Information Financial Statements Share price and shareholder information . 40 Independent Auditors’ Report . 92 Consolidated Balance Sheet . 94 Governance Consolidated Income Statement . 95 Consolidated Cash Flow Statement . 96 Board of Directors . 46 Consolidated Statement of Changes in Equity . 97 Tadawul announcements . 48 Notes to the Consolidated Financial Statements 98 Almarai and its subsidiaries . 49 Future expected developments . 50 Preparation of the Financial Statements . 52 Dividend policy . 52 VISION MISSION & VALUES Vision To be the consumer’s preferred choice by leading in chosen markets with superior food and beverage products . Mission To provide quality and nutritious food and beverages that enrich our consumers' lives every day . Values Adaptable Sharing Passionate Innovative Respect Excellence Consumers at our heart 1 2 Almarai | Annual Report 2016 Company OverwiewCompany Company Overview Report Strategic We have earned the trust of consumers through our unwavering commitment to quality . Share Performance Share & Information & Governance Financial Review Financial Financial Statements Financial Consumers at our heart 3 Company profile Almarai is the Middle East’s leading food and beverage Our activities manufacturer and distributor – and the world’s largest vertically integrated dairy company . Since our foundation With headquarters in Riyadh, Saudi Arabia, we are in 1977, consumers across the region have come to active in five categories across the Middle East and recognise the Almarai brand as synonymous with quality . North Africa (MENA) region: Dairy, Juice, Bakery, Poultry Every day, we live and work by the maxim: and Infant Nutrition . In Egypt and Jordan we operate ‘Quality you can trust .’ through our joint venture International Dairy & Juice (IDJ) for Dairy and Juice products . In addition to our main A quality culture exists throughout the Company . It Bakery segment, L'usine products, we operate through begins with strategic decision-making by the Board of our joint venture, Modern Food Industries (MFI), for Directors and senior management, extends across our 7Days products . farming, manufacturing and distribution operations, and is integral to the development of our employees’ Today, Almarai’s paid up share capital amounts to professional skills . We have similarly high expectations SAR 8 .0 billion, consisting of 800 million fully paid and of our suppliers and vendors, and exercise rigorous issued shares of SAR 10 .00 each . Almarai’s available quality control measures across our procurement and tradable shares by the end of 2016 amounted to activities . 290 million shares, representing 36 .3% of its total available shares . As at 31st December 2016, Almarai’s market capitalisation was SAR 54 .8 billion . Head Office Farming Manufacturing Sales and Distribution Riyadh, Argentina Egypt Bahrain Saudi Arabia Jordan Jordan Egypt Poland Saudi Arabia Jordan Saudi Arabia Kuwait Ukraine Oman USA Qatar Saudi Arabia UAE 4 Almarai | Annual Report 2016 Company OverwiewCompany Almarai highlights 2016 Strategic Report Share Performance Share 18 Information & million daily consumers Over 650 products 104,500 milking cows and 85,000 young stock Governance Production capacity of 200 1 .5 million tonnes of animal Approximately 2,000 trucks million chickens per year feed imported annually on GCC roads at any time Financial Review Financial 42 .25 1 .35 billion litres of milk litres Most positively perceived Biggest FMCG brand in produced per year of milk per cow per day brand in Saudi Arabia 2016 MENA by brand value Financial Statements Financial #40 #40 on Forbes’ 100 Most 585% sales growth since Best Corporate for Investor Innovative Companies 2016 IPO in 2005 Relations Saudi Arabia 2016 Consumers at our heart 5 Almarai stands for ‘Quality you can trust’ . It’s not just a promise, it’s a commitment we live by every day: placing consumers at the heart of everything we do and providing them with an outstanding product experience every time . Georges P. Schorderet, Chief Executive Officer 6 Almarai | Annual Report 2016 Company OverwiewCompany Consumers at our heart Strategic Report Almarai has an unwavering commitment to quality. This is demonstrated every year through our market leadership and strong financial performance. Our consumers are the focus of our work: from our Share Performance Share boardroom deliberations and senior management Information & decision-making – through to our manufacturing and distribution operations. The dedication of our people and their commitment to consumers drives us forward. We work tirelessly to deliver on our mission to provide quality and nutritious products that enrich people’s lives on a daily basis. More than 30.0% of our sales revenue every year is invested in consolidating our position as a sector leader, with a commitment to devising new Governance and improved products that continuously surprise and delight our consumers. Our innovation activity is closely aligned with the requirements and expectations of our consumers. We consistently look to expand our range, with a focus on meeting regional tastes and preferences. Ours is a growth strategy that truly places consumers at its heart. Review Financial Financial Statements Financial Consumers at our heart 7 Chairman’s statement On behalf of the Board of Directors, I am delighted to Commitment to our strategic present Almarai’s Annual Report, covering the year pathway ending 31st December 2016 . In line with our strategic plan, we are committed to growth A slower economic environment across categories, geographies and customer segments . With ‘consumers at our heart’, we are conscious of the Across the world, the slower growth trend continued need to adapt and respond to market volatility, while during 2016 . This impacted Almarai’s international supply focusing on delivering the highest quality products and chain . In the Middle East, sustained low oil prices led to services . Every day our business becomes more agile, fiscal deficits across the Gulf’s oil exporting countries . efficient and consumer-oriented . For our 39th year of operations, we stayed true to our defining principle: An ambitious and promising future ‘Quality you can trust’ . We built on efforts to improve our occupational Health, Safety, Security and Environment As the champion of the region's food and beverage (HSSE) framework and strengthened our Risk industry, Almarai will maintain its leadership position Management capabilities . We also launched a new and and be at the forefront of companies that respond to and improved sustainability model, which is discussed later in comply with the government’s efforts to diversify the this report . Kingdom’s economy, achieving the ambitious objectives of a bright and promising future . Governance The Board continued to perform its duties throughout Adapting our approach to growth 2016 . The Extraordinary General Assembly held in April elected a new Board of Directors for a three year term . Business growth was affected by challenging market A new Nomination and Remuneration Committee and conditions, particularly in the second half of the Audit Committee were formed, with the Company’s year, resulting in year-on-year sales growth of 6 .6% . Executive Committee also confirmed . During the year, a Fortunately, early cost containment measures, good Board Member representing the Savola Group, HE Engr . planning and cost management meant that Net Profit Abdullah bin Mohammed Noor Rihaimi, resigned from grew by 8 .6% on the previous year . Having accelerated the Board of Directors . Another Director representing the the completion of existing capital investment projects, Savola Group, Mr . Ibrahim bin Mohammed Al Issa and greater scrutiny was applied to certain investments; those one of the Board’s independent Directors, Engr . Nasser deemed unnecessary were delayed, scaled-down or bin Mohammed Al Muttawa, did not seek the renewal of cancelled . The Board is therefore pleased to report that, their respective directorships . We would like to extend despite multiple challenges, 2016 was another record our thanks to all three