JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014
Transcription
JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014
JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 Our Vision and Pledge Hotel Portfolio - Sri Lanka - Maldives 1 2 34 Consolidated Value Added Statement Sustainable Value Chain GRI Index 132 133 134 MANAGEMENT REPORTS Group Financial Highlights Financial Calender Group Operational Highlights Chairman’s Message Group Structure Board of Directors Corporate Governance Audit Committee Report 46 47 47 48 51 52 54 78 FINANCIAL INFORMATION Annual Report of the Board of Directors Statement of Directors’ Responsibility Independent Auditors’ Report Income Statement Statement of Comprehensive Income Statement of Financial Position Statement of Changes In Equity Statement of Cash Flows Notes to the Financial Statements 143 148 149 150 151 152 154 155 157 MANAGEMENT DISCUSSION & ANALYSIS Investor Information 80 Financial Overview 83 Management Discussion and Analysis 86 Risk Management 92 SUSTAINABILITY REPORT Sustainability Report Report Profile Stakeholder Engagement Process Awards, Accolades and Certifications Independent Assurance Report Our Customers Product and Service Responsibility Our Team Green Philosophy 98 98 100 102 105 106 110 110 119 SUPPLEMENTARY INFORMATION Quarterly Income Statement Indicative US Dollar Financial Statements Income Statement Indicative US Dollar Financial Statements Statement of Financial Position Ten Years Summary - Group Group Real Estate Portfolio Directors of Subsidiary Companies Glossary of Financial Terms Notice of Meeting Notes Form of Proxy Corporate Information 210 211 212 214 216 217 219 221 222 223 IBC 1 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 OUR VISION We will always be the hospitality trendsetter OUR PLEDGE Flawless I will get it right the first time all the time I will make fact-based decisions using my own insight and experience to evaluate a range of options and arrive at the best possible solution. Caring I will care I will respect and care for people, property and information, and be mindful and considerate of my words and actions, thinking about their consequences for others. Exceptional I will stand out wherever I am I will strive to offer exceptional experiences to our guests, contributing towards the Company and our activities in a significant manner, using the talents and skills that are unique to me. Empowering I will empower I will instill a sense of responsibility in myself and others, in order to deliver the finest care in hospitality in the most satisfying manner, together with the freedom to make independent decisions in the best interests of the Company and of the guests we serve. Green I will be green I pledge to think and act in a socially responsible manner, to understand the best practices of sustainability and to use the knowledge and skills I have acquired to improve and sustain the natural world and its resources, spreading awareness to build a sustainable future. 2 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CINNAMON LODGE Sprawled over 25 acres, Cinnamon Lodge Habarana is a wonder to behold. Inspired by the culture that surrounds it, and at the epicenter of Anuradhapura, Polonnaruwa and Kandy, the Lodge glorifies and evokes the past of a bygone age. The 131 rooms and 6 suites are shaded by over 2,000 trees, creating an exclusive hideaway for guests of all ages. The architecture is also evocative of local history, the famous remains of Ritigala, and brings into play, the beautiful views of the lake and forest. Guests can either visit Anuradhapura, the first kingdom of Sri Lanka, the majestic fortress of Sigiriya, or the rock temple in Dambulla. Excursions on a wilder theme are also provided with jeep safaris to Minneriya and Kaudulla nature reserves or treks along the Ritigala jungle to view the ruins of the 6th century monastery. For soothing rituals, the world class spa is well renowned and the pool is also a welcome respite. Dining comes in the form of three restaurants that showcase delectable food. Guests also have the option of indulging in gourmet organic creations and in a range of locations from tree-top dining to a meal with the chef himself. CINNAMON LODGE GLORIFIES AND EVOKES THE PAST OF A BYGONE AGE, CREATING AN EXCLUSIVE HIDEAWAY FOR GUESTS OF ALL AGES. 3 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 4 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CINNAMON LODGE 5 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CINNAMON LODGE 6 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CHAAYA TRANZ Up-tempo and embodying a higher level of consciousness, Chaaya Tranz Hikkaduwa lets guests experience the sun, sand and surf with a heavy dose of Southern hospitality. A 100 km away from the metropolitan city of Colombo Chaaya Tranz incorporates the best of shore life, spun together with the tastes and culture of a modern town. Whether guests wish to submerge in the euphoric or experience the bliss of relaxation, Tranz is the place to be. Bright colours and a laid-back vibe epitomise the ambience of the hotel. The design and furnishings ensure that guests are in tune with this mood. With a 150 rooms that open out to dramatic views of the Indian Ocean, the hotel offers patrons the chance to frolic in the waves as well as snorkel and dive with our professional and certified instructors. Excursions to the famed Galle Fort and the Singharaja rain forest can be organised on request, and guests who prefer rest and relaxation may indulge in the roof-top spa, fresh water swimming pool, the lounge and pool bar or dine at the specialty crab restaurant with mouthwatering delights. BRIGHT COLOURS AND A LAID-BACK VIBE EPITOMIZE THE AMBIENCE OF THE HOTEL. 7 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 8 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CHAAYA TRANZ 9 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CHAAYA TRANZ 10 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 BENTOTA BEACH HOTEL Situated on the golden beaches of Southern Sri Lanka and designed by Geoffrey Bawa, Bentota Beach Hotel has been based on an ancient Dutch Fort. The hotel is positioned at the point where the Bentara River flows into the Indian Ocean, offering scenic views of the ocean and estuary. The 130 rooms and 3 suites are well equipped and provide a romantic view of either the sea or the river. The specialised sports centre on site provides guests with motorised and non-motorised water sports activities and excursions such as trips to the turtle hatcheries in Kosgoda, laid-back boat rides to the surrounding mangroves, or an hourlong drive to the Dutch Fort in Galle. Guests can relax at the end of an adrenaline filled day with pampering at the spa. THE HOTEL IS POSITIONED AT THE POINT WHERE THE BENTARA RIVER FLOWS INTO THE INDIAN OCEAN, OFFERING SCENIC VIEWS OF THE OCEAN AND ESTUARY. 11 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 12 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 BENTOTA BEACH HOTEL 13 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 BENTOTA BEACH HOTEL 14 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CHAAYA VILLAGE Stretched out amidst 27 acres of verdant land overlooking a beautiful lake, Chaaya Village Habarana is located at the heart of Sri Lanka’s cultural triangle in the Anuradhapura District. The hotel consists of 94 superior rooms, 12 deluxe rooms and 2 suites created in a lodge style which give guests the chance to view the serenity of nature, each day more beautiful than the last. And in communing with nature, the cosy dwellings rest in the middle of thousands of high-rise trees and wildlife that enthrall and excite. Dining is truly an experience with diverse possibilities from a sojourn up in a tree-hut or by the lake. The sunny skies allow for nature walks that will give guests a glimpse of the flora and fauna of the region. The hotel offers a rustic setting studded with star class amenities such as an infinity pool, sporting facilities and an Ayurvedic Health Centre. In keeping with the traditional theme of the area, the hotel also offers five ‘Experience Packages’ which promote sustainability in nature as well as local communities which range from a morning hike in the Ritigala jungle, to a bullock cart ride in Hiriwaduna. DINING IS TRULY AN EXPERIENCE WITH DIVERSE POSSIBILITIES FROM A SOJOURN UP IN A TREE-HUT OR BY THE LAKE. 15 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 16 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CHAAYA VILLAGE 17 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CHAAYA VILLAGE 18 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CINNAMON BEY One and a half hours away from the bustling streets of Colombo lies Cinnamon Bey Beruwela, which is bordered by the bay and the beach. Inspired by the first permanent Arab settlements in Sri Lanka in the 10th century, the hotel interior incorporates lattice work and complimentary hues that pay homage to this history. With 200 rooms on offer, the hotel is the epitome of luxury and boasts wide spacious areas in which to relax. The deluxe suites possess private terraces and swimming pools which take luxury to another level. Making dining almost an art form, Cinnamon Bey has a wide range of options that includes an ice cream parlour that never fails to delight the younger patrons. The culinary diversity includes a pizzeria, Japanese, Arabic and fusion cuisine . Each outlet, 6 in number, offers a myriad tastes and even showcases experiencebased dining which is unique to the hotel. Each dining area presents an unforgettable seascape for guests to enjoy while their taste buds are satiated. CINNAMON BEY MAKES DINING A FORM OF ART WITH A WIDE RANGE OF OPTIONS THAT INCLUDES AN ICE CREAM PARLOUR THAT NEVER FAILS TO DELIGHT THE YOUNGER PATRONS. 19 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 20 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CINNAMON BEY 21 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CINNAMON BEY 22 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CHAAYA BLU On the sun-kissed shores of the North Eastern Coast of Sri Lanka lies Chaaya Blu Trincomalee. Located near the fifth largest natural harbour in the world, Chaaya Blu, has incorporated a retro-chic design in honour of its earliest incarnation as a resort in the 70’s. The hotel boasts 36 beach chalets, 43 superior rooms and 2 suites which look over the sparkling ocean. When it comes to dining, Chaaya Blu does not disappoint, with the ‘Captain’s Deck’ the main restaurant, ‘The Crab’ which offers unbelievably delicious crab dishes out on the beach and finally ‘The Rum Hold’, the perfect option for after dinner-drinks. Guests can start off the day with an exciting whale or dolphin watching tour or absorb the subterranean beauty with a snorkelling excursion at Pigeon Island. With a stunning pool and the perfect weather, guests will never be left wanting on this haven. GUESTS CAN START OFF THE DAY WITH AN EXCITING WHALE OR DOLPHIN WATCHING TOUR OR ABSORB THE SUBTERRANEAN BEAUTY WITH A SNORKELLING EXCURSION AT PIGEON ISLAND. 23 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 24 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CHAAYA BLU 25 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CHAAYA BLU 26 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CINNAMON CITADEL Resplendent in green hills, and chilly mornings, Kandy is an iconic smorgasbord of art, culture and beauty. Located in the hill capital of Sri Lanka, Kandy possesses an aura and enchantment that is imbued in the very essence of Cinnamon Citadel. Settled alongside the Mahaweli River, it has 26 deluxe rooms and 93 superior rooms with a sophisticated theme to enthrall guests from around the globe. The tranquil surroundings are sure to create a restful holiday. For those who have a thirst for heritage, cultural treasures are just a step away. Set amidst historic monuments, breath-taking natural vistas and that irresistible old-world charm, luxury and sophistication truly reigns. The location creates a romantic atmosphere that is well suited for leisurely boat rides and long meandering excursions. Guests are also treated to three dining options encompassing Asian, Continental and international cuisine as well as fabulous local delights. The hotel offers services for corporate conferences, meetings and forums with flexibility to facilitate special arrangements. FOR THOSE WHO HAVE A THIRST FOR HERITAGE, CULTURAL TREASURES ARE JUST A STEP AWAY. 27 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 28 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CINNAMON CITADEL 29 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CINNAMON CITADEL 30 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CINNAMON WILD The Yala National Park which houses the highest density of leopards in Asia sets the scene for Cinnamon Wild Yala which was established in 2002. Refurbished and revitalised, the hotel, which could be considered as almost an extension of the park, is an eco-friendly getaway for wildlife enthusiasts who wish to reside in a conceptual world-class game lodge. With 61 jungle chalets and 7 beach chalets that afford guests some remarkable views, the hotel brings the ‘Wild’ indoors with luxurious interiors that complement the rustic exteriors. The spacious accommodations are well positioned for privacy and a few guests have been lucky enough to even spot leopards on the rocks bordering the hotel. Experiential excursions such as infrared night drives and walks, wildlife safaris, champagne breakfasts and BBQ dinners are among the services offered by the hotel. The main bar offers a diverse range of beverages with the added luxury of a 360 degree view of forest and vast ocean. The main restaurant offers an international cuisine that doesn’t disappoint. THE HOTEL, WHICH COULD BE CONSIDERED AS ALMOST AN EXTENSION OF THE PARK, IS AN ECOFRIENDLY GETAWAY FOR WILDLIFE ENTHUSIASTS WHO WISH TO RESIDE IN A CONCEPTUAL WORLDCLASS GAME LODGE. 31 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 32 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CINNAMON WILD 33 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CINNAMON WILD 34 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CHAAYA ISLAND DHONVELI - MALDIVES Tony Hinde discovered the potential of surfing in Maldives and set up Atoll Adventures on Tari Village in North Male Atoll in the early 70’s, and since then it has been a must-experience spot for wave riders from all over the world. This surfer’s paradise, now known as Chaaya Island Dhonveli, offers guests a variety of activities, from island hopping to dolphin watching as well as snorkelling and fishing. Welcoming families from many countries, Chaaya Island Dhonveli is fortunate to be located, in an area with blue skies all year round as well as a committed staff. Further the resort offers spacious accommodation in the form of 148 bungalows. In order to complete the perfect family holiday, the resort also has motorised and non-motorised water sports, an exotic spa, a swimming pool, tennis courts, an excursion centre and gymnasium. The resort encompasses a delectable array of dining options which include tasty snacks, bites and beach-side dining as well as international cuisine. THIS SURFER’S PARADISE, OFFERS GUESTS A VARIETY OF ACTIVITIES, FROM ISLAND HOPPING TO DOLPHIN WATCHING AS WELL AS SNORKELLING AND FISHING. 35 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 36 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CHAAYA ISLAND DHONVELI 37 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CHAAYA ISLAND DHONVELI 38 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CHAAYA REEF ELLAIDHOO - MALDIVES Located on the North Ari atoll, 42 km away from the capital of Maldives Chaaya Reef Ellaidhoo is created with underwater adventure in mind. Accessed by either sea plane or sea boat, in 25 and 95 minutes respectively, Chaaya Reef boasts a tricoloured sea, pristine white sands and a unique coral reef. With 88 land bungalows and 24 water bungalows, the resort is focused on absolute adventure. When it comes to dining, the resort offers a selection for guests to partake of. Madi and Malamathi are the two main restaurants offering international cuisine. Guests are also invited to experience the Irushenee sunset bar which stocks a wide range of wines and spirits. Sun worshippers are at their element here as the resort offers a fabulous array of outdoor activities. From tennis, football, excursions, snorkelling and diving and indoor activities such as squash and a well-equipped gymnasium, all ages and interests are catered to on this little slice of paradise. SUN WORSHIPPERS ARE AT THEIR ELEMENT HERE AS THE RESORT OFFERS A FABULOUS ARRAY OF OUTDOOR ACTIVITIES. 39 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 40 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CHAAYA REEF ELLAIDHOO 41 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CHAAYA REEF ELLAIDHOO 42 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CHAAYA LAGOON HAKURAA HURAA - MALDIVES Located in the South of Male in Meemu Atoll, Chaaya Lagoon is a private getaway that is sure to provide an unforgettable trip. The location of Chaaya Lagoon Hakuraa Huraa is truly spectacular. Surrounded by one of the most beautiful lagoons that the Maldives has to offer, it is accessible in 45 minutes by sea plane, and brings into view the abundant marine life, crystal white shores, and coastal foliage. In kindling the fires of romance, privacy is imperative. The 80 bungalows scattered over the water and on the beach epitomise the serene setting. If escape is what you’re looking for, the resort offers guests the chance to interact with marine life through snorkelling, swimming and safaris which brings them face to face with dolphins, manta rays and baby sharks. And for the less adventurous, a day at the spa is sure to help relax and unwind. After a long day of delightful seafaring and pampering, the resort’s two restaurants offer international cuisine. THE LOCATION OF CHAAYA LAGOON HAKURAA HURAA IS TRULY SPECTACULAR, SURROUNDED BY ONE OF THE MOST BEAUTIFUL LAGOONS THAT THE MALDIVES HAS TO OFFER. 43 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 44 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CHAAYA LAGOON HAKURAA HURAA 45 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CHAAYA LAGOON HAKURAA HURAA 46 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 GROUP FINANCIAL HIGHLIGHTS 10.97 Bn Rs. GROUP REVENUE 2.43Bn 1.89Bn Rs. Rs. EARNINGS BEFORE INTEREST AND TAX GROUP PROFIT BEFORE TAX Rs. Bn 12 Rs. Bn 3.0 Rs. Bn 2.0 10 2.5 1.6 8 2.0 6 1.5 4 1.0 2 0.5 0 2014 REVENUE 2013 2012 0 1.2 0.8 0.4 2014 2013 2012 EARNINGS BEFORE INTEREST AND TAX (EBIT) 0.0 2014 2013 2012 PROFIT BEFORE TAX ( PBT) 47 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 Year ended 31st March 2014 2013 Earnings highlights and ratios FINANCIAL CALENDAR Revenue Rs’000 10,966,381 9,341,581 Rs’000 2,427,116 1,819,992 Audited Financial Statements signed on 29th May 2014 Earnings before interest and tax (EBIT) 35th Annual General Meeting 30th June 2014 Group profit before tax (PBT) Rs’000 1,893,239 1,282,896 Group profit after tax (PAT) Rs’000 1,574,926 1,121,019 Group profit attributable to the shareholders Rs’000 1,565,846 1,116,779 Earnings per share (EPS) Rs. 1.08 0.77 EPS growth % 40.3 1.3 Interest cover No. of times 4.6 3.4 Return on equity % 8.7 6.8 Pre-tax ROCE % 10.0 7.8 Financial Position highlights and ratios Total assets Rs’000 26,467,932 25,264,138 Total debt Rs’000 6,360,731 7,117,136 Total shareholder’s funds Rs’000 18,095,814 16,294,188 No. of shares in issue Number 000’s 1,456,147 1,456,147 Net assets per share Rs. 12.4 11.2 Debt/Equity % 34 42 Debt/Total assets % 24 28 Market/Shareholder information Market price of share as at 31st March Rs. Market capitalisation Rs ‘000 Price earnings ratio No. of times 12.50 13.20 18,201,835 19,221,137 11.57 17.14 1st Quarter Interim Results released on Total value added Rs’000 5,037,111 3,694,911 To employees Rs’000 1,724,922 1,139,734 To the government Rs’000 384,197 241,840 To others Rs’000 2,927,992 2,313,337 2,779 2,735 Number 31st July 2013 2nd Quarter Interim Results released on 25th October 2013 3rd Quarter Interim Results released on 31st January 2014 4th Quarter Interim Results released on 30th May 2014 GROUP OPERATIONAL HIGHLIGHTS Year ended 31st March 2014 2013 Occupancy - Sri Lankan Sector 75% 60% Occupancy - Maldivian Sector 91% 86% 384,894 303,974 Revenue Room Nights Others Total employees INTERIM FINANCIAL STATEMENTS 48 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CHAIRMAN’S MESSAGE SRI LANKA TOURISM IS WELL POSITIONED IN THE POST-CONFLICT SETTING TO BE AMONGST THE MOST SOUGHT AFTER DESTINATIONS IN THE WORLD. ARRIVALS TO SRI LANKA GREW 26 PER CENT TO REACH 1.2 MN TOURISTS FOR THE YEAR UNDER REVIEW WITH WESTERN EUROPE AND SOUTH ASIA CONTINUING TO BE THE DOMINANT GENERATING MARKETS. Dear Stakeholder, I am pleased to present the Annual Report and Statement of Accounts for the financial year ended 31st March 2014. GLOBAL LANDSCAPE The global economy witnessed a steady recovery in the year 2013 resulting in improving prospects for sustained growth and lower levels of unemployment in the advanced economies. According to initial estimates released by the UNWTO, world tourism reached a record of 1,087 Mn international tourist arrivals in the calendar year 2013, corresponding to a growth of 5 percent over the preceding year. The growth in international tourist arrivals was driven by Asia Pacific, led by South East Asia, Africa and Europe, demonstrating the continuous change in demographics. Tourism receipts are projected to post double-digit growth while the outlook for world tourism in the year 2014 is anticipated to be positive. SRI LANKA TOURISM PROSPECTS Sri Lanka tourism is well positioned in the postconflict setting to be amongst the most sought after destinations in the world. Arrivals to Sri Lanka grew 26 per cent to reach 1.2 Mn tourists for the year under review with Western Europe and South Asia continuing to be the dominant generating markets. While all key markets demonstrated appreciable growth, Eastern Europe, South Asia and East Asia, in particular, grew at a rapid pace. Tourism receipts were recorded at USD 1.4 Bn. A buoyant outlook is projected for the future of tourism in Sri Lanka. The recent infrastructure development projects implemented by the government, particularly the expressway to the main international airport, and other expressway networks, will provide the necessary impetus in strengthening Sri Lanka’s position as a leading tourism destination. MALDIVIAN TOURISM PROSPECTS Although tourist arrivals from Western Europe to the Maldives declined by 3 per cent during the year under review, focused marketing initiatives resulted in a 38 per cent growth in arrivals from China. This ensured that tourism growth during the year under review recovered to double-digit levels as the Maldives recorded a growth of 15.9 per cent, against the disappointing 2.9 per cent recorded in 2012/13. The Chinese market accounted for over 30 per cent of the tourist arrivals to the country, remaining the primary source market for the Maldives. GROUP PERFORMANCE In the backdrop of the favourable operating environment, Group revenue increased by 18 per cent to Rs.10.97 Bn. The Sri Lankan Resorts recorded strong revenue growth of 27 per cent, achieving higher occupancies across all its hotels compared to the previous year on the back of the growth in overall tourism. This is demonstrated by the sharp increase in overall occupancy in Sri Lanka by 38 per cent, of which 16 per cent stemmed from the full year operation of Cinnamon Citadel and Cinnamon Bey, both of which were launched in October 2012. The trend of improving occupancies will enable further focus on yield management, which is expected to have a positive impact on the overall revenue of the sector. The Maldivian Resorts recorded a revenue growth of 11 per cent. The gross profit (GP) margin decreased marginally from the previous year. Whilst yields declined marginally, effective cost control measures helped mitigate the general increase in direct material costs although payroll costs increased slightly in the Maldives as a consequence of absorbing a higher proportion of service charge. 49 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 Administration and operating expenses were higher than in the previous year due to the full year operation of Cinnamon Bey and Cinnamon Citadel and higher expenses on payroll in the Maldives. While the conversion of rupee denominated borrowings to US Dollar debt led to lower finance costs, finance income increased due to prudent investment of short term funds contributing to Group Earnings Before Interest and Tax growing by 33 per cent to Rs.2,427.1 Mn (2012/13 Rs.1,819.9 Mn). The tax charge for the year under review increased compared to the previous year. The exceptionally lower tax charge last year was due to the reversal of the provision of Business Profit Tax on dividends, which were exempted, and write backs of deferred tax as a result of amendments to the Maldivian tax laws. Consolidated Profit after Tax increased by 40 per cent to Rs.1.57 Bn against Rs.1.12 Bn in the previous year. BRANDING INITIATIVES With a view to enhance brand awareness and establish our presence in key target markets, we have embarked on sponsoring and organising events of international significance in key target markets. Towards this end, we invited the organisers of the Miss France and Miss India pageants to choose Cinnamon Hotels & Resorts as the host hotels. The main pageant in the French and Indian markets generated strong publicity for the Cinnamon Hotels & Resorts brand, both locally and globally, whilst also significantly raising awareness of Sri Lanka as a tourism destination. Cinnamon Hotels and Resorts, being trendsetters in hospitality and innovation, became the first Hotel chain to launch its own travel blog - ‘Cinnamon U’. By regularly publishing valuable and entertaining information, Cinnamon U would create an incentive for past and prospective customers to stay in touch and be up to date with travel experiences, news and upcoming events in Sri Lanka. % 25 20 With a view to enhance its brand presence on the social media network, Cinnamon Hotels and Resorts is now on all popular and well patronised social media platforms. AWARDS AND RECOGNITION Showcasing the superior quality of service and commitment to sustainable tourism, both the Sri Lankan and Maldivian resorts continued to win awards during the year under review. Trip Advisor recognised almost all the resorts for excellence, with four hotels receiving the Travellers Choice Award for 2014. Moreover, a leading independent travel portal in Europe recognised Chaaya Reef Ellaidhoo with the “Zoover Recommended Award 2013”. Gaining recognition in their respective markets, Chaaya Lagoon Hakuraa and Chaaya Island Dhonveli in the Maldives and Bentota Beach in Sri Lanka were singled out for pre-eminence by the German operator TUI Travel PLC and Tez, the leading travel brand and most popular Russian tour operator. Cinnamon Lodge continued to win awards for its commitment to sustainable tourism, winning the coveted Switch Asia award for the best Green Hotel in Asia and was recertified by Green Globe along with several of our other resorts. Cinnamon Lodge also won the “National Cleaner Production Award” in the Service sector. Cinnamon Citadel and Chaaya Blu won the several regional awards at the Chef’s Guild competition in Sri 15 10 5 0 Agriculture Industry 2012 Services Hotels & Restaurants 2013 Gross Domestic Product REAL GDP GROWTH Lanka while Dhonveli was adjudged the Leading Surf Resort in Maldives at the Maldives Association of Travel Agents and Tour Operators (MATATO) Maldives Travel Awards 2013. The Annual Report of John Keells Hotels PLC was adjudged as runner-up in the Hotel Companies category of the “Awards for Excellence in Annual Reports 2013” conducted by CA Sri Lanka. OUTLOOK FOR THE FUTURE During the ensuing year, the Leisure industry group will consolidate its overall branding strategy where all resorts will be brought under the “Cinnamon” brand resulting in Cinnamon Hotels and Resorts having 14 hotel properties and over 2,400 rooms under its umbrella. The Group is also conscious of the need to further inculcate the desired ‘lifestyle’ service culture within our staff through the re-invention of our standard operating procedures and processes. 50 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CHAIRMAN’S MESSAGE CONTD. THE SRI LANKAN RESORTS RECORDED STRONG REVENUE GROWTH OF 27 PER CENT, ACHIEVING HIGHER OCCUPANCIES ACROSS ALL ITS HOTELS COMPARED TO THE PREVIOUS YEAR ON THE BACK OF THE GROWTH IN OVERALL TOURISM. THIS IS DEMONSTRATED BY THE SHARP INCREASE IN OVERALL OCCUPANCY IN SRI LANKA BY 38 PER CENT, OF WHICH 16 PER CENT STEMMED FROM THE FULL YEAR OPERATION OF CINNAMON CITADEL AND CINNAMON BEY. % 45 40 35 30 for their valuable guidance and support during the year under review and a special word of appreciation to Mr. Amal Cabraal, who resigned from the Board, for his valuable contribution during his tenure on the Board. The above initiatives will be augmented with the implementation of a new property management system across all hotels, improving the availability of guest information and enhancing the ability to improve satisfaction which should augur well for the future. Susantha Ratnayake Chairman CONCLUSION I wish to acknowledge our shareholders for continuing to be an integral part of John Keells Hotels and look forward to your continued support in the year ahead. Reflecting on the successful performance of the Group in 2013, on behalf of the Board of Directors, I wish to express my thanks and appreciation to our guests for their continued loyalty, our business partners for the support extended and our staff, who worked hard to provide quality customer service. Finally, I take this opportunity to welcome Mr. Trevin Jayasekera to the Board of Directors and place on record my appreciation to my colleagues on the Board 25 20 15 10 5 0 In conjunction with the above, and in keeping with the evolving trends and technology, the resorts, as part of the John Keells Leisure Group, have embarked on a comprehensive Online and Social Media Strategy. This will enable “Cinnamon” to launch a new and revamped website, establishing its presence across all Social Media Platforms. Apr - Jun - Q1 2013/14 Jul - Sep - Q2 Oct - Dec - Q3 Jan - Mar - Q4 Financial Year 2012/13 2011/12 SRI LANKA TOURISM - QUARTERLY ARRIVAL TRENDS 29th May 2014 51 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 GROUP STRUCTURE John Keells Holdings PLC (Ultimate Parent Company) John Keells Hotels PLC 80.32% Kandy Walk Inn Limited 98.39% Cinnamon Citadel Kandy Yala Village (Pvt) Ltd 93.78% Cinnamon Wild Tissamaharama Habarana Lodge Limited 98.35% Cinnamon Lodge Habarana Habarana Walk Inn Limited 98.77% Chaaya Village Habarana Trinco Holiday Resorts (Pvt) Ltd 100% Chaaya Blu Trincomalee Rajawella Hotels Co Limited 100% 10 acres of land Kandy International Tourists & Hoteliers Ltd 99.33% 0.11 acres of land in Beruwala Beruwala Holiday Resorts (Pvt) Ltd 100% Cinnamon Bey Beruwala Wirawila Walk Inn Ltd 100% 25.2 acres of land Wirawila T Trinco Walk Inn Ltd 100% 114.6 acres of land Trincomalee T John Keells Hotels Mauritius (Pvt) Ltd 100% Ahungalla Holiday Resorts (Pvt) Ltd 100% 6.5 acres of land Ahungalla Ceylon Holiday Resorts Ltd 98.65% Bentota Beach Hotel John Keells Maldivian Resorts (Pte) Ltd 100% Sentinel Realty (Pvt) Ltd 50% Owned Joint Venture 33.69 acres of land Vaakarai Hikkaduwa Holiday Resorts (Pvt) Ltd 100% Chaaya Tranz Hikkaduwa Travel Club (Pte) Ltd 100% Chaaya Reef Ellaidhoo Maldives Resort Hotels Ltd 100% 44.4 acres of land Nilaveli Fantasea World Investments (Pte) Ltd 100% Chaaya Lagoon Hakuraa Huraa Maldives Tranquility (Pte) Ltd 100% Chaaya Island Dhonveli Maldives 52 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 BOARD OF DIRECTORS SUSANTHA RATNAYAKE - CHAIRMAN Susantha Ratnayake was appointed as a Director of John Keells Hotels PLC in 1999 and Chairman in January 2006. He serves as the Chairman of John Keells Holdings PLC. He is the Chairman of Ceylon Tobacco Company PLC, Vice Chairman of the Employers Federation of Ceylon and serves as a member of several clusters of the National Council of Economic Development. A past Chairman of the Sri Lanka Tea Board, immediate past Chairman of the Ceylon Chamber of Commerce, he serves on the Board of the national carrier Sri Lankan Airlines. He has over 35 years of management experience, all of which is within the John Keells Group. AJIT GUNEWARDENE Ajit Gunewardene is the Deputy Chairman of John Keells Holdings PLC and has been a member of the Board for over 20 years. He is a Director of many Companies in the John Keells Group and is the Chairman of Union Assurance PLC. He is a member of the Board of SLINTEC, a Company established for the development of nanotechnology in Sri Lanka under the auspices of the Ministry of Science and Technology. He is also an Advisory Committee Member of COSTI, the Coordinating Secretariat for Science Technology and Innovation under the purview of the Minister (Senior) of Scientific Affairs. He has also served as the Chairman of the Colombo Stock Exchange. Ajit has a Degree in Economics and brings over 31 years of management experience. RONNIE PEIRIS Ronnie Peiris was appointed as a Director of John Keells Hotels PLC in June 2003. As the Group Finance Director of John Keells Holdings PLC, Mr. Peiris has overall responsibility for the Group’s Finance and Accounting, Taxation, Corporate Finance, Treasury, Group Initiatives and the Information Technology functions. He is also Director of several companies in the John Keells Group. He was previously the Managing Director of Anglo American Corporation (Central Africa) Limited in Zambia. He has over 40 years finance and general management experience in Sri Lanka and abroad. He is a Fellow of the Chartered Institute of Management Accountants, UK, Association of Chartered Certified Accountants, UK, and the Society of Certified Management Accountants, Sri Lanka and holds an MBA from the University of Cape Town, South Africa. He is a member of the Committee of the Ceylon Chamber of Commerce, and serves on its Economic, Fiscal and Policy Planning Sub Committee. JAYANTISSA KEHELPANNALA Jayantissa Kehelpannala, Head of Maldivian Resorts, has over 30 years of experience in the leisure industry both in hoteliering and inbound tourism. He is currently the Chairman of the Hotels & Tourism Employers Group of the Employers’ Federation of Ceylon and represents them at the EFC Council Meetings and is a member of the Wages Board for the Hotel and Catering Trade. In addition, he is also the President of the Tourist Hotels Association of Sri Lanka (THASL) and represents the Association at the Committee of Ceylon Chamber of Commerce. He is a member of the Tourism Cluster of NCED (National Council for Economic Development) under the purview of the Ministry of Finance & Planning. RANEL WIJESINHA Ranel Wijesinghe was appointed to the Board in July 2005. He is a Chartered Accountant and an International Management Consultant, with over 30 years of national and international professional work experience in accounting, auditing and consulting and functions as Chairman of the Audit Committee. A Fellow of the Institute of Chartered Accountants of Sri Lanka, Ranel is a Past President of the Institute of Chartered Accountants of Sri Lanka, and a Past President of the Confederation of Asian and Pacific Accountants. His experience in public practice includes working with KPMG Sri-Lanka, as Manager Deloitte, in the Bahamas and Partner and Head of Consulting and Financial Advisory Services of PricewaterhouseCoopers, Sri Lanka. He possesses a Masters Degree in Business Administration from the University of Pittsburgh in Pennsylvania, USA. His contribution to industry included, conceptualising and functioning as the first Director of the Business Development Division of the John Keells Holdings Group, as Chairman, National Wealth Corporation Ltd, Chairman, Ayojana Fund Management (Private) Limited and as founder Director of Lanka Ventures Ltd. He has held several statutory, regulatory and advisory positions for the Government of Sri Lanka as a member of the Securities and Exchange Commission, the Consumer Affairs Council, and the Board of the Post Graduate Institute of Management. With a distinctive exposure to and balance between the private and public sector, he is presently an independent international management consultant to multilateral and bilateral development banks and institutions providing advisory services to overseas Governments. 53 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 NISSANKA WEERASEKERA Nissanka Weerasekera is responsible for investments in Sri Lanka and Bangladesh by the Abraaj Group, a leading private equity investor operating in the growth markets of Asia, MENA, Turkey and Central Asia, Sub-Saharan Africa and Latin America. Prior to that Nissanka was the Chief Executive Officer of People’s Venture Investment Company (PVIC) and subsequently Managing Director of Nextventures, both venture capital firms. Nissanka is a Fellow of the Chartered Institute of Management Accountants. He holds a Masters degree in Economics from the University of Colombo and a B.Sc. (Special) in Physics from the University of Peradeniya. SUNIMAL SENANAYAKE Sunimal Senanayake is an Executive Vice President of the John Keells Group, Sector Head of the Maldivian and Sri Lankan Resorts and Head of Human Resources of the Leisure Group. He is also a member of the Group Operating Committee and has over 30 years of experience in the Leisure Industry, both in Hotels and Inbound Tourism. He served as the Managing Director of Walkers Tours Limited from 1991 - 1997. He is a past President of the Sri Lanka Association of Inbound Tour Operators (SLAITO) and has held many positions in travel trade related associations and committees. He has also been a member of the Tourist Hotels Classification Committee and Chairman / Member of the Advisory Board of the Sri Lanka Institute of Tourism & Hotel Management. TREVINE JAYASEKARA Trevine Jayasekera, is the Group Finance Director of Brandix Lanka Limited and is responsible for the overall finance function of the Brandix group, as well as related support functions. He is the former Group Finance Director of Aitken Spence & Co. Trevine brings with him a wealth of experience in international banking, having worked at Arab Bank Limited in Bahrain and subsequently holding the post of General Manager with Deutsche Bank in Colombo. He is a Fellow Member of the Institute of Chartered Accountants of Sri Lanka and an Associate Member of the Chartered Institute of Management Accountants, UK. He is Non-Executive Director of NDB Bank. 54 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CORPORATE GOVERNANCE 1 INTRODUCTION John Keells Hotels PLC and its Group of companies continued to maintain its high standards of corporate governance and ethical business conduct across all aspects of its operations and decision-making processes during the year under review. The Company strongly believes in the importance of corporate governance and maintains the highest standards of business integrity, ethical values and professionalism in all of its activities and relationships. through the governance processes that are in place. However, recognising that good governance also entails the long term sustainability of the Group, we have in our Sustainability Report on page 98 outlined how we engage with society at large. The reporting of financial and non-financial performance measures have been integrated along the lines of the Global Reporting Initiative (GRI) and display our commitment to governance, environmental, social, ethical and sustainability issues. The Group corporate governance philosophy is within a framework of compliance and conformance, which has been institutionalised at all levels through a strong set of corporate values and a written Code of Conduct. All employees, senior management and the Board of Directors are required to embrace this philosophy in the performance of their official duties and in other situations that could affect the Group’s image. We believe it is this strong set of values that has culminated in the trust that our stakeholders have continued to place on the core values underlying our corporate activities. The Board of Directors of John Keells Hotels PLC and staff at all levels consider it their duty and responsibility to act in the best interests of the Group and its stakeholders. This is the foundation on which our corporate governance framework is structured. Further, the Chairman ensures good governance at Board level and below on the basis of enduring principles that provide the framework of how the business is conducted. In this report we outline how our governance framework ensures the effectiveness of our Board and provides assurance to our shareholders. 2.2 Regulatory Benchmarks This comprises of the regulations which govern, in the main, all our corporate activities from the Companies Act No.7 of 2007, Listing Rules of the Colombo Stock Exchange (CSE), Rules of the Securities and Exchange Commission (SEC) and the Benchmarks we have set for ourselves in working towards local and global best practices. 2 THE JOHN KEELLS HOTELS GROUP CORPORATE GOVERNANCE SYSTEM The Group corporate governance framework encompassing assurance mechanisms, the regulatory framework and the internal governance structure, enables the Board to provide assurance to investors that they have discharged their duties responsibly 2.1 Assurance Mechanisms This comprises of the ‘bodies and mechanisms’ which are employed in enabling regular review of progress against objectives with a view to highlighting deviations and quick redress and in providing assurance that actual outcomes are in line with expectations. We are pleased to confirm compliance with the following statutes, rules and regulations; where appropriate, any deviations permitted by same, have been explained. THE BOARD OF DIRECTORS OF JOHN KEELLS HOTELS PLC AND STAFF AT ALL LEVELS CONSIDER IT THEIR DUTY AND RESPONSIBILITY TO ACT IN THE BEST INTERESTS OF THE GROUP AND ITS STAKEHOLDERS. THIS IS THE FOUNDATION ON WHICH OUR CORPORATE GOVERNANCE FRAMEWORK IS STRUCTURED. z Companies Act No. 7 of 2007 – Mandatory Compliance z The Continuing Listing Rules of the CSE (as per applicable corporate governance rules) - Mandatory Compliance z The recommendations of the Code of Best Practice on Governance issued jointly by the SEC and the Institute of Chartered Accountants of Sri Lanka (CA Sri Lanka) to the extent that they are practicable – Voluntary Compliance 3 INTERNAL GOVERNANCE STRUCTURE The Group’s internal governance structure is designed in such a way that the executive authority is well delegated through committees with clearly defined authority limits, responsibilities and accountability which are agreed upon in advance to achieve greater operating efficiency and freedom of decision making. As summary of the governance framework is illustrated in page 55. 55 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 INTERNAL GOVERNANCE STRUCTURE Integrated Governance Systems and Procedures Human Resources and Compensation Committee of John Keells Holdings PLC Strategy Formulation and Decision Making Process Independent Directors Employee Performance Governance Audit Committee Chairman & the Board of Directors Group Executive Committee (GEC) Assurance Board of Directors and Senior Management Committees Nominations Committee of John Keells Holdings PLC Audit Committee President / CEO Group Management Committee (GMC) Employees People and Talent Management Stakeholder Management Effective & Transparent Communication IT Governance Integrated Risk Management Regulatory Framework Code of best practice on Corporate Governance issued jointly by SEC and CA Sri Lanka Internal Control Employee Participation Corporate Governance rules published by CSE John Keells Holdings PLC Code of Conduct External Audit External Sustainability Audit Companies Act No. 07 of 2007 z All Board sub committees are chaired by Independent Directors. z The Human Resources and Compensation Committee and the Nomination Committee of the Parent Company John Keells Holdings PLC. functions as the Human Resource and Compensation Committee and the Nomination Committee of the Company and the Subsidiary Companies. z The meetings of the Audit Committee are attended by President- CEO, Chief Financial Officer, Head of Finance, Head of Group Business Process Review and External Auditors by invitation. 56 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CORPORATE GOVERNANCE CONTD. z Comply with all relevant legal and statutory requirements, z Implement the corporate governance guidelines and customise, where relevant, to Group’s current and emerging needs, z Optimise speed of decision making, while maintaining adequate control, z Create an environment of individual empowerment and promote a culture of openness, constructive dissent, and productive dialogue. 3.1.1 Board composition As at 31st March 2014, the Board comprised of five (5) Non-Executive, Non-Independent Directors including the Chairman and three (3) Non-Executive, Independent Directors. Attendance at Board Meetings 25.10.2013 31.01.2014 Meetings Attended Name of Director 31.07.2013 Date of Appointment 29.05.2013 ALL MEMBERS OF THE BOARD DEVOTE SUFFICIENT TIME AND MAKE EVERY EFFORT TO ENSURE THAT THEY DISCHARGE THEIR RESPONSIBILITIES TO THE COMPANY AND THE GROUP IN KEEPING WITH THEIR KNOWLEDGE AND EXPERIENCE. THIS IS ACHIEVED BY THE REVIEW OF BOARD PAPERS, BUSINESS VISITS TO UNDERSTAND RISK EXPOSURES AND OPERATING CONDITIONS, ATTENDING BOARD MEETINGS AND PARTICIPATING IN DISCUSSIONS WITH THE INTERNAL & EXTERNAL AUDITORS AND THE MANAGING AGENTS. 3.1 Board of Directors and Board Sub-Committees The Board of Directors is responsible and accountable for the stewardship functions of the Group. The actions of the Board of Directors of the Group are governed by the following; 01-May-99 Mr. S C Ratnayake √ √ √ √ 4/4 01-May-99 Mr. A D Gunewardene √ √ √ √ 4/4 01-Jun-03 Mr. J R F Peiris √ √ √ √ 4/4 07-Mar-05 Mr. J E P Kehelpannala √ √ √ √ 4/4 01-Jul-11 Mr. B J S M Senanayake √ √ √ √ 4/4 10-Oct-10 Mr. D A Cabraal *† − √ − − 1/3 01-Jul-05 Mr. R T Wijesinha* √ √ − √ 3/4 01-Nov-13 Mr. T L F W Jayasekera *†† − − − √ 1/1 01-Nov-10 Mr. N B Weerasekera * √ √ √ √ 4/4 * Independent † Resigned w.e.f 30th October 2013 †† Appointed w.e.f 1st November 2013 57 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 Independence of the Directors have been determined in accordance with the Continuing Listing Rules of the CSE and all three Independent, Non-Executive Board members have submitted signed declarations of their independence. A brief profile of the Directors are set out on page 52 to 53 of this Report. Employee of Name of Director / Capacity Shareholding 1 Management Material Company 4 / Director 2 Business 3 Relationship Family Member a Director or CEO 5 Nine years of Continuous Service 6 3.1.3 Board responsibilities The Board of Directors is responsible; z For sharing responsibility in ensuring the highest standards of disclosure, reporting, ethics and integrity across the Hotels Group. z To shareholders for the governance of the Company z For providing direction by the formulation and approval of the Group’s medium and long-term strategy, annual investment budgets, significant financial and operational policies z For the proper stewardship of the Company’s resources and the effectiveness of the Company’s systems of internal control and the management of risk z For monitoring compliance with laws and regulations of the countries in which the Group’s subsidiaries operate z For reviewing and approving major acquisitions, disposals and capital expenditure Non-Executive, Non-Independent Directors (NED/NID) Mr. S C Ratnayake Yes Yes No No No Yes Mr. A D Gunewardene No Yes No No No Yes Mr. J R F Peiris No Yes No No No Yes Mr. J E P Kehelpannala No No No No No Yes Mr. B J S M Senanayake No No No No No No Non-Executive, Independent Directors (NED/ID) Mr. D A Cabraal † No No No No No No Mr. R T Wijesinha No No No No No No Mr. T L F W Jayasekera †† No No No No No No Mr. N B Weerasekera No No No No No No † Resigned w.e.f 30th October 2013 †† appointed w.e.f 1st November 2013 1. 2. 3. 4. 5. 6. Have shares in the Company Director of a listed Company in which they are employed, or having a "significant shareholding" with voting rights more than 10% of total or have a "business connection" where the transaction value is equivalent to or more than 10% of the turnover of the Company Income/non cash benefits derived from Company equivalent to 20% of Directors annual income Employed by Company two years immediately preceding appointment Close family member a Director or CEO Continuously served on Board for over nine years 3.1.2 Board appointments Board appointments follow a transparent, structured and formal process within the purview of the Nominations Committee of the ultimate parent Company. 3.1.4 Board induction and supply of information Newly appointed Non-Executive Directors are apprised of z The John Keells Group values and culture z The Code of Conduct expected by the Company z The operating model of the Hotels and Hotels Group z The operations of the Hotels group and its strategies z Hotel Group policies, governance framework and processes z Their responsibilities as Directors in terms of prevailing legislation 3.1.5 Board skills The updating of the skills and knowledge of all Directors is progressive and ongoing. This is achieved by keeping them fully briefed on important 58 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CORPORATE GOVERNANCE CONTD. developments in the business activities of the Group and by providing them z Access to External and Internal Auditors z Periodic reports on performance z Management Services Limited, the Operators, with whom formal operating contracts have been signed. z Hikkaduwa Holiday Resorts (Private) Limited owner of Chaaya Tranz, Hikkaduwa, z Habarana Lodge Limited - owner of Cinnamon Lodge, Habarana, z Beruwela Holiday Resorts (Private) Limited - owner of Cinnamon Bey, Beruwela, Updates on topics that range from proposed/new regulations to industry best practices z Habarana Walk Inn Limited - owner of Chaaya Village, Habarana, z Travel Club (Pte) Limited - owner of Chaaya Reef Ellaidhoo, Maldives, z Opportunities to meet senior management of the Managing Agents in a structured setting z Kandy Walk Inn Limited - owner of Cinnamon Citadel, Kandy, z Fantasea World Investments (Pte) Limited - owner of Chaaya Lagoon Hakuraa Huraa, Maldives, z Access to industry experts and other external professional advisory services z Trinco Holiday Resorts (Private) Limited - owner of Chaaya Blu, Trincomalee, z Tranquility (Pte) Limited - owner of Chaaya Island Dhonveli, Maldives. z Access to the Centre Legal, Tax and Finance Divisions of the John Keells Group of which the Company is a member and z Yala Village (Private) Limited - owner of Cinnamon Wild, Tissamaharama, z Ceylon Holiday Resorts Limited - owner of Bentota Beach Hotel, Bentota z The services of the Company Secretary 3.1.7 Managing conflicts / independence Each Director has a continuing responsibility to determine whether he has a potential or actual conflict of interest arising from external associations, The NEDs have the opportunity of gaining further insight into the Groups’ business by visiting hotels across the groups portfolio. All members of the Board devote sufficient time and make every effort to ensure that they discharge their responsibilities to the Company and the Group in keeping with their knowledge and experience. This is achieved by the review of Board papers, business visits to understand risk exposures and operating conditions, attending Board meetings and participating in discussions with the Internal & External Auditors and the Managing Agents. 3.1.6 Delegation of authority The Board has delegated some of its functions to the Audit Committee while retaining the final right to accept the recommendations made by this committee. The Audit Committee is chaired by an Independent Director appointed by the Board. The operations of the hotels owned by the following companies has been entrusted to Keells Hotel Prior to appointment Upon Appointment z Nominees are requested to disclose their various interests that could potentially conflict with the interest of the Company z All Directors are expected to inform the Board and obtain Board clearance prior to accepting any position or engaging any transaction that could create a potential conflict of interest z All NEDs are required to notify the Chairman - CEO of changes in their current Board representation Directors who have disclosed an interest in a matter under discussion During Board Meetings z Excuse themselves from deliberations on the subject matter z Abstain from voting on the subject matter (Such abstentions from Board decisions are duly recorded) 59 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 interests or personal relationships which may influence judgement in material matters, which are considered by the Board from time to time. In order to mitigate any potential or actual conflict of interest or independence of Directors throughout the term of their membership on the Board, the Company has adopted the processes as illustrated on page 58. Details of companies in which Board members hold Board or Board committee membership is available with the Company for inspection by shareholders on request. 3.1.8 Access to independent professional advice In order to preserve the independence of the Board and to strengthen decision making, the Board seeks independent professional advice when deemed necessary. Accordingly, the Board obtained independent professional advice covering areas such as; z Information technology consultancy service pertaining to the acquisition of the new property management system for the Hotels Group. z Consultancy in completing the brand architecture of the Group z Stakeholder engagement in meeting the requirements of the Global Reporting Initiative (GRI). z Legal, tax and accounting aspects, particularly where independent external advice is deemed necessary in ensuring the integrity of the subject decision. z Market surveys, architectural and engineering advisory services as necessary for business operations. z Actuarial valuation of retirement benefits. Additionally, individual Directors are encouraged to seek expert opinion and/or professional advice on matters where they may not have full knowledge or expertise. its subsidiaries as permitted by the listing rules of the CSE. i. Audit Committee ii. Human Resources and Compensation Committee iii. Nominations Committee iv. Related Party Transactions Review Committee 3.1.9 Tenure, retirement and re-election of Directors One third of the Directors except the Chairman retire by rotation on the basis prescribed in the Articles of Association of the Company. A Director retiring by rotation is eligible for re-election. The tenure of office for NEDs is limited by their prescribed Company retirement age. Independent Directors, on the other hand, can be appointed to office for three consecutive terms of three years, which however, is subject to the age limit set by statute at the time of re-appointment following the end of a term. The key features of these committees are; 3.1.10.1 Composition All members are exclusively NonExecutive, Independent Directors with at least one member having significant, recent and relevant financial management and accounting experience and a professional accounting qualification Mandate The proposal for the re-appointment of Directors is set out in the Annual Report of the Board of Directors on page 143 as well as the Notice of Meeting on page 221 of this Report. 3.1.10 Board sub-committees The Board has delegated some of its functions to sub-committees, while retaining final decision rights. Members of these sub-committees are able to focus on their designated areas of responsibility and impart knowledge and oversight in areas where they have greater expertise. Of the four committees mentioned below, other than the Audit Committee, the Board sub-committees of the ultimate Parent Company, John Keells Holdings PLC, functions as the sub-committees of the Company and Audit Committee Scope To provide an independent and objective review of the financial reporting process, internal controls and the audit function in ensuring; z Adequacy and fairness of disclosure z Transparency, integrity and quality of financial reporting i. Confirm and assure z Independence of External Auditor z Objectivity of Internal Auditor ii. Review with independent Auditors adequacy of internal controls and quality of financial reporting iii. Regular review meetings with management, Internal Auditor and External Auditors in seeking assurance on various matters 60 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CORPORATE GOVERNANCE CONTD. The Audit Committee met on seven occasions during the year and attendance was as follows:Attendance at Audit Committee Meetings 22.05.2013 18.06.2013 29.07.2013 23.10.2013 29.11.2013 20.01.2014 30.01.2014 Meetings Attended Name of Director R T Wijesinha * √ √ √ − √ √ √ 6/7 D A Cabraal † √ √ √ − − − − 3/4 T L F W Jayasekera †† − − − − √ √ √ 3/3 N B Weerasekera − √ √ √ √ √ √ 6/7 * Chairman † Resigned w. e. f. 30th October 2013 †† Appointed w. e. f. from 1st November 2013 3.1.10.2 Human Resources and Compensation Committee Composition As permitted by the listing rules of the CSE, the Human Resources and Compensation Committee of the ultimate Parent Company, John Keells Holdings PLC, functions as the Remuneration Committee of the Company and its subsidiaries. It comprises of five Independent Directors. The Chairperson is a Non-Executive Director while the Chairman of the Board is a permanent member except during discussions on his own compensation. Mandate Determine the quantum of compensation (including employee share options in shares of the ultimate parent Company), conduct performance evaluation of Chairman/CEO, review performance evaluation of other Directors and establish and review the Remuneration Policy Scope 1. 2. 3. Determine and agree with the Board a framework for remuneration of the Chairman and other Directors. Consider targets, and benchmark principles for any performance related pay schemes Within the terms of agreed framework, determine total remuneration package of each Director keeping in view; z Performance z Industry trends Past remuneration Succession planning of key Management z 4. The Human Resources and Compensation Committee members of the ultimate parent Company are as follows; Mr. E F G Amerasinghe - Chairman Dr. I Coomaraswamy Mr. A R Gunasekara Mr. M A Omar (Appointed w.e.f. 28/05/2013) Mr. N A Fonseka (Appointed w.e.f. 07/11/2013) Mrs. S Tiruchelvam (Resigned w.e.f. 09/9/2013) 61 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 3.1.10.3 Nominations Committee Composition The Nomination Committee of the ultimate Parent Company, John Keells Holdings PLC, functions as the Nomination Committee of the Company and its subsidiaries. It comprises of four Independent Directors and one Non-Independent Director. The Chairperson is a Non-Executive, Independent Director Mandate Define and establish nomination process for Directors, lead the process and make recommendations to the Board on the appointment of Directors. Scope i. Assess skills required on the Board given the needs of the businesses ii. From time to time assess the extent to which required skills are represented on Board iii. Prepare a clear description of the role and capabilities required for a particular appointment iv. Identify and recommend suitable candidates for appointments to the Board. v. Ensure that on appointment to the Board, Directors receive a formal letter of appointment specifying clearly z Expectation in terms of time commitment z Involvement outside of the formal Board meetings z Participation in committees Composition The Related Party Transactions Review Committee of the ultimate parent Company, John Keells Holdings PLC, functions as the Related Party Transactions Review Committee of the Company and its subsidiaries. It comprises of three Non-Executive Independent Directors and two NonExecutive Non-Independent Directors. The Chairperson is an Independent Non-Executive Director. Mandate To ensure on behalf of the Board, that all Related Party Transactions of John Keells Hotels PLC is consistent with the Code of Best Practices on Related Party Transactions issued by the SEC. Scope i. Develop, and recommend for adoption by the Board of Directors of John Keells Hotels PLC and its subsidiaries, a Related Party Transactions Policy which is consistent with the Operating Model and the Delegated Decision Rights of the Group. ii. Update the Board of Directors on the related party transactions of the Company on a quarterly basis. The Nomination Committee members of the ultimate parent Company are as follows; Mr. T Das - Chairman Mr. S C Ratnayake - Non-Independent Mr. M A Omar - (Appointed w.e.f. 7/11/2013) Mr. E F G Amerasinghe - (Appointed w.e.f. 7/11/2013) Mr. D A Cabraal - (Appointed w.e.f. 7/11/2013) Mrs. S Tiruchelvam - (Resigned w.e.f. 9/9/2013) 3.1.10.4 Related Party Transactions Review Committee (Effective from 01st April 2014) With the goal of adding value, following global benchmarking of its governance framework, the Board of the ultimate parent Company established a Related Party Transactions Review Committee with effect from 01 April 2014, to review all the related party transactions of the listed companies within the Group. This move also complies with the early adoption of the Code of Best Practice on related party transactions issued by the SEC. On the basis that the ultimate parent Company is also a listed Company, the SEC has permitted the Related Party Transactions Review Committee of the ultimate parent Company, to represent the listed companies in the John Keells Group of which, John Keells Hotels PLC is a member. The Related Party Transactions Review Committee members of the ultimate parent Company are as follows; Mr. N A Fonseka - Chairman Mr. E F G Amerasinghe Mr. D A Cabraal Mr. S C Ratnayake Mr. J R F Peiris 62 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CORPORATE GOVERNANCE CONTD. 3.1.11 Director Remuneration 3.1.11.1 Non-Executive, Non-Independent Director Remuneration The remuneration of the Chairman/CEO and the NEDs/ NIDs is determined in line with the remuneration policies of the Group. The remuneration policy is formulated to attract and retain high calibre executives and motivate them to develop and implement the business strategy in order to optimise long term Shareholder value creation. The Group has adopted a remuneration policy designed to provide an appropriate balance between fixed remuneration and variable ‘risk’ reward which includes a fixed and variable element. The variable element is based on both individual performance and an organisational performance matrix which covers revenue and after tax profit. In addition, a long term incentive in the form of employee share options (ESOP) in the stated capital of the ultimate parent Company is granted based on actual performance. As prescribed by the Sri Lanka Accounting Standards (SLFRS / LKAS) all ESOPs of the respective employees are charged to the income statement of the relevant subsidiaries with effect from 01st July 2013 being the date of the first award after the introduction of the accounting standard. Directors fees applicable to NED/NIDs nominated by John Keells Holdings PLC are paid directly to John Keells Holdings PLC and not to individuals. 3.1.11.2 Non-Executive, Independent Director Remuneration Compensation of Non-Executive, Independent Directors is determined with reference to fees paid to other NED/IDs of comparable companies and is adjusted where necessary. The fees received by NED/IDs are determined by the Board and reviewed annually. NED/IDs do not receive any performance/incentive payments and are not eligible to participate in any of the Group’s share option plans. The NED/IDs fees are not subject to time spent or defined by a maximum/ minimum number of hours committed to the Group per annum, and hence are not subject to additional/lower fees for additional/lesser time devoted. The aggregate remuneration paid to Directors is disclosed on page 173 of this Report. 3.1.11.3 Compensation for early termination In the event of an early termination of the Directors there are no compensation commitments other than for; (1) NED/NIDs; as per their employment contract like any other employee. (2) NED/IDs; Director Fees payable, if any, in terms of contract. 3.1.12 Board meetings 3.1.12.1 Regularity of Meetings and Pre-Board Meetings The Board meets, at the least, once every quarter. Any absences are informed in advance and duly recorded. The absent members are briefed on the discussions and actions taken during the meeting. Directors are provided with the necessary information in advance of the Board meeting in order to facilitate more informed decision making. Board information packs supplied to the Directors include the Board Resolutions, performance reports and compliance statements etc. 3.1.12.2 Typical Board Agenda z Confirmation of previous minutes z Circular resolutions z Board sub-committee reports and other matters exclusive to the Board z Matters arising from the previous minutes z Status updates of major projects z Review of performance risk reports and other functional areas z Approval of quarterly and annual financial statements z Ratification of capital expenditure and donations z Ratification of the use of the Company seal and share certificates issued z New resolutions z Any other business; 3.1.12.3 Supply of information In order to ensure robust discussion, informed deliberation and effective decision making, the Directors are provided access to; z Information as is necessary to carry out their duties and responsibilities effectively and efficiently z Information updates from management on topics under review by the Board, new regulations and best practices as relevant to the Group’s business z External and Internal Auditors z Experts and other external professional services z The services of the Company Secretaries whose appointment and/or removal is the responsibility of the Board z Periodic performance reports z Senior management under a structured arrangement 3.1.12.4 Board Secretary Keells Consultants (Pvt) Ltd functions as the Secretaries and registrars of the Company and provides the Secretarial input for Board proceedings in addition to maintaining Board minutes and Board records. 63 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 3.1.12.5 Board evaluation The Chairman evaluates the performance of the Board annually while the Independent Non-Executive Chairman of the Audit Committee evaluates the effectiveness of the Audit Committee. There is a formalised process of self-appraisal which enables each member to self-appraise on an anonymous basis, the performance of the Board, using a very detailed checklist / questionnaire covering areas such as; z Role clarity and effective discharge of responsibilities z Systems and procedures z Quality of participation z Board image The scoring and open comments are collated and the results are analysed to give the Board an indication of its effectiveness as well as areas that require addressing and/or strengthening. 3.2 Role of Chairman/CEO The Chairman is a Non-Executive, Non-Independent Director. The main responsibility of the Chairman is to lead and manage the Board and its Committees so that they can function effectively. He also sets the tone for the governance and ethical framework of the Group, facilitates and encourages the expression of differing views, and by keeping in touch with local and global industry developments, ensures that the Board is alert to its obligations to the Company’s shareholders and other stakeholders. He represents the Group externally and is the focal point of contact for shareholders on all aspects of corporate governance. With the assistance of the Board Secretaries, Keells Consultants (Pvt) Ltd, he also ensures that: z Board procedures are followed z Directors receive timely, accurate and clear information z Updates on matters arising between meetings z The agenda for the Board meeting, reports and papers for discussion are dispatched at least one week in advance so that the Directors are in a position to study the material and arrive at sound decisions z A proper record of all proceedings of Board meetings is maintained The Board has, subject to pre-defined limits, delegated its executive authority to the President/ CEO of the Leisure Group for the implementation of strategies approved by the Board and developing and recommending to the Board the business plans and budgets in keeping with Group strategy. 3.2.1 Chairman/CEO appraisal The Human Resources and Compensation Committee of the ultimate parent Company appraises the performance of the Chairman on an organisational and individual basis as approved by the Board. The annual appraisal of the President/CEO is carried out at parent level and is based on pre-agreed criteria. 3.3 Human Resources Governance A proven Performance Management System and other supporting Human Resource Management Processes are in place. This facilitates a culture of performance within a framework of compliance, conformance and sustainable development. 3.3.1 Performance Management The Performance Management System is at the heart of many supporting Human Resource Management processes such as Learning and Development, Career Development, Succession Planning, Talent Management, Rewards/Recognition and Compensation/Benefits. The Group’s Performance Management System has been very instrumental in empowering staff in achieving organisational goals through relevant training, recognition and reward. 3.3.2 Short-term Incentives The ‘short-term’ pay for performance is determined as follows. Manager and above levels – Given the progressively higher level of decision making authority, the greater weightage is placed on the achievement of organisational objectives rather than the achievement of individual objectives. Assistant Manager and Executive Level – Only individual performance ratings are considered. Clerical and Non-Executive – A short term incentive in the form of Group-wide share of profit, calculated as a multiple of the basic salary is granted. Individual performance ratings are not carried out or considered. 3.3.3 Long-term Incentives – Share Options Share options of the ultimate parent are offered to eligible employees at defined career levels based on pre-determined criteria which are uniformly applied across the eligible levels. As per the historical data, the financial benefit of the long term incentive scheme (ESOP) had been far greater than that of short term incentives and these long term incentives have been very instrumental in inculcating, in the recipients, a deep sense of ownership. Share options are awarded to individuals on the basis of their immediate performance and potential importance of their contribution to the Group’s future plans. 64 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CORPORATE GOVERNANCE CONTD. 3.4 Risk review The Board has adopted a group-wide risk management programme to identify, evaluate and manage significant risks in a manner that supports the furtherance of business strategy. This programme ensures that the risks accepted as a result of the Group’s operations are in keeping with its risk appetite, thereby preserving and creating shared value for all stakeholders. The detailed Risk Management report on page 92 of the Annual Report describes the process of risk management as adopted by the Group and the key risks impacting the achievement of the Group’s strategic business objectives. 3.5 Investment appraisal process and investment decisions 3.5.1 Investment appraisal Over the years, the Group has refined the process of investment appraisal which ensures the involvement of the relevant persons when capital investment decisions are made. Several views, opinions and advice are obtained prior to the investment decision being made. Experience has proven that a holistic and well debated view of the commercial viability and potential of proposed projects including operational, financial, funding, risk and tax implications has usually culminated in a good result. Project appraisal and capital investment decisions are processed through a committee structure which safeguards against one individual having unfettered decision making powers in such decisions. 3.5.2 Operations, planning, monitoring and decision rights: The responsibility for monitoring plans has been entrusted to the Operators. The achievement of annual plans as well as ensuring compliance with Group policies and guidelines rests with the chief executive officer and functional department heads of the respective business units to whom appropriate decision rights have been granted in order to execute operational and financial decisions within their purview. 3.5.3 Monitoring of financial and operational data: z Financial results and key operational performance indicators are evaluated against the Annual Plan and subsequent Reforecast on a monthly basis at all levels of management z The Board reviews the financial results on a quarterly basis. z The Chairman, CEO and Group Finance Director are able to view key financial information for all Hotel Group companies on a real time basis via the Group wide ERP system z The IT systems in place facilitate the online display of information relevant to the needs of Hotel Managers and Functional Heads pertinent to their areas of responsibility. 3.6 IT Governance The use of IT in the Hotels Group has evolved from the simple automation of repetitive back office processing to delivering real time management information on a wide variety of platforms. This evolution occurred as the Group discerned the competitive advantage gained and the enhancement of business value which came about through the skilful alignment of IT with its business objectives and the prudent management of the Group’s IT resources. The Group has always been a step ahead in embracing emerging technologies and systems, consistently investing in developing its IT infrastructure. Continuous focus on cutting edge technology has ensured greater reliability of IT systems and has shortened information delivery times to both internal and external stakeholders. The John Keells Group has progressively improved service quality and mitigated IT risks by implementing prudent internal controls based on the Information IT GOVERNANCE ACTIVITIES & PROCESS Processes Measure Directs Use Improve Stakeholder Value Drivers Drives Resources Knowledge z Capability z Information z IT Strategy Report Results Outcome z Performance z Risk z Assets z 65 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 Security Management guidelines outlined in ISO27001 within the COSO framework which covers both risk and business continuity management. With the growing dependence on IT caused by the rapid evolution and use of mobile technologies, the Group has also further strengthened its IT governance framework by adopting the Control Objectives for Information and related Technology guidelines (COBIT) issued by the IT Governance Institute. The Hotels Group continues to benefit from this quest for excellence in IT governance and aims to deliver sustainable business value by structuring its IT governance along similar lines. 3.7 Stakeholder management and effective communication Group follows a stakeholder model of governance and following are the key stakeholder management methodologies adopted; 3.7.1 Shareholders / Investors 3.7.1.1 Release of Information to the Public and CSE The Board of Directors, in conjunction with the Audit Committee has ensured the accuracy and timeliness of published information and has presented an honest and balanced assessment of results in the quarterly and annual financial statements. All other material and price sensitive information about the Company is promptly communicated to the CSE, where the shares of the Company are listed, and such information is also released to shareholders, press and employees. 3.7.1.2 Annual General Meeting (AGM) The Group makes use of the AGM constructively towards enhancing relationship with the shareholders and towards this end the following procedures are followed; z In accordance with the rules of the SEC, Notice of the AGM and relevant documents are forwarded to shareholders within the specified period z The Directors are available to clarify any points raised by shareholders z The Chairman/CEO ensures that relevant senior managers are available at the AGM to answer specific queries z Separate resolutions are proposed for each item on the Agenda 3.7.1.3 Serious Loss of Capital In the unlikely event that the net assets of the Company fall below a half of shareholders’ funds, shareholders would be notified and an extraordinary resolution would be passed on the proposed way forward. 3.7.2 Customers / suppliers The Group works towards meeting customer expectations by ensuring the quality and safety of the services provided by the Hotels in the Group. Towards this end the Group constantly engages with the customers by way of print and electronic feedback forms, loyalty meetings and through celebrating special events of guests in-house. The Group fosters long term business relations with suppliers by adhering to contractual obligations, sharing knowledge at supplier forums and active representation in business councils and committees of the industry. 3.7.3 Government The Group maintains professional relationships with relevant government institutions by carrying out transactions in compliance with all relevant laws and regulations, transparently and ethically and in a manner consistent with that expected of a responsible corporate citizen. This has resulted in the credibility of the Group being high in the eyes of all government institutions. Where possible, and appropriate, the Group proactively engages the authorities in better understanding regulations and in expressing its own views. As a matter of policy, the Group has a zero tolerance policy in ensuring that all business units meet their statutory obligations in time and in full. Periodic information, and disclosures, demanded by regulatory authorities are made available in a timely and accurate manner. Where relevant, Group companies make use of their chambers and trade associations in dealing with the government. 3.7.4 Employees The HR organisation and processes are designed to enable employee accessibility to every level of management. Constant dialogue and facilitation is also maintained on work related issues as well as on matters pertaining to general interest that affect employees and their families. The Group follows an open-door policy for its employees at all levels. The Group recognises that employee involvement is a critical pre-requisite towards ensuring the effectiveness of the corporate governance system and therefore attaches great importance to employee communications and employee awareness of key events and significant developments. The necessity of sincere and regular communication; - top-down, bottomup, and lateral, in gaining employee commitment to organisational goals and values are stressed extensively and intensively through various communiques issued by the Chairman and the senior management. Whilst employees have many opportunities to interact with the senior management as a part of their routine work and other regular social events, the Group has also created 66 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CORPORATE GOVERNANCE CONTD. various formal channels, as described below, for such communication and interaction. 4 ASSURANCE MECHANISMS The “Assurance Mechanisms” comprise, in the main, of the various supervisory, monitoring and benchmarking elements of the Group corporate governance system which are used to measure “actuals” against “plan” on, in most instances, a pre-determined time table with a view to signalling the need for quick corrective action, when necessary, on a timely basis. These mechanisms also act as “safety nets”, “buffer mechanisms” and internal checks in the governance system. 4.1 Employee participation in Assurance Whistleblower policy - Employees can report to the Chairman through a communication link named “Chairman Direct”, on any concerns about unethical behaviour and any violation of Group values. Employees reporting such incidents are guaranteed complete confidentiality and such complaints are investigated and addressed via a select committee under the direction of the Chairman. Skip level meetings- Employees at Assistant Manager and all levels above can discuss matters of concern with superiors who are at a level higher than their own immediate supervisor in an open but confidential environment. Exit interviews - This is conducted for all staff levels above Executive. All such reports are forwarded to the respective President and Executive Vice President for their comments and are subsequently discussed by senior management bi-monthly. Securities trading policy - The Group’s securities trading policy prohibits all employees and agents engaged by the Company who are in possession of unpublished price sensitive information from trading in the Company shares or other companies in which the Company has a business interest. The Group adopts a zero tolerance policy against any employee who is found to be in violation of this policy. 360 degree evaluation - All employees at Manager, Assistant Vice President and above levels, including the Chairman (direct report evaluation only) is subject to a 360 degree evaluation conducted by an independent third party. Great Place to Work Survey - These anonymous surveys are conducted at regular intervals, to ascertain whether employees consider the Company and its subsidiaries ‘great workplaces’. Experience has confirmed that this has contributed to significant improvements in employee perceptions of the Group particularly in respect to practices, policies and behaviours that build credibility, respect and fairness. 4.2 Internal Control The Board has taken necessary steps to ensure the integrity of the Group’s accounting and financial reporting systems and internal control systems remain effective via the review and monitoring of such systems on a periodic basis. 4.2.1 Internal compliance A quarterly self-certification programme requires the President, Sector Heads and the Chief Financial Officer to confirm compliance with financial standards and regulations. The President and sector heads of business units are required to confirm operational compliance with statutory and other regulations and key control procedures, and also identify any significant deviations from expected norms. 4.2.2 System of internal Audits The Board has, through the involvement of the Group Business Process Review function, taken steps to obtain assurance that systems designed to safeguard the Company’s assets, maintain proper accounting records and provide management information, are in place and are functioning according to expectations. The risk review programme covering the internal audit of the whole Group is outsourced. To further strengthen internal control and obtain independent assurance the Group has enlisted the services of Messrs. PricewaterhouseCoopers, KPMG and BDO Partners, to monitor and report on the adequacy of the financial and operational systems of the properties operated by the Group in both Sri Lanka & Maldives. Their scope included: z Assessment of the adequacy of accounting and operational control systems in terms of economy, efficiency and effectiveness. z Examination of compliance with statutory requirements, management policies and procedures. z Review and monitor operational and financial controls in order to ascertain adherence to such controls. The internal audit reports are in the first instance, considered and discussed at hotel level and after review by the relevant regional sector head and the President of the Leisure group, an executive summary including appropriate management action prepared by the Group Business Process Review is forwarded to the Audit Committee. Internal Audit reports are structured in a manner that facilitates resolution of the concerns highlighted and the Board monitors management follow up action on an ongoing basis. 67 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 4.3 Code of Conduct All employees, including the Board of Directors, are bound to abide by the following expectations:CODE OF CONDUCT Ombudsperson arising subsequent to an independent inquiry is confidentially communicated to the Chairman or to the Senior Independent Director of the ultimate parent Company upon which the involvement duty of the Ombudsperson ceases. z Allegiance to the Company and the Group z Compliance with rules and regulations applicable in the territories in which the Group operates z Conduct of business in an ethical manner at all times and in keeping with acceptable business practices z The decision and recommendation of the Ombudsperson z The action taken based on the recommendation Exercise of professionalism and integrity in all business and personal transactions which could affect the image of the Group z Areas of disagreement and the reasons adduced in such instances z The Group believes that the strong set of core values which underlie the Code, are the main source of its competitive advantage which is rewarded by the trust placed in it by its stakeholders. The Chairman of the Board affirms that there has not been any material violation of any of the provisions of the code of conduct. In instances where violations did take place, they were investigated and handled through well established procedures. 4.4 Ombudsperson In a situation where an individual employee or a group of employees complain of an alleged violation of the published Code of Conduct, and feels that the alleged violation has not been addressed satisfactorily by internally available mechanisms, provision has been made to refer such complaints to an Ombudsperson. The findings and the recommendations of the On matters referred to him by the Ombudsperson, the Chairman or the Senior Independent Director of the ultimate parent Company, as the case may be, will place before the Board; Steps are taken to ensure that complainants are not victimised. There were no cases that were brought to the attention of the Ombudsperson during the year under review. 4.5 External Audit Ernst & Young, are the Company external auditors and during the year under review they have not provided non-audit services to the Group. The principal/ consolidator auditor has not engaged in any services which are in the restricted category as defined by the CSE for external auditors. The audit fees paid by the Company and Group to its auditors are separately classified in the Note 8 to the Financial Statements. 5 REGULATORY BENCHMARKS The Board of Directors has taken all reasonable steps to ensure that all Financial Statements are prepared in accordance with the Sri Lanka Accounting Standards (SLFRS/LKAS) issued by CA Sri Lanka and the requirements of the CSE and other applicable authorities. The Company and its subsidiaries are fully compliant with all the mandatory rules and regulations stipulated by the Corporate Governance Listing Rules published by the CSE (revised in 2014) and also by the Companies Act No. 07 of 2007. The Group has also given due consideration to the Best Practice on Corporate Governance Reporting guidelines jointly set out by CA Sri Lanka and the SEC and has voluntarily adopted the relevant provisions as far as is practicable. 68 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CORPORATE GOVERNANCE CONTD. STATEMENT OF COMPLIANCE UNDER SECTION 7.10 OF THE RULES OF THE CSE ON CORPORATE GOVERNANCE (Mandatory provisions - fully complied) Rule No. Subject Applicable Requirement Compliance Status Applicable Section in the Annual Report 7.10.1(a) Non-Executive Directors (NED) 2 or at least 1/3 of the total number of Directors should be NEDs Complied Corporate Governance 7.10.2(a) Independent Directors (ID) 2 or 1/3 of NEDs, whichever is higher, should be independent Complied Corporate Governance 7.10.2(b) Independent Directors Each NED should submit a declaration of independence Complied Available with the Secretaries for review 7.10.3(a) Disclosure relating to Directors z The Board shall annually determine the independence or otherwise of the NEDs Complied Corporate Governance z Names of IDs should be disclosed in the Annual Report (AR) Complied 7.10.3(b) Disclosure relating to Directors The basis for the Board’s determination of ID, if criteria specified Complied for independence is not met Corporate Governance 7.10.3(c) Disclosure relating to Directors A brief resume of each Director should be included in the AR including the Director’s areas of expertise Complied Board of Directors (profile) section in the Annual Report 7.10.3(d) Disclosure relating to Directors Provide a brief resume of new Directors appointed to the Board with details specified in 7.10.3(a), (b) and (c) to the CSE Complied Corporate Governance and Board of Directors (profile) section in the Annual Report Requirements for meeting criteria Complied Corporate Governance 7.10.4 (a-h) Determination of Independence 7.10.5 Remuneration Committee (RC) The RC of the listed parent Company may function as the RC Complied Corporate Governance 7.10.5(a) Composition of Remuneration Committee Shall comprise of NEDs, a majority of whom will be independent Complied Corporate Governance 7.10.5.(b) Functions of Remuneration Committee The RC shall recommend the remuneration of the Chief Executive Officer (CEO) and NEDs Complied Corporate Governance 7.10.5.(c) Disclosure in the Annual Report relating to Remuneration Committee z Names of Directors comprising the RC Complied z Statement of Remuneration Policy Complied z Aggregated remuneration paid to NED/NIDs and NED/IDs Complied 7.10.6 Audit Committee (AC) The Company shall have an AC 7.10.6(a) Composition of Audit Committee z Shall comprise of NEDs a majority of whom will be Independent Complied Corporate Governance and the Board Committee Reports Corporate Governance Complied z A NED shall be appointed as the Chairman of the Committee Complied z CEO and Chief Financial Officer (CFO) should attend AC meetings z The Chairman of the AC or one member should be a member Complied of a professional accounting body Complied Corporate Governance and the Board Committee Reports 69 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 Rule No. Subject Applicable Requirement 7.10.6(b) Audit Committee Functions Overseeing of the – Preparation, presentation and adequacy of disclosures in the financial statements in accordance with Sri Lanka Accounting Standards Complied z Compliance with financial reporting requirements, information requirements of the Companies Act and other relevant financial reporting related regulations and requirements Complied z Processes to ensure that the internal controls and risk management are adequate to meet the requirements of the Sri Lanka Auditing Standards Complied z Assessment of the independence and performance of the external auditors Complied z Make recommendations to the Board pertaining to appointment, re-appointment and removal of external auditors, and approve the remuneration and terms of engagement of the external auditor Complied z Names of Directors comprising the AC Complied z The AC shall make a determination of the independence of the Auditors and disclose the basis for such determination Complied z The AR shall contain a Report of the AC setting out the manner of compliance with their functions Complied z Names of Directors comprising the Committee. z Will monitor and approve recurrent and non-recurrent related party transactions as set out in the Group policy guidelines. Voluntarily complied with effect from 1st April 2014 z 7.10.6(c) Disclosure in Annual Report relating to Audit Committee Related Party Transactions Review Committee Compliance Status Applicable Section in the Annual Report Corporate Governance and the Board Committee Reports Corporate Governance and the Board Committee Reports Corporate Governance Report 70 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CORPORATE GOVERNANCE CONTD. ADOPTION OF JOINT CODE OF BEST PRACTICE - CHECK LIST Code Ref. Subject Applicable Requirement Adoption Status Applicable Section in the Annual Report A. 1 DIRECTORS– Board A.1.1 Frequency of Board Meetings z Board should meet regularly, at least once, every quarter Complied Corporate Governance / Annual Report of the Board of Directors A.1.2 Responsibilities of the Board z Formulation and implementation of strategy, Complied Corporate Governance z Skill adequacy of management and succession, Complied z Integrity of information, internal controls and risk management Complied z Compliance with laws, regulations and ethical standards Complied z Code of conduct Complied z Adoption of appropriate accounting policies Complied A.1.3 Access to professional advice z Procedures to obtain independent professional advice Complied Corporate Governance A.1.4 Company Secretary z Ensure adherence to Board procedures and applicable rules and regulations Complied Corporate Governance z Procedure for Directors to access services of Company Secretary Complied A.1.5 Independent judgement z Directors should exercise independent judgement on issues of strategy, resources, performance and standards of business judgement Complied Corporate Governance A.1.6 Dedication of adequate time and effort by Directors z Directors should devote adequate time and effort to Complied discharge their responsibilities to the Company satisfactorily Corporate Governance A.1.7 Training for Directors z Directors should receive appropriate training, hone skills and expand knowledge to more effectively perform duties Complied Corporate Governance A. 2 DIRECTORS - Chairman & Chief Executive Officer A.2. Division of responsibilities to ensure no individual has unfettered powers of decision z A balance of power and authority to be maintained by separating responsibility for conducting Board business from that of executive decision making Complied Corporate Governance z Chairman to preserve order and facilitate effective discharge Complied of Board functions by proper conduct of Board meetings Corporate Governance A. 3 DIRECTORS - Role of Chairman A.3 Ensure good corporate governance 71 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 Code Ref. Subject Applicable Requirement Adoption Status Applicable Section in the Annual Report A. 4 DIRECTORS - Financial Acumen A.4 Possession of adequate financial acumen z Board to ensure adequacy of financial acumen and knowledge within Board Complied Corporate Governance A. 5 DIRECTORS – Board Balance A.5.1 Composition of Board z The Board should include a sufficient number of NonExecutive, Independent Directors Complied Corporate Governance A.5.2 Proportion of independent directors z Two or one third of the Non-Executive Directors should be independent Complied Corporate Governance A.5.3 Test of independence z Independent Directors should be independent of management and free of any business or other relationship that could materially interfere with the exercise of unfettered and independent judgement Complied Corporate Governance A.5.4 Declaration of independence z Non-Executive Directors should submit a signed and dated declaration of their independence / non-independence Complied Corporate Governance / Annual Report of the Board of Directors A.5.5 Annual determination of criteria of independence / nonindependence and declaration of same by Board z The Board should annually determine and disclose the names of Directors deemed to be independent Complied Corporate Governance A.5.6 Appointment of Senior Independent Director (SID) z If the roles of Chairman / CEO are combined, a NonExecutive Director should be appointed as a Senior Independent Director N/A A.5.7 Availability of Senior Independent Director to other directors z If warranted, the SID should be available to the other Directors for confidential discussions. N/A A.5.8 Interaction between Chairman and Non-Executive, Independent Directors z The Chairman should meet the Non-Executive, Independent Directors at least once a year Complied A.5.9 Directors concerns to be recorded z When matters are not unanimously resolved, Directors to ensure their concerns are recorded in Board minutes N/A Corporate Governance 72 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CORPORATE GOVERNANCE CONTD. Code Ref. Subject Applicable Requirement Adoption Status Applicable Section in the Annual Report A. 6 DIRECTORS - Supply of Information A.6.1 Provision of adequate information to Board z Management to ensure the Board is provided with timely and appropriate information Complied Corporate Governance A.6.2 Adequacy of Notice and formal agenda to be discussed at Board meetings z Board minutes, agenda and papers should be circulated at least seven days before the Board meeting Complied Corporate Governance A. 7 DIRECTORS - Appointments to the Board A.7.1 Nomination Committee z Nomination committee of parent may function as such for the Company and make recommendations to the Board on new Board appointments Complied Corporate Governance A.7.2 Annual assessment of Board composition z Nomination committee or Board should annually assess the composition of Board Complied Corporate Governance A.7.3 Disclosure of new Board appointments z Profiles of new Board appointments to be communicated to Shareholders Complied Corporate Governance / Notice of Meeting A. 8 DIRECTORS – Re-election A.8.1 Appointment of Non-Executive Directors z Appointment of Non-Executive Directors should be for specified terms and re-election should not be automatic Complied Corporate Governance / Annual Report of the Board of Directors A.8.2 Shareholder approval of appointment of all Directors z The appointment of all Directors should be subject to election by shareholders at the first opportunity Complied Corporate Governance / Annual Report of the Board of Directors / Notice of Meeting A. 9 DIRECTORS - Appraisal of Board Performance A.9.1 Annual appraisal of Board performance z The Board should annually appraise how effectively it has discharged its key responsibilities Complied Corporate Governance A.9.2 Self evaluation of Board and Board Committees z The Board should evaluate its performance and that of its committees annually Complied Corporate Governance / Audit Committee Report A.9.2 Declaration of basis of performance evaluation z The Board should disclose in the Annual Report how performance evaluations have been carried out Complied Corporate Governance Complied Board of Directors / Corporate Governance / Audit Committee Report A. 10 DIRECTORS - Disclosure of information in respect of Directors A.10.1 Biographical profiles and relevant details of Directors to be disclosed z Annual Report should disclose the biographical details of Directors and attendance at Board/Committee meetings 73 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 Code Ref. Subject Applicable Requirement Adoption Status Applicable Section in the Annual Report A. 11 DIRECTORS - Appraisal of Chief Executive Officer A.11.1 Short, medium and long term objectives, financial and nonfinancial objectives to be set z The Board should set out the short, medium and long term objectives, financial and non-financial objectives at the commencement of each year Complied Corporate Governance A.11.2 Evaluation of CEO performance z The performance of the CEO should be evaluated by the Board at the end of the year Complied Corporate Governance B. 1 DIRECTORS REMUNERATION - Remuneration Procedure B.1.1 Appointment of Remuneration Committee z Remuneration Committee of parent may function as such for the Company to make recommendations on Directors remuneration Complied Corporate Governance B.1.2 Composition of Remuneration Committee z Board to appoint only Non-Executive Directors to serve on Remuneration Committee Complied Corporate Governance B.1.3 Disclosure of members of Remuneration Committee z The Annual Report should disclose the Chairman and Directors who serve on the Remuneration Committee Complied Corporate Governance B.1.4 Remuneration of Non-Executive Directors z Board to determine the level of remuneration of NonExecutive Directors Complied Corporate Governance B.1.5 Access to professional advice z Remuneration Committee should have access to professional Complied advice in order to determine appropriate remuneration for Executive Directors. Corporate Governance B. 2 DIRECTORS REMUNERATION - Level and Make up of Remuneration B.2.1 Remuneration packages for Executive Directors z Packages should be structured to attract, retain and motivate Complied Executive Directors Corporate Governance B.2.2 Remuneration packages to be appropriately positioned z Packages should be comparable and relative to that of other companies as well as the relative performance of the Company Complied Corporate Governance B.2.3 Appropriateness of remuneration and conditions in relation to other Group companies z When determining annual increases remuneration committee should be sensitive to that of other Group companies Complied Corporate Governance B.2.4 Performance related elements of remuneration z Performance related elements of remuneration should be aligned with interests of Company Complied Corporate Governance B.2.5 Share options z Executive share options should not be offered at a discount Complied Corporate Governance 74 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CORPORATE GOVERNANCE CONTD. Code Ref. Subject Applicable Requirement B.2.9 Remuneration packages for NonExecutive Directors z Should reflect time commitment and responsibilities of role and in line with existing market practice Adoption Status Applicable Section in the Annual Report Complied Corporate Governance B. 3 DIRECTORS REMUNERATION - Disclosure of Remuneration B.3.1 Disclosure of details of remuneration z The Annual Report should disclose the remuneration paid to Complied Directors Financial Statements - Note 8 C. 1 RELATIONS WITH SHAREOLDERS – Constructive use and conduct of Annual General Meeting C.1.1 Proxy votes to be counted z The Company should count and indicate the level of proxies lodged for and against in respect of each resolution Complied Corporate Governance C.1.2 Separate resolutions z Separate resolutions should be proposed for substantially separate issues Complied Corporate Governance Notice of Meeting C.1.3 Availability of Committee chairmen at AGM z The chairmen of Board committees should be available to answer any queries at AGM Complied Corporate Governance C.1.4 Notice of AGM z 15 calendar days notice to be given to shareholders Complied Notice of Meeting C.1.5 Procedure for voting at meetings z Company to circulate the procedure for voting with Notice of Meeting Complied Notice of Meeting z Transactions that have a value which are greater than half of Complied the net assets of the Company should be disclosed C. 2 MAJOR TRANSACTIONS C.2.1 Disclosure of Major Transactions Corporate Governance Annual Report of the Board of Directors D.1 ACCOUNTABILITY AND AUDIT - Financial Reporting D.1.1 Presentation of public reports z Should be balanced, understandable and comply with statutory and regulatory requirements Complied Management Discussion and Analysis, Corporate Governance Risk Management Financial Statements 75 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 Code Ref. Subject Applicable Requirement Adoption Status Applicable Section in the Annual Report D.1.2 Director’s Report z The Director’s Report should be included in the Annual Report and confirm that Complied Annual Report of the Board of Directors z the Company has not contravened laws or regulations in conducting its activities Complied Audit Committee Report z Material interests in contracts have been declared by Directors Complied Annual Report of the Board of Directors Financial Statements z the Company has endeavoured to ensure equitable treatment of shareholders z that the business is a “going concern” Complied Annual Report of the Board of Directors z that there is reasonable assurance of the effectiveness of the existing business systems following a review of the internal controls covering financial, operational and compliance Complied Audit Committee Report Risk Management Corporate Governance D.1.3 Respective responsibilities of Directors and Auditors z The Annual Report should contain separate statements setting out the responsibilities of the Directors for the preparation and presentation of the financial statements and the reporting responsibilities of the Auditors Complied Statement of Directors’ Responsibility and Independent Auditors’ Report D.1.4 Management Discussion and Analysis z Annual Report to include section on Management Discussion and Analysis Complied Management Discussion and Analysis D.1.5 Going Concern z Directors to substantiate and report that the business is a going concern or qualify accordingly Complied Annual Report of the Board of Directors D.1.6 Serious Loss of Capital z Directors to summon an Extraordinary General Meeting in the event that the net assets of the Company falls below 50% of the value of Shareholder’s Funds N/A D.2 ACCOUNTABILITY AND AUDIT - Internal Control D.2.1 Effectiveness of system of internal controls z Directors to annually conduct a review of the effectiveness Complied of the system of internal controls. This responsibility may be delegated to the Audit Committee Audit Committee Report Risk Management z Should comprise of a minimum of two Independent, NonExecutive Directors Complied Audit Committee Report z Audit Committee Chairman should be appointed by the Board Complied D.3 AUDIT COMMITTEE D.3.1 Chairman and Composition of Audit Committee 76 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CORPORATE GOVERNANCE CONTD. Code Ref. Subject Applicable Requirement D.3.2 Duties of Audit Committee Should include Adoption Status Applicable Section in the Annual Report Corporate Governance z Review of scope and results of audit and its effectiveness Complied z Independence and objectivity of the Auditors Complied D.3.3 Terms of Reference / Charter z The Audit Committee should have a written Term of Complied Reference which define the purpose of the Committee and its duties and responsibilities D.3.4 Disclosures z The Annual Report should disclose the names of Directors serving on the Audit Committee z The Audit Committee should determine the independence of Complied the Auditors and disclose the basis of such determination Corporate Governance z The Annual Report should contain a report by the Audit Committee setting out the manner of the compliance of the Company during the period to which the Report relates Audit Committee Report Complied Complied Corporate Governance Corporate Governance Audit Committee Report D.4 CODE OF BUSINESS CONDUCT AND ETHICS D.4.1 Adoption of Code of Business Conduct and Ethics z The Company must adopt a Code of Business Conduct and Complied Ethics for directors and members of the senior management team and promptly disclose any violation of the Code Corporate Governance D.4.2 Chairman’s affirmation z The Annual Report must include an affirmation by the Chairman that he is not aware of any violation of the Code of Business Conduct and Ethics Complied Chairman’s Message / Annual Report of the Board of Directors The Annual Report should include a report setting out the manner and extent to which the Company has adopted the principles and provisions of the Code of Best Practice on Corporate Governance Complied Corporate Governance D.5 CORPORATE GOVERNANCE DISCLOSURES D.5.1 Corporate Governance Report z 77 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 Code Ref. Subject Applicable Requirement Adoption Status Applicable Section in the Annual Report E. INSTITUTIONAL INVESTORS – Structured Dialogue E.1 Structured Dialogue with Shareholders z A regular and structured dialogue should be conducted with Complied shareholders and the outcome of such dialogue should be communicated to the Board by the Chairman Corporate Governance E.2 Evaluation of Governance Disclosures by Institutional Investors z Institutional investors should be encouraged to consider the relevant factors drawn to their attention with regard to Board structure and composition Complied Corporate Governance Complied Corporate Governance F. OTHER INVESTORS – Investment/Divestment decisions F.1. Individual Investors z Individual shareholders should be encouraged to carry out adequate analysis and seek professional advice when making their investment/divestment decisions F.2 Shareholder Voting z Individual shareholders should be encouraged to participate Complied and exercise their voting rights Corporate Governance / Form of Proxy CONCLUSION AND OUTLOOK Robust and sound governance has helped us to create and maintain trust with our employees, investors, governments, business partners, our guests and other stakeholders. In the growing global investment climate, investors are looking for greater transparency in reporting, as well as the comparative ranking of non-financial metrics such as innovation, brand value, culture, sustainable development and other social responsibilities, as these metrics create long term value for companies. Growing out of this trend in demand, regulators will seek to introduce more regulations governing such disclosure in order to create a level playing field. Founded on a culture of performance embedded in a framework of compliance, conformance and sustainable development, John Keells Hotels PLC is confident of rising to meet these challenges and run its business in a sustainable manner that will create wealth for its stakeholders. 78 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 AUDIT COMMITTEE REPORT TERMS OF REFERENCE, PRINCIPAL FOCUS AND MEDIUM OF REPORTING The responsibilities of the Audit Committee are governed by the Audit Committee Charter, approved and adopted by the Board. The Audit Committee focuses principally on assisting the Board in fulfilling its duties by providing an independent and objective review of the financial reporting process, the process of risk identification and mitigation, internal controls and its compliance with legal and regulatory requirements actively; reviewing procedures relating to statutory, regulatory and related compliance; and the adequacy of the Company’s internal and external audit function. The proceedings of the Audit Committee were regularly reported to the Board of Directors, through formal minutes. Further, the effectiveness of the Committee is evaluated annually by each member of the Committee and the results are communicated to the Board. COMMITTEE COMPOSITION, MEETINGS HELD AND ATTENDANCE The Audit Committee consists of three members. The Chairman of the Audit Committee, is a Fellow of the Institute of Chartered Accountants of Sri Lanka (CA Sri Lanka). In addition to the Chairman of the Committee, the other two members of the Committee are also qualified Accountants with specialist financial background. All Non-Executive Directors satisfy the criteria for independence as specified in the Standards on Corporate Governance for listed Companies issued by the Securities & Exchange Commission of Sri Lanka. The Audit Committee reports directly to the Board. The individual and collective financial and hotel industry specific knowledge, business experience and the independence of members are brought to bear on all matters, which fall within the committee’s purview. The Sector Head and Chief Financial Officer, together with the Sector Financial Controller and Head of Group Business Process Review and Head of Sustainability and Enterprise Risk Management of John Keells Holdings PLC, attend Audit Committee meetings by invitation. Outsourced Internal Auditors, i.e. PricewaterhouseCoopers, KPMG, BDO Partners and Independent External Auditors, Ernst & Young, are required to attend meetings on a regular basis. The Committee met seven times in connection with the financial year ended 31st March 2014 (information on the attendance at these meetings by the members of the Committee is given on page 60). In addition, the Chairman of the Committee met the Internal and External Auditors and in house personnel, as necessary, to strengthen guidance and oversight related to Audit Committee matters. z Met the outsourced Internal Auditors to consider their reports, management responses and matters requiring follow up on the effectiveness of internal financial controls that have been designed to provide reasonable but not absolute assurance to the Directors that assets are safeguarded and that the financial reporting system can be relied upon in the preparation and presentation of the financial statements. Their scope of work and approach, the timeliness of their reports, and cooperation with External Auditors was also addressed. z Reviewed the Business Risk Management processes and procedures adopted by the Company, to manage and mitigate the effects of such risks and observed that risk analysis exercises had been conducted across the different Hotels, key risks that could impact operations had been identified and to the extent possible, measures taken to minimise the impact of such risks. It was noted that with the integration of Sustainability within the Leisure Group, further measures to mitigate the core sustainability risks had been identified and risk mitigation measures designed and implemented. z Reviewed the quarterly and year-end financial statements and recommended their adoption to the Board. z Met with the External Auditors before commencement of the External Audit to ascertain the nature, scope and approach of the audit and reviewed their Audit Plans. z Met with External Auditors to discuss interim audit issues, management responses and to effect any corrective action where necessary. z Met with External Auditors at the conclusion of the Annual Audit to review the financial statements and the reports thereon and to respond as necessary to such reports. ACTIVITIES PERFORMED z z Reviewed the activities and financial affairs of the Company and its subsidiaries and underlying hotel entities, and the financial reporting system adopted in the preparation of quarterly and annual financial statements to ensure reliability of the process, appropriateness and consistency of accounting policies and methods adopted and that they facilitate compliance with the requirements of the Sri Lanka Accounting Standards (SLFRS/LKAS), the Companies Act No. 7 of 2007 and other relevant statutory and regulatory requirements. Carried out a comprehensive and a transparent process in selecting the Outsourced Internal Auditors for the financial year ending 31st March 2014 onwards for Sri Lankan resort hotels. Accordingly, selected three audit firms to carry out the audits i.e. PWC, KPMG and BDO Partners. PWC and KPMG were awarded four resort hotels each and the BDO the hotel management company. 79 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 z Had closed door discussions with the External and Outsourced Internal Auditors where necessary. z Reviewed the type and quantum of non-audit services provided by the External Auditors to the Company to ensure that their independence as auditors has not been impaired. z Appraised the independence and performance of the Outsourced Internal Auditors whose services are coordinated by the Group Business Process Review Division. z Conducted special review of processes, content and the effectiveness of feeders to the deliberations of the Audit Committee, such as in-house accounting and record keeping; Group Business Process Review, and the Sustainability and Enterprise Risk Management division. z Reviewed the Company’s compliance framework to determine that it provides reasonable assurance that all relevant laws, rules and regulations have been complied with. z Participated in discussions with management, to evaluate compliance with the Code of Best Practice on Corporate Governance issued jointly by the Securities and Exchange Commission of Sri Lanka and CA Sri Lanka in June 2008, in relation to auditor appointments. z The Audit Committee has recommended to the Board of Directors that Messrs Ernst & Young be re-appointed as Auditors for the Financial Year ending March 31, 2015, subject to the approval of the shareholders at the next Annual General Meeting. CONCLUSION The Audit Committee is satisfied that the Company’s accounting policies, operational controls and risk management processes provide reasonable assurance that the affairs of the Company are managed in accordance with Group policies and that Company assets are properly accounted for and adequately safeguarded. Ranel T. Wijesinha FCA Chairman - Audit Committee 29th May 2014 Members: D A Cabraal (resigned w.e.f 30th Oct 2013) N B Weerasekera T L F W Jayasekera (appointed w.e.f 1st Nov 2013) 80 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 INVESTOR INFORMATION DISTRIBUTION OF SHAREHOLDERS There were 7,096 registered Shareholders as at 31st March 2014 (7,728 as at 31st March 2013) distributed as follows:No. of Shares held As at 31st March 2014 As at 31st March 2013 No. of Shareholders % No. of Shares held % No. of Shareholders % No. of Shares held % 1 to 1,000 3,647 51.39 1,546,845 0.11 3,934 50.91 1,736,153 0.12 1,001 to 10,000 2,423 34.15 9,642,889 0.66 2,751 35.60 10,778,554 0.74 10,001 to 100,000 861 12.13 26,931,152 1.85 862 11.15 26,533,143 1.82 100,001 to 1,000,000 144 2.03 37,831,568 2.60 158 2.04 45,032,426 3.09 Over 1,000,000 21 0.30 1,380,194,326 94.78 23 0.30 1,372,066,504 94.23 7,096 100.00 1,456,146,780 100.00 7,728 100.00 1,456,146,780 100.00 Total COMPOSITION OF SHAREHOLDERS As at 31st March 2014 As at 31st March 2013 No. of Shareholders No. of Shares held % No. of Shareholders No. of Shares held % John Keells Holdings PLC 1 1,169,598,478 80.32 1 1,169,598,478 80.32 Directors & Spouses 3 625,117 0.04 3 625,117 0.04 Institution 250 206,772,647 14.20 264 202,149,720 13.88 Individual 6,741 67,228,624 4.62 7,352 71,857,567 4.94 Institution 8 1,583,470 0.11 7 1,321,360 0.09 Individual 93 10,338,444 0.71 101 10,594,538 0.73 7,096 1,456,146,780 100.00 7,728 1,456,146,780 100.00 Public - Resident Public - Non Resident Total The percentage of the shares of the Company held by the Public as at 31st March 2014 was 19.64% (2013 - 19.64%) 81 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 DIRECTORS & SPOUSES SHAREHOLDINGS As at 31 Mar 2014 As at 31 Mar 2013 Indices 100 142,877 142,877 80 - - 407,434 407,434 Mrs. C. A. Gunewardene 74,806 74,806 Total 625,117 625,117 Directors Mr. S. C. Ratnayake Mr. A. D. Gunewardene Share Price 14 12 10 60 8 40 6 Spouses Mrs. M. V. Ratnayake MARKET INFORMATION ON ORDINARY SHARES OF THE COMPANY 2013/14 Date 2012/13 Date Highest Price ( Rs.) 13.70 16-04-2013 16.00 17-09-2012 Lowest Price ( Rs.) 10.20 17-09-2013 11.50 02-07-2012 As at period end (Rs.) 12.50 31-03-2014 13.20 28-03-2013 Trading Statistics 3,617 4,704 Number of Shares Traded 21,646,967 35,893,728 % of Total Shares in Issue 1.49 2.46 277,607,053 470,369,333 Values of all Shares Traded ( Rs.) Average Daily Turnover ( Rs.) Market Capitalisation ( Rs.) 0 2 Apr May Jun 13 13 13 Jul Aug Sep Oct Nov Dec Jan Feb Mar 13 13 13 13 13 13 14 14 14 All Share Index John Keells Hotels PLC Share Information Number of Transactions 4 20 1,147,137 1,976,342 18,201,834,750 19,221,137,496 INDICES & SHARE PRICES Hotel Sector Index 0 82 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 INVESTOR INFORMATION CONTD. TWENTY LARGEST SHAREHOLDERS OF THE COMPANY 31st March 2014 31st March 2013 Name of shareholder No. of Shares % No. of Shares % John Keells Holdings PLC 1,169,598,478 80.32 1,169,598,478 80.32 78,474,354 5.39 67,905,482 4.66 Employees Provident Fund Sri Lanka Insurance Corporation Ltd. - Life Fund 72,747,800 5.00 72,747,800 5.00 Mercantile Investments PLC 13,000,000 0.89 13,000,000 0.89 Mr. D. J. M. Blackler 7,114,760 0.49 7,114,760 0.49 Seylan Bank PLC - A/C No. 3 5,574,500 0.38 7,274,500 0.50 Employees Trust Fund Board 4,216,700 0.29 4,216,700 0.29 Mercantile Fortunes (Private) Ltd. 3,800,000 0.26 3,800,000 0.26 National Savings Bank 3,473,800 0.24 3,473,800 0.24 Phoenix Ventures Ltd. 2,801,000 0.19 2,801,000 0.19 Bank of Ceylon - No. 2 A/C 2,725,266 0.19 2,725,266 0.19 Mr. R. T. Jinasena 2,516,765 0.17 2,516,765 0.17 Mr. T. R. Jinasena 2,351,568 0.16 2,351,568 0.16 2,000,000 0.14 2,000,000 0.14 Mr. U. G. Madanayake 1,911,573 0.13 1,911,573 0.13 Waldock Mackenzie Ltd. / Mr. L. P. Hapangama 1,497,679 0.10 1,497,679 0.10 Mrs. N. Weerasinghe 1,419,853 0.10 1,419,853 0.10 Mr. A. A.V. Amerasinghe 1,287,800 0.09 1,287,800 0.09 Merrill J Fernando & Sons (Pvt) Ltd. E. W. Balasuriya & Co. (Pvt) Ltd. 1,269,150 0.09 - 0.00 Mr. C. N. H. Liyanage 1,250,000 0.09 1,250,000 0.09 Mr. P. N. N. Fernando - 0.00 1,163,280 0.08 1,379,031,046 94.70 1,370,056,304 94.09 Shares held by balance shareholders Total 77,115,734 5.30 86,090,476 5.91 1,456,146,780 100.00 1,456,146,780 100.00 83 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 FINANCIAL OVERVIEW GLOBAL TOURISM The world economy evidenced gradual signs of recovery assisted by the stronger performance of the emerging economies, particularly by the rise of China. This improving trend saw global tourism record 1.087Bn international arrivals in 2013, 5% more than in 2012. Europe continued to be the greatest attraction, with 563Mn tourist arrivals, a growth of 5% from 2012. China and Russia drove growth in global tourism spending in 2013, with travellers from each country increasing their spending by more than 25% in comparison to 2012 resulting in global tourist spending exceeding US$1Tn. OPERATING ENVIRONMENT By the end of 2013 there were 29,811 beds registered in the Maldives, an increase of 6% compared to the total of 28,088 registered beds in 2012. This growth in capacity complemented the increasing number of tourist arrivals to the Maldives which recorded a total of 1.125Mn, representing growth of 17.4% over 2012. Overall occupancy in the country registered an increase of 9.2% compared with that of 2012. Chinese outbound tourism continued to be the biggest source market with a market share of 32.6% of total arrivals. Germany followed in a distant second place with a market share of 7.9%; however this was lower than the 10% achieved last year. The market shares of other traditional markets such as the United Kingdom (-6.3%) and Italy (-2.7%) also recorded declines during the year with only Russia showing an increase of 12.8%. During the financial year under review, tourist arrivals to Sri Lanka were reported at a record 1,358,375, an increase of 25% in comparison to the 1,082,979 arrivals recorded during the corresponding period in 2012/13. Led by UK and Germany, Western Europeans continue to dominate the country’s tourist arrivals with 437,142 in 2013/14, an increase of 13% from the corresponding period last year. However, the Indian market was the single biggest contributor to Sri Lanka’s tourist arrivals with a total of 339,124 (a 25% market share) reflecting growth of 29% from last year. Russia and Ukraine proved to be high growth markets with tourist arrivals reaching 149,674 (a market share of 11%), an increase of 63% on the 91,703 (9% market share) recorded during 2012/13. REVENUE The improvement in the operating environment, coupled with aggressive sales strategies, saw the Group record total revenue of Rs.10.97Bn, a year on year growth of 17% (2012/13 Rs.9.34Bn). The Maldivian sector recorded increases in both, occupancy levels (5pts) and average room rates (4%) enabling it to contribute revenue of Rs.6.1 Bn, which represented an increase of 11% on the previous financial year. Chaaya Island Dhonveli remained the highest contributor to sector revenue, while Chaaya Lagoon Hakuraa Huraa achieved the highest growth in revenue (15%), followed by Chaaya Reef Ellaidhoo (9%). Higher occupancy levels across all hotels coupled with the full year operation of Cinnamon Bey and Cinnamon Citadel saw the Sri Lankan sector improve its revenue by Rs.1.0Bn, a year on year increase of 27% from the Rs.3.8Bn earned last year despite lower average room rates. Cinnamon Bey was the highest revenue generator followed by Chaaya Tranz and last year’s leader Bentota Beach. The strong performance by the Sri Lanka sector enabled it to increase its revenue contribution to 44% from 41% while the revenue contribution from Maldives dropped to 56% from the 59% achieved last year. Rs Mn 12,000 10,000 8,000 6,000 4,000 2,000 0 2011/12 2012/13 2013/14 Maldives Sri Lanka TOTAL REVENUE % 70 60 50 40 30 20 10 0 Q1 Q2 Maldives Q3 Q4 Full Year Sri Lanka QUARTER ON QUARTER REVENUE GROWTH 84 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 FINANCIAL OVERVIEW CONTD. EARNINGS BEFORE INTEREST AND TAX Revenue gains, effective control of direct material costs and the full year operation of Cinnamon Bey and Citadel were the key factors contributing to the impressive 33% year on year growth in Group Earnings Before Interest and Tax for the year under review which amounted to Rs.2,427 Mn against the Rs.1,820 Mn recorded in the previous financial year. The overall increase in Administrative expenses stemmed from the full year operation of Cinnamon Bey and Cinnamon Citadel along with higher payroll expenses in the Maldives arising from the higher rate of service charge on higher room revenue for the full financial year. Distribution expenses also increased by 6% mainly due to the inclusion of full year expenses of Cinnamon Bey and Cinnamon Citadel. The 19% increase in operational expenses was primarily due to the higher cost of electricity in Sri Lanka occasioned by the higher level of occupancy and the upward revision of the tariff in April last year. Once again, Chaaya Lagoon Hakuraa Huraa and Chaaya Island Dhonveli were the key contributors to the 18% growth in Maldivian sector EBIT of Rs. 1,456 Mn (2012/13 - Rs.1,233 Mn). In the Sri Lankan sector, the strong performance of Chaaya Tranz, Cinnamon Citadel and Bentota Beach were the major contributors to the impressive 65% improvement in sector EBIT of Rs.971 Mn (2012/13 - Rs.587 Mn). FINANCE EXPENSES Whilst borrowing rates on US dollar denominated debt in the Maldives remained largely constant during the year, the retirement of long term debt and strong operational cash flows enabled the quicker retirement of short term debt leading to a reduction of Rs.57 Mn in finance expenses of the Maldivian sector. The net finance cost of the Sri Lankan sector decreased by Rs.54 Mn (14%) year on year mainly due to the replacement of LKR denominated debt by US Dollar borrowings for relevant Sri Lanka resorts at comparatively lower rates. In addition, the infusion of Rs.0.9 Bn to Cinnamon Bey, the overall reduction in borrowing rates in Sri Lanka and the retirement of long term debt, contributed to minimise overall net finance expenses in Sri Lanka. Overall, net finance expenses of the Group decreased by 24% to Rs.380 Mn from the Rs.498 Mn recorded in 2012/13. This contributed to the improvement in interest cover as depicted. PROFIT BEFORE TAX During the year under review, Group Profit Before Tax (PBT) increased by 48% year on year and amounted to Rs.1,893 Mn against Rs.1,283 Mn achieved in 2012/13. The Sri Lankan sector recorded PBT of Rs.526 Mn, a 168% year on year growth in comparison to the Rs.197 Mn recorded in 2012/13. The PBT of the Maldivian sector increased by Rs.280 Mn (26%) recording a total of Rs.1,367 Mn. The stronger PBT growth of the Sri Lankan sector enabled it to increase its sector contribution to 28% from 15% in 2012/13. PROFIT AFTER TAX The effective tax rate of the Group increased to 17% from the 13% recorded in 2012/13. The lower rate in 2012/13 stemmed from amendments to the tax laws in Maldives which exempted dividends from Business Profit Tax as well as deferred tax write backs arising Rs Mn 6,000 5,000 4,000 3,000 2,000 1,000 0 2012/13 2013/14 Administration Other Operating Expenses Sales & Distribution GROUP EXPENSE ANALYSIS Rs. Mn 3,000 Times 7.00 6.00 2,500 5.00 2,000 4.00 1,500 3.00 1,000 2.00 500 0 1.00 2011/12 2012/13 EBIT Interest Cover INTEREST COVER 2013/14 0.0 Finance Expense 85 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 from changes in tax legislation. The increase in finance income which attracts a higher tax rate also contributed to the higher effective tax rate. Group after tax profits from its operations amounted to Rs. 1,575Mn, a growth of 40% compared to the Rs.1,121Mn achieved in the previous financial year. GEARING The gearing ratio of the Group for 2013/14 reduced to 20% from 38% in 2012/13. As depicted, the reduction was primarily due to the increase in Shareholders’ funds, stemming from improved profitability and the retirement of debt. INVESTMENT ACTIVITY AND FUNDING The enhancement of capacity of the main restaurant at Cinnamon Bey, the new staff accommodation facility at Cinnamon Citadel and the refurbishment of rooms at Chaaya Island Dhonveli, were the major investments in property, plant and equipment undertaken by the Group during the current financial year. BASIS OF PREPARATION The Consolidated Financial Statements have been prepared in accordance with SLFRS/LKAS issued by CA Sri Lanka. The comparative figures for the previous year have also been restated as required. The conclusion of the grace period of long term debt acquired to fund construction and refurbishment in Sri Lanka during the financial year under review, resulted in these debts falling due for repayment during the year. Therefore the composition of debt at year end was altered, with long term debt comprising 67% of total debt, in comparison to the 78% as at 31 March 2013. CASH GENERATION On the back of the comparatively stronger performance of all resorts in the Group, cash flows generated from operations grew by 22% to Rs.3,229Mn during the year under review. After utilising this to fund the comparatively lower investment in property, plant and equipment (Rs.610Mn) and the net retirement of debt (Rs.926Mn), the Group ended the year with a healthy surplus of Rs.1,380Mn, reflecting growth of 213% and leaving the Group with a year-end cash balance of Rs.2,027Mn which will be partially utilised to settle long term debt falling due for repayment in the ensuing year. % 100 80 60 40 20 0 2012 2013 2014 Long Term Debt Short Term Debt COMPOSITION OF DEBT Rs. Mn 20,000 18,000 16,000 14,000 12,000 10,000 8,000 6,000 4,000 2,000 0 2012 2013 Equity Gearing GEARING 2014 % 50 45 40 35 30 25 20 15 10 5 0 Net Debt 86 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 MANAGEMENT DISCUSSION AND ANALYSIS GLOBAL TOURISM PERSPECTIVE Fuelled by strong demand throughout the year, global tourism shrugged off sluggish growth in 2012, surpassing growth projections for 2013, as destinations around the world welcomed 1,087Mn international tourist arrivals, 52Mn more than the 1,035Mn recorded in 2012 according to the latest information available to the United Nations World Tourism Organisation (UNWTO). Impetus for this growth stemmed from stronger demand (+5.2%) in the advanced economies, up from the comparatively weak growth (+3.7%) in 2012. Tourist arrivals in emerging economies also improved from 4.4% in 2012 to 4.8% in 2013 led by strong growth (+10%) in South East Asia. In 2013, worldwide tourism arrival patterns were slightly different from last year with the month of March recording the strongest YoY growth (+ 9%) due to the shift in the Easter holidays while April (+1%) recorded the weakest growth for the same reason. Europe regained its popularity, reflected in the highest increase in tourist numbers (+29Mn) year on year, with growth of 5%, almost double the average over the last seven years, thereby ensuring that it retained the largest share of the market (52%). Once again, Asia and the Pacific recorded the most robust annual growth (+6%), aided by strong performances from South East Asia (+10%) and South Asia (+5%). Arrival growth in the Americas picked up in the last two quarters of 2013 with particularly strong growth reported in the last quarter in Central (+7%) and North (+5%) America. With annual growth of 5.6%, tourist arrivals to the African region reached a new high.The game parks and wildlife of Sub-Saharan Africa were in great demand, attracting 65% of the 56 Mn tourists visiting the region. Mixed growth trends in the Middle East led to flat growth for the region. The positive annual growth recorded in Dubai (+10%), Oman (+6%) and Palestine (+4%), was offset by the negative growth arising from political tension in Egypt (-18%) and a lower number of pilgrims visiting Mecca in Saudi Arabia (-7%), due to the timing of infrastructure improvements aimed at increasing accommodation and safety. Research, conducted jointly by Oxford Economics and the World Travel and Tourism Council (WTTC), reveals that Travel & Tourism’s contribution to world GDP grew for the fourth consecutive year in 2013, making an overall contribution of 9.5% (US$7Tn) to global GDP. At a global level, visitor exports - the amount directly spent by international travellers rose to US$1.4Tn reflecting year on year growth of 3.9%. In terms of employment, Travel & Tourism generated almost 266Mn jobs, 9% of global employment. HAVING MADE APPROPRIATE INVESTMENTS IN UPGRADING AND EXPANDING ITS PRODUCT PORTFOLIO, JOHN KEELLS HOTELS COMMENCED TO REAP THE REWARDS OF ITS QUEST TO ESTABLISH ITS HOTELS ON PAR WITH INTERNATIONAL STANDARDS. the ongoing Incredible India advertising campaign, hotels in Delhi, sustained the sharpest drop in ADR (-18.6%) and RevPAR (-21.2%), which is attributed to adverse publicity stemming from isolated, but highly publicised incidents of gender-based violence, which has influenced safety perceptions of female tourists. According to data collated by STR Global, mixed regional results were reported in the key performance metrics of the industry in 2013. Hotels in Europe recorded average occupancy of 67.4% in 2013 and led YoY growth (+2.4%) in occupancy while hotels in the Americas led YoY growth (+3.6%) in the Average Daily Rate (ADR) denominated in US Dollars. The Americas also reported the strongest overall gain in Revenue per Available Room (RevPAR) with growth of 5.2%. In 2012, China emerged as the largest outbound market while Russia moved up to fifth place. During 2013, the upward trend of outbound tourism from these markets continued, with the UNWTO reporting high growth in both the Chinese (+28%) and Russian (+26%) outbound markets. The tourism appeal of Sri Lanka and the Maldives and their relative proximity, attracted increased arrivals from both these source markets during the year under review enabling Sri Lanka to report overall growth of 26% and the Maldives 16%. The Asia/Pacific region was the poorest performer in terms of all three metrics with the Central and South Asian sub region recording the lowest RevPAR growth. This was primarily due to the disappointing performance of India, the sub region’s largest market. Despite the depreciation of the Indian Rupee and The sustained demand for Travel & Tourism, together with its ability to generate high levels of employment continues to prove the importance and value of the sector as a tool for economic development and job creation. 87 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 MACRO ECONOMY IN SRI LANKA In its Annual Report for 2013, the Central Bank of Sri Lanka (CBSL) has reported annual real GDP growth of 7.3%, an improvement on the 6.3% reported for 2012. For the fifth consecutive year, headline inflation as measured by the change in the new Colombo Consumers Price Index (2006/07 =100) was maintained at single digit level. The upward revision of the electricity tariffs and an increase in the average prices of food items exerted inflationary pressure during the year. However, improved domestic supply, the moderation of international commodity prices and monetary policies of the CBSL, contributed to reduce the annual average rate from 9.8% in January 2013 to 4.7% in December 2013. Per capita income at market prices continued to increase, growing to USD 3,280/(+12%) from USD 2,922/- in 2012. The country is now focusing on progressing beyond the upper middle-income category by emulating strategies adopted by regional models, which have reached the upper income category. It is noteworthy that key factors considered essential for this evolution such as,higher productivity, innovating in developing value added products and services along with creating a learning culture have already been adopted by the Group. The Services Sector has become the main engine of growth in the medium term due to the strategy of developing the country into ‘five hubs+1’, namely, a knowledge, maritime, aviation, energy and a commercial hub plus a tourism hub, by leveraging the country’s strategic location and competitive advantage. The continuous increase in tourist arrivals and an increase in average spending per tourist resulted in earnings from tourism reaching USD 1,715 Mn in 2013, against the USD 1,039 Mn in 2012. According to the Sri Lanka Tourism Development Authority (SLTDA), the average spending per tourist per day increased to USD 156.50 in 2013 from USD 103/- in 2012, while the average duration of stay decreased to 8.6 days from 10 days in 2012. It is also reported that year round room occupancy of the graded and unclassified tourism establishments increased to 71.7% from 71.2% in 2012. In terms of employment, a total of 270,150 jobs, direct and indirect, were supported by the tourism industry in Sri Lanka, an increase of 66% over 2012. Nos. 000’ 180 160 140 120 100 80 60 40 INDUSTRY ENVIRONMENT IN SRI LANKA Tourist arrivals to Sri Lanka in 2013 surpassed the initial target of 1.2 Mn to record 1.27 Mn arrivals, a growth of 27% over the previous year. India remained the single largest source market for Sri Lanka in 2013 followed by the UK, Germany, Maldives and France. While arrivals from Western Europe recorded an overall increase of 12.9% year-on-year, significant growth in tourist arrivals from emerging market economies, particularly China and Eastern Europe, was observed in 2013. OUR HOTELS IN SRI LANKA The gradual improvement in the economies of Western Europe and pent up travel demand in the Chinese and East European markets was reflected in the growth in tourist arrivals to the country and was reflected in the nationality mix recorded at the Sri Lanka resorts. While price sensitivity persisted in the traditional West European markets due to capacity surpluses in competing destinations, natural and man made calamities in some of these destinations resulted in travel shifts that benefited tourism in Sri Lanka. In the absence of regional occupancy statistics for 2013, it is encouraging to note that all Sri Lankan resorts achieved year round occupancies that easily surpassed the 20 0 Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar 2009/10 2010/11 2011/12 2012/13 2013/14 TOURIST ARRIVALS TO SRI LANKA BY MONTH country average of 71.7% with the exception of Chaaya Blu, Cinnamon Lodge and Cinnamon Bey, which were slightly below. Having made appropriate investments in upgrading and expanding its product portfolio, John Keells Hotels commenced to reap the rewards of its quest to establish its hotels on par with international standards. Recovering from a weak performance in the first quarter, the Sri Lankan resorts secured an impressive revenue gain of 27% during the year under review as an outcome of marketing strategies that focused on driving occupancy with prudent adjustments to room rates. Although the overall average room rate declined slightly from the preceding year, overall occupancy levels increased by 38% year-on-year, 16% of which stemmed from the full year operation of Cinnamon Bey and Citadel that were both launched in October 2012. The Sri 88 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 MANAGEMENT DISCUSSION AND ANALYSIS CONTD. Lankan resorts recorded an improvement of Rs.1.0 Bn over the turnover of Rs.3.8 Bn achieved last year. The newly opened Cinnamon Bey, with its complement of 200 rooms proved to be the largest revenue contributor followed by the recently refurbished Chaaya Tranz, while Bentota Beach, the mainstay of the sector last year, slipped into third place. BEACH FRONT PROPERTIES Strong demand for the beach front properties on the West coast and focused marketing, contributed to Cinnamon Bey and Chaaya Tranz recording significant gains in occupancy and revenue. The gradual stabilisation of demand for Cinnamon Bey and Chaaya Tranz ensured that these outstanding properties began to maximise their revenue potential, with Cinnamon Bey becoming the main contributor to sector revenue, followed by Chaaya Tranz. Bentota Beach, which was the % 20 18 16 14 12 10 8 6 4 2 0 leading revenue contributor last year slipped into third place although it achieved occupancy growth of 15%, albeit at a slightly lower yield. On the east coast, Chaaya Blu continued to dominate TripAdvisor rankings in Trincomalee, growing occupancy by 8% and doubling its profitability. ADVENTURE & HERITAGE PROPERTIES With an excellent score of 66% of all reviews posted on TripAdvisor, Cinnamon Wild achieved a revenue growth of 5% year on year. The hotel hosted eight aspiring photographers from across the world who were short listed to compete in the elimination rounds of the ‘Nat Geo Mission Cover Shot’, produced by the National Geographic Channel, the first-ever photography reality show to be completely filmed in Sri Lanka. The programme was aired over eleven weeks in India generating significant exposure for the Cinnamon brand as well as providing global publicity for the country. Rapidly penetrating its market, Cinnamon Citadel, which was launched in October 2012, has risen to fifth place in the forty-four hotels in Kandy ranked by TripAdvisor. It generated the strongest gain in profitability amongst the Sri Lankan resorts, recording a near four-fold increase over the preceding year, contributing 30% of total sector profitability. Cinnamon Lodge and Chaaya Village continued to lead the TripAdvisor ranking in Habarana attracting a high percentage of excellent reviews. It was heartening to note the turnaround at Cinnamon Lodge, which grew turnover by 14% and recorded a two-fold increase in profitability year on year. Although Chaaya Village continued to be challenged by the entrance of a large number of small properties providing accommodation in the vicinity, it increased occupancy by 6% albeit at the cost of a lower yield. With a view to engaging with our guests, building bridges to potential clients and nurturing loyalty, we regularly monitor and respond appropriately to online travel reviews. Sri Lanka British German 2010/11 2012/13 2011/12 2013/14 Russian Italian French Middle East JOHN KEELLS HOTELS SRI LANKA OCCUPANCY BY GUEST NATIONALITY Chinese Indian Others MACRO ECONOMY IN MALDIVES The strong recovery of tourism in 2013 assisted by growth in the transport and communication sub sectors contributed to a slightly higher GDP growth of 3.7 per cent than the 3.4 per cent recorded in 2012 despite the unsettled political climate created by over two years of political turmoil. Inflation in Malé, which peaked at 7% in May 2013, dropped to 3.1% in December 2013 as the catch improved over the year stabilising and lowering the price of fish. With the conclusion of the Presidential election in November 2013, the Quarterly Business Survey conducted by the Maldivian Monetary Authority in March/April 2014, indicated an increase in the level of 89 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 business activity in all businesses surveyed except for construction, during the last quarter of the year under review. The government continued to implement its fiscal reform program and raised the rate of Tourism Goods and Services Tax (TGST) to 8% from 6% in January 2013. As part of its revenue raising measures, the government reintroduced Bed tax, which was abolished in January 2013 and amended the Law on Tourism to commence the collection of lease extension fees in April 2014, instead of, at the time the lease extension becomes effective. INDUSTRY ENVIRONMENT IN MALDIVES Marked by a 38% increase in arrivals from China, which mitigated the 3% decline in arrivals from the traditional West European markets, tourist arrival patterns in the Maldives during the year under review, were similar to The decline in arrivals from Europe stemmed from negative growth from Germany (-5%), UK (-4%) and Italy (-4%) while positive growth was recorded from Russia (+6%), Poland (+48%) and Ukraine (+18%). Although the Maldives is still the most sought after honeymoon destination in the UK, there was a reduction in the number of charter flights from the UK during the year, an indication of the price sensitivity of this market as the Maldives continues to implement plans to ensure its high-end position in the world tourism market. For the second year in succession, the Maldives emerged the winner as the World Leading Island Destination in the World Travel Awards 2013. The increase in arrivals from China and the overall decline in arrivals from Europe were the key factors leading to a further reduction in the average stay to 6.3 days from the 6.7 days in 2012 and the 7.0 days recorded in 2011. According to statistics released by the Maldives Monetary Authority, in December 2012, 103 resorts were in operation with a registered bed capacity of 29,811; this represents a year on year increase of 4% and 6% respectively. However, average occupancy in the country during the year improved to 74% from 70.4% on the back of higher arrivals. Nos. 000’ 120 100 80 60 40 20 0 the preceding year. The remarkable growth in arrivals from China, augmented by a 10% growth in arrivals from Eastern Europe, enabled the Maldives to register year on year growth of 16% in international tourist arrivals in the financial year under review, against the low 3% growth recorded in 2012/13. Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar 2009/10 2010/11 2011/12 2012/13 2013/14 TOURIST ARRIVALS TO MALDIVES BY MONTH OUR HOTELS IN MALDIVES The Maldivian sector performed slightly better than expected, recording revenue growth of 11% with Chaaya Lagoon Hakuraa being the main contributor. All our resorts achieved year round occupancies that were well above the country average complemented by an ALL OUR RESORTS IN MALDIVES ACHIEVED YEAR ROUND OCCUPANCIES THAT WERE WELL ABOVE THE COUNTRY AVERAGE COMPLEMENTED BY AN IMPROVEMENT IN THE AVERAGE ROOM RATE. improvement in the average room rate. The growing upward trend in online bookings led to revenue from online sources increasing three-fold year on year on the back of higher yields and contributing 7% to the sector revenue of Rs.6.1 Bn. Purchasing initiatives were tailored to minimise the general increase in prices while effective cost control measures implemented at the resorts ensured that Gross Profit (GP) margins were maintained at the same level as last year. Payroll expenses were slightly higher than last year as the sector absorbed the full year effect of the increased proportion of service charge initiated in July last year in keeping with industry best practices, on a higher revenue base. CHAAYA ISLAND DHONVELI Chaaya Island Dhonveli performed strongly, recording revenue growth of 8% by the prudent alteration of its client mix that improved the average room rate by 6%. Based on TripAdvisor reviews, the resort was ranked thirteenth out of sixty-nine resorts in the North Male Atoll. The resort maintained its position as the main contributor to sector revenue while increasing its contribution to sector profitability. 90 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 MANAGEMENT DISCUSSION AND ANALYSIS CONTD. CHAAYA REEF ELLAIDHOO The drop in demand from the German market was more than adequately offset by marketing the resort to the Chinese market, which enabled Chaaya Reef Ellaidhoo to enhance its average occupancy by 7% year on year and increase its contribution to sector profitability. The resort continues to be commended on online reviews attracting a 68% excellent rating on TripAdvisor and was recognised with the Travellers Choice Award for 2013 and the Zoover Recommended Award 2013. % 100 80 60 40 20 0 Apr May Jun Maldives Jul Aug Sep Oct Nov Dec Jan Feb Mar JK Hotels JOHN KEELLS HOTELS VS MALDIVES OCCUPANCY 2013/14 CHAAYA LAGOON HAKURAA HURAA The increasing popularity of Chaaya Lagoon Hakuraa in the Chinese and web markets ensured its leadership position amongst the resorts in the Meemu Atoll. In the context of the comparatively high occupancy maintained by the resort, marketing initiatives that focused on increasing yield delivered the desired results. The resort achieved revenue growth of 15%, contributing significantly to the Maldivian sectors profitability. BRANDING INITIATIVES In order to increase brand awareness and market the resorts in key target markets, selected hotels in the Group hosted the contestants of the Miss France and Miss India pageants during the year under review, generating publicity for the Cinnamon brand and the relevant hotels. The hotels of the Group were also positioned on popular and well-patronised social media platforms, thereby increasing their online presence. Furthermore, the visits of international journalists hosted by the hotels of the Group have given the Cinnamon brand significant publicity in the global print and electronic media. In partnership with the excursion arm of the Group, Cinnamon Nature Trails, the hotels also hosted the crew of the Monsoon Documentary series produced by the BBC’s Natural History Film Team last year. The production captured images of elephants, primates and leopards in their natural settings as well as focusing on the archaeological marvels of Polonnaruwa and Sigiriya. This four part series, filmed across six countries, will be aired worldwide in 2015. As mentioned last year, following the review of the brand architecture, it is envisaged that all our resorts would be brought under the umbrella of the Cinnamon Brand, becoming a part of the Cinnamon Hotels & Resorts chain, comprising a 2,400 room portfolio spread across Sri Lanka and the Maldives. In tandem with this branding initiative, we are in the process of revamping our policies, standard operating procedures and processes in order to imbue the desired ‘lifestyle’ service culture within our staff and position Cinnamon as brand of international stature. We are also in the process of deploying an integrated Property Management System that will augment the branding initiative by bringing all properties on to a common operating platform thereby, enhancing guest satisfaction, facilitating customer relationship management, encouraging guest loyalty and integrating online marketing channels. OUTLOOK Global Led by the advanced economies, global activity has broadly strengthened and is expected to improve in 2014/15 as reported by the International Monetary Fund (IMF) in the April 2014 edition of the World Economic Outlook. However, lower than expected inflation in these economies, the emergence of geo political risks and the poor performance of emerging economies in a less favourable economic environment 91 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 have tended to dampen the prospects of sustained growth in the global economy. Global economic growth is projected to strengthen from 3 percent in 2013 to 3.6 percent in 2014 and to 3.9 percent in 2015. The United States is expected to record the strongest growth in the advanced economies while growth in emerging market and developing economies, growth is expected to moderate. Against this backdrop, the UNWTO panel of experts have forecasted that growth in international arrivals in 2014 would be in the range of a 4% to 4.5%, still above the ten-year long-term projection of 3.8%. This above average growth pattern is indicative of the strong resilience of tourism demand and includes part of the rebound from the setback of 2009. Once again, Asia and the Pacific (+5% to 6%) and Africa (+4% to 6%) are expected to perform strongly followed by Europe and the Americas (both +3% to +4%) with the Middle East having positive prospects of growth but tempered by highly volatile political environment (+0% to 5%). A number of global events such as the Winter Olympics in Russia, FIFA World Cup in Brazil and the 2014 Asian Games in South Korea are expected to contribute towards this growth. Sri Lanka In the context of favourable economic conditions implicit in the growth of 7.3% in 2013, the gradual improvement in the global economy and policy measures aimed at maintaining inflation at mid single digit levels, the CBSL has targeted GDP growth of 7.8% in 2014. While recognising the tourism industry as one of the fastest growing sectors of the economy, the need for more trained staff, improved service standards, an increase in room capacity and better promotional efforts in non-traditional markets, have been identified as the key challenges faced by the industry in the 2013 Annual Report of Central Bank of Sri Lanka (CBSL). In its 2014 Roadmap the CBSL has outlined its intention of pursuing a strategy of maintaining price and financial stability while working towards achieving US$ 4,000 per capita income and a US$ 100 Bn economy by 2016. The Roadmap reveals that sustainable tourism development will be the key focus in making Sri Lanka a Tourism hub. An extended duration of stay is anticipated based on the improvements in commercial activity, infrastructure, and health and education facilities. The addition of approximately 22,500 rooms by 2016 to the existing industry capacity has been identified in order to cater to projected tourist arrivals, while 51% of the 268 tourism projects in the pipeline at the end of June 2013, have been granted final approval. With 1.2 Mn tourists visiting Sri Lanka in 2013, the SLTDA target of 1.5 Mn for 2014 is based on a year on year growth of 18%. As part of its strategy to increase tourist arrivals from China, the Sri Lanka Tourism Promotion Bureau has linked up with a Chinese television channel, ‘The Travel Channel of China’, which has an audience of 650 Mn. The country hosted the World Conference on Youth (WCY) in early May with the tagline ‘Mainstreaming Youth in the Post-2015 Development Agenda’ attracting over 1,500 youth from around the world, stimulating interest in the destination and generating significant publicity on social media and other online platforms. Maldives In the context of encouraging signs of recovery in the global economy, the projected growth in world tourism and a comparatively stable political environment, economic growth in the Maldives is expected to rise to 4.5% in 2014, up from the 3.7% estimated in 2013. The fiscal budget for 2014 envisages that inflation would increase to 5% mainly due to the heavy import dependence for food and energy supplies which are subject to price volatility. The Maldivian Tourism authorities have appointed Destination Public Relation Agencies in the Chinese, Russian, German, British, and Indian markets with a view to strengthening the image of the destination and boosting arrivals. Marketing the destination in the growing Chinese market, twenty-seven companies from the Maldivian tourism sector participated in the China Outbound Travel & Tourism Market (COTTM) held during April 2014 in Beijing, China. The Maldives received the China Tourist Welcome 2014 Silver Award in the Internet/ Media category at the exhibition. These initiatives point to an optimistic outlook for tourism in the Maldives in 2014. CONCLUSION The Group is confident that its increasing wealth of experience, branding initiatives and strategic investment, in its properties and people, will ensure that it remains in the forefront of regional tourism growth in the year ahead. 92 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 RISK MANAGEMENT By engaging its leadership and operational teams in its risk management process, John Keells Hotels PLC, further refined its risk management systems during the year under review. This was facilitated by the John Keells Group Sustainability and Enterprise Risk Management (ERM) Division, which continued to provide the framework, assess and provide guidance on the identification and mitigation of emerging risks encountered by the individual hotels while also covering sustainability assurance within the Hotels Group. The risk management culture of the Hotels Group is nurtured by the annual and quarterly reviews that are undertaken by the individual hotels. This has become an integral part of the dynamic and resilient risk management process in place and resulted in a better understanding of key risks, encouraged the sharing of best practices across the individual hotels and reduced the overall cost of risk mitigation. Our risk management process is an essential element of our responsible business ethic, balancing the requirement for safeguarding assets with opportunities to create value for our stakeholders. Accordingly, our risk management process not only captures financial and operational risks faced by the Company, but also considers risks faced by the Company through impacts on the environment, employees and the community due to its operations. During the year under review, we demonstrated this commitment to sustainability by investing in a reverse osmosis plant at Cinnamon Wild, Yala, and nearing completion on a waste water treatment plant in Chaaya Island Dhonveli in the Maldives. The reverse osmosis plant is expected to reduce the risk of environmental damage arising from the continuous use of bowsers to transport water, while the waste water treatment plant is expected to ensure maximum water recycling thereby reducing the overall carbon footprint through the saving of fossil fuel used in running of generators to power desalination plants. We believe that such large investments provide assurance that the needs of the present are satisfied in a manner that would not compromise the ability of future generations to meet their own needs. The Board assumes responsibility for ensuring the effectiveness of the Group’s risk management and internal control system. The Board Audit Committee while assuring internal control adequacy, also obtained assurance from the management that identified risks are being mitigated. With the facilitation of the John Keells Group ERM Team, Risk Review presentations were made to the Board Audit Committee during the year under review thereby providing an opportunity to review and assess the risks identified, the appropriateness of the risk ratings as well as the mitigation action plans formulated by the hotels. The John Keells Group Business Process Review (BPR) Division and outsourced Internal Auditors are separately responsible for providing assurance, identifying vulnerabilities, proposing new controls and recommending improvements to existing internal controls across the Group. The outsourced Internal Auditors with the facilitation of the BPR Division provide reports that assess the robustness of the internal control framework to assist the Audit Committee in fulfilling its assurance role. RISK MANAGEMENT FRAMEWORK The Risk Management framework adopted by the Group enables us to understand material risk that we currently face as well as emerging risk. The risk framework ensures that risks are effectively identified, assessed and that appropriate controls are in place. THE BOARD ASSUMES RESPONSIBILITY FOR ENSURING THE EFFECTIVENESS OF THE GROUP’S RISK MANAGEMENT AND INTERNAL CONTROL SYSTEM. THE BOARD AUDIT COMMITTEE WHILE ASSURING INTERNAL CONTROL ADEQUACY, ALSO OBTAINED ASSURANCE FROM THE MANAGEMENT THAT IDENTIFIED RISKS ARE BEING MITIGATED. The Risk Management Team comprising of the Leisure Group President, Sector Heads, Chief Financial Officer, functional and operational managers take responsibility for the early identification of potential risks. Risks are identified at hotel level by various means. Those risks having a catastrophic impact on the organisation, but may have a very low or zero probability of occurrence are referred to as core sustainability risks. These are risks that threaten the sustainability or long term viability of a business and are typically risks, stemming from our impact on the environment or society. Identified risks are recorded on the risk register of each business unit and analysed and ranked on a scale of 1 to 5 based on their likelihood of occurrence and impact to the business. A high or low velocity rating is attached to each identified risk to rate the speed at which it would impact the business. Following a process of obtaining the input of all concerned, several options are identified. Thereafter, appropriate risk management measures such as 93 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 acceptance, mitigation, transfer and control are identified, progressed and monitored. Action plans are reviewed at appropriate levels in the organisational structure and are escalated either to drive action or to develop a common solution. These plans are implemented along with measures that continuously monitor their effectiveness. This framework enables the Group to maintain and develop risk management strategies to assess and control individual types of risk while developing guidelines, raising awareness levels and training staff on the use of controls and systems in order to manage and mitigate existing risk as well as detect emerging risk. The Group has maintained insurance at levels determined by it to be appropriate in relation to the cost of cover and the risk profile of each property. As an outcome of the risk management process, the Audit Committee has received quarterly confirmations of financial and operational compliance from the Sector Head along with the sustainability reports in respect of each business unit. The Sector Head has also confirmed that the risk registers and grids of the individual business units have been updated by the respective Hotel Managers. RISK ENVIRONMENT AND RISK PROFILE While both Sri Lanka and the Maldives operated in a similar external industry environment during the year under review, source markets and growth patterns were dissimilar. While the downward trend in arrivals from the traditional West European markets continued in the Maldives, double-digit growth was recorded in Sri Lanka. The persistent focus on the Chinese market by the Maldivian Government was rewarded by a 38% increase in arrivals from China during the year under review. This mitigated the drop in arrivals from Western Europe and contributed to an overall year on year country growth of 16%. According to the Maldives Tourist Promotion Board, during the calendar year 2013, 38 new hotels and resorts were in operation increasing bed capacity to 29,811 representing year on year growth of 6%. Sri Lanka recorded country growth of 26% during the financial year under review with India continuing to be the main source market. The East European market performed strongly in both countries with Sri Lanka being more popular garnering the larger share (56%) of the market. The Sri Lanka Tourist Development Authority (SLTDA) has not released monthly information with regard to capacity growth and occupancy levels in graded tourism establishments; however, an increase in accommodation capacity at the lower end of the market was evidenced. Apart from this, the risk exposure and profile of the Group did not change significantly during the year under review. A review of the key risks that could materially affect the John Keells Hotels Group along with the control measures and action plans implemented to mitigate them are set out below. 94 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 RISK MANAGEMENT CONTD. Risk category and description Potential Impact Control Measures and Action Plans to Mitigate Risk Strategic Risk Market Risk and Competition Loss of market share in a high growth competitive environment or industry over capacity Reduction in fair share of market and loss of revenue Business Risk The inability of the Company or Group to achieve its business objectives due to macro –economic, political and external factors Risk Rating – Moderate Adverse impact on planned profitability and cash flow Availability of affordable credit. Increase in operating and asset replacement costs due to fluctuation in exchange rates z Innovating and trend setting while benchmarking with global competition z Refurbishing and repositioning the existing hotel portfolio. z Dynamic monitoring of capacity utilisation and strategic marketing initiatives to maximise market share and enhance top line growth z Providing value for money by enhancing services, improving service delivery and focusing on consistent quality z Participation in global and regional tourism promotions and events in existing, potential and emerging markets while maintaining relationships with key overseas industry partners z Evaluating web marketing channels and strategically developing the website to grow web business z Continuously evaluating investment opportunities to expand room portfolio z Based on SWOT analysis, long term strategic plans are formulated, implemented and reviewed z Corporate plans are formulated on an annual basis and formally approved by the Board. These plans are thereafter monitored and reviewed by the Board on an ongoing basis. z Implementation of cost control procedures and innovative cost saving initiatives z Ongoing review of cost and expenditure by operational and finance staff to determine appropriate revision of rates and tariffs Risk Rating – Low 95 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 Risk category and description Potential Impact Brand Equity and Reputation Any event that could undermine the brand equity and the reputation of the Group such as decline in service levels, the product not meeting customer expectation, possible environmental impacts and health and safety as well as failure to sustain the appeal of the Groups brands to its customers Risk Rating - Low Decline in customer base, loss of market Although some factors are beyond its control, the Group adopts the following approaches share, market penetration and ability to to mitigate this risk develop the business z All hotel operations are monitored against and guided by the Standard Operating Procedures (SOP) and Minimum Quality Standards (MQS) both of which are Inability to maintain room rate benchmarked against leading international hotel chains differentiation and competitive z Innovative service in keeping with brand promise advantage z Completed review of Brand architecture and positioning of product portfolio Erosion in confidence may damage sustainability of Group business Statutory & Legal Risk Changes in legal and regulatory Loss which may arise due to non framework requiring significant changes compliance with statutes to operating processes Enhanced incidence and potential Risk of litigation from guests, customers, exposure due to proposed legislation suppliers, staff and regulatory authorities Loss arising from flawed contracts Control Measures and Action Plans to Mitigate Risk z Ongoing monitoring of online customer reviews and promptly responding to guest feedback z Host international events in collaboration with overseas partners z Regular brand audits are carried out covering both facilities and services z The Group ensures that key managerial positions are held by suitably qualified and trained staff with sufficient experience in the hotel industry z Ongoing attention to environment, health and safety concerns by obtaining appropriate internationally recognised quality certification standards z Initiatives to preserve water and energy resources to ensure long term sustainability z Statutory returns, including taxes, are regularly monitored, reviewed and scrutinised. Compliance audits are included in the scope of the internal audit program. A comprehensive financial and operational compliance checklist is reviewed by senior management on a quarterly basis. z Active engagement with industry advisory and policy making bodies to articulate concerns and make representations upon invitation z The legal division of the John Keells Group provides guidance, advice and direction to safeguard the Group against exposure to unexpected losses arising from the legal consequences of its transactions z Continuous review and development of information systems which detect and report deviations Risk Rating - Low 96 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 RISK MANAGEMENT CONTD. Risk category and description Potential Impact Control Measures and Action Plans to Mitigate Risk Operational Risk Risks from natural or man-made disasters Risk Rating - Low Injuries to staff and guests, damage to property and cost implications Project Implementation Risk z Documented business continuity and disaster recovery plans are in place and appropriate signage is in place z A process to communicate awareness of such incidents is in place z Fire fighting systems , trained staff and procedures are in place z Relevant insurance policies are in place and the adequacy of such cover is subject to regular review Risk Rating - Low Cost overruns and loss of earnings due to delays Personnel The risk of losing highly skilled staff and Inability to maintain quality standards key personnel due to industry growth, and meet guest expectations labour practices Higher operational costs and loss of Shortage of appropriately skilled staff in business the market to meet the growing need of the Group. z Establishing project time lines in consultation with all stakeholders z Formal process established to cover project consultancy, project award and material procurement z Specialised teams monitor project progress and compliance with established sustainability guidelines z Online, real time repository which serves as a forum to discuss and resolve project related issues and track project cost and progress z Learning from past project activities are documented and reviewed to ensure that best practices are carried forward Risk Rating - Low z Cross exposure and overseas training by providing opportunities to key staff to be employed in overseas subsidiaries as part of career progression z Identification of talent pool for succession planning z Structured training arising from performance appraisal process z Developing a spirit of unity by organising staff gatherings z Recognising and rewarding superior performance z Continuous monitoring of associate motivation and satisfaction through surveys and initiating corrective actions where necessary z Cultivating a win-win approach by engaging in candid and continuous dialogue with labour unions 97 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 Risk category and description Potential Impact Supply Chain Risks Short supply of goods and raw materials Cost overruns, reputational loss resulting in disruptions to operations Technology and data protection risk Failure to keep pace with developments in the technology could impair our competitive position and operations Adverse impact on efficiency of operations, guest satisfaction, loss of competitive advantage Risk of cyber attack Data theft Internal operational processes Risk of financial loss due to breakdown in internal controls Control Measures and Action Plans to Mitigate Risk Risk Rating - Low z Alternate suppliers have been identified z Maintain good business relationships with supply chain, rotating contracts when economically possible z Identification of local supplier base Risk Rating - Low z Following detailed evaluation, a new hotel operating system was selected as the preferred common property management system. This system would ensure greater alignment with business needs and be more agile in implementing dynamic changes in business strategy. z Continuous review of network protection processes at all operational locations to ensure integrity and security of data z Documented business continuity and disaster recovery plans are in place in the event of technical disruption or failure z A clearly defined IT policy is communicated to all staff Risk Rating - Low Disruption of operations, loss of profits and ineffective use of assets and resources z Clearly defined systems and procedure are in place to ensure compliance with internal controls, which are monitored and reviewed for their continued efficiency and effectiveness z An outsourced internal audit firm reviews and provides assurance on the adequacy of the Group’s financial and operational systems on a quarterly basis. z Quarterly confirmation of compliance with financial, operational and sustainability procedures and requirements which include any incidence of fraud z A formal process is in place to review and monitor all audit findings Financial Risk Credit Risk Liquidity Risk Interest Risk Foreign Currency Risk Please refer Note 13 to the Financial Statements The Audit Committee has reviewed the risk management processes adopted by the Group and has noted that risk analysis exercises had been conducted across the different Hotels of the Group during the year under review. In conclusion, the Board is pleased to confirm that a process for identifying, evaluating and managing significant risks has been in place throughout the year in accordance with the guidelines set out by CA Sri Lanka and industry best practice. 98 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 SUSTAINABILITY REPORT Kg 30.00 25.00 9.7% 20.00 15.00 10.00 Our Carbon Footprint (per guest night) 5.00 0.00 2012/13 2013/14 KGS OF CO2 PER GUEST NIGHT JOHN KEELLS HOTELS AT JOHN KEELLS HOTELS SUSTAINABILITY IS A WAY OF LIFE. AS THE LEADING LEISURE SECTOR OPERATOR IN THE COUNTRY, WE BELIEVE IT IS VITAL FOR US TO SET INDUSTRY STANDARDS IN SUSTAINABILITY AND ADOPT ‘BETTER THAN THE BEST’ GLOBAL PRACTICES IN PEOPLE, SOCIAL AND ENVIRONMENTAL SUSTAINABILITY. THIS YEAR, IT IS WITH GREAT PRIDE THAT WE REPORT OUR OUTSTANDING RESULTS IN THIS JOURNEY. ABOUT THIS REPORT Our Sustainability Report provides a concise analysis of our strategy, performance and outlook for the future in relation to our social and environmental goals in the short, medium and long term. It includes a brief insight in to the Company’s policy framework, governance structures, guiding principles and execution of our overall Sustainability strategy based on upholding the rights of our stakeholders and preservation of the environment. This is our third Sustainability Report and relates to our performance during the period 1st April 2013 to 31st March 2014. The report has been prepared in accordance with the Global Reporting Initiative Standards G3.1 which has been consistently applied for the past 3 years within the John Keells Hotels PLC Group. We report on 32 performance indicators encompassing economic, environmental and social aspects making this a B+ level Report according to the GRI Application level framework as this report has been audited by Messrs. Ernst & Young 99 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 Chartered Accountants, Sri Lanka and their assurance report is given on page 105. John Keells Hotels has also embraced the principles of The United Nations Global Compact and pledged support to achieve the Millennium Development Goals. The Sustainability Report covers 8 resorts in Sri Lanka and three resorts in the Maldives which are owned by the Group, as detailed in the Group Structure on page 51 The policy framework, guiding principles and their application are consistent across all these entities. Our stakeholder engagement processes are vital to all aspects of our performance and form the basis for selection of performance indicators reported and influence business strategy. Issues identified from this process are filtered using the Group’s definition of materiality to identify material issues. John Keells Hotels defines materiality as economic, social or environmental issues that cross a threshold, in affecting the ability to meet the needs of the present without compromising the needs of future generations. John Keells Hotels will adopt to the GRI G4 guidelines in the financial year commencing 1st April 2014 and will review its policy framework, performance indicators and reporting processes in order to align with the guidelines. SUSTAINABILITY HIGHLIGHTS - 2013 2,799 2.1% High Performing Team Waste per Guest Night Members 25% No. of Injuries 80 70 60 50 Water usage reduction 40 in office premises 9.7% 30 20 Our Carbon Footprint (per Guest Night) 10 0 OUR TOTAL GUEST NIGHTS INCREASED BY 25% DURING THE YEAR 2012 2013 STAFF- INJURY RATES #1 2014 COMMUNITY ENGAGEMENT Our Volunteer Hours Education: 242 Culture and Religion: 1,493 Health and Welfare: 3,745 Natural Resources: 1,214 4 SRI LANKAN RESORTS AND 1 MALDIVIAN RESORT RATED # 1 IN THEIR RESPECTIVE AREAS 100 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 SUSTAINABILITY REPORT CONTD. STAKEHOLDER ENGAGEMENT Our stakeholder engagement processes are vital to the formulation of strategy and brand building. There is a high degree of connectivity and impact between critical stakeholder groups and proactive engagement which enables us to understand and respond effectively to their changing needs. Consequently, we invest strategically in stakeholder engagement to facilitate early identification of potential issues and trends to enable us to respond in a timely manner. Stakeholder How We Engage Customers Our customers consist of the guests who visit our resorts as well as local and international tour operators, travel agents and destination management companies which generate business for us. z Staff interactions with guests z Unique experiences z Guest Comment cards z Memorable locations z Guest reviews on Trip Advisor z Superior service levels z Reviews on social media z Value for money z One to one meetings with Business to Business (B2B) clients z Facilities and cleanliness z Fusion cuisine z Market surveys z Activities z B2B Customers- frequent familiarisation visits, promotional material z Up to date information on the product and service offerings to the customers z Employee satisfaction surveys- Voice of Employee, Great z place to work z Competitive financial and non-financial remuneration z Skip level/focus group meetings z Opportunities for career advancement z 360° survey z Health and safety z Leisure portal (intranet) z Equal opportunities z Continuous interaction z Work-life balance Government , legal and regulatory authorities This includes the government of Sri Lanka and Maldives, Department of Inland Revenue, Securities and Exchange Commission, Colombo Stock Exchange, Sri Lanka Tourism Development Authority, Board of Investment Sri Lanka etc. z Trade and related associations z Compliance with applicable laws and regulations z Periodic disclosures z Good governance z Meetings upon request z Continuous dialog with industry partners Investors We have a diversified shareholder base, including resident and non- resident individuals and institutions. z Annual Report z Adequate return for risk undertaken z Release of quarterly financial statements and periodic disclosures to the Colombo Stock Exchange z Good governance practices z Compliance with relevant laws and regulations z Investor relations arm of John Keells Group z Responsible business practices z Community related activities and awareness programmes z Preservation of environment in locality z Financial and non-financial assistance for community related activities z Respect for local culture Employees Consists of our total talent pool of 2,799 employees in Sri Lanka and Maldives. Community Consists of the local communities in which our hotels and resorts are located, both in Sri Lanka and Maldives. z Needs Identified Sponsorships for religious, cultural and social activities Skill development 101 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 CHALLENGES, OPPORTUNITIES AND RISKS The Tourism sector has been identified as one of the key growth sectors and Sri Lanka aspires to be a regional hub for tourism in South Asia by 2016. John Keells Hotels is the largest player in the country’s leisure sector and our goal is to become an internationally recognised premium leisure brand driving the growth of this sector whilst maintaining our focus on the triple bottom line. The table below summarises the key challenges, risks and opportunities in achieving our goal. Focus z Challenges z Opportunities Customer z Changes in customer needs and habits- guests seek unique experiences and service excellence in parallel to value for money. z Changes in delivery channels to web and mobile based technology enables easier access to a larger customer base. z Guests seeking out responsible hospitality providers. z Improved transportation infrastructure including road networks and internal air travel. z Shortage of skilled labour due to competition. z Focused staff training to achieve service excellence. z Intensive training requirements in line with the vision of creating an international brand z Intensified competitive pressures, with new entrants and existing players increasing capacity. z Focus on niche market, aligned with the new branding strategy and positioning as a lifestyle brand. z Threat of substitutes-Increased competition from the informal sector, with initiatives such as home-stay gaining popularity. z Attract high spending, long-staying tourists. z Cost structure- inflationary pressures continue to impact profit margins. z Local communities having a negative view of tourism, due to the perceived adverse impacts on cultural heritage and moral values z Direct, indirect and self-employment generated through tourism related activities z Greater tourist numbers could pose a threat to communities due to drugs and STDs z Skill development and resultant improvement in employability of youth in local communities due to formal training. z CSR projects aimed at uplifting the livelihoods local families Employees Shareholderseconomic Communities Environment z Threats to natural resources due to tourism related activities, such as over visitation and excessive use of boats. z Widening and diversifying product content and processes that are aligned with sustainable tourism z Meeting industry benchmarks on green products z z Unsustainable use of limited natural resources for tourism Showcase Sri Lanka’s and Maldives’ rich biodiversity and other natural resources z Compliance with global tourism industry certification bodies 102 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 SUSTAINABILITY REPORT CONTD. AWARDS, ACCOLADES AND CERTIFICATIONS We encourage our hotel teams to compete for industry awards as part of our quest for excellence in all aspects of operations. We congratulate the winners and believe they inspire other teams to strive harder to reach new standards of excellence. John Keells Hotels z Gold Award and First Place in Hotels and Travel Sector of STING Corporate Accountability Index 2013 z Silver Award for Excellence in Annual Reports 2013 - Hotel Category z Trip advisor Certificate of Excellence z Won Five Crowns @ Crown For Food Hygiene Launched by IND-EXPO Certification Limited z Trip Advisor Certificate of Excellence 2013/2014 z “ Most popular Hotel in the Russian and CIS market” Award @ Tez Worldberry, 2013 Chaaya Village z Trip Advisor Certificate of Excellence 2013/2014 Cinnamon Citadel z Energy Conservation Champion @ EU- Switch Asia Greening Hotels Awards 2013 z Trip Advisor Travelers Choice Winner for 2013/2014 z Trip Advisor Certificate of Excellence 2013/2014 z Bronze Award for Efficient Green & Sustainable Practices was Awarded by National Cleaner Production Center, Sri lanka z Trip Advisor Certificate of Excellence 2013/2014 Bentota Beach Hotel Chaaya Blu 103 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 Cinnamon Lodge z “Best Hotel in Sri lanka” Award by Zoover, The biggest Independent Travel Portal in Europe z “Best Green Hotel in Sri Lanka” Award @ EU Switch Asia Greening Hotels Awards 2013 z Trip advisor Travelers choice winner for 2013/2014 z Trip Advisor Certificate of Excellence 2013/2014 z Silver Award for Efficient Green & Sustainable Practices was Awarded by National Cleaner Production Center, Sri Lanka Cinnamon Wild z Trip Advisor Certificate of Excellence 2013/2014 Chaaya Traanz z Trip Advisor Travelers Choice Winner for 2013/2014 z Trip Advisor Certificate of Excellence 2013/2014 z “Holiday Check Quality Selection 2013” certificate with a rating of 5.3/6 z Trip Advisor Travelers Choice winner for 2013/14 z Trip Advisor Certificate of Excellence 2013/14 z Gold Award in Best First Choice 4 Tier Category by TUI Travel PLC z “Zoover Recommended Award 2013” by Zoover, an independent travel portal in Europe z Trip Advisor Certificate of Excellence 2013/14 z Trip Advisor Travellers Choice 2013 - Winner z MATATO Maldives Travel Awards – Leading Surf Resort – 2013 z Trip Advisor Certificate of Excellence 2013/14 z Gold Award in Best First Choice 4 Tier Category by TUI Travel PLC z Gold Award in Best Thomson 4 Tier Category by TUI Travel PLC Chaaya Lagoon Hakuraa Chaaya Reef Ellaidhoo Chaaya Island Dhonveli 104 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 SUSTAINABILITY REPORT CONTD. Certifications We consider certifications as our baseline to provide assurance on systems and processes implemented in our hotels and we strive to go beyond the standards required by the certifying bodies in our constant quest for excellence in all what we do. ISO 22000 ISO 14001 OHSAS 18001 Green Globe Certification 3 Star Crescent Rating Travelife Gold Award This certifies that our food safety management systems addresses the food safety management risks across the food supply chain. Provides assurance to stakeholders that environment impacts are being measured and improved Provides assurance regarding occupational health and safety management systems and compliance with legal requirements and international best practice. Certifies that we are a sustainable tourism Company. This means that we save energy and water resources, reduce operational costs, positively contribute to local communities and their environment. Certifies that we are able to cater for the Halal conscious travellers Certifies that hotels are sustainable environmentally, socially, economically. Hotels Certified Bentota Beach Hotel Chaaya Village Cinnamon Citadel Chaaya Blu Cinnamon Lodge Cinnamon Wild Chaaya Tranz Chaaya Lagoon Hakuraa Chaaya Reef Ellaidhoo Chaaya Island Dhonveli 105 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 INDEPENDENT ASSURANCE REPORT Independent Assurance Report to the Board of Directors of John Keells Hotels PLC on the Sustainability Report - 2013/14 INTRODUCTION AND SCOPE OF THE ENGAGEMENT The management of John Keells Hotels PLC (“JKH”) engaged us to provide an independent assurance on the following elements of the Sustainability Report- 2013/14 (“the Report”) z Reasonable assurance on the information on financial performance as specified on page 132 of the Report z Limited assurance on JKH’s self-declaration (“the selfdeclaration”) in respect of the content of the Report prepared in accordance with the requirements of the Global Reporting Initiative G3.1 guidelines at application level ”B+”. BASIS OF OUR WORK AND LEVEL OF ASSURANCE We performed our procedures to provide limited assurance in accordance with Sri Lanka Standard on Assurance Engagements (SLSAE 3000): ‘Assurance Engagements Other than Audits or Reviews of Historical Financial Information’, issued by the Institute of Chartered Accountants of Sri Lanka (“CASL”). The evaluation criteria used for this limited assurance engagement are based on the Sustainability Reporting Guidelines (“GRI Guidelines”) and related information in particular, the requirements to achieve GRI application level “B+” in the ‘GRI Application Level’ publication ,publicly available at GRI’s global website at “www.globalreporting.org”. Our engagement provides limited assurance as well as reasonable assurance. A limited assurance engagement is substantially less in scope than a reasonable assurance engagement conducted in accordance with SLSAE-3000 and consequently does not enable to obtain assurance that we would become aware of all significant matters that might be identified in a reasonable assurance engagement. Accordingly, we do not express an opinion providing reasonable assurance. MANAGEMENT OF JKH’S RESPONSIBILITY FOR THE REPORT The management of the JKH is responsible for the preparation of the self-declaration, the information and statements contained within the Report, and for maintaining adequate records and internal controls that are designed to support the sustaining reporting process in line with the GRI Sustainability Reporting Guidelines. ERNST & YOUNG’S RESPONSIBILITY Our responsibility is to express a conclusion as to whether we have become aware of any matter that causes us to believe that the self-declaration contained in the Report has not been prepared, in all material respect, in accordance with the requirements of the GRI Guidelines at application level “B+”. This report is made solely to JKH in accordance with our engagement letter dated 03 March 2014. We disclaim any assumption of responsibility for any reliance on this report to any person other than JKH or for any purpose other than that for which it was prepared. In conducting our engagement, we have complied with the independence requirements of the Code for Ethics for Professional Accountants issued by the CASL. KEY ASSURANCE PROCEDURES We planned and performed our procedures to obtain the information and explanations considered necessary to provide sufficient evidence to support our limited assurance conclusions. Key assurance procedures included: z Reconciling and agreeing the data on financial performance are properly derived from the JKH’s audited financial statements for the year ended 31 March 2014 z Comparison of the content of the Report against the criteria for a self-declaration at a “B+” level in accordance with the GRI Application Level publication Our procedures did not include testing electronic systems used to collect and aggregate the information LIMITATIONS AND CONSIDERATIONS Environmental and social performance data are subject to inherent limitations given their nature and the methods used for determining, calculating and estimating such data. CONCLUSION Based on the procedures performed, as described above, we conclude that z The information on financial performance as specified on page 132 of the Report are properly derived from the audited financial statements of the JKH for the years ended 31 March 2013 and 31 March 2014. z Nothing has come to our attention that causes us to believe the GRI self-declaration contained in the page 98 of the Report has not been prepared, all material respects, in accordance with the requirements of the GRI Guidelines at application level “B+”. z Interviewing relevant JKH’s personnel to understand the process for collection, analysis, aggregation and presentation of the self-declaration z Reviewing and validation of the information contained in the self-declaration and the Report Chartered Accountants z Checking the calculations performed by the JKH on a sample basis through recalculation 29th May 2014 Colombo 106 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 SUSTAINABILITY REPORT CONTD. Cinnamon Bey - LEED GOLD Certified Demonstrating its commitment to sustainable business, Cinnamon Bey Beruwela became the first hotel in Sri Lanka to be awarded the prestigious LEED GOLD Certification from the US Green Building Council, after fulfilling a comprehensive range of green standard requirements. Leadership in Energy and Environmental Design (LEED) is a set of rating systems for the design, construction, operation and maintenance of green buildings, homes and neighbourhoods. LEED is the most prestigious and highly regarded green rating system in the world. The rating system, audits and examines five key areas as follows: sustainable sites which look at ecological impact, water efficiency – which covers reduction of total water usage and water efficient landscaping, energy and atmosphere – for energy efficiency of the building and integration of all systems and equipment properly into the building envelope. The fourth area is material and resources which cover what green materials have been used in a particular project and finally indoor environmental quality which looks at measures taken to prevent air pollution and strategies established to gain more daylight into the complex and less thermal energy. SUSTAINABILITY GOVERNANCE AND POLICIES John Keells Hotels has a formal sustainability governance structure and policies to ensure organisation-wide implementation of sustainability strategy. Sustainability specialists, who champion projects, ensure compliance with environment and social aspects according to an agreed plan, co-ordinate with our parent Company, John Keells Holdings PLC on sustainability strategy, monitor implementation and measure performance on environment and social factors. The Sustainability Officers report directly to the Sector Head of Hotels and co-ordinate activities with the General Managers of the respective hotels and centralised support services such as HR, Marketing and Finance teams. Monthly reports are provided to sector management and Board on performance which includes key financial and non-financial information facilitating holistic decision making. OUR CUSTOMERS – INSPIRING AN EXPERIENCE Guest Nights 000’ 1,000 800 600 400 200 0 2012 2013 2014 TOTAL GUEST NIGHTS (GROUP) OUR TOTAL GUEST NIGHTS INCREASED BY 25% DURING THE YEAR Board of Directors OUR GUESTS HAVE EXTENDED THEIR LENGTH OF STAY IN OUR HOTELS Sector Head Sustainability Division in Sri Lanka Sustainability Division in Maldives 8 Hotels 3 Hotels We have a robust Sustainability Policy Framework in place to provide guidance for our dispersed management teams to facilitate better decision making and embedding the sustainability principles throughout the organisation. The policy framework mainly focuses on environment and social factors and are summarised below. OUR UNIQUE PRODUCT AND SERVICE DELIVERY ENTICES OUR GUESTS TO REVISIT OUR HOTELS 8 Booking engines facilitate reservations 107 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 WE HAVE STRENGTHENED OUR E-DELIVERY MECHANISMS IN ORDER TO INCREASE ACCESSIBILITY AND CONVENIENCE TO OUR CUSTOMERS 88% Extensive B2B partnerships- generate 88% of our guests #1 Our customers Our customers can be broadly categorised as guests who visit our resorts as well as local and international tour operators, travel agents and destination management companies which generate business for us (collectively referred to as B2B customers). In terms of distribution channels, around 88% of our total revenue is generated through the travel agents. The unique offering of our resorts attracts a diverse base of both domestic and foreign guests, with the foreign guests accounting for nearly 60% of revenue. Currently guests from Western Europe namely the United Kingdom, France Germany and Russia dominate our customer base. Our resorts mainly attract young/boomer couples, family groups and groups of friends. Our customers typically seek to obtain unique experiences and authenticity in memorable locations. 4 Sri Lankan resorts and 1 Maldivian resort rated # 1 in their respective areas Assured health and safety North America 1% Western Europe 34% Central/Eastern Europe 19% Middle East Online travel agencies REVENUE MIXDELIVERY CHANNELS 10% Local and international Travel agents Independent travellers 88% 2% South Asia REVENUE MIXORIGIN OF CUSTOMERS Domestic guests 8% 5% 20% Oceania 3% Others 2% 108 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 SUSTAINABILITY REPORT CONTD. Youthful Sri Lanka Personal Mobile 1-4 days Lime Curated choices Together My Hotel Different Friendly Design White Vibrant Amari Violet Local Great quality Informal inclusive Flexible breaks Space music prices Glass Couples Hotel Costes Stylish and Asian Bright Friends Relaxed Modern Active Online Orange Short Interesting Conventional WHAT IT IS AND WHAT IT IS NOT Breaking down the new branding strategy John Keells Hotels has defined what the brand is and what it is not. Gilded MyHotel Beige Strict Options Bland Consistency Formal Limitless Intimacy Banyan tree Privacy Marriott Cream Standard Eighties Karaoke Wood Long vacations Expensive Extras Luxury Wooden Honeymoon couples Zen-like Anybody Traditional Silence Crowded 7-14 days Dark Agencies Brown Operators Indian Western OUR BRAND - THE EXPERIENCE During the next two to three years, we plan to make exciting new changes to our brand. The Cinnamon brand will emerge as an internationally recognised ‘lifestyle brand’, with the focus being on people seeking to enjoy quality time with friends. Our resorts will be modern, iconic and vibrant, inspiring a multi sensorial experience for our guests. . Our product and service excellence will be guaranteed through a matrix of checks and balances with our new brand standards platform. Every aspect of our operation ranging from the interior of the resorts to innovative cuisine, to entertainment, to events will be aligned to the attributes and personality of the Cinnamon brand. MEASURING CUSTOMER SATISFACTION John Keells Hotels places utmost priority in understanding guest expectations and measuring satisfaction. Our methods for measuring customer satisfaction cover the guests’ entire stay including services in restaurants, lobbies and outdoor facilities. Feedback, complaints and recommendations obtained through guest engagement is utilised to identify and bridge gaps in products, services and processes. We have made available multiple platforms through which our guests can engage with us. z Interaction with guests z Guest feedback forms z Cinnamon Hotels & Resorts website z Social media z Telephone numbers and e-mail addresses are provided in the Company’s website and all other communication medium. Global Additionally, we consistently monitor customer reviews and feedback through popular independent travel websites and ensure that prompt action is taken to rectify any shortcomings. A specialised software is 109 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 utilised to monitor reviews and comments on social media websites in multiple languages. Furthermore, General Managers at each hotel are empowered to respond to such comments and reviews on a daily basis. On average, all our resorts obtained scores above 7.5 during the year from all three major travel websites, TripAdvisor, Agoda and Booking.com. Furthermore our B2B customers are constantly kept abreast of new developments in our products and service offerings through frequent visits and familiarisation tours. Communication materials are designed and generated in order to provide a continuous flow of information to all our business partners. Exposure Local Foreign Media Exposure Foreign 38.11 Local Media Exposure 22.98 Miss. India pre-pageant tour 17.41 110.57 Miss. France pre-pageant tour 19.50 197.76 Trip Advisor Ratings Cinnamon Bey Cinnamon Lodge Chaaya Blu Value of media exposure generated for our brand (LKR Mn) No. 1 Hotel in the area Cinnamon Wild Chaaya Lagoon Hakuraa Huraa Based on customer reviews Miss France Contest 2013 - Cinnamon Bey Beruwala 110 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 SUSTAINABILITY REPORT CONTD. PRODUCT AND SERVICE RESPONSIBILITY At John Keells Hotels, ensuring that all our properties are safe for our guests is of paramount importance. A comprehensive health and safety policy which is applied across all our hotels and resorts, details the health and safety standards applicable to every aspect of our products, services and processes including rooms, food handling and storage, cleaning and temperature control among others. Aspect Salient points of health and safety standard Guest safety All guest areas to be free of hazards and potential risks of damage or injury, hazard controls in risky areas, electrical equipment guidelines, notifications to guests regarding hazards that cannot be eliminated. Emergency response Responses in place for natural disasters, emergency planning and preparedness outlined in the Business Continuity Plan First Aid All hotels will have a first response team for emergencies, including fully qualified firstaid team. Food safety All hotels should comply with Hazard Analysis & Critical Control Points (HACCP) standards, all hotels should build awareness on dealing with food poisoning and allergies Temperature control Refrigerator temperatures must be monitored and controlled periodically, changes to temperature to be made only with consultation. Food storage All food is protected from contamination and covered appropriately. Cleaning Food contact surfaces to be kept clean at all times. Training on health and safety A minimum number of employees should be trained on first-aid including Cardiopulmonary resuscitation (CPR), employees should be trained periodically and obtain the relevant certification. Quarterly audits are carried out at each hotel in order to evaluate the compliance to health and safety standards. Additionally, a surveillance audit is conducted annually. All audits are carried out by independent parties. Within each resort, there exists a clear hierarchy and division of responsibilities with regards to health and safety aspects. Our resorts have also obtained the health and safety certifications of ISO 18001 and ISO 22000. We are proud to note that there were no health and safety incidents with regards to our guests during the year under review. OUR TEAM We believe that our ability to create truly unique guest experiences is inextricably linked to the strength and capabilities of our team. Each and every member of our formidable team strives towards service excellence, a philosophy that is deeply rooted at the core of our organisation. As the country’s largest leisure sector employer, our team has enabled us to become a trendsetter in the industry, setting new standards in every aspect of hospitality. No. of Injuries 80 70 60 50 40 30 20 10 0 2012 2013 2014 STAFF- INJURY RATES 70% Employee Retention rates 66,392 Training hours during the year ALL CATEGORIES OF STAFF UNDERWENT TRAINING ON MULTIPLE ASPECTS DURING THE YEAR 111 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 2,799 High Performing Team Members Community representation 50% employees hired from local communities We are an equal opportunity employer, and do not discriminate based on age, gender or ethnicity. We have contributed towards generating employment in the areas in which our resorts are located. 87% Employee Satisfaction rate LKR 41 Mn Total investment on Training and Development Our training programmes covered approximately 80% of our people during the year OUR APPROACH TO BUILDING A HIGH PERFORMANCE TEAM Our people philosophy is based on five pledges which have been instilled into our values and is resonant in all our activities. We strive to get things right the first time, care for our people and community, stand out wherever we are, empower subordinates and colleagues and think green. Additionally the Organisation’s HR policies emphasise the importance of talent management, learning and development, work-life balance, health and safety and performance management, among others. The comprehensive HR policies, together with the commitment towards the five pledges have resulted in the development of a highly skilled team, who are dynamic, caring and motivated. Our people and their commitment to excellence will be a driving force on our journey towards building a global leisure brand. Talent Attraction Performance Management Compensation and Benefits Training and Development TALENT ATTRACTION Our talent pool Our talent pool comprises of 2,799 members, with nearly 50% hired from the localities in which the hotels operate. In line with our efforts to provide employment opportunities for the country’s youth, we attempt as far as possible to absorb individuals from the communities in which our hotels are located. Once recruited, these individuals undergo extensive training thereby, equipping them with the knowledge and skills required to succeed. During the year 369 new employees were added to our team, consisting of 274 in Sri Lanka and the remainder in the Maldives. Our executive employee cadre consists of 386 members, out of which 72% is certified or professionally qualified. Our retention rates amounted to 70% during the year; relatively unchanged from the previous year. 112 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 SUSTAINABILITY REPORT CONTD. EQUAL OPPORTUNITY EMPLOYER We are an equal opportunity employer, and do not practise gender, age, race or religion based discrimination. Our HR policies emphasise the recruitment, development and retention of individuals who best possess the required competencies and attitude to succeed in his/her role. The John Keells Group does not engage children in employment and does not encourage any form of forced or compulsory labour. Males GENDER-WISE EMPLOYMENT TYPE AGE-WISE Females 92% 8% Permanent 34% Contract 66% Below 30 40% 30 to 50 53% Over 50 7% John Keells Hotels won John Keells Group Inter Company Rugby 7’s 113 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 STAFF TURNOVER GENDER-WISE STAFF TURNOVER AGE-WISE Females 93% COMPENSATION AND BENEFITS We offer an attractive remuneration package to all our employees, consisting of financial and non-financial incentives. Gender based compensation is not practised in companies within the John Keells Group and compensation is based on qualifications, experience and performance level. Commensurate with the position, benefits include medical insurance, vehicle loans, accommodation and meals among others. During the year, John Keells Hotels introduced a new competency framework. This Competency based framework is developed around a set of key competencies which are crucial in achieving service excellence and taking the Cinnamon brand to new heights. The framework is built on a promise of “We are Cinnamon professionals, delivering success”. The competencies broadly addresses, adapting to change, innovation and creativity and creating experience. This framework which takes into consideration industry specific factors is the first of its kind to be developed in the Sri Lankan hospitality industry. TRAINING AND DEVELOPMENT John Keells Hotels offer an array of learning opportunities to its workforce, ranging from technical on-the-job training to personality and leadership development. In addition to nurturing the requisite skills for achieving service excellence in line with the Cinnamon brand’s offering, the training and development programmes are also focused towards furthering the personal and professional development of our people. 7% Below 30 67% 30 to 50 32% Over 50 1% COMPETENCY FRAMEWORK We are Cinnamon, Professionals delivering Success No. of Employees 70 Key competencies: 60 1. Cinnamon Citizen 50 2. Adaptable and Change Agent 40 3. Inspiring and Developing Teams 30 4. Building and Maintaining Relationships 20 During the year, our investment in training was LKR 41 Mn. The increase reflects our commitment in bridging the current competency gaps, in reaching our objective of developing a global brand. During the year, a detailed evaluation of the training needs was carried out for this purpose. Resource persons were drawn from multiple sources, including an expatriate hospitality based consultant, external experts from the industry and personnel from within the Organisation. Staff category Maldives STAFF TURNOVER REGIONAL BREAKDOWN Training Hours 2012/2013 5. Innovation and Creativity 10 0 Sri lanka Males PERFORMANCE MANAGEMENT John Keells Hotels embody a performance driven culture, with 90% of all employees covered by the performance appraisal system. Each employee works towards a set of clearly defined objectives which are set at the outset and are categorised based on the Balanced Score Card and HoshinKanri Methodology. Non-compliance to these objectives highlight areas for improvement whilst revealing training needs. 2013/2014 6. Service and Customer Focus Assistant Vice President 128 257 7. Technical Competence Assistant Manager/ Manager 4,030 2,893 8. Creating Experiences Executive 6,791 10,982 9. Results Orientation Associate 235,375 52,260 114 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 SUSTAINABILITY REPORT CONTD. Training tool/ program Number of programs No. of Details participants Management Trainee Programme (MT) 01 10 Graduates from the Sri Lanka Institute of Tourism and Hotel Management are picked for our MT programme. It is designed to prepare the fresh graduate to anticipate and resolve complex problems, manage multifaceted development assignments, build social networks and overcome the continuous challenges faced when being a part of the hospitality industry. Development Centres 01 05 This is targeted towards the Executive level employees of the John Keells Group. The Development Centres are designed with the aim of developing our potential employees to achieve their career goals and arm them with the necessary skills which are required to move into the next level. Each employee receives feedback from an assigned assessor along with the respective supervisor, subsequent to which a Personal Development Plan (PDP) is designed for each employee. Grooming and Professional Development 70 1,628 This programme focused on the key areas of customer care, grooming and professional appearance, for front line staff at the Maldivian resorts. Competency based Training 90 1,849 Training on Balanced Scorecard 08 198 The training was conducted at each hotel for the senior management on developing a strategy map and a balance scorecard in respect of each hotel based on the top 6 strategies of the Leisure Group. 730 21,900 These programmes are conducted at all resorts, and provides the opportunity to all our associates to enhance their English language skills. English Class for Associates This training focuses on exceptional guest service, supervisory development, coaching and mentoring and leading change. PRODUCTIVITY INITIATIVE We are currently in the process of identifying and implementing areas for productivity improvement in all aspects of our product and service delivery, covering all our resorts. Phase 1 of this initiative was concluded during the year, with a comprehensive time and motion analysis of all key processes in the key departments of Engineering, Food and Beverage, Kitchen, Front Office and Housekeeping. Critical evaluation of the existing productivity levels in these aspects has revealed the opportunities for substantial improvements in efficiency. Productivity benchmarks have been set based on local and global best practices with recommendations for process improvements to be rolled out across all our resorts gradually. This initiative is anticipated to result in a significant improvement in employee and process productivity levels over the medium term. SUCCESSION PLANNING Our wide range of staff training and development initiatives ensure that all employees have opportunity for consistent professional and personal growth. Our talent management and succession planning policy highlights the importance of providing opportunities for career advancement and creating a strong pipeline of staff. Currently, we are working towards our goal of filling at least 20% of vacancies arising from our hotels, through internal staff members. EMPLOYEE HEALTH AND SAFETY We believe a safe and healthy work environment is conducive to optimum performance and employee satisfaction levels. Health and safety standards are thus given high priority at all our resorts. John Keells Hotels’ health and safety policy specifies the conformance of all work-places and operational equipment to building, health and safety regulations. These are periodically 115 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 checked and maintained. Our efforts towards creating a safe work environment are reflected in ten of our resorts obtaining the OHSAS 18001 and ISO 22,000 certifications. 2011/12 Total number of person days in the period 2012/13 2013/14 842,055 1,038,425 1,015,065 Occupational Injuries Rate 71 59 57 748 385 486 0.09% 0.04% 0.05% Total Absentee Days (TAD) 12,149 4,923 5,196 TAD as a % of total person days in the period 1.44% 0.47% 0.51% No. of Staff affected by Occupational Injuries Lost Day Rate Total Person Days Lost (TPDL) TPDL as a % of total person days in the period LISTENING TO OUR PEOPLE We have identified the importance of maintaining a continuous dialogue with our team; for this purpose we maintain an open door policy and have introduced a variety of tools to facilitate employee engagement. These tools have enabled us to clearly understand the needs of our people whilst fostering a culture in which thoughts and concerns are easily shared. VOICE OF EMPLOYEE The Company annually conducts the Voice of Employee survey, which uses an e-based interface as a ‘pulse check’ for a representative sample of employees at Executive level and above. The survey covers a comprehensive range of topics related to employee satisfaction and engagement and is directly used to develop action plans to address any areas of concern. In 2013/14 financial year, the sector scored a satisfaction rate of 87%. Absentee Rate GREAT PLACE TO WORK SURVEY (GPTW) This survey is conducted once in three years and is a comprehensive and structured intervention by an external party to understand employee concerns and share thoughts. The above surveys are used as a People Index tool which is shared with all staff, consolidated at the leisure group level and ultimately at John Keells Group level to evaluate the level of employee engagement and satisfaction within the organisation. We achieved a satisfaction rate of 67% in the GPTW survey conducted during the review period. INDUSTRIAL RELATIONS All resorts within John Keells Hotels are a member of the Employers’ Federation of Ceylon (EFC) and are governed by the labour laws of the country and adhere to the guidance of the Federation. Currently, Trade Unions operate in 7 Sri Lankan resorts and actively Survey is conducted using an e-based interface Findings are presented to all employees in the respective business units Action plans are prepared in collaboration with the business unit head to address the areas of concern Focus group discussions to identify causes for dissatisfaction Action plans and resultant initiatives are continuously monitored and reviewed 116 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 SUSTAINABILITY REPORT CONTD. engage with the management in the collective bargaining process; 5 resorts are under the Ceylon Food Beverages and Tobacco Industries Employee Union whilst 2 are under the Inter Company Employees Union. The relationship is governed by a memorandum of understanding (MOU) that has been entered into with each resort. In addition to the above, the open door policy allows any employee to directly approach the Chairman and GM (at hotel level). A Suggestion Box and Bright Ideas tool is also available in order to encourage effective staff engagement NURTURING CHAMPIONS CULINARY COMPETITIONS - 2013 Sri Lankan Resorts: Won 172 highly coveted awards at the prestigious Culinary Art Chef’s competition organised by the Chefs’ Guild of Sri Lanka. This year we recorded our best ever performance in this competition with resorts such as Chaaya Tranz and Cinnamon Lodge winning 8 Gold medals. WOW (WORLD OF WINE) 2013 - SOMMELIER DEVELOPMENT PROGRAM Objective: Developing a skilled set of Wine Sommeliers across all resorts of Sri Lanka Hotel Asia Exhibition and International Culinary Art CompetitionTeam Chaaya Island Dhonveli Participants: 32 Maldivian Resorts: Won 13 Bronze & 08 Merit awards at the Hotel Asia Exhibition and International Culinary Art Competition. 22ND NATIONAL BARTENDERS COMPETITION Objective: Identifying talented bartenders from different regions Participants: Approximately 240 Format: 5 day interactive residential training programs and subsequent testing with global standards set by the Wine and Spirit Education Trust of London World of Wine 2013 - Sommelier Development Program Recognition: The winner was given the opportunity to work in a South African vineyard for a period of 7 to 10 days. Recognition: Our teams clinched 5 first places, 3 first runners up and 2 second runners up positions 21st National Bartenders Competition 117 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 WORK-LIFE BALANCE A healthy work-life balance is an essential element in building employee loyalty, boosting morale and improving productivity in the workplace. In line with our HR vision of being ‘more than just a workplace’ we truly believe in the importance of having fun at work and through an action packed event calendar, our employees are given the chance to participate in several programmes at resort, sector and group level. Education Volunteer Hours - 242 Community Health and Welfare Volunteer Hours - 3,745 OUR CSR INITIATIVES During 2013/2014, our staff had the opportunity of engaging in sports days, family get-togethers, quarterly staff get-togethers, sports events including inter-company and mercantile swimming meets, inter-company rugby 7s and mercantile cricket tournaments among others. Our team also play a part in our CSR initiatives and celebration of national events throughout the year. These events ensure that our employees have abundant opportunities to build comradeship among each other, thereby contributing directly to the cohesiveness of our team. COMMUNITIES- I WILL CARE As a responsible leisure sector operator, we are strong advocates of the need to give back to the communities that we operate in, as reflected in our pledge “I Will Care”. In all the localities we operate, we maintain an open dialogue with the communities and engage with them to effectively respond to their needs in a focused way. Our CSR initiatives are primarily targeted towards marginalised communities, school children, the elderly and military personnel covering the community needs of education, health and welfare, culture and religion and preservation of natural resources. All our resorts carry out multiple CSR activities and we also attempt to engage our guests in our initiatives. Natural Resources Volunteer Hours - 1,214 Culture and Religion Volunteer Hours - 1,493 EDUCATION Many of our resorts conducted several programmes during the year to support the educational needs of the school children and youth in the localities they operate. Bentota Beach Hotel conducted an Education and Skill Development programme, IT training programme as well as a Grade 5 Scholarship examination seminar together with the distribution of study guides and stationery. Other initiatives included sponsorships for school development, first aid training programmes for school children and donations for prizes. Total volunteer hours of 242 were dedicated for education related CSR activities. CULTURE AND RELIGION Our resorts donated generously towards religious institutions in their localities during the year. Chaaya Village provided sponsorship for paintings at the Habarana Buddhist temple and the Habarana Church, as well as contributed towards the alms-giving at the temple for Vesak. Our hotels also sponsored the development and maintenance activities and donated food and dry rations as alms-giving to several temples, including the Pitaramba Temple, Horawala Temple, (Bentota Beach Hotel) Buddhist monastery in Ritigala (Cinnamon Lodge) and Temple in Beruwela (Cinnamon Bey). In addition several resorts also made donations towards socio-cultural events celebrated in the respective communities. Total volunteer hours dedicated for religion and culture related activities amounted to around 1,490 hours during the year. 118 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 SUSTAINABILITY REPORT CONTD. Education and Skill Development programme conducted for School Children at Bentota Beach Hotel Sea Turtle Conservation Project HIV AIDS Awareness Campaign in Maldives HEALTH AND WELFARE During the year, multiple HIV-AIDS Awareness campaigns were carried out by several of our resorts including Cinnamon Bey, Bentota Beach Hotel, Chaaya Blu , Chaaya Island Dhonveli, Chaaya Reef Ellaidhoo and Chaaya Lagoon Hakuraa. These programs were targeted towards a diverse audience including schools, military personnel, university students and communities in the localities we operate in such as beach operators, three wheel and taxi drivers, among others. Furthermore, initiatives were taken towards enhancing the living stand of HIV victims, in partnership with the IDH Hospital, Positive Women’s Network and Lanka Plus. In other health and welfare related initiatives, our resorts conducted several blood donation programmes, mosquito eradication programmes, provided donations to elders, children’s homes, people with disabilities and maternity and child clinics among others. Total volunteer hours dedicated for health and welfare related activities amounted to 3,745 hours during the year. NATURAL RESOURCES Beach cleaning programmes were organised by several of our beach resorts including Bentota Beach Hotel, Chaaya Blu, Cinnamon Bey, Chaaya Island Dhonveli, Chaaya Reef Ellaidhoo and Chaaya Lagoon Hakuraa. Bentota Beach Hotel in partnership with the Sea Turtle Conservation and Research Centre in Kosgoda, released 1,000 new born turtles to the sea. Total volunteer hours for environmental related CSR activities were 1,214 hours. World Environment Day Celebrations All our resorts celebrated World Environment Day by conducting numerous environmentally friendly activities. For instance, Bentota Beach Hotel conducted an awareness programme on food wastage whilst Cinnamon Bey organised a Beach Cleaning Programme in areas adjacent to the hotel. Meanwhile, Chaaya Lagoon Hakuraa organised special campaigns for tree planting and reef cleaning. Furthermore, all our resorts in Maldives joined hands with the Ministry of Environment and Energy to organise a national competition of Arts, Essay and Poetry for schools and other educational institutions across Maldives. The competitions were based on environment related themes and drew over 200 entries across four age groups. World Tourism Day Celebrations in the Maldivian Resorts Our Maldivian Resorts carried out a series of events themed “Tourism and Water” on the 27th of September 2013, in view of the World Tourism Day, of which Maldives was the host nation for the year. Special VCDs were created for each resort, depicting water related activities and marine line in areas adjacent to each respective resort. Furthermore, information leaflets detailing Environmental protection, sustainability, biodiversity and climate change related to the Tourism industry were created and distributed. Guests were also engaged in these initiatives, with all in-house guests being invited to a seminar on the Marine life and the Formation of Maldives 119 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 THE ENVIRONMENT- OUR GREEN PHILOSOPHY A green pioneer in Sri Lanka’s leisure industry, we take great pride in being known as one of the most environmentally friendly businesses in the region. ‘I will be Green’ is one of the five pledges of our employees who are committed to respecting, preserving and protecting the natural world and valuable resources, reducing waste and energy consumption, and re-using and re-cycling materials wherever possible. All our hotels and resorts have thus made a concerted effort to minimise our environmental footprint and the results have been outstanding. During 2013/14, all our footprint indicators per guest night, energy, water, waste and carbon footprint were significantly reduced. MJ 300 221.15 Per guest MJ 250 200 25% Reduction in water usage office premises 150 800 600 400 100 50 0 Liters 1000 2010/11 2011/12 2012/13 2013/14 TOTAL ENERGY CONSUMPTION PER GUEST NIGHT ENERGY CONSUMPTION PER GUEST NIGHT DECLINED BY 13.6% WITH ALMOST ALL RESORTS RECORDING AN IMPROVEMENT 2.1% Waste generation reduced per Guest night 9.7% Our Carbon Footprint (per guest night) 200 0 2010/11 2011/12 TOTAL WATER CONSUMPTION PER GUEST NIGHT WATER CONSUMPTION PER GUEST NIGHT 10.5% REDUCED BY DURING THE YEAR 120 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 SUSTAINABILITY REPORT CONTD. THE APPROACH TO OUR GREEN PHILOSOPHY Our Environmental policy is formulated on designing and operating sustainable processes, using latest technology and measuring and monitoring sustainability indicators on a regular basis. John Keells Hotels is committed to be in line with the highest available environmental regulations, laws and codes of practices as minimum standards of environmental performance. It will strive to proactively exceed required levels of compliance wherever feasible even if not yet identified by law. WATER AND ENERGY CONSERVATION We will use environmentally safe and sustainable energy sources to meet our existing operational needs. We will invest in advanced energy and water management systems to improve the conservation of energy and natural resources. AIR EMISSIONS We are committed to reduce emissions from its processes. We will set environmental targets and a goal for air pollution prevention through continuous monitoring. WASTE MANAGEMENT We will strive to minimise waste by evaluating operations and ensuring efficiency by adapting environmental friendly waste disposal practices and actively promoting the ‘reduce, reuse & recycle’ principle among all its stakeholders. NATURAL HABITAT We will ensure all customers as well as our staff are well-aware of the sensitive environmental elements around / inside the property. We will support and initiate projects in line with conservation of biodiversity. OUR GREEN PHILOSOPHY- THE FOUR PILLARS Carbon Footprint Carbon emissions are measured using the Greenhouse Gas Protocol as governed by the World Resource Institute (WRI) and the World Business Council for Sustainable Development. The emission factors have been derived from IPCC Guidelines for National Greenhouse Gas Inventories. The boundary for the emission measurement has been governed by Scope 1 and Scope 2. Scope 1 - GHG emissions occurring directly from sources that are owned or controlled by the Organisation Scope 2 - Direct emissions generated in the production of electricity consumed Our results The Earth Hour celebrations during the year, resulted in 1,289 kg of CO2 saved across all our resorts. Overall,during the year, the carbon footprint per guest night declined by 9.7% , the result of a collective effort by the Sri Lankan and Maldivian Resorts, both of which recorded an improvement. Kg 30.00 25.00 20.00 15.00 The environmental policy will be made available to all hotel staff, guests, business partners and public through the hotel’s website, publications and in-house notice boards. We will conduct an annual evaluation of our performance in implementing and reviewing environmental objectives and targets, and regular training programmes will be conducted to encourage our employees in establishing sound environmental practices. 10.00 5.00 0.00 2010/11 2011/12 2012/13 KGS OF CO2 PER GUEST NIGHT JOHN KEELLS HOTELS 2013/14 121 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 Consumption in Metric tonnes of CO2 Initiatives 2010/2011 2011/2012 2012/2013 2013/2014 Diesel 6,262 6,562 6,527 6,537 Petrol 562 900 864 859 LPG 471 602 669 787 Electricity 6,228 7,619 9,440 11,619 CO2 Footprint- Scope 1 7,295 8,064 8,060 8,183 CO2 Footprint- Scope 2 6,228 7,619 9,440 11,619 Total CO2 Footprint 13,523 15,683 17,500 19,802 ENERGY Our key sources of energy are electricity, diesel, petrol and liquid petroleum gas; energy is also one of our top expenses, as it is an essential element of all major operations. In a concerted effort to reduce our energy footprint, several of our resorts implemented a range of energy-reducing initiatives. Energy saving lighting: All our resorts use energy efficient LED lighting systems to varying degrees, and halogen and incandescent bulbs are being replaced by LED and CFL bulbs. Furthermore, motion sensors have been installed in certain common areas and garden pathways in order to reduce energy wastage. All employees are made aware of the light savings initiatives and training is provided in order to engage staff in reducing the consumption of energy on lighting. Energy saving air conditioning: At the point of replacement, split type Air Conditioners are being substituted with energy saving inverter type machines across all our resorts. In certain hotels, the entirety of guest rooms is cooled using inverter type air conditioners. Meanwhile, when modifying centrally driven air conditioning systems, ducting is made more efficient and conventional chillers are replaced with part load chillers; the new chillers use variable flow drivers and reduce energy consumption in the chiller’s heat transfer process. Energy efficient heating: Initiatives taken by the resorts to reduce energy usage for heating systems included installation of solar heaters to heat water for guests. Meanwhile, the heat recovery system of one resort was modified in order to increase efficiencies. Units Aggregate average savings Lighting kWh 68,293 Air Conditioning kWh 250,297 Heating Equipment scheduling 68,193 218,920 Energy results: Resultant from these initiatives, the energy usage per guest night declined 13.6% during 2013/2014. The last few years have seen a persistent reduction in this figure, as our efforts to minimise our energy footprint has borne fruit. Despite increased occupancy levels during the year, the diesel and petrol usage remained relatively unchanged. Although electricity usage increased during the year, it was less than proportionate to the increased occupancy rates in the same period, contributed primarily by our Maldivian resorts, which played a crucial role in the large scale reduction of energy consumption. MJ 300.00 250.00 200.00 150.00 100.00 50.00 0.00 Equipment scheduling: This involves the monitoring and control of heavy equipment to reduce the consumption of power and energy. MJ kWh 2010/11 2011/12 ENERGY PER GUEST NIGHT JOHN KEELLS HOTELS 2012/13 2013/14 122 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 SUSTAINABILITY REPORT CONTD. Consumption in Giga Joules EARTH HOUR 2014 All our resorts celebrated Earth Hour on the 29th of March 2014, engaging in a range of energy and power saving initiatives. Measures were taken to switch off selected lights, elevators, air conditioners, heat pumps, heavy duty machinery and other electrical appliances which consume significant amounts of electricity. 2011/2012 2012/2013 2013/2014 Diesel 88,558 88,090 88,219 Petrol 12,992 12,473 12,396 9,539 10,603 12,472 40,240 49,861 61,370 0 0 0 LPG Meanwhile, guests were given the opportunity of dining in candle light and bonfires and experiencing entertainment programmes. As a result of these initiatives, 1,254 kWh of electricity 1,289 kgs of CO2 was saved across all our resorts. Electricity Direct energy 111,089 111,166 113,087 Indirect energy 40,240 49,861 61,370 Total energy 151,329 161,027 174,457 WATER FOOTPRINT Waste water management has been identified as a key priority in our environmental policy and we encourage all our team members to engage in water management. Our resorts have implemented innovative solutions for water reuse as well as other water efficient technologies. Meanwhile tools to measure water usage and progress in water savings are monitored on a daily basis. Our discharge water quality (BOD, COD, TSS, pH and oil and grease levels) complies with Government standards. Food Preparation Guest Food Preparation Staff WATER FOOTPRINT (USAGE) - JOHN KEELLS HOTELS 13% 4% Guest Usage 34% Staff Usage 22% Laundry 9% Gardening 5% Common 13% 123 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 Water saving initiatives Resorts implemented Installation of a Reverse Osmosis (RO) plant Cinnamon Wild Yala Improvements in rain water harvesting methods Chaaya Island Dhonveli, Cinnamon Bey Beruwala z Rainwater harvesting system is in place to collect rainwater in the sump to be reused for gardening. z Total rainwater harvested increased by nearly 58% during the year. Common initiative across all resorts Water Recycling z Recycled water is used for organic farming, gardening and in toilet cistern tanks z Total water recycled across all our resorts increased by 28% during the year. TOTAL WATER DISCHARGE BY QUALITY AND DESTINATION To Municipality Sewerage, Drainage Lines 24% To ETPs and Recycled Completely 29% To Rivers, Lakes after being treated by ETP/STP 38% Direct to Rivers, Lakes, Wetlands, Marshes 3% To Ground Through Soakage Pits etc 6% Reducing water usage z Water usage is reduced through the use of dual and motion censored flush and low flow faucets Surface Water - Wetlands, In addition to the above, we have installed sub-meter systems to continuously monitor the water usage. We also provide awareness-raising training programmes to our staff and other stakeholder on water conservation. Cubic Metres Water discharge by destination 2012/13 2013/14 To Municipality sewerage, drainage lines 147,024 144,122 To ETPs and recycled completely 138,516 177,461 To rivers, lakes after being treated by ETP/STP 186,173 228,319 Direct to rivers, lakes, wetlands, marshes 20,090 15,076 To ground through soakage pits etc 53,894 37,661 545,697 602,639 Total water discharge Our Results Overall, water consumption per guest night reduced significantly by 10.5% during the year. This improvement was achieved despite increased consumption in the Maldivian resorts, driven by a few major constructions and commissioning of an effluent treatment plant. Meanwhile, across all our Sri Lankan resorts, the amount of water recycled, amount of recycled water used and the amount of harvested rainwater showed an increase as measures were taken to expand these areas. TOTAL VOLUME OF WATER WITHDRAWN FROM Rivers, Lakes, Oceans 20% Ground Water 54% Rainwater Harvested Water Sources liters 1,200.0 1,000.0 800.0 600.0 400.0 200.0 0.0 2011/12 2012/13 1% Municipality, Authority 2013/14 WATER LITERS PER GUEST NIGHT JOHN KEELLS HOTELS 25% 124 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 SUSTAINABILITY REPORT CONTD. WATER DESALINATION PLANT AT CINNAMON WILD Following the success of the newly refurbished Cinnamon Wild and resultant increase in occupancy levels, we experienced a corresponding increase in demand for water. As pipe borne water is unavailable in the area, the hotel previously procured its requirements form the National Water Supply and Drainage Board using its own bowsers. However, this exposed to hotel to several risks; z Lack of assurance on the consistency in the quality of water, particularly during drought seasons. z Inability to obtain water during electricity cuts, thereby leading to water shortages z Need to hire external bowsers at an additional cost during maintenance of the resort-owned bowsers z High maintenance cost, fuel usage and risks associated with the health and safety of the bowser drivers, especially during nocturnal movements. In order to effectively address these risks and ensure a steady supply of high quality water, a water purification plant together with a Reverse Osmosis Unit was installed in the resort. A hydro geological and Geophysical Survey was conducted on February 2013, confirmed that available saline water was sufficient to match the increased demand for water. The Water thus produced also meets/exceeds SLSI standards. 125 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 WASTE MANAGEMENT All key processes in our hotels such as preparation of food, cleaning and guest activities result in the generation of solid waste. We proactively seek innovative ways to reduce, enhance re-use and recycle waste with the ultimate objective of generating energy using waste. With our state of the art waste management system, a portion of the wet waste is used to generate energy whilst the remainder is sent to the local piggeries. In our Sri Lanka resorts, recyclable material obtained from dry waste is sent to recyclers certified by the Central Environmental Authority and garden waste is used to produce eco-friendly fertilisers. Hazardous waste is also segregated and disposed in assistance with GeoCycle, a party certified by the Central Environmental Authority. Metric Tonnes 2012/2013 2013/2014 Re-use 701,529 1,020,758 Recycle 292,041 244,219 Composting 84,823 29,904 Recovery 91,631 174,773 Incineration 16,335 23,541 Deep well injection 522,869 586,741 Landfill 875,596 1,109,097 14,027 275 2,598,851 3,189,308 On-site storage Total solid waste disposal Meanwhile, all our Maldivian resorts in an innovative move, now use discarded timber to produce a variety of items for guests including guest room trays, wine display racks, lamp shades, brochure stands and ash trays among others. Chaaya Island Dhonveli also uses bio-degradable and discarded materials such as dry coconuts and damaged chipboards in order to produce eco-friendly table décor for the Christmas and New Year season. In Hakuraa Huraa waste paper is being used as an input to produce building blocks. Discarded timber pieces Our results: Supported by all the above initiatives, waste generated per guest night reduced by 2.1% during the year with further improvements anticipated in the next financial year. Meanwhile, total non-hazardous waste disposed increased by around 23% during the year, resultant from recycling, re-use, composting and recovery among others. Lampshade made using discarded timber Towel tray made using discarded timber pieces 126 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 SUSTAINABILITY REPORT CONTD. BIO DIVERSITY THE LEOPARD PROJECT Cinnamon Wild together with Cinnamon Nature Trails continued to push forward Project Leopard, an effort to uplift livelihoods of the cattle farming community living by the Yala National park. This project aims to achieve a double success by directly supporting the cattle farmers thus collaboratively, conserving the Leopards that live outside of the parks boundary. Now in its 3rd year Leopard Project has donated forty steel pens among cattle farmers and now plans to increase this number up-to sixty pens by the end of next year. The project has drawn much support, locally and internationally with several fund raising efforts and donations being organised. Many of Cinnamon Nature Trails safari partners have supported this venture while the University of Clark – USA has granted the Davis Project for Peace and additional funding for Project Leopard. Cinnamon Wild has also committed US 50 cents for every room night towards leopard conservation. Further, The Leopard Research Initiative - (LRI), launched by Cinnamon Nature Trails together with the Environment Foundation Limited completed one year of commendable progress. The research team led by Rukshan Jayawardena and Vimukthi Weeratunga is deploying 24 weather proof cameras inside the Yala National Park and the footage captured will be analysed for studying leopard behaviour. This event when concluded by October 2014, will host a public workshop at which all interested parties can participate in sharing the findings of this ground breaking initiative. 127 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 BEACH ENHANCEMENT PROJECT AT HAKURAA Severe sea erosion had resulted in significant deterioration of the beach area adjacent to the Chaaya Lagoon Hakuraa Resort, particularly in the Restaurant front area. Previously, in order to address this problem, the existing sea wall was repaired repeatedly at a relatively large cost to the hotel. However, during this year, the Resort’s General Manager himself proposed an innovative solution to the problem, which included the construction of temporary breakwaters at critical locations. Wave patterns were studies over a period of time in order to identify the critical locations. Furthermore, innovative sea walls were also constructed during the year. REEF RESTORATION Chaaya Island Dhonveli, together with its Dive Centre (Meridis) in a novel approach to protect the biodiversity in the area undertook a Reef Restoration Project. As the first phase, a coral nursery was created and the first iron skeleton made by the resort maintenance department was put into the waters. Three such skeletons are to be positioned similarly over the short term and coral obtained from the nursery is to be planted in the skeletons. 128 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 SUSTAINABILITY REPORT CONTD. PROJECT WILD BLUE: SAFEGUARDING OUR BLUE WHALES In a pioneering venture, John Keells Hotels and Cinnamon Nature Trails in partnership with the Whale and Dolphin Conservation Society of UK launched Project Wild Blue, an initiative aimed at studying and preserving the Blue Whale population of Sri Lanka. The innovative project encourages the general public to share their images and information on a public platform, using social media tools such as Flickr and on-line catalogues. Photo identification is used to identify whales based on unique markings and characteristics, allowing the individual whales to be catalogued effectively. Initiated in the North Eastern coast, the project was extended to other coastal areas in the Southern region in 2013/2014. The project has already made astounding discoveries with over 50 unique blue whales being catalogued. In time to come, it is anticipated that the project could reveal much about the lifestyles of the whales, such as population numbers, diet and travel patterns. By engaging the local communities and public in this venture, we seek to instil a sense of stewardship in the minds of the public towards the whales and also bring the whale watching community together for further discoveries and knowledge sharing. Project Wild Blue also supports the livelihoods of the local communities as boats are supplied by the community with experienced boatmen in charge of these. Financial support has also been provided to these fishermen to commence their business as official boat suppliers for the Project. This project was initiated in 2010 in Trincomalee and has now been implemented in the Southern Coast. The focus in 2013/14 shifted back to Trincomalee where this project will be spearheaded and monitored by Cinnamon Nature Trails. Meanwhile, guests and marine naturalists are also engaged in this project through the submission of whale photographs. 129 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 Hotel Geographical Size of site Location in Acres Name of Protected Area in the Vicinity Position relative to Protected Area (Within/ Adjacent and Distance) Size of Operational site in square km Biodiversity value of Protected site Protected through (Legislation/IUCN/ UNESCO etc.) Has the EPL been obtained Chaaya Blu Trincomalee 13.24 Pigeon Island Marine National Park 16km adjacent 0.05 Maritime Flora and Fauna Protection Ordinance 1937 IUCN Category II - National Park Yes - Cinnamon Citadel Kandy 5.80 Udawattekele Sanctuary 6km adjacent 0.023 Wildlife & Forestry Flora and Fauna Protection Yes Ordinance 1937 IUCN Category IV - Habitat/ Species Management Area - Cinnamon Wild Yala 11.25 Yala National Park Bundala National Park 2km adjacent 32km adjacent 0.044 Wildlife & Forestry Flora and Fauna Protection Ordinance 1937 IUCN Category II - National Park Yes - Chaaya Tranz Hikkaduwa 4.65 Hikkaduwa Marine 0.5km adjacent National Park 0.018 Maritime Flora and Fauna Protection Ordinance 1937 IUCN Category II - National Park Yes - Cinnamon Lodge Habarana 25.48 Minneriya National Park Ritigala Strict Nature Reserve Kaudulla NP 0.1 Wildlife & Forestry Flora and Fauna Protection Ordinance 1937 IUCN Category II - National Park Yes - 15km adjacent to Park entrance 20km adjacent 20km adjacent Subsurface/ Underground land utilised square km Cinnamon Bey Beruwala 11.39 Hikkaduwa Marine 45km adjacent National Park 0.04 Maritime Flora and Fauna Protection Ordinance 1937 IUCN Category II - National Park Yes - Chaaya Village Habarana 9.34 Minneriya National Park Ritigala Strict Nature Reserve Kaudulla NP 0.034 Wildlife & Forestry Flora and Fauna Protection Ordinance 1937 IUCN Category II - National Park Yes - 11km adjacent to Park entrance 17km adjacent 22km adjacent 130 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 SUSTAINABILITY REPORT CONTD. Hotel Geographical Size of site Location in Acres Name of Protected Area in the Vicinity Position relative to Protected Area (Within/ Adjacent and Distance) Size of Operational site in square km Biodiversity value of Protected site Protected through (Legislation/IUCN/ UNESCO etc.) Has the EPL been obtained Subsurface/ Underground land utilised square km Bentota Bentota Beach Hotel 11.02 Hikkaduwa Marine 40km adjacent National Park 0.05 Maritime Flora and Fauna Protection Ordinance 1937 IUCN Category II - National Park Yes Chaaya Island Dhonveli North Male Atoll Republic of Maldives 18.62 Thamburudhoo thila 1km 0.012286 (total built up area) Maritime The Environmental Protection & Preservation Act Yes 0.0673 (total area covered by mean tide level) Chaaya Reef North Ellaidhoo Ari Atoll Republic of Maldives 13.75 Orismas thila 1km 0.0556 Maritime The Environmental Protection & Preservation Act Yes 0.0556 Chaaya Lagoon Hakuraa Huraa 13.42 Lhazikuraadi 6km 0.00759 (total built up area) Maritime The Environmental Protection & Preservation Act Yes 0.05437(total area covered by mean tide level) Meemu Atoll Republic of Maldives - 131 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 LOCATIONS IN SRI LANKA LOCATIONS IN MALDIVES Thuraakunu Van’gaaru Uligamu Inn afinolhu Thiladhunmathee Uthuruburi (Haa A l i f u A t o l l ) Madulu Berinmadhoo Gaamathikulhudhoo Matheerah Hathifushi Govvaafushi Mulhadhoo Medhafushi Umarefinolhu Maafinolhu Manafaru (The Beach House at Manafaru Maldives) Velifinolhu Kudafinolhu Huvarafushi Un’gulifinolhu Kelaa Huvahandhoo Ihavandhoo Gallandhoo Beenaafushi Kan’daalifinolhu Dhigufaruhuraa Dhapparuhuraa Vashafaru Dhidhdhoo Maarandhoo Thakandhoo Naridhoo Filladhoo Alidhuffarufinolhu Gaafushi Alidhoo (Cinnamon Island Alidhoo) Utheemu Muraidhoo Dhonakulhi Mulidhoo Maarandhoofarufinolhu Maafahi Baarah Faridhoo Hon’daafushi Hon’daidhoo Veligan’du Ruffushi Hanimaadhoo Naivaadhoo Finey Theefaridhoo Kulhudhuffushi Hirimaradhoo Nellaidhoo Kudafarufasgandu Adduatholhu Atoll (Seenu Atoll) Kanamana Nolhivaranfaru Hirinaidhoo Atoll Capital Huraa Kurin’bee Naagoashi Nolhivaramu Muiri Naivaadhoo Inhabited Island Kun’burudhoo Kudamuraidhoo Vaikaramuraidhoo Uninhabited Island Berinmadhoo Future Resort Development Kulhudhuffushi Gaafaru Keylakunu (The Manafaru at Manafaru Beach House Maldives) Existing Resort Develpment Kumundhoo Kaalafushi Vaikaradhoo Thiladhunmathee Dhekunuburi (Haa D h a a l u A t o l l ) Vaikaramuraidhoo Neykurendhoo Maavaidhoo Kakaa eriyadhoo Olhuhali Gonaafarufinolhu Neyo Kan’ditheemu Goidhoo Kudadhoo Kagi Miladhunmadulu Uthuruburi (Shaviyani Atoll) Noomaraa Makunudhoo Inn afushi Fushifaru Fenboahuraa Feydhoo Feevah Bileiyfahi Foakaidhoo Akirifushi Nalandhoo Dhipparufushi Helen’geli (Helengeli Island Resort) Maifalhuhuraa Madidhoo Madikuredhdhoo Gaakoshibi Milandhoo Narurin’budhoo Narudhoo Maakan’doodhoo Migoodhoo Maroshi Naainfarufinolhu Farukolhu Medhukun’burudhoo Thun’bafushi (Eriyadhoo Island Resort) Eriyadhoo Hirubadhoo Dhonvelihuraa Lhaimagu Bis alhaahuraa Funadhoo Hurasfaruhuraa Naalaahuraa Kan’baalifaru Raggan’duhuraa Firun’baidhoo Eriadhoo Sanctuaries / NationalParks / Nature / Forest Reserves 1. Chundikulam Bird Sanctuary 2. Kokilai Bird Sanctuary 3. Naval Headworks Sanctuary 4. Somawathie Chaitya Sanctuary 5. Ritigala Strict Natural Reserve 6. Minneriya Tank Sanctuary 7. Wasgamuwa Strict Natural Reserve 8. Maduru Oya National Park 9. Rantambe Reservoir Sanctuary 10. Gal Oya National Park 11. Uda Walawe National Park 12. Yala National Park 13. Bundala Bird Sanctuary 14. Kann Eliya Forest Reserve 15. Sinharaja Rainforest Reserve 16. Peak Wilderness Sanctuary 17. Muthurajawela Wetlands/Marsh 18. Wilpattu National Park 19. Madhu & Giants Tank Sanctuary Van’garu (Maakanaa) (Makunudhoo Makunudhoo Island) Boduhuraa Ekasdhoo Kudafarufinolhu Komandoo Mathikomandoo Maaun’goodhoo Dhigurah Medhurah Mairah (Summer Ziyaaraiyfushi Island Village) Miladhunmadulu Dhekunuburi (NoonuAtoll) Kudalhaimendhoo Keekimini Bodulhaimendhoo Dholhiyadhoo Dholhiyadhookudarah Eththigili Bomasdhoo Kalaidhoo Bolissafaru Alifushi (One&Only Reethi Medhufinolhu Rah,Maldives) Hen’badhoo Gallaidhoo Burehifasdhoo Kafakomandoo Kunnamalei Ken’dhikulhudhoo Ekulhivaru Dhekenanfaru Madivaru Tholhendhoo Huivani Maalhendhoo Kudafunafaru (Zitahli Resorts & Spa,Kudafunafaru) Dheefuram Fushivelavaru Landhoo Kudafari Kuredhivaru Kuramaadhoo (TajCoralReefResort) Hen’badhoo Farumuli Maafunafaru Vaadhoo Kan’dinmaahuraa Kedhivaru Huvan’dhumaavattaru Felivaru Kudarah Orimasvaru Goan’bilivaadhoo Maavelaavaru Minaavaru Lun’boakandhoo (Meeru Island Resort) Meerufenfushi Thoshigan’dukolhu Maakanaafushi Dhigurah Dhiffushi Thoddoo (Irufushi Beach & Spa Resort) Medhafushi Holhumeedhoo Fodhdhoo Hulhudhoo Asdhoo (Asdhu Sun Island) Manadhoo Holhudhoo Fodhdhipparu Gaaun’doodhoo Maafaru Miladhoo Magoodhoo Kaalhugemendhoo Loafaru Maanenfushi Dhelibey ruh elhihuraa In’gu raidhoo Vavathi Hulhudhuffaaru Fasgan’dufaru Kandhoomeehunge lhaan’bugali Lhohi Orivaru Orivarukudarah An’golhitheemu Faarufushi Veyvah Maavadhdhoo Hulhudhdhoo Rasgetheemu Kan’doogan’du Fuggiri Than’burudhoo Boduhithi (Coco Palm Boduhithi) Medhufaru If uru Than’burudhuffushi Maakurandhoo Kudafushi Bodufushi Edhdhuffaru mairah Randheli Un’gulu Ban’daidhidhdhoo Kudahithi (Coco Palm Kudahithi) Raalhulaakolhu Vihafarufinolhu Un’goofaaru Uthurumaafaru Karinmavaaru Velidhoo Arilundhoo Karinma Maamin’gili Vaffushihuraa Lun’dhufushi Kuredhdhoo Giraavaru Kudakurathu Mullaafushi 1 Rasfari Maakurathu Muravandhoo Kudalhosgiri Dhonaeri kan’doodhoo Dhuvaafaru Boduhaiykodi Madivaafaru Hiboodhoo Raafushi Dhuvaafaruhuraa Bodufen maaen’budhoo Kudafen maaen’boodhoo Goiymaru Vaffushi Ban’daveri Kan’dholhudhoo Dhinnaafushi Rasmaadhoo Goyyafaru Angaagiri Fehigili Dhehuraa evvihuraa Kalhumanjehuraa Mas leggihuraa Medha adihuraa ( uredhdhuKuredhdhoo K Island Resort) Innamaadhoo Goboshi Lhaan’bugali Mahidhoo Bodufarufinolhu Vandhoo Kothaifaru Thulusdhoo Faadhippolhu (Lhaviyani Atoll) Dhikkuredhdhoo Hiraveri 1 Huravalhi Kudafushi Bodufushi Fasmendhoo Koefaru Neyo Maduvvari In’guraidhoo Fainu Dhigali Ufulandhoo Lhohi Boamandhipparu huraagan'du Fushifaru (K omandoo Komandoo Re sort) Maldive Island Gaaerifaru Thaavathaa Meedhoo Kukulhudhoo Kudadhoo Hinnavaru Dhoragali Filaidhoo Felivaru (Palm Beach Island) Madhiriguraidhoo Madivaru Vihafarufinolhu (A daaran Meedhupparu M eedhupparu) Select Aarah Kinolhas Furaveri Naifaru Meyyafushi Faadhoohuraagandu Veyvah Dhekunu maafarufinolhu Faadhoo Dhashugirifinolhu Ethigan’du jehihuraa Selhlhifushi Vavvaru Boduhuraa Hiriyaadhoo Girifushi Kudathulhaadhoo Dheburidheythereyvaadhoo 1 Dhiffushi Vilin’gili (BanyanTreeMaldivesVabbnifaru) Vabbinfaru Dhidhdhoo Gaagan’dufaruhuraa Maafilaafushi Medhafushi Bathalaa Dhigufaruvinagan’du Inn ahuraa Bodugaahuraa Lhossalafushi Kudarikilu Boifushi Dheruhfinolhu Lhohi Voavah Kashidhoo (VeliganduIsland) Veligan’du Maabinhuraa Kurendhoo Maarikilu Fainu aadhanhuraa Govvaafushi Dhirun’baahuraa Maakoa Vinaneiyfaruhuraa Anhenunfushi (Angsana Spa Maldives Resort Ihuru Ihuru) & Hudhufushi Meedhaadihuraa Kanifushi Maamunagau Kashidhuffarufinolhu Varihuraa (Four Seasons Resort Maldives at Landaa Giraavaru) Lan’daagiraavaru Baros (Baros Holiday Resort) Kihavah huravalhi Kamadhoo Gemendhoo Hulhudhoo Keyodhoo Un’doodhoo Funadhoo Kendhoo Milaidhoo Olhuvelifushi Maduvvari Bodufinolhu Madhirivaadhoo Dhoogan’dufinolhu Ookolhufinolhu Dhandhoo Rasdhoo Veyofushi Kihaadhoo (KuramathiKuramathi TouristResort) Hirundhoo Mudhdhoo Velavaru (Bandos IslandBoduban’dos Resort and Spa) Madivaru Aligau Dhigudhefaru Finolhas Thilamaafushi (Re ethi Beach Resort) Fonimagoodhoo Thiladhoo Dhakandhoo Fares Ahivaffushi Thulhaagiri (Thulhaagiri Island Resort) Rathuruh-huraa Maidhoo Huruvalhi Fenfushi Maamunagaufinolhu Maalhosmadulu Uthuruburi (Raa Atoll) Mendhoo Gaagan’du Dharavandhoo (Royal Island Resort and Spa) Horubadhoo Aarah Hibalhidhoo Maalhos Vakkaru Nelivarufinolhu Fushi Ukulhas Feydhoofinolhu Ariatholhu Uthuruburi (Alifu Alifu Atoll) Hulhudhoo Miriandhoo Kudadhoo Ufuligiri Medhufinolhu Kanufusheegaathufinolhu Kanufushi Maamaduvvari (VelidhooIslandResort) Velidhoo Mathiveri (Coco Palm Dhuni Kolhu) Dhunikolhu Bodufolhudhoo Mathivereefinolhu (Nika Island Resort) Kudafolhudhoo Olhugiri 19 Farukolhufushi (Club Faru, Farukolhufushi) (Kurumba Vihamanaafushi Maldives) (Gangehi Island Resort) Gangehi (S oneva Fushi by Six Senses) Kunfunadhoo Eydhafushi Maaddoo Muthaafushi Hithaadhoo Bodufinolhu Furanafushi (Full Moon Beach Resort) Hanifaruhuraa En’boodhoo Gaavilin’gili Thulhaadhoo Huraa Kudahuraa (Four Seasons Resort Maldives atKudaHuraa) Vabboahuraa Than’burudhoo Hinmafushi Lankanfushi (Soneva Gili by Six Senses) Lankanfinolhu (Paradise Island Resort and Spa) Kan’duoiygiri Gaagan’du Aidhoo Hanifaru Nibiligaa Hulhumale’ (Giraavaru Giraavaru TouristResort) Dhoonidhoo Male’atholhu (Kaafu Atoll) Funadhoo Hulhule Thilafushi 2 Gasfinolhu (Gasfinolhu Island Resort) Lhohifushi (Adaaran Select Hudhuranfushi) Kanifinolhu (Club Med Kanifinolhu) Kudaban’dos Kodhdhipparufinolhu Kihaadhuffaru (Kihaadhuffaru Resort) Dhonfanu Vilin’gili mathidhahuraa Thulusdhoo irumathee huraagan’du (Huvafenfushi) Nakatchafushi (Kanu hura) Kanuhuraa Veligan’du Kuroshigiri Maashigiri Vilingilli Kaashidhoo Male’ Maalhosmadulu Dhekunuburi (Baa Atoll) Fulhadhoo Fehendhoo Boadhaafushi Dhinnolhufinolhu Goidhoo Inn afushi Velassaru (LagunaMaldives) Vihamaafaru Mathifaru Dhashufaruhuraa (VadooIslandResort) Vaadoo Etheremadivaru (TajExoticaandSpaMaldives) En’boodhoofinolhu Bolifushi (Island of Bolifushi) (Madoogali Resort) Madoogali Gaafaru (Embudhu Village) En’boodhoo (Maayafushi Maayafushi TouristResort) Olhuhali Bathala (Adaaran Club Bathala) Kagi Akirifushi Feridhoo Helen’geli (Helengeli Island Resort) Maifalhuhuraa Maniyafushi Gaathafushi (W. RetreatandSpaFesdhoo Maldives) Madivaru 1 Asdhoo (Asdhu Sun Island) (M eeru Island Resort) Meerufenfushi 2 Maalhos Dhiffushi Thulusdhoo Vilin’gili mathidhahuraa Thulusdhoo irumathee huraagan’du (Huvafenfushi) Nakatchafushi Vabboahuraa Gulhi (Anantara Resort and Dhigufinolhu Spa Maldives) Vaagali Alikoirah Kanuoiy huraa (Chaaya Island Dhonveli) Than’burudhoo Hinmafushi Lankanfushi (Soneva Gili by Six Senses) Lankanfinolhu (Paradise Island Resort and Spa) Baros (Baros Holiday Resort) (Bandos Island Boduban’dos Resort and Spa) Gulhigaathuhuraa Veligan’duhuraa (Naladhu) Boduhuraa Vammaafushi Maafushi (Biyaadhoo Island Biyaadhoo Resort) Kudaban’dos Kodhdhipparufinolhu Kan’duoiygiri Furanafushi (Full Moon Beach Resort) Gaagan’du Aarah Himendhoo Farukolhufushi (Club Faru, Farukolhufushi) (K urumba Vihamanaafushi Maldives) Fushi Ukulhas Kalhuhuraa Maagau Mushimasmigili Gasfinolhu (Gasfinolhu Island Resort) Lhohifushi (Adaaran Select Hudhuranfushi) Kanifinolhu (Club Med Kanifinolhu) Huraa Kudahuraa (Four Seasons Resort Maldives at KudaHuraa) Girifushi (Thulhaagiri Island Resort) Thulhaagiri (BanyanTreeMaldivesVabbn Vabbinfaru ifaru) (Angsana Spa Maldives Resort IhIhuru) u ru & (V eliganduIsland) Veligan’du Madivaru Rasdhoo (Kuramathi Kuramathi TouristResort) Gaagan’du (Gangehi Island Resort) Gangehi Makunufushi (Cocoa Island) (Dream Island Maldives) Villivaru Feydhoofinolhu Ariatholhu Uthuruburi (Alifu Alifu Atoll) (VelidhooIslandResort) Velidhoo Bodufolhudhoo Mathivereefinolhu Fusfinolhu Ellaidhoo (Ellaidhoo TouristResort) Kan’dholhudhoo (TajCoralReefResort) Hen’badhoo Boduhithi (Coco Palm Boduhithi) Kudahithi (Coco Palm Kudahithi) Rasfari Mathiveri 2 (Halaveli Holiday Halaveli Village) Thun’bafushi (Eriyadhoo Island Resort) Eriyadhoo (Makunudhoo Island) Makunudhoo (S ummer Ziyaaraiyfushi Island Village) (O ne&Only Reethi Medhufinolhu Rah,Maldives) Thoddoo (Nika Island Resort) Kudafolhudhoo Hulhumale’ (Giraavaru TouristResort) Giraavaru Rannalhi (Adaaran Club Rannalhi) Dhoonidhoo Male’atholhu (Kaafu Atoll) Funadhoo Hulhule Thilafushi Vilingilli Male’ (Moofushi Island Resort) Moofushi Kan’doomaafushi (Kandooma TouristResort) Guraidhoo Lhosfushi (Athurugau Island Athurugau Resort) Dhinnolhufinolhu Velassaru (Laguna Maldives) Vihamaafaru (Fihaalhohi Island Resort) Fihaalhohi Bodukaashihuraa (V adooIslandResort) Vaadoo Etheremadivaru (TEn’boodhoofinolhu ajExoticaandSpaMaldives) 3 18 Maadhoo Kudafinolhu Bolifushi (Island of Bolifushi) (Madoogali Resort) Madoogali (E mbudhu Village) En’boodhoo (M aayafushi Maayafushi TouristResort) Bathala (Adaaran Club Bathala) Dhiggiri Feridhoo Maniyafushi Bodufinolhu (Fun Island Resort) Olhuveli (Olhuveli Beach and Spa Resort) Hangnaameedhoo (Halaveli Holiday Halaveli Village) Gaathafushi Fusfinolhu Kalhuhuraa (W . Retreat andSpaFesdhoo Maldives) Ellaidhoo (Ellaidhoo TouristResort) Kan’dholhudhoo Maalhos Gulhi Maagau (A nantara Resort and Dhigufinolhu Spa Maldives) Mushimasmigili Vaagali Alikoirah Gulhigaathuhuraa Veligan’duhuraa (Naladhu) Boduhuraa Heenfaru Vammaafushi Maafushi Erruh-huraa En’boodhoo (Biyaadhoo Island Biyaadhoo Resort) Himendhoo Mahaana (Rihiveli Beach elhihuraa Resort) Olhigan’dufinolhu Inn afushi Omadhoo Kun’burudhoo (Thun’dufushi Thun dufushi Island Resort) Mahibadhoo Fushidhigga Mahibadhoo Fushidhigga Bulhaalhohi Bulhaalhohi Fulidhoo Theluveligaa Angaaga (Angaaga Island Resort and Spa) 8 Omadhoo Kun’burudhoo Mandhoo Hurasdhoo 7 Innafushi (Thundufushi Thun’dufushiIsland Resort) Erruh-huraa En’boodhoo Kalhahan’dhihuraa Kalhahan’dhihuraa Maadhoo Kudafinolhu Bodufinolhu (Fun Island Resort) Olhuveli (Olhuveli Beach and Spa Resort) Hangnaameedhoo 4 Lhosfushi (Fihaalhohi Island Resort) Fihaalhohi Bodukaashihuraa Heenfaru Olhigan’dufinolhu Kan’doomaafushi (Kandooma TouristResort) Guraidhoo (Athurugau Island Athurugau Resort) Dhiggiri 5 Mahaana (Rihiveli Beach elhihuraa Resort) Makunufushi (Cocoa Island) (Dream Island Maldives) Villivaru Rannalhi (Adaaran Club Rannalhi) (M oofushi Island Resort) Moofushi 6 Huvahendhoo (Lily Beach Resort) Dhiggiri (Dhiggiri TouristResort) Kudhiboli (V ilamendhoo Vilamendhoo IslandResort) Rangali Vashugiri Mirihi (Mirihi Island Resort) Vilin’gilivaru (Ranveli Village) (Conrad Maldives Rangalifinolhu Rangali Island) (T Maafushivaru winIslandResort) Mandhoo Dhan’gethi Lonuboi (M achchafushi Machchafushi Island Resort) Alimathaa (Alimatha AquaticResort) (V akarufal Vakarufalhi hiIslandResort) Hukurudhoo Felidhuatholhu (Vaavu Atoll) Kudarah (Kudarah Island Resort) Finolhu Fulidhoo Huruelhi Dhigurah Theluveligaa Hurasdhoo Fenfushi Bodufinolhu Tholhifushi Aarah Hulhidhoo Dhidhdhoofinolhu (Diva Maldives) Maamin’gili Thinadhoo Dhidhdhoo Hiyafushi Nalaguraidhoo (Sun Island Resort and Spa) Angaaga (Angaaga Island Resort and Spa) Felidhoo Keyodhoo Kudadhoo Dhiffushi (Holiday Island) Ariyadhoo Ariatholhu Dhekunuburi (Alifu Dhaalu Atoll) Huvahendhoo (Lily Beach Resort) Foththeyobodufushi Dhiggiri (Dhiggiri TouristResort) Kudhiboli Kuda anbaraa (Vilamendhoo Vilamendhoo IslandResort) Rangali Anbaraa Nilandheatholhu Uthurumuri (Faafu Atoll) Ruh hurihuraa Vashugiri Mirihi (Mirihi Island Resort) Vilin’gilivaru (Ranveli Village) Rangalifinolhu (ConradIsland) Rangali Maldives Hin’gaakulheefinolhu Thun’duhuraa (Twin Maafushivaru IslandResort) Bodumohoraa Dhan’gethi Lonuboi Kan’dumoonufushi Rakeedhoo (Machchafushi Machchafushi Island Resort) Alimathaa (Alimatha AquaticResort) Felidhuatholhu (Vaavu Atoll) Vilin’gilivarufinolhu Feeali Madivaruhuraa Makunueri Himithi Dhiguvarufinolhu Minimasgali Maafushi (Vakarufal Vakarufalhi hiIslandResort) Hukurudhoo Kudarah (Kudarah Island Resort) Vattaru Faanumaahuraa Filitheyo (Filitheyo Island Resort) Jinna thugau Finolhu Huruelhi Adhangau Dhigurah En’bulufushi Bileiydhoo Dhiggaru Maduvvari Raiymandhoo Raaban’dhihuraa Madifushi Magoodhoo Magoodhoo bodufinolhu Erruh-huraa Dharan’boodhoo Nilandhoo Hudhuveli Uthurugasveli Uthuruboduveli Hurasveli Meedhuffushi (Vilu Reef BeachandSpaResort) Fenfushi Meedhoo Bodufinolhu Tholhifushi 7 Maagau Dhiffushi (Holiday Island) Ban’didhoo Aluvifushi Rin’budhoo Ariyadhoo Boahuraa Kanneiyfaru Felidhoo Keyodhoo Kudadhoo Veyvah Muli Dhoores Vommuli Ariatholhu Dhekunuburi (Alifu Dhaalu Atoll) Maalhaveli Thuvaru Naalaafushi Hudhufusheefinolhu Maadheli Medhufushi (Medhufushi Island Resort) Maalefaru Seedheehuraa veligan’du Hulhudheli Hakuraahuraa (Chaaya Lagoon Hakuraa Huraa) Seedheehuraa Gongalihuraa Hulhuvahi Kekuraalhuveli 8 Gasveli Dhekunuboduveli Olhufushi Dhebaidhoo Foththeyobodufushi Kuda anbaraa Kuda usfushi Bulhalafushi Fenfushi Gemendhoo Ayyakaloahuraa Thaban’lhaidhoo Maa usfushi Maahuraa Fenfuraaveli Fenmeeruhuraa Kolhufushi Gaakurali Kiraidhoo Kuradhigan’du Mulakatholhu (Meemu Atoll) Thinhuraa Dhiththun’di Thilabolhufushi Minimasgali Kan’dinmaa Vallalhohi Thinadhoo Dhidhdhoo Hiyafushi Nalaguraidhoo (Sun Island Resort and Spa) Mulah Lhohi Aarah Hulhidhoo Dhidhdhoofinolhu (Diva Maldives) Maamin’gili Velavaru (Angsana ResortandSpaMaldives-Velavau) Udhdhoo Faandhoo Vaanee Hiriyafushi Valla Is sari Kedhigan’du Maaen’boodhoo Maafushi Olhuveli En’boodhoofushi Kudahuvadhoo Anbaraa Nilandheatholhu Uthurumuri (Faafu Atoll) Nilandheatholhu Dhekunuburi (Dhaalu Atoll) Burunee Ruh hurihuraa Hin’gaakulheefinolhu Thun’duhuraa Bodumohoraa Gaalee Kuran’dhuvaru Maagulhi Kan’dufushi Hikan’dhilhohi Dhiffushi Vilufushi Olhugiri Hon’delifushi Dhonanfushi Kan’dumoonufushi 6 Rakeedhoo Kalhufahalafushi Vilin’gilivarufinolhu Feeali Olhufushifinolhu Kolhufushi Ufuriyaa Olhufushi Madifushi Mathidhoo Medhafushi Kakolhas Fondhoo Himithi Bodufinolhu Maalefushi Kudadhoo 9 Madivaruhuraa Makunueri Dhiyamigili Guraidhoo Kafidhoo Kan’doodhoo Vandhoo Fenmeerufushi Ekuruffushifinolhu Kolafushi Hirilandhoo Lhavaddoo Fonidhaani Kalhudhiyafushi Rihaamaafushi Fenfushi Kudakaaddoo Hathifushi Kaaddoo Olhudhiyafushi Bodurehaa Dhiguvarufinolhu Minimasgali Maafushi Hulhiyanfushi Gaadhiffushi Usfushi Hiriyanfushi Thimarafushi Vattaru Faanumaahuraa Funaddu Fushi Kani Vanbadhi Kanimeedhoo Veymandoo Gaathurehaa Dhururehaa Ruththibirah Filitheyo (Filitheyo Island Resort) Elaa Kin’bidhoo Kuredhifushi Omadhoo Kudakin’bidhoo Jinnathugau Kolhumadulu (Thaa Atoll) Fonagaadhoo Isdhoo Dhan'bidhoo Hulhiyandhoo Dhonberahaa Kudarah Kandaru 10 Thun’buri Holhurahaa Fenboahuraa Hikan’dhirahaa Rahaa Fushi Kanuhuraa Maabaidhoo Bodufinolhu Vadinolhu Mundoo Bokaiyfushi Kuda mungnafushi Kalhaidhoo Bodu mungnafushi Adhangau Uvadhevifushi Baresdhoo Mahakanfushi Hanhushi En’bulufushi Gasgan’dufinolhu Bodufinolhu Kashidhoo Bileiydhoo Gan Guraidhoo Dhiggaru Maduvvari Maavah Maandhoo Kokurahaa Bodumaabulhali Kudamaabulhali Kalhurahaa Haiythoshi Enberahaa Maaveshi Thathunrahaa Aarahaa Bodufenrahaa Burrahaa Athahendhu Kudavoshi Hendha Vinagan’du Uthuru vinagan’du Medhu vinagan’du Fenboarahaa Kudafenrehaa Fares Boduhuraa Kudafares Raiymandhoo Kadhdhoo Huraa Veligan’dufinolhu Hulhimendhoo Gaadhoo Olhuveli Maafushi Maakalhuveli Olhutholhu Raaban’dhihuraa Fonadhoo Maamendhoo Hithadhoo Madifushi Magoodhoo Magoodhoo bodufinolhu Hulisdhoo Mendhoo Bodumahigulhi Kudafushi Kuredhirehaa Kunahandhoo Erruh-huraa Hadhdhunmathi (Laamu Atoll) Operating Entities 1. Chaaya Blu 2. Cinnamon Wild 3. Chaaya Tranz 4. Bentota Beach Hotel 5. Cinnamon Bey 6. Cinnamon Citadel 7. Chaaya Village 8. Cinnamon Lodge Dharan’boodhoo Nilandhoo Hudhuveli Uthurugasveli Uthuruboduveli Hurasveli Meedhuffushi (Vilu Reef BeachandSpaResort) 16 17 3 Meedhoo Velavaru (Angsana ResortandSpaMaldives-Velavau) Udhdhoo Faandhoo Lhohi Mulah Veyvah Maagau Rin’budhoo Ban’didhoo Aluvifushi Boahuraa Kanneiyfaru Muli Dhoores Vommuli Maalhaveli Thuvaru Naalaafushi Hudhufusheefinolhu Maadheli Hulhudheli Hulhuvahi Kekuraalhuveli 11 5 3 Maalefaru Gasveli Dhekunuboduveli Olhufushi Thaban’lhaidhoo Dhebaidhoo Kuda usfushi Bulhalafushi Fenfushi Gemendhoo Ayyakaloahuraa Maa usfushi Maahuraa Fenfuraaveli Fenmeeruhuraa Kiraidhoo Gaakurali Kolhufushi Kuradhigan’du Kudalafari Thinhuraa Matu 15 4 Medhufushi (Medhufushi Island Resort) Seedheehuraa veligan’du Seedheehuraa Gongalihuraa Dhiththun’di Faruhulhudhoo 12 Kan’duvilin’gili Faruhulhedhoo Melaimaa Hurendhoo Thilabolhufushi Bodehuttaa Maarandhoo Kalhehuttaa Maagihuttaa Kodagehuttaa Hithaadhoo Maamutaa Minimasgali Kolamaafushi Hithaadhoogalaa Lhossaa Kan’dinmaa Maakanaarataa Mulakatholhu (Meemu Atoll) Bodufinolhu Beyrumauddoo Vallalhohi Raaverrehaa Vaanee Falhuverrahaa Huvadhuatholhu Uthuruburi (Gaafu Alifu Atoll) Villin’gili Hiriyafushi Kooddoo Kendheraa Maamendhoo Fenfuttaa Boadduvaa Valla Hulhimendhoo Maadhigavara Fulan'gi Issari Kedhigan’du Dhigurah Kodahuttaa Maththidhoo Maaen’boodhoo Falhumaafushi Maafushi Keredhdhoo Odagallaa Kisserahaa Nilandhoo Olhuveli Hinaamaagalaa Dhaandhoo Dhevvalaabadhoo En’boodhoofushi Vodamulaa Munandhuvaa Kudahuvadhoo Meradhoo (Salus Fushi) Mahadhdhoo Dhevvaamaagalaa Funadhooviligillaa Dhevvadhoo 2 14 3 Havoddaa Funadhoo Dhigudhoo Minimessaa Funamudua (Huvadhumaafushi Maldives) Thinadhoo Hirihuttaa Galamedhuvaa Havodigalaa Baavanadhoo Kafena Viligalaa Maagon’derehaa Kudherataa Rahadhuvaa Maallaarehaa Kodeyvilin'gili Hadahaa Gosi Kon'dey Kodeymatheelaabadhoo Baulhagallaa Kaadedhdhoo Dhiyadhoo Medhehuaa Maarehaa Madaveli Konoaa Kudhehulhedhdhoo Kannigillaa Nilandheatholhu Dhekunuburi (Dhaalu Atoll) Araigaththaa Gemanafushi Hoan’dedhdhoo Kaludirehaa Hunigon’direhaa Kadevaarehaa Dhigurehaa Bihurehaa Kodedhoo Bodubon’deyyaa Mathikeranahuttaa Kaashihulhudhoo Keramiththaa Kudhelifadhoo Bodurehaa Fenrehaa Boduhuttaa Idh imaa Ulegalaa Bakeththaa Maafehelaa Dekaanbaa Koderataa Kodegalaa Inn arehaa Medhuburiyaa Maththurehaa Medharehaa Maagalaa Gahevelagalaa Thinahuaa Kan’duhulhudhoo Kadhefalaa Olhimuttaa Kodaanahutta Hulhuvaarulaa Kaishidhoo Maavaarulu Farehulhedhoo Dhoonirehaa Menthandhuvaa Golhaallaa Kalhehamalaa Keyhuvadhoo Kalhahuttaa Odegallaa Olhurataa Mathaidhuvaa Hevaahulhudhoo Kalhahigillaa Lonudhoo Bodehuttaa NadellaaEhivakaa Veraaviligillaa Maavadhdhuva Lonudhuahuttaa Thelehuaa Ban’defodiyaa Kodahutigalaa Gadhdhoo Magudhdhuvaa Gan Mudhimaahutta Meehunthibenehuttaa Rathafandhoo Mathihutta Dherukurehaa Meyragillaa Femunaidhoo 13 Rodhavarrehaa Vaireyaadhuvaa Maaehivakaa Kanandhuvaa Meregihuaa Fenevenehuttaa Kudhemaanaidhoo Vatavarrehaa Kalherehaa Gazeeraa Mudhimaahutta Laihaa Ukurihuttaa Kan’dahalagalaa Vilin’gillaa Kaalhehuaa Fiyoari Vaadhoo Uhehuttaa Ekelondaa Keleihuttaa Dhigelaabadhuvaa Hoothodeyaa Faresmaathodaa Maarehaa Dhoonirehaa Boduhuttaa Farukolhuhuttaa Kaalhehuaa Huvadhuatholhu Dhekunuburi (Gaafu Dhaalu Atoll) Foamulah (Gnaviyani Atoll) Fuvahmulaku Kedevaahera Hikahera Bedhey aurah Kaohera Maahera Kudamaahera Dheeron’di Hithadhoo Fathikedehera gan’du Kodadhihera gan’du Kan’dihera gan’du Meedhoo Hulhudhoo Herethere (Hadhufushi) Aboohuraa Geskalhuheraa Gauken’di Hankede Boduhajaraa Mulikede Maradhoo Maradhoofeydhoo Feydhoo Villin’gili Savaaheli Dhigiheraa Gomahera Chaaya Hotels & Resort Protected Areas 1. Chaaya Island Dhonveli 2. Chaaya Reef Ellaidhoo 3. Chaaya Lagoon Hakuraa Huraa 1. Thamburudhoo Thila 2. Orimas Thila 3. Lhazikuraadi Gan Adduatholhu (Seenu Atoll) As a Company which monitors most of the environment related indicators, we continuously report on significant spills of chemicals, oil, fuel and waste on a quarterly basis and reported zero incidents. Also, due to the strict adherence to environment, social and product related rules and regulations in the country, there were no fines or sanctions imposed on us during the year. 132 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 SUSTAINABILITY REPORT CONTD. CONSOLIDATED VALUE ADDED STATEMENT For the year ended 31st March (Rs. ‘000s) Revenue Other operating income and finance income Total Less : Cost of materials and services Value added 2014 2013 10,966,381 9,341,581 309,818 182,178 11,276,199 9,523,759 (6,239,088) (5,828,848) 5,037,111 To employees 34% To the government 8% To providers of capital 11% Retained within the 2013/2014 3,694,911 business 47% To employees 31% Distributed as follows : To employees as salaries and other benefits To the government as taxes 1,724,922 34% 1,139,734 31% 384,197 8% 241,840 7% 533,877 11% 537,096 15% To the providers of capital Interest in borrowings Non-controlling interest 9,080 0% 4,240 To the government To providers of capital 0% 7% 15% Retained within the 2012/2013 Retained within the business 819,189 16% 651,010 18% As reserves 1,565,846 31% 1,120,991 30% Total 5,037,111 100% 3,694,911 100% As depreciation Defined contribution plan obligations Rs. ‘000s 2014 2013 2012 2011 2010 EPF 42,812 36,046 30,571 22,908 19,287 ETF 12,583 10,511 7,380 5,825 4,481 113,836 89,346 84,677 78,713 65,974 10,497 6,672 6,403 5,766 4,064 Employee benefit liability as at 31 March Payments during the financial year business 48% 133 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 THE WAY FORWARD: A SUSTAINABLE VALUE CHAIN As a green pioneer, our ultimate goal is to extend our concepts of sustainability across the value chain. We believe that by working together with our value chain partners, we can identify optimal solutions thereby leading towards holistic action to generate more value. We are proud to report that we have already set the wheels in motion to achieve this goal. During the year, we formulated criteria detailing a comprehensive set of sustainability requirements to be met by all our significant suppliers. The suppliers were mapped based on the level of fulfilment of the criteria. Suppliers who did not meet the required specifications have been given a particular time period to comply with the requirements, failing which alternative suppliers are pursued. The criteria consist of a range of indicators that take into consideration the environment, social and economic obligations of an entity. KEY ASPECTS CONSIDERED IN THE SUPPLIER ASSESSMENT z Environmental Policy and Environmental Management Systems z Energy Consumption, Water Consumption and Discharge, Waste Management, Emissions, z Noise Impact, Biodiversity - Environmental Provisions z Emissions z Health, Safety and Welfare - Health Provisions z Hours of Work and Holidays – General z Employment of Women, Young Persons and Children Night Work and Industrial undertakings z Maternity Provisions - Maternity Benefits Suppliers Forum- Maldivian Resorts Our Maldivian resorts successfully carried out its inaugural Suppliers Forum, in order to build awareness on sustainable tourism amongst suppliers. The forum was attended by 25 delegates from 15 domestic and international organisations. The forum focused on the key issues of sustainable business practices in the supply chain covering the health and safety of suppliers. As one of the largest leisure sector operator, our supply chain comprises several hundreds of product and service suppliers and we believe the impact we could have in this regard would be substantial. Over the next five years, we will strive to spread our sustainability values along the supply chain, reflective of our commitment towards achieving our ultimate green objective. 134 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 SUSTAINABILITY REPORT CONTD. GRI INDEX G3 Content Index Profile Disclosure Description Reported Cross Reference Pages 1. Strategy and analysis 1.1 Statement from the most senior decision-maker of the organisation. Yes 48-50 1.2 Description of key impacts, risks, and opportunities. Yes 92-99, 101 2. Organisational profile 2.1 Name of the organisation. Yes Back inner cover 2.2 Primary brands, products, and/or services. Yes 107-108 2.3 Operational structure of the organisation, including main divisions, operating companies, subsidiaries, and joint ventures. Yes 51 2.4 Location of organisation’s headquarters. Yes Back inner cover 2.5 Number of countries where the organisation operates, and names of countries with either major operations or that are specifically relevant to the sustainability issues covered in the report. Yes 131 2.6 Nature of ownership and legal form. Yes Back inner cover 2.7 Markets served (including geographic breakdown, sectors served, and types of customers/beneficiaries). Yes 107 2.8 Scale of the reporting organisation. Yes 98-99 2.9 Significant changes during the reporting period regarding size, structure, or ownership. Yes N/A 2.10 Awards received in the reporting period. Yes 102-104 3. Report parameters 3.1 Reporting period (e.g., fiscal/calendar year) for information provided. Yes 98-99 3.2 Date of most recent previous report (if any). Yes 98-99 3.3 Reporting cycle (annual, biennial, etc.) Yes 98-99 3.4 Contact point for questions regarding the report or its contents. Yes Back inner cover 3.5 Process for defining report content. Yes 98-101 3.6 Boundary of the report (e.g., countries, divisions, subsidiaries, leased facilities, joint ventures, suppliers). Yes 99 3.7 State any specific limitations on the scope or boundary of the report. Yes 98-99 3.8 Basis for reporting on joint ventures, subsidiaries, leased facilities, outsourced operations, and other entities that can significantly affect comparability from period to period and/or between organisations. Yes 98-99 3.9 Data measurement techniques and the bases of calculations, including assumptions and techniques underlying estimations applied to the compilation of the Indicators and other information in the report. Yes 120 135 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 G3 Content Index Profile Disclosure Description Reported Cross Reference Pages 3.10 Explanation of the effect of any re-statements of information provided in earlier reports, and the reasons for such restatement (e.g., mergers/acquisitions, change of base years/periods, nature of business, measurement methods). Yes N/A 3.11 Significant changes from previous reporting periods in the scope, boundary, or measurement methods applied in the report. Yes 98-99 3.12 Table identifying the location of the Standard Disclosures in the report. Yes Inner Front Cover 3.13 Policy and current practice with regard to seeking external assurance for the report. Yes 98-99 4. Governance, commitments and engagement 4.1 Governance structure of the organisation, including committees under the highest governance body responsible for specific tasks, such as setting strategy or organisational oversight. Yes 54-67, 106 4.2 Indicate whether the Chair of the highest governance body is also an executive officer. Yes 54-67 4.3 For organisations that have a unitary Board structure, state the number and gender of members of the highest governance body that are independent and/or non-executive members. Yes 54-67 4.4 Mechanisms for shareholders and employees to provide recommendations or direction to the highest governance body. Yes 54-67 4.5 Linkage between compensation for members of the highest governance body, senior managers, and executives (including departure arrangements), and the organisation’s performance Yes 54-67 4.6 Processes in place for the highest governance body to ensure conflicts of interest are avoided. Yes 54-67 4.7 Process for determining the composition, qualifications, and expertise of the members of the highest governance body and its committees, including any consideration of gender and other indicators of diversity. Yes 54-67 4.8 Internally developed statements of mission or values, codes of conduct, and principles relevant to economic, environmental, and social performance and the status of their implementation. Yes 54-67 4.9 Procedures of the highest governance body for overseeing the organisation’s identification and management of economic, environmental, and social performance, including opportunities, and adherence or compliance relevant risks and with internationally agreed standards, codes of conduct, and principles. Yes 54-67 4.10 Processes for evaluating the highest governance body’s own performance, particularly with respect to economic, environmental, and social performance. Yes 54-67 4.11 Explanation of whether and how the precautionary approach or principle is addressed by the organisation. Yes 54-67 4.12 Externally developed economic, environmental, and social charters, principles, or other initiatives to which the organisation subscribes or endorses. Yes 54-67 4.13 Memberships in associations (such as industry associations) and/or national/international advocacy organisations. Yes 54-67 136 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 SUSTAINABILITY REPORT CONTD. G3 Content Index Profile Disclosure Description Reported Cross Reference Pages 4.14 List of stakeholder groups engaged by the organisation. Yes 54-67 4.15 Basis for identification and selection of stakeholders with whom to engage. Yes 54-67 4.16 Approaches to stakeholder engagement, including frequency of engagement by type and by stakeholder Group. Yes 54-67 4.17 Key topics and concerns that have been raised through stakeholder engagement, and how the organisation has responded to those key topics and concerns, including through its reporting. Yes 54-67 Economic Economic Performance DMA EC Disclosures on management approach to economic aspects. Yes N/A EC1 Direct economic value generated and distributed, including revenues, operating costs, employee compensation, donations and other community investment , retained earnings, and payments to capital providers and governments. Yes 132 EC2 Financial implications and other risks and opportunities for the organisation’s activities due to climate change. No N/A EC3 Coverage of the organisation’s defined benefit plan obligations. Yes 132 EC4 Significant financial assistance received from Government. No N/A Market Presence EC5 Range of ratios of standard entry level wage by gender compared to local minimum wage at significant locations of operation. No N/A EC6 Policy, practices, and proportion of spending on locally-based suppliers at significant locations of operation. Yes N/A EC7 Procedures for local hiring and proportion of senior management hired from the local community at locations of significant operation. No N/A Indirect economic impacts EC8 Development and impact of infrastructure investments and services provided primarily for public benefit through commercial, in-kind, or pro bono engagement. Yes 119-120 EC9 Understanding and describing significant indirect economic impacts, including the extent of impacts. No N/A Environmental Materials EN1 Materials used by weight or volume. No N/A EN2 Percentage of materials used that are recycled input materials. No N/A 137 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 G3 Content Index Profile Disclosure Description Reported Cross Reference Pages Energy EN3 Direct energy consumption by primary energy source. Yes 122 EN4 Indirect energy consumption by primary source. Yes 122 EN5 Energy saved due to conservation and efficiency improvements. Yes 121 EN6 Initiatives to provide energy-efficient or renewable energy-based products and services, and reductions in energy requirements as a result of these initiatives. No N/A EN7 Initiatives to reduce indirect energy consumption and reductions achieved. Partially 121 Water EN8 Total water withdrawal by source. Yes 123 EN9 Water sources significantly affected by withdrawal of water. No N/A EN10 Percentage and total volume of water recycled and reused. Yes 123 EN11 Location and size of land owned, leased, managed in, or adjacent to, protected areas and areas of high biodiversity value outside protected areas. Yes 129-130 EN12 Description of significant impacts of activities, products, and services on biodiversity in protected areas and areas of high biodiversity value outside protected areas. No N/A EN13 Habitats protected or restored. Yes 126-127 EN14 Strategies, current actions, and future plans for managing impacts on biodiversity. No N/A EN15 Number of IUCN Red List species and national conservation list species with habitats in areas affected by operations, by level of extinction risk. No N/A Biodiversity Emissions, effluents and waste EN16 Total direct and indirect greenhouse gas emissions by weight. Yes 120 EN17 Other relevant indirect greenhouse gas emissions by weight. No N/A EN18 Initiatives to reduce greenhouse gas emissions and reductions achieved. Partially 120-122 EN19 Emissions of ozone-depleting substances by weight. No N/A EN20 NO, SO, and other significant air emissions by type and weight. No N/A EN21 Total water discharge by quality and destination. Yes 123 EN22 Total weight of waste by type and disposal method. Yes 125 EN23 Total number and volume of significant spills. Yes 131 138 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 SUSTAINABILITY REPORT CONTD. G3 Content Index Profile Disclosure Description Reported Cross Reference Pages EN24 Weight of transported, imported, exported, or treated waste deemed hazardous under the terms of the Basel Convention Annex I, II, III, and VIII, and percentage of transported waste shipped internationally. No N/A EN25 Identity, size, protected status, and biodiversity value of water bodies and related habitats significantly affected by the reporting organisation’s discharges of water and runoff. No N/A Products and services EN26 Initiatives to mitigate environmental impacts of products and services, and extent of impact mitigation. No N/A EN27 Percentage of products sold and their packaging materials that are reclaimed by category. No N/A Monetary value of significant fines and total number of non-monetary sanctions for non-compliance with environmental laws and regulations. Yes 131 Significant environmental impacts of transporting products and other goods and materials used for the organisation’s operations and transporting members of the workforce. No N/A Total environmental protection expenditures and investments by type. No N/A Compliance EN28 Transport EN29 Overall EN30 Social: Labour practices and decent work Employment LA1 Total workforce by employment type, employment contract and region, broken down by gender. Yes 112 LA2 Total number and rate of new employee hires and employee turnover by age Group, gender and region. Yes 111-113 LA3 Benefits provided to full-time employees that are not provided to temporary or part- time employees, by significant locations of operation. No N/A Partially 115-116 No N/A Labour/management relations LA4 Percentage of employees covered by collective bargaining agreements. LA5 Minimum notice period(s) regarding operational changes, including whether it is specified in collective agreements. Occupational health and safety LA6 Percentage of total workforce represented in formal joint management-worker health and safety committees that help monitor and advise on occupational health and safety programmes. Yes 114-115 LA7 Rates of injury, occupational diseases, lost days, and absenteeism, and total number of work-related fatalities, by region and by gender. Yes 115 139 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 G3 Content Index Profile Disclosure Description Reported Cross Reference Pages LA8 Education, training, counselling, prevention, and risk-control programmes in place to assist workforce members, their families or community members regarding serious diseases. Yes 114-118 LA9 Health and safety topics covered in formal agreements with trade unions. No N/A Partially 113 No N/A Partially 113 Training and education LA10 Average hours of training per year per employee by gender, and by employee category. LA11 Programmes for skills management and lifelong learning that support the continued employability of employees and assist them in managing career endings. LA12 Percentage of employees receiving regular performance and career development reviews, by gender. Diversity and equal opportunity LA13 Composition of governance bodies and breakdown of employees per employee category according to gender, age Group, minority Group membership, and other indicators of diversity. No N/A LA14 Ratio of basic salary and remuneration of women to men by employee category, by significant locations of operation. No N/A Social: Human Rights Investment and procurement practices HR1 Percentage and total number of significant investment agreements and contracts that include clauses incorporating human rights concerns, or that have undergone human rights screening. No N/A HR2 Percentage of significant suppliers, contractors, and other business partners that have undergone human rights screening, and actions taken. No N/A HR3 Total hours of employee training on policies and procedures concerning aspects of human rights that are relevant to operations, including the percentage of employees trained. No N/A No N/A Operations and significant suppliers identified in which the right to exercise freedom of association and collective bargaining may be violated or at significant risk, and actions taken to support these rights. No N/A Operations and significant suppliers identified as having significant risk for incidents of child labour, and measures taken to contribute to the effective abolition of child labour. Yes N/A Non-discrimination HR4 Total number of incidents of discrimination and corrective actions taken. Freedom of association and collective bargaining HR5 Child labour HR6 140 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 SUSTAINABILITY REPORT CONTD. G3 Content Index Profile Disclosure Description Reported Cross Reference Pages Yes N/A No N/A No N/A Percentage of operations with implemented local community engagement, impact assessments and development programmes. Yes 117-118, 127 Percentage and total number of business units analysed for risks related to corruption. No N/A Forced and compulsory labour HR7 Operations and significant suppliers identified as having significant risk for incidents of forced or compulsory labour, and measures to contribute to the elimination of all forms of forced or compulsory labour. Security practice HR8 Percentage of security personnel trained in the organisation’s policies or procedures concerning aspects of human rights that are relevant to operations. Indigenous rights HR9 Total number of incidents of violations involving rights of indigenous people and actions taken. Social: Society Local communities SO1 Corruption SO2 SO3 Percentage of employees trained in organisation’s anti-corruption policies and procedures. No N/A SO4 Actions taken in response to incidents of corruption. No N/A SO5 Public policy positions and participation in public policy development and lobbying. No N/A SO6 Total value of financial and in-kind contributions to political parties, politicians, and related institutions by country. No N/A Total number of legal actions for anti-competitive behaviour, anti-trust, and monopoly practices and their outcomes. No N/A Monetary value of significant fines and total number of non-monetary sanctions for non-compliance with laws and regulations. Yes 131 Public policy Anti-competitive behaviour SO7 Compliance SO8 141 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 G3 Content Index Profile Disclosure Description Reported Cross Reference Pages Social: Product Responsibility Customer health and safety PR1 Life cycle stages in which health and safety impacts of products and services are assessed for improvement and percentage of significant products and services categories subject to such procedures. No N/A PR2 Total number of incidents of non-compliance with regulations and voluntary codes concerning health and safety impacts of products and services during their life cycle, by type of outcomes. No N/A Product and service labelling PR3 Type of product and service information required by procedures and percentage of significant products and services subject to such information requirements. No N/A PR4 Total number of incidents of non-compliance with regulations and voluntary codes concerning product and service information and labelling, by type of outcomes. No N/A PR5 Practices related to customer satisfaction, including results of surveys measuring customer satisfaction. Yes 99 Marketing communications PR6 Programs for adherence to laws, standards, and voluntary codes related to marketing communications, including advertising, promotion and sponsorship. No N/A PR7 Total number of incidents of non-compliance with regulations and voluntary codes concerning marketing communications, including advertising, promotion and sponsorship by type of outcomes. No N/A Total number of substantiated complaints regarding breaches of customer privacy and losses of customer data. No N/A Monetary value of significant fines for non-compliance with laws and regulations concerning the provision and use of products and services. Yes 131 Customer privacy PR8 Compliance PR9 142 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 FINANCIAL REPORTS FINANCIAL INFORMATION Annual Report of the Board of Directors Statement of Directors’ Responsibility Independent Auditors’ Report Income Statement Statement of Comprehensive Income Statement of Financial Position Statement of Changes In Equity Statement of Cash Flows Notes to the Financial Statements 143 148 149 150 151 152 154 155 157 143 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 ANNUAL REPORT OF THE BOARD OF DIRECTORS The Directors have pleasure in presenting their 35th Annual Report of the Company together with the Audited Financial Statements of John Keells Hotels PLC and the Consolidated Financial Statements of the Group for the year ended 31st March 2014. COMPLIANCE WITH LAWS AND REGULATIONS the achievement of corporate objectives. The policies and procedures ensure the equitable treatment of all employees. Some of the processes and procedures adopted in this regard are mentioned on pages 110 to 118 of the Annual Report. The Board has received assurance from the Board Audit Committee and confirms that the Company has complied with all applicable laws, rules and regulations in the territories in which it operates. PRINCIPAL ACTIVITIES SYSTEM OF INTERNAL CONTROL GOING CONCERN The principal activity of the Company, which is Investment, remained unchanged. The principal activity of the subsidiaries and joint ventures, which is hoteliering, also remained unchanged. The Board has implemented an effective and comprehensive system of internal controls, which provide reasonable but not absolute assurance that assets are safeguarded and that the financial reporting system may be relied upon in the preparation of the Financial Statements. Reliance upon the internal controls is set out on page 66 of this Report. The Board of Directors, after considering the financial position, operating conditions, regulatory and other factors, and such matters required to be addressed in the Code of Best Practice on Corporate Governance issued jointly by the Securities & Exchange Commission and CA Sri Lanka, have a reasonable expectation that the Company, its subsidiaries and joint ventures possess adequate resources to continue in operation for the foreseeable future. For this reason, they continue to adopt the Going Concern basis in preparing the Financial Statements. REVIEW OF BUSINESS AND FUTURE DEVELOPMENTS The financial and operational performance, during the year ended 31st March 2014 and future business development of the Company and Group, is provided in the Chairman’s Message, The Management Discussion and Analysis of Operations, Sustainability Report and the Financial Overview. These reports, which form an integral part of the Annual Report of the Board of Directors, together with the Audited Financial Statements, reflect the state of affairs of the Company and Group. CORPORATE GOVERNANCE The Corporate Governance practices of the Company are described on pages 54 to 77 of this Report. The Directors confirm that the operations of the Group are compliant with the Listing Rules of the Colombo Stock Exchange and has adopted the relevant Rules on Corporate Governance issued by the Securities & Exchange Commission of Sri Lanka and the Institute of Chartered Accountants of Sri Lanka (CA Sri Lanka). HUMAN RESOURCES The Company continued to implement appropriate human resource management policies to develop employees and optimise their contribution towards The Audit Committee receives and acts upon reports on the results of internal control reviews carried out by independent external auditors. RISK MANAGEMENT The Board confirms that there is an ongoing process for identifying, evaluating, managing and mitigating any significant risks faced by the Company, that financial, operational and compliance controls have been reviewed. Risk assessment and evaluation for the Company takes place as an integral part of the business and the Board Audit Committee reviews the principal risks and mitigating actions in place regularly. The Board, through the involvement of the Group Risk and Control Review Division takes steps to gain assurance on the effectiveness of control systems in place. The Head of the Group Business Process Review Division has direct access to the Chairman of the Audit Committee. Foreseeable risks that may materially impact the business are disclosed in the Chairman’s Message on Pages 48 to 50 and Risk Management practices on Page 92 to 97 of this Report. DIRECTORS’ RESPONSIBILITY FOR FINANCIAL REPORTING The Directors are responsible for the preparation of the Financial Statements so that they present a true and fair view of the state of affairs of the Company. The Directors are of the view that these Financial Statements have been prepared in conformity with the requirements of the Companies Act No.7 of 2007, the Sri Lanka Accounting and Auditing Standards Act No.15 of 1995 and the Listing Rules of the Colombo Stock Exchange. The Statement of Directors’ Responsibility for financial reporting is given on page 148 and forms an integral part of the Annual Report of the Board of Directors. 144 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 ANNUAL REPORT OF THE BOARD OF DIRECTORS CONTD. REVENUE PROVISION FOR TAXATION The revenue of the Group from its operations amounted to Rs. 10,966 Mn (2012/13 - Rs. 9,342 Mn). Revenue contribution to the Group from different geographical segments is provided in Note 3.2 to the Financial Statements. The details of the tax provision of the Group is disclosed in Note 9 to the Financial Statements. FINANCIAL RESULTS AUDITORS’ REPORT The Company recorded a profit after tax of Rs. 375.9 Mn while the Group recorded a consolidated net profit after tax of Rs. 1,574.9 Mn for the year under review. A synopsis of the Company’s consolidated performance is presented below. The Auditors’ Report on the Financial Statements is given on page 149 of the Annual Report. PROPERTY, PLANT & EQUIPMENT As at 31st March Group Company The book value of property, plant and equipment as at the reporting date amounted to Rs. 13,213 Mn (2013 –Rs. 13,472 Mn) for the Group. 2014 2013 2014 2013 After making provision for doubtful debts, all known liabilities and depreciation on property, plant, equipment the profit earned before interest was 2,427,116 1,819,992 400,705 82,141 Capital expenditure for the Group amounted to Rs. 610 Mn (2012/13 – Rs. 2,440.3 Mn). Interest paid during the year was (533,877) (537,096) (12,728) (7,186) Profit before tax was 1,893,239 1,282,896 387,977 74,955 (318,313) (161,877) (12,068) (12,839) Details of property, plant and equipment and their movements are given in Note 14 to the Financial Statements on page 187 of this Report. 1,574,926 1,121,019 375,909 62,116 (9,080) (4,240) - - The amount attributable to the Company and the Group was therefore 1,565,846 1,116,779 375,909 62,116 When the balance brought forward from the previous year was added 3,165,257 2,482,461 412,199 786,927 The amount available for appropriation was 4,731,103 3,599,240 788,108 849,043 (22,461) 2,861 - - - (436,844) - (436,844) 4,708,642 3,165,257 788,107 412,198 In Rs. ‘000s From which was deducted the provision for taxation, including deferred taxation of Leaving a net profit after tax of The profit attributable to the non controlling interest was Other adjustments Dividend paid during the year and direct cost on share issue was Leaving a balance to be carried forward to the next year of MARKET VALUE OF PROPERTIES Freehold land and buildings of the Group are subject to routine revaluation by independent qualified valuers. The most recent valuation in respect of Group was carried out as at 31st March 2013. Details of property valuations, including the valuation method and effective date of these valuations are provided in Note 14.1 to the Financial Statements on page 188 of this Report. INVESTMENTS The details of investments held by the Company and the Group as at 31st March 2014, are given in Note 17 to the Financial Statements. 145 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 IMPAIRMENT ASSESSMENT The Board of Directors has evaluated impairment loss in relation to property, plant and equipment, intangible assets and investments. Based on the assessment the investment made by Habarana Walk Inn Ltd on Rainforest Eco Lodge (Pvt) Ltd was impaired by Rs. 6,652,931 and had been recognised in the income statement for the year 2013/14 (2012/13 – Rs. Nil). The number of shareholders as at 31st March 2014 was 7,096 (31st March 2013- 7,728). An analysis of shareholders based on shares held, the distribution of ownership and details of share transactions during the year are provided on pages 80 and 81 of this report. The list of top twenty shareholders of the Company as at 31st March 2014 is also provided on page 82 of this Report. STATED CAPITAL DIRECTORS The total Stated Capital of the Company as at 31st March 2014 stood at Rs. 9,500.2 Mn (2013 – Rs. 9,500.2 Mn) divided into 1,456,146,780 Ordinary Shares (2013- 1,456,146,780 Ordinary Shares). The Board of Directors of the Company as at 31st March 2014 and their brief profiles are given on pages 52 and 53 of this Report. RESERVES The following members serve on the Board Audit Committee: The movement of Other Components of Equity and Revenue Reserves of the Company, its Subsidiaries and Joint Ventures are shown in the Statement of Changes in Equity on page 154 of this Report. SEGMENT REPORTING Geographical segment-wise contribution to Group revenue, results, assets and liabilities is provided in Note 2 to the Financial Statements. SHARE INFORMATION AND SHAREHOLDINGS The market value of an Ordinary Share of the Company as at 31st March 2014 was Rs. 12.50 (31st March 2013 – Rs. 13.20). Information relating to earnings, dividends, net assets and market value per share is given in the ten years summary on page 214. BOARD COMMITTEES Mr. Ranel T Wijesinha Mr. N B Weerasekera Mr. T L F W Jayasekera (Appointed w.e.f 01st Nov 2013) Mr. D A Cabraal (Resigned w.e.f 30th Oct 2013) The Audit Committee reviewed the type and quantum of non-audit services provided by the external auditors to the Group to ensure that their independence as auditors has not been impaired. The Report of the Audit Committee is given on pages 78 and 79 of this Report. INTERESTS REGISTER The Company has maintained an Interests Register as contemplated by the Companies Act No 7 of 2007. In compliance with the requirements of the Companies Act No. 7 of 2007, this Annual Report also contains particulars of entries made in the interest registers of subsidiaries and joint ventures which are Public Companies or Private Companies which have not dispensed with the requirement to maintain an interests register as permitted by Section 30 of the Companies Act No. 7 of 2007. Directors Interests in Contracts All the Directors have made a general disclosure to the Board of Directors as permitted by Section 192 (2) of the Companies Act No 7 of 2007 and no additional interests have been disclosed by any Director. Indemnities and remuneration Mr. T L F W Jayasekera was appointed to the Board on the standard terms and non-executive fees approved by the Board for Non-Executive Directors, which fees are commensurate with the market complexities of the Company. Mr. N B Weerasekera’s contract as a Non-Executive Director was renewed on the standard terms and nonexecutive fees approved by the Board for Non-Executive Director which fees are commensurate with the market complexities of the Company. 146 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 ANNUAL REPORT OF THE BOARD OF DIRECTORS CONTD. Directors’ Shareholdings DIRECTORS MEETINGS SUPPLIER POLICY The shares held by Directors’ and their spouses in the Company and its Subsidiaries as at 31st March 2014 are as follows; Details of the meetings of the Directors are given on page 56. John Keells Hotels PLC The Company has an equal opportunity policy and these principles are enshrined in specific selection, training, development and promotion policies, ensuring that all decisions are based on merit. The Group practices equality of opportunity for all employees irrespective of ethnic origin, religion, political opinion, gender, marital status or physical disability. There were no material issues pertaining to employees and industrial relations in the year under review. The Company applies an overall policy of agreeing and clearly communicating terms of payment as part of the commercial agreements negotiated with suppliers, and endeavors to pay for all items properly charged in accordance with these agreed terms. As at 31st March 2014, the trade and other payable of the Group amounted to Rs. 858 Mn (2013 – Rs. 992 Mn) and for the Company amounted to Rs. 13.6 Mn (2013 - Rs. 11.3 Mn). EMPLOYMENT As at 31st March 2014 31st March 2013 142,877 142,877 407,434 407,434 Mrs. C.A. Gunewardene 74,806 74,806 Total 625,117 625,117 Directors Mr. S.C. Ratnayake Mr. A.D. Gunewardene Spouses Mrs. M.V. Ratnayake International Tourists & Hoteliers Ltd Mr. J.E.P. Kehelpannala 150 150 Directors’ Remuneration Details of the remuneration and other benefits received by the Directors of the Company, its subsidiaries and joint ventures are set out in Note 8 to the Financial Statements. Executive Directors’ remuneration is established within a framework approved by the Board’s Remuneration Committee. The Directors are of the opinion that the framework assures appropriateness of remuneration and fairness for the Company. The remuneration of the Non-Executive Directors is determined according to scales of payments decided upon by the Board previously. SUSTAINABILITY REPORTING Details of the Group’s Human Resource initiatives are detailed in pages 110 to 117. The number of persons employed by the Group as at 31st March 2014 was 2,779 (2013 – 2,735) The Group is conscious of the impact, direct and indirect, on the environment due to its business activities. Every endeavor is made to minimise the adverse effects on the environment to ensure sustainable continuity of our natural resources. The activities undertaken by the Group in recognition of its responsibility as a corporate citizen are disclosed more fully on pages 98 to 141 of this Report. STATUTORY PAYMENTS DONATIONS The Directors, to the best of their knowledge are satisfied that all statutory payments in relation to the Government and the employees have been either duly paid or appropriately provided for. The income tax position of the Company and its subsidiaries are disclosed in Note 9 to the Financial Statements. Total donations made by the Group during the year amounted to Rs.5.1 Mn (2012/13 – Rs.3.0 Mn). The amount includes contributions on account of Corporate Social Responsibility (CSR) initiatives for which the Group donated Rs.2,021,661/- (2012/13 – Rs.768,750/-). The John Keells Social Responsibility Foundation, which operates with funds contributed by each of the companies in the Group, handles most of the Group’s CSR initiatives and activities. OUTSTANDING LITIGATION In the opinion of the Directors and in consultation within the Company Lawyers, litigation currently pending against the Company will not have a material impact on the reported financial results or future operations of the Company. The Foundation manages a range of programs that underpin its key principle of acting responsibly in all areas of business to bring about sustainable 147 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 development. In quantifying the Group’s contribution to charities no account has been taken of ‘in-house’ costs or management time. Donations made by Subsidiaries of the Company were as follows: Ceylon Holiday Resorts Ltd – Rs. 1,136,530/- (2012/13- Rs. 1,043,547/-), Habarana Lodge Ltd - Rs. 565,305/- (2012/13- Rs. 449,581/-), Habarana Walk Inn Ltd - Rs. 506,669/- (2012/13- Rs. 439,495/-), Kandy Walk Inn Ltd.-Rs. 330,553/- (2012/13- Rs. 138,521/-), Trinco Holiday Resorts (Pvt) Ltd – Rs. 236,910/- (2012/13– Rs. 173,796/-), Hikkaduwa Holiday Resorts (Pvt) Ltd – Rs. 281,100/- (2012/13– Rs. 290,767/-), Yala Village (Pvt) Ltd - Rs. 1,018,334/- (2012/13- Rs. 461,421/-), Beruwala Holiday Resorts (Pvt) Ltd, - Rs. 591,465/- (2012/13Rs. Nil), Travel Club Pte) Ltd, - Rs. 73,281/- (2012/13Rs. Nil), Fantasea World Investments (Pte) Ltd, Rs. 91,355/- (2012/13- Rs. Nil), Tranquility (Pte) Ltd, Rs. 232,936/- (2012/13- Rs. Nil). The CSR initiatives, including completed and on-going projects, are detailed in the sustainability report on pages 98 to 141. AUDITORS The Audit Committee reviews the appointment of the Auditors, their effectiveness, independence and relationship with the Company, including the level of audit. As far as the Directors are aware, the Auditors, Messrs Ernst & Young, Chartered Accountants, do not have any relationship or interest in the Company, its subsidiaries or joint ventures. ANNUAL GENERAL MEETING Messrs Ernst & Young, Chartered Accountants have indicated their willingness to continue as Auditors of the Company, accordingly, a resolution proposing their reappointment as Auditors will be proposed at the Annual General Meeting. The Annual General Meeting will be held at 117, Sir Chittampalam A Gardiner Mawatha, Colombo 02, on 30th June 2014 at 3.30pm. The Notice of the Annual General Meeting appears on page 221. Details of the Audit Fees paid to the Auditors are set out in Page 173 of this Report. This Annual Report is signed for and on behalf of the Board of Directors by: Further details on the work of the Auditor and the Audit Committee are set out in the Audit Committee Report on pages 78 and 79. ANNUAL REPORT The audited consolidated Financial Statements were approved for issue by the Board of Directors on 29th May 2014. The appropriate number of copies of this report will be submitted to the Colombo Stock Exchange and to the Sri Lanka Accounting and Auditing Standards Monitoring Board on 5th June 2014. Director Director And By Order of the Board Keells Consultants (Private) Limited Secretaries 29th May 2014 148 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 STATEMENT OF DIRECTORS’ RESPONSIBILITY The responsibility of the Directors, in relation to the Financial Statements of the John Keells Hotels PLC (Company) and the Consolidated Financial Statements of the Company and its Subsidiaries (Group) is set out in this statement. This Statement of Directors’ Responsibility is to be read in conjunction with the Report of the Auditors and is made to distinguish the respective responsibilities of the Directors and of the Auditors in relation to the Financial Statements contained in this Annual Report. The Financial Statements comprise of: z z Income statement and statement of comprehensive income of the Company and its subsidiaries, which present a true and fair view of the profit and loss of the Company and its subsidiaries for the financial year. Statement of financial position, which represents a true and fair view of the state of affairs of the Company and its subsidiaries as at the end of the financial year: As per the provisions of the Companies Act No. 7 of 2007, the Board of your Company shall cause the Annual General Meeting report to be sent to every shareholder of the Company no less than fifteen working days before the date fixed for holding the Annual General Meeting. The Directors of the Company are required by the provisions of the Companies Act No. 7 of 2007 to prepare Financial Statements which gives a true and fair view of the state of affairs of the Company and of the Group as at the end of the financial year, and of the Profit or Loss and of the Cash flows of the Company and of the Group for the financial year. The Directors confirm that the Financial Statements of the Company and its subsidiaries for the year ended 31st March 2014 presented in the Report have been prepared in accordance with the Sri Lanka Accounting and Auditing Standards Act No. 15 of 1995 , the Companies Act No. 7 of 2007 and has provided the information required by and otherwise complied with the listing rules of the Colombo Stock Exchange (CSE) and the code of best practice on Corporate Governance issued jointly by the Institute of Chartered Accountants of Sri Lanka (CA Sri Lanka) and the Securities and Exchange Commission of Sri Lanka (SEC). In preparing the Financial Statements, the Directors have selected appropriate accounting policies and have applied them consistently. Reasonable and prudent judgements and estimates have been made and applicable accounting standards have been followed and the Financial Statements have been prepared on a going concern basis. The Directors are of the view that adequate funds and other resources are available within the Company to continue in operation for the foreseeable future. The Directors have taken all reasonable steps expected of them to safeguard the assets of the Company and of the Group and to establish appropriate systems of internal controls in order to prevent, deter and detect any fraud, misappropriation or other irregularities. The Directors have also taken all reasonable steps to ensure that the Company and its Subsidiaries maintain adequate and accurate accounting books of record which reflect the transparency of transactions and provide an accurate disclosure of the financial position of the Company and its subsidiaries. The Directors are required to provide the Auditors with every opportunity to take whatever steps and undertake whatever inspection they consider appropriate for the purpose of enabling them to give their independent Audit Report. The Directors are of the view that they have discharged their responsibilities in this regard. COMPLIANCE REPORT The Directors confirm that, to the best of their knowledge, all taxes and levies payable by the Company and the subsidiaries and all contributions, levies and taxes payable on behalf of the employees of the Company and its subsidiaries, and all other known statutory obligations as at the Reporting date have been paid or provided for, except as specified in Note 38 to the Financial Statements covering Contingent Liabilities. By Order of the Board Keells Consultants (Private )Limited Secretaries 29th May 2014 149 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 INDEPENDENT AUDITORS’ REPORT TO THE SHAREHOLDERS OF JOHN KEELLS HOTELS PLC Report on the financial statements Scope of audit and basis of opinion We have audited the accompanying financial statements of John Keells Hotels PLC (“Company”), the consolidated financial statements of the Company and its subsidiaries which comprise the statements of financial position as at 31 March 2014, and the income statements, statements of comprehensive income, statements of changes in equity and statements of cash flows for the year then ended, and a summary of significant accounting policies and other explanatory notes. Management’s responsibility for the financial statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with Sri Lanka Accounting Standards. This responsibility includes: designing, implementing and maintaining internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances. Opinion Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with Sri Lanka Auditing Standards. Those standards require that we plan and perform the audit to obtain reasonable assurance whether the financial statements are free from material misstatement. In our opinion, so far as appears from our examination, the Company maintained proper accounting records for the year ended 31 March 2014 and the financial statements give a true and fair view of the Company’s financial position as at 31 March 2014 and its performance and cash flows for the year then ended in accordance with Sri Lanka Accounting Standards. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. In our opinion, the consolidated financial statements give a true and fair view of the financial position as at 31 March 2014 and the performance and cash flows for the year then ended, in accordance with Sri Lanka Accounting Standards, of the Company and its subsidiaries dealt with thereby, so far as concerns the shareholders of the Company. We have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit. We therefore believe that our audit provides a reasonable basis for our opinion. Report on other legal and regulatory requirements These financial statements also comply with the requirements of Sections 151(2) and 153(2) to 153(7) of the Companies Act No. 07 of 2007. 29th May 2014 Colombo. 150 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 INCOME STATEMENT Group For the year ended 31st March In Rs. ‘000s Revenue Cost of sales 2014 2013 3 10,966,381 (3,590,914) 9,341,581 (3,004,424) - - 7, 375,467 6,337,157 - - 156,013 (3,428,468) (326,174) (1,503,527) 143,319 (3,123,523) (307,668) (1,268,152) 382,781 13,699 (24,971) (205) 34,937 7,478 (30,159) (489) 2,273,311 1,781,133 371,304 11,767 7.2 7.1 (533,877) 153,805 (380,072) (537,096) 38,859 (498,237) (12,728) 29,401 16,673 (7,186) 70,374 63,188 8 9 1,893,239 (318,313) 1,574,926 1,282,896 (161,877) 1,121,019 387,977 (12,068) 375,909 74,955 (12,839) 62,116 1,565,846 9,080 1,574,926 1,116,779 4,240 1,121019 Rs. Rs. 1.08 - 0.77 0.30 Gross profit Dividend income Other operating income Administrative expenses Distribution expenses Other operating expenses 4 5 6 Results from operating activities Finance expenses Finance income Net finance income / (expense) Profit before tax Tax expense Profit for the year Attributable to : Equity holders of the parent Non-controlling interests Earnings per share Dividends per share Figures in brackets indicate deductions. The Accounting Policies and Notes on pages 157 to 209 form an integral part of these financial statements. Company 2014 2013 Note 10 11 151 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 STATEMENT OF COMPREHENSIVE INCOME Group Company 2014 2013 2014 2013 1,574,926 1,121,019 375,909 62,116 Other comprehensive income Revaluation of land and buildings Income tax on other comprehensive income Exchange differences on translation of foreign operations Fair value loss on available for sale assets Actuarial gain / (Loss) on employee benefit plan 253,902 (11,487) 2,018,498 (58,087) (101,851) (5) 4,212 - (5) - Other comprehensive income for the year, net of tax 242,415 1,862,767 - (5) Total comprehensive income for the year, net of tax 1,817,341 2,983,786 375,909 62,111 1,808,261 9,080 1,817,341 2,958,362 25,424 2,983,786 In Rs. ‘000s Profit for the year Attributable to: Equity holders of the parent Non-controlling interests Note: All values are in rupees thousands, unless otherwise stated. Figures in brackets indicate deductions. 152 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 STATEMENT OF FINANCIAL POSITION Group As at 31st March Company 2014 2013 Note 2014 2013 ASSETS Non-Current Assets Property, plant and equipment Lease rentals paid in advance Intangible assets Investments in subsidiaries and joint ventures Other non current financial assets Deferred tax assets Other non-current assets 14 15 16 17 17 18 19 13,213,160 8,235,508 670,407 22,570 38,368 620 22,180,633 13,471,801 8,639,214 670,407 25,058 54,231 22,860,711 10,398,901 8 10,398,909 9,456,741 8 9,456,749 Current Assets Inventories Trade and other receivables Other current assets Amounts due from related parties Loans given to related parties Other investments - deposits Cash in hand and at bank 20 21 22 36 23 25 24 196,666 909,040 313,941 138,215 1,985,510 743,927 4,287,299 181,338 740,558 402,412 168,994 321,731 588,394 2,403,427 2,794 5,513 32,530 2,648 43,485 1,411 10,561 356,400 60,000 46,897 475,269 26,467,932 25,264,138 10,442,394 9,932,018 9,500,247 3,886,925 4,708,642 18,095,814 100,442 18,196,256 9,500,247 3,628,684 3,165,257 16,294,188 92,623 16,386,811 9,500,247 (5) 788,107 10,288,349 10,288,349 9,500,247 (5) 412,199 9,912,441 9,912,441 In Rs. ‘000s Total Assets EQUITY AND LIABILITIES Equity attributable to equity holders of the parent Stated capital Other components of equity Revenue reserves Non-controlling interests Total Equity 26 27 153 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 Group As at 31st March Company 2014 2013 Note 2014 2013 Non-Current Liabilities Interest bearing borrowings Deferred tax liabilities Employee benefit liabilities Other deferred liabilities Other non-current financial liabilities 28 29 30 31 32 4,245,400 144,361 113,836 68,426 63,752 4,635,775 5,571,060 114,422 89,346 34,160 59,253 5,868,241 33,441 33,441 - Current Liabilities Trade and other payable Other current liabilities Amounts due to related parties Income tax liabilities Current portion of interest bearing borrowings Bank overdrafts 33 35 36 34 28 24 858,347 258,340 110,892 292,991 1,840,626 274,705 3,635,901 26,467,932 992,007 104,846 125,783 240,374 1,325,111 220,965 3,009,086 25,264,138 13,664 702 5,278 100,000 960 120,604 10,442,394 11,302 782 7,493 19,577 9,932,018 In Rs. ‘000s Total Equity and Liabilities I certify that the financial statements comply with the requirements of the Companies Act, No. 7 of 2007. D.A.R.C. Perera Chief Financial Officer The Board of Directors is responsible for the preparation and presentation of these financial statements. Signed for and on behalf of the Board by, S.C. Ratnayake Chairman J.R.F Peiris Director Figures in brackets indicate deductions. The Accounting Policies and Notes on pages 157 to 209 form an integral part of these financial statements. 29 May 2014 154 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 STATEMENT OF CHANGES IN EQUITY Attributable to Equity Holders of the Parent GROUP Stated Capital Revaluation Reserve Exchange Equalisation Reserve Revenue Reserve 9,500,247 9,500,247 - 675,688 1,939,227 1,939,227 2,614,915 - 1,115,625 (101,851) (101,851) 1,013,774 253,902 253,902 - 2,482,461 1,116,779 4,212 1,120,991 (436,844) (1,351) 3,165,257 1,565,846 (11,487) 1,554,359 - - - - 373 9,500,247 2,614,915 1,267,676 (11,347) 4,708,642 In Rs. ‘000s Balance as at 01st April 2012 Profit for the year Other comprehensive income / (loss) Total comprehensive income / (loss) Dividend paid 2011/12 Direct cost on share issue Dividend paid to minority shareholders Balance as at 31st March 2013 Profit for the year Other comprehensive income Total comprehensive income Share based payment Group affect of acquisition of right issue of a Subsidiary Acquisitions and changes in effective holding Direct cost on share issue Dividend paid to minority shareholders Balance as at 31st March 2014 COMPANY ESOP Reserve Total Noncontrolling Interest Total Equity 4,339 13,774,021 1,116,779 1,841,583 2,958,362 (436,844) (1,351) 16,294,188 1,565,846 242,415 1,808,261 4,339 67,725 4,240 21,184 25,424 (9) (517) 92,623 9,080 9,080 - 13,841,745 1,121,019 1,862,767 2,983,786 (436,844) (1,360) (517) 16,386,811 1,574,926 242,415 1,817,341 4,339 - - 373 - 373 (5) 4,339 (11,347) 18,095,814 53 (82) (1,233) 100,442 53 (11,429) (1,233) 18,196,256 Stated Capital Available for sale Reserve Revenue Reserve Total Equity 786,926 62,116 62,116 (436,844) 412,198 375,909 375,909 788,107 10,287,173 62,116 (5) 62,111 (436,844) 9,912,440 375,909 375,909 10,288,349 Available for sale Reserve (5) (5) (5) - In Rs. ‘000s Balance as at 01st April 2012 Profit for the year Other comprehensive income / (loss) Total comprehensive income / (loss) Final dividend paid - 2011/12 Balance as at 31st March 2013 Profit for the year Other comprehensive income Total comprehensive income Balance as at 31st March 2014 Figures in brackets indicate deductions. The Accounting Policies and Notes on pages 157 to 209 form an integral part of these financial statements. 9,500,247 9,500,247 9,500,247 (5) (5) (5) (5) 155 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 STATEMENT OF CASH FLOWS Group For the year ended 31st March Note Company 2014 2013 2014 2013 1,893,239 1,282,896 387,977 74,955 819,189 21,010 4,339 666,663 533,877 6,653 (325) (153,805) (4,201) 2,515 39,090 3,828,244 651,010 18,821 738,345 537,096 (325) (38,859) 8,229 28,659 2,274 34,423 3,262,569 12,728 (382,781) (29,401) (11,477) 7,186 3,832 (34,937) (70,374) (19,338) (Increase)/decrease in inventories (Increase)/decrease in trade and other receivables (Increase)/decrease in other current assets (Increase)/decrease in amounts due from related parties Increase/(decrease) in amounts due to related parties Increase/(decrease) in other current liabilities Increase/(decrease) in trade and other payable Cash Generated from/(used in) Operations (17,843) (111,171) 88,470 30,779 (14,891) 153,493 (133,662) 3,823,419 (12,131) (100,531) 176,305 30,876 5,061 (194,426) 165,287 3,333,010 (1,608) 5,274 (80) 2,360 (5,531) 295 (1,814) (967) 1,583 (20,241) Interest paid Income tax paid Interest received Dividend received Employee benefit costs transferred Gratuity paid Net Cash from/(used in) Operating Activities (533,877) (205,866) 153,805 2,490 (10,497) 3,229,474 (537,096) (184,158) 38,859 (3,268) (6,672) 2,640,675 (12,728) (14,283) 29,401 382,781 379,640 (7,186) (9,509) 70,374 34,937 68,375 In Rs. ‘000s Cash flows From Operating Activities Net profit before taxation Adjustments for; Depreciation Provision for employee benefit costs Share based payment expense Amortisation of prepaid lease rentals Interest expense Charge / (reversal) of impairment Amortisation of grant received Dividend received Interest income Loss on revaluation of property, plant and equipment Loss on disposal of property, plant and equipment Provision for slow moving inventories Provision for deferred liabilities Operating profit/(loss) before working capital changes 30 15 7 31 7 30 30 156 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 STATEMENT OF CASH FLOWS CONTD. Group For the year ended 31st March 2013 Cash Flows from Investing Activities Purchase of property, plant and equipment Proceeds from disposal of property, plant and equipment Investments in short term deposits Staff vehicle loan given Loans given to related parties Investments in subsidiaries and joint ventures Net Cash used in Investing Activities (610,037) 89,031 (385,441) (4,165) (910,612) (2,440,341) 153,277 (42,093) (2,329,157) 356,400 (942,160) (585,760) 103,100 (132,000) (28,900) Cash Flows from Financing Activities Direct cost on share issue Proceeds from minority on issue of rights in subsidiaries Dividend paid to equity holders of parent Net repayment of short term borrowings Repayments of long term borrowings Proceeds long term borrowings Dividend paid to minority shareholders Net Cash Flows from/(used in) Financing Activities (11,428) 425 (2,615,131) 1,688,637 (1,233) (938,730) (1,360) (436,844) (82,500) (1,048,839) 1,231,283 (517) (338,777) 133,441 133,441 (436,844) (436,844) Net Increase/(decrease) in Cash and Cash Equivalents Cash and Cash Equivalents at the beginning of the Year Cash and Cash Equivalents at the End of the Year 24 1,380,132 647,067 2,027,199 (27,259) 674,326 647,067 (72,679) 106,897 34,218 (397,369) 504,266 106,897 24 1,557,977 743,927 (274,705) 2,027,199 279,638 588,394 (220,965) 647,067 32,530 2,648 (960) 34,218 60,000 46,897 106,897 Analysis of Cash and Cash Equivalents Other Investments Cash in hand and at bank Bank overdrafts Cash and Cash Equivalents at the End of the Year Figures in brackets indicate deductions. The Accounting Policies and Notes on pages 157 to 209 form an integral part of these financial statements. Note Company 2014 2013 2014 In Rs. ‘000s 157 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 NOTES TO THE FINANCIAL STATEMENTS 1.1 Corporate Information Reporting Entity John Keells Hotels PLC. is a public limited liability Company incorporated and domiciled in Sri Lanka and listed on the Colombo Stock Exchange. The registered office and principal place of business of the Company is located at 117, Sir Chittampalam A. Gardiner Mawatha, Colombo 2. The former registered office of the Company was at 130, Glennie Street, Colombo 02. In the Director’s opinion, the Company’s parent undertaking is John Keells Holdings PLC, which is a Company incorporated in Sri Lanka. Consolidated Financial Statements The financial statements for the year ended 31 March 2014, comprise “the Company” referring to John Keells Hotels PLC as the holding Company and “the Group” referring to the companies whose accounts have been consolidated therein. There were no significant changes in the nature of the principal activities of the Company and the Group during the financial year under review. Responsibility for Financial Statements The responsibility of the Directors in relation to the financial statements is set out in ‘The statement of Directors’ responsibility on Page 148 of the Annual Report. Statement of compliance The financial statements which comprise the income statement, statement of comprehensive income, statement of financial position, statement of changes in equity and the statement of cash flows, together with the accounting policies and notes (the “financial statements”) have been prepared in accordance with Sri Lanka Accounting Standards (SLFRS/ LKAS) as issued by the Institute of Chartered Accountants of Sri Lanka (CA Sri Lanka) and the requirement of the Companies Act No. 7 of 2007. 1.2 Basis Of Preparation Bases of Measurement Approval of Financial Statements The financial statements for the year ended 31 March 2014 were authorised for issue by the Board of Directors on 29th May 2014. The consolidated financial statements have been prepared on an accrual basis and under the historical cost convention, other than land and buildings, and available-for-sale financial assets that have been measured at fair value. Principal Activities and Nature of Operations Holding Company Presentation and Functional Currency Subsidiaries and Joint Ventures The consolidated financial statements are presented in Sri Lankan Rupees, the Group’s functional and presentation currency, which is the primary economic environment in which the Holding Company operates. Each entity in the Group uses the currency of the primary economic environment in which they operate as their functional currency. The Companies within the Group are shown in the Group Structure on page 51. The subsidiaries and the joint venture are involved in the business of hoteliering. All values are rounded to the nearest rupees thousand (Rs. ’000) except when otherwise indicated. John Keells Hotels PLC, the Group’s holding Company, manages a portfolio of holdings consisting of hoteliering business, which together constitute the John Keells Hotels Group. The significant accounting policies are discussed in Note 1.4 below. The indicative US Dollar financial statements on pages 211 to 213 does not form part of the financial statements prepared in accordance with SLFRS/LKAS. Basis of consolidation The consolidated Financial Statements comprise the financial statements of the Company and its subsidiaries as at 31st March 2014. The financial statements of the subsidiaries are prepared in compliance with the Group’s accounting policies unless otherwise stated. All intra-group balances, income and expenses, unrealised gains and losses and dividends resulting from intra-group transactions are eliminated in full. Subsidiaries Subsidiaries are those enterprises controlled by the parent. Control exists when the parent holds more than 50% of the voting rights or otherwise has a controlling interest. Subsidiaries are fully consolidated from the date of acquisition or incorporation, being the date on which the Group obtains control, and continue to be consolidated until the date such control ceases. The financial statements of the subsidiaries are prepared for the same reporting period as the parent Company, which is 12 months ending 31 March, using consistent accounting policies. 158 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 NOTES TO THE FINANCIAL STATEMENTS CONTD. The following subsidiaries have been incorporated outside Sri Lanka: Country of Incorporation Name 1.3 Accounting Policies 1.3.1 Changes in Accounting Policies The accounting policies adopted by the Group are consistent with those used in the previous year except for the following: John Keells Hotels Mauritius (Pvt) Ltd Retirement benefit obligation (Gratuity) – policy no 1.4.15, which has been changed due to revisions made to LKAS 19- Employee benefits. John Keells Maldivian Resorts (Pte) Ltd Previously, actuarial gain/(loss) was recognised in the income statement in the year of occurrence. z Mauritius Republic of Maldives Tranquility (Pte) Ltd Revised standard requires recognition of actuarial gain or loss in full, in the year of occurrence in the statement of other comprehensive income (OCI). Travel Club (Pte) Ltd Fantasea World Investments (Pte) Ltd The total profits and losses for the year of the Company and of its subsidiaries included in consolidation are shown in the consolidated income statement and statement of other comprehensive income and all assets and liabilities of the Company and of its subsidiaries included in consolidation are shown in the statement of financial position. Non-controlling interest which represents the portion of profit or loss and net assets not held by the Group, are shown as a component of profit for the year in the consolidated income statement and statement of other comprehensive income and as a component of equity in the consolidated statement of financial position, separately from parent’s shareholders’ equity. The consolidated cash flow statement includes the cash flows of the Company and its subsidiaries. Accordingly, the Group has changed its policy retrospectively, to recognise actuarial gain / (loss) in other comprehensive income (OCI). The change in this accounting policy did not have an impact on the statement of cash flows or significant impact on the Group’s Earnings Per Share. z Share-based payment – Policy no 1.4.10, which is an application of new accounting for share based payment transactions from the current financial year. Comparative information The presentation and classification of the financial statements of the previous years have been amended, where relevant for better presentation and to be comparable with those of the current year. 1.3.2 Significant Accounting Judgements, Estimates and Assumptions The preparation of the Financial Statements of the Group require the management to make judgements, estimates and assumptions, which may affect the amounts of income, expenditure, assets , liabilities and the disclosure of contingent liabilities, at the end of the reporting period. In the process of applying the Group’s accounting policies, the key assumptions made relating to the future and the sources of estimation at the reporting date together with the related judgements that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below. Valuation of property, plant and equipment. The Group measures land and buildings at revalued amounts with changes in fair value being recognised in other comprehensive income and in the statement of equity. The Group engaged independent valuation specialists to determine fair value of identified land and buildings. The valuer has used valuation techniques such as market values and discounted cash flow methods where there was lack of comparable market data available based on the nature of the property. Impairment of non-financial assets Impairment exists when the carrying value of an asset or cash generating unit exceeds its recoverable amount, which is the higher of its fair value less costs to sell and its value in use (VIU). The fair value less costs to sell calculation is based on available data from an active market, in an arm’s length transaction, of similar assets or observable market prices less incremental costs for disposing of the asset. The value in use calculation is based on a discounted cash flow model. The cash flows 159 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 are derived from the budget for the next five years and do not include restructuring activities that the Group is not yet committed to or significant future investments that will enhance the asset’s performance of the cash generating unit being tested. The recoverable amount is most sensitive to the discount rate used for the discounted cash flow model as well as the expected future cash inflows and the growth rate used for extrapolation purposes. The key assumptions used to determine the recoverable amount for the different cash generating units, are further explained in Note 16. Taxes The Group is subject to income tax and other taxes including VAT. Significant judgement was required to determine the total provision for current, deferred and other taxes due to uncertainties that exist, in respect to the interpretation of the applicability of tax laws, at the time of the preparation of these financial statements. Uncertainties also exist with respect to the interpretation of complex tax regulations and the amount and timing of future taxable income. Given the wide range of business relationships and the long-term nature and complexity of existing contractual agreements, differences arising between the actual results and the assumptions made, or future changes to such assumptions, could necessitate future adjustments to tax income and expense already recorded. Accordingly, based on such reasonable estimates the Group establishes the provisions to be made in the financial year. Deferred tax assets are recognised for all unused tax losses to the extent that it is probable that taxable profit will be available in the future against which the losses can be utilised. Significant management judgement is required to determine the amount of deferred tax assets that can be recognised, based upon the likely timing and the level of future taxable profits together with future tax planning strategies. discounted cash flow model. The inputs to these models are taken from observable markets where possible. The Group has tax losses carried forward amounting to Rs. 2,491 million (2013 - Rs. 2,094 million). These losses relate to subsidiaries that have a history of losses that do not expire and may not be used to offset other tax liabilities and where the subsidiaries have no taxable temporary differences nor any tax planning opportunities available that could partly support the recognition of these losses as deferred tax assets. Further details on taxes are disclosed in Note 9 in the financial statements. Where this is not feasible, a degree of judgement is required in establishing fair values. The judgements include considerations of inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these factors could affect the reported fair value of financial instruments. Deferred tax for tax holiday companies Deferred tax during the tax holiday period for Group companies under BOI tax holidays has been recognised for temporary differences, where reversals of such differences extend beyond the tax exemption period. Employee Benefit Liability The employee benefit liability of the Group is based on the actuarial valuation carried out by Independent actuarial specialist. The actuarial valuations involve making assumptions about discount rates and future salary increases. The complexity of the valuation, the underlying assumptions and its long term nature, the defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date. Details of the key assumptions used in estimating the employee benefit liability are contained in Note 30 to the financial statements. Fair value of financial instruments Where the fair value of financial assets and financial liabilities recorded in the statement of financial position cannot be derived from active markets, their fair value is determined using valuation techniques including the 1.4. Summary of Significant Accounting Policies 1.4. 1. Revenue recognition Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group, and the revenue and associated costs incurred or to be incurred can be reliably measured. Revenue is measured at the fair value of the consideration received or receivable, net of trade discounts and value added taxes, after eliminating sales within the Group. The following specific criteria are used for recognition of revenue: Rendering of services Revenue from rendering of services is recognised in the accounting period in which the services are rendered or performed. Room revenue is recognised on the rooms occupied on a daily basis and food and beverage and other related sales are accounted for at the time of sale. Turnover based taxes Turnover based taxes include value added tax, economic service charge, nation building tax, Pradeshiya Sabha levies and tourism development levy. Companies in the Group pay such taxes in accordance with the respective statutes. 160 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 NOTES TO THE FINANCIAL STATEMENTS CONTD. Dividend Dividend income is recognised when the Group’s right to receive the payment is established. Finance income Finance income comprises interest income on funds invested (including available-for-sale financial assets), gains on the disposal of available-for-sale financial assets. Interest income or expense is recorded using the effective interest rate (EIR), which is the rate that exactly discounts the estimated future cash payments or receipts through the expected life of the financial instrument or a shorter period, where appropriate, to the net carrying amount of the financial asset or liability. Interest income is included in finance income in the income statement. Gains and losses Net gains and losses of a revenue nature arising from the disposal of property, plant and equipment and other non-current assets, including investments, are accounted for in the income statement, after deducting from the proceeds on disposal, the carrying amount of such assets and the related selling expenses. Gains and losses arising from activities incidental to the main revenue generating activities and those arising from a group of similar transactions, which are not material are aggregated, reported and presented on a net basis. All expenditure incurred in the running of the business and in maintaining the property, plant and equipment in a state of efficiency has been charged to the income statement. For the purpose of presentation of the income statement, the “function of expenses” method has been adopted, on the basis that it presents fairly the elements of the Company and Group’s performance. Finance costs Finance costs comprise interest expense on borrowings, unwinding of the discount on provisions, losses on disposal of available for- sale financial assets, impairment losses recognised on financial assets (other than trade receivables) that are recognised in the income statement. Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily takes a substantial period of time to get ready for its intended use or sale are capitalised as part of the cost of the respective assets. All other borrowing costs are expensed in the period they occur. Borrowing costs consist of interest and other costs that the Group incurs in connection with the borrowing of funds. 1.4.3 Intangible Assets Basis of recognition Other income is recognised on an accrual basis. An intangible asset is recognised if it is probable that future economic benefits associated with the asset will flow to the Group and the cost of the asset can be reliably measured. 1.4. 2 Expenditure recognition Business combinations & goodwill Expenses are recognised in the income statement on the basis of a direct association between the cost incurred and the earning of specific items of income. Acquisitions of subsidiaries are accounted for using the acquisition method of accounting. The Group measures goodwill at the acquisition date as the fair value of the Other income consideration transferred including the recognised amount of any non-controlling interests in the acquiree, less the net recognised amount (generally fair value) of the identifiable assets acquired and liabilities assumed, all measured as of the acquisition date. When the excess is negative, a bargain purchase gain is recognised immediately in the income statement. The Group elects on a transaction-by-transaction basis whether to measure non-controlling interests at fair value, or at their proportionate share of the recognised amount of the identifiable net assets, at the acquisition date. Transaction costs, other than those associated with the issue of debt or equity securities, that the Group incurs in connection with a business combination are expensed as incurred. When the Group acquires a business, it assesses the financial assets and liabilities assumed for appropriate classification and designation in accordance with the contractual terms, economic circumstances and pertinent conditions as at the acquisition date. If the business combination is achieved in stages, the acquisition date fair value of the acquirer’s previously held equity interest in the acquiree is re measured to fair value at the acquisition date through income statement. Any contingent consideration to be transferred by the acquirer will be recognised at fair value at the acquisition date. Contingent consideration which is deemed to be an asset or liability, which is a financial instrument and within the scope of LKAS 39, is measured at fair value with changes in fair value either in the income statement or as a charge to other comprehensive income. If the contingent consideration is classified as equity, it will not be re measured. Subsequent settlement is accounted for within equity. 161 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 In instances where the contingent consideration does not fall within the scope of LKAS 39, it is measured in accordance with the appropriate SLFRS/LKAS. After initial recognition, goodwill is measured at cost less any accumulated impairment losses. Goodwill is reviewed for impairment, annually or more frequently if events or changes in circumstances indicate that the carrying value maybe impaired. For the purpose of impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated to each of the Group’s cash generating units that are expected to benefit from the combination, irrespective of whether other assets or liabilities of the acquiree are assigned to those units. Impairment is determined by assessing the recoverable amount of the cash-generating unit to which the goodwill relates. Where the recoverable amount of the cash generating unit is less than the carrying amount, an impairment loss is recognised. The impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets pro-rata to the carrying amount of each asset in the unit. Goodwill and fair value adjustments arising on the acquisition of a foreign operation are treated as assets and liabilities of the foreign operation and translated at the closing rate. Where goodwill forms part of a cash-generating unit and part of the operation within that unit is disposed of, the goodwill associated with the operation disposed of is included in the carrying amount of the operation when determining the gain or loss on disposal of the operation. Goodwill disposed of in this circumstance is measured based on the relative values of the operation disposed of and the portion of the cash-generating unit retained. 1.4.4 Interest in Joint venture A joint venture is a jointly controlled entity, whereby the Group and other parties have a contractual arrangement that establishes joint control over the economic activities of the entity. The agreement requires unanimous agreement for financial and operating decisions among the ventures. The Group recognises its interest in the joint venture using the proportionate consolidation method until the date on which the Group ceases to have joint control. The Group’s share of each of the assets, liabilities, income and expenses of the joint venture are combined with similar items, line by line, in the consolidated financial statements. The financial statements of the joint venture are aligned to the Group accounting policies. The gains or losses arising from transactions between Group and the joint venture are recognised based on the substance of the transactions. The Group’s share of unrealised gain on asset purchases is not recognised until such assets are resold to a third party. Losses on these transactions are recognised immediately if the loss provides evidence of a reduction in the net realisable value of current assets or an impairment loss. The joint venture is proportionately consolidated until the date on which the Group ceases to have joint control over the joint venture. Joint ventures entered into by the Group, which have been accounted for under the proportionate consolidation method are: Name Country of Incorporation Sentinel Realty Pvt Ltd Sri Lanka Financial statements of joint ventures are proportionately consolidated using their respective 12 month financial reporting period drawn to 31 March. Upon loss of joint control, the Group measures and recognises its remaining investment at its fair value. Any differences between the carrying amount of the former jointly controlled entity upon loss of joint control and the fair value of the remaining investment and proceeds from disposal are recognised in the income statement. When the remaining investment constitutes significant influence, it is accounted for as investment in an associate. 1.4.5 Foreign currency translation Foreign currency transactions and balances The consolidated financial statements are presented in Sri Lankan rupees, which is the Company’s functional and presentation currency. The functional currency is the currency of the primary economic environment in which the entities of the Group operate. All foreign exchange transactions are converted to functional currency, at the rates of exchange prevailing at the time the transactions are effected. Monetary assets and liabilities denominated in foreign currency are translated to functional currency equivalents at the spot exchange rate prevailing at the reporting date. Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates as at the dates of the initial transactions. Non-monetary assets and liabilities are translated using exchange rates that existed when the values were determined. The gain or loss arising on translation of non-monetary items is recognised in line with the gain or loss of the item that gave rise to the translation difference. 162 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 NOTES TO THE FINANCIAL STATEMENTS CONTD. Foreign operations The statement of financial position and income statement of overseas subsidiaries and joint ventures which are deemed to be foreign operations are translated to Sri Lankan rupees at the rate of exchange prevailing as at the reporting date and at the average annual rate of exchange for the period respectively. The exchange rates applicable during the period were as follows: Reporting Date US dollar Income Statement 2014 Rs. 2013 Rs. 2014 Rs. 2013 Rs. 130.70 126.75 130.09 126.75 The exchange differences arising on the translation are taken directly to other comprehensive income. On disposal of a foreign entity, the deferred cumulative amount recognised in other comprehensive income relating to that particular foreign operation is recognised in the income statement. The Group treated goodwill and any fair value adjustments to the carrying amounts of assets and liabilities arising on the acquisition as assets and liabilities of the parent. Therefore, those assets and liabilities are non-monetary items already expressed in the functional currency of the parent and no further translation differences occur. 1.4.6 Tax Current tax Current tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted, at the reporting date in the countries where the Group operates and generates taxable income. Current income tax relating to items recognised directly in equity is recognised in equity and for items recognised in other comprehensive income is recognised in other comprehensive income and not in the income statement. Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate. Deferred tax Deferred tax is provided using the liability method on temporary differences at the reporting date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes. Deferred tax liabilities are recognised for all taxable temporary differences, except: z where the deferred tax liability arises from the initial recognition of goodwill or of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss and z in respect of taxable temporary differences associated with investments in subsidiaries, associates and interests in joint ventures, where the timing of the reversal of the temporary differences can be controlled and it is probable that the temporary differences will not reverse in the foreseeable future. Deferred tax assets are recognised for all deductible temporary differences, and unused tax credits and tax losses carried forward, to the extent that it is probable that taxable profit will be available against which the deductible temporary differences and the unused tax credits and tax losses carried forward can be utilised except: z where the deferred income tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the q||²ÍDZĿ¼¾²æÇĿ²¾ĿÇqÜq{¦Ŀ¼¾²æÇĿ²¾Ŀ¦²ÂÂĿqƓ z in respect of deductible temporary differences associated with investments in subsidiaries, associates and interests in joint ventures, deferred tax assets are recognised only to the extent that it is probable that the temporary differences will reverse in the foreseeable future and taxable profit will be available against which the temporary differences can be utilised. The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised. Unrecognised deferred tax assets are reassessed at each reporting date and are recognised to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered. Deferred tax assets and liabilities are measured at tax rates that are expected to apply to the year when the asset is realised or liability is settled, based on the tax rates and tax laws that have been enacted or substantively enacted as at the reporting date. Deferred tax relating to items recognised outside income statement is recognised outside income 163 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 statement. Deferred tax items are recognised in correlation to the underlying transaction either in other comprehensive income or directly in equity. Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to set off current tax assets against current tax liabilities and when the deferred taxes relate to the same taxable entity and the same taxation authority. Sales tax Revenues, expenses and assets are recognised net of the amount of sales tax except: z where the sales tax incurred on a purchase of asset or service is not recoverable from the taxation authority, in which case the sales tax is recognised as part of the cost of acquisition of the asset or as part of the expense item as applicable and z receivables and payable that are stated with the amount of sales tax included. The net amount of sales tax recoverable from, or payable to, the taxation authority is included as part of receivables or payable in the statement of financial position. 1.4.7 Property, plant and equipment Basis of recognition Property, plant and equipment are recognised if it is probable that future economic benefits associated with the asset will flow to the Group and the cost of the asset can be reliably measured. Basis of measurement Plant and equipment are stated at cost less accumulated depreciation and any accumulated impairment loss. Such cost includes the cost of replacing component parts of the plant and equipment and borrowing costs for long-term construction projects if the recognition criteria are met. When significant parts of plant and equipment are required to be replaced at intervals, the Group de-recognises the replaced part, and recognises the new part with its own associated useful life. All other repair and maintenance costs are recognised in the income statement as incurred. Land and buildings are measured at fair value less accumulated depreciation on buildings and impairment charged subsequent to the date of the revaluation. The carrying values of property, plant and equipment are reviewed for impairment when events or changes in circumstances indicate that the carrying value may not be recoverable. Where land and buildings are subsequently revalued, the entire class of such assets is revalued at fair value on the date of revaluation. The Group has adopted a guideline of revaluing assets by a professional valuer at least once in every five years. Any revaluation surplus is recognised in other comprehensive income and accumulated in equity in the asset revaluation reserve, except to the extent that it reverses a revaluation decrease of the same asset previously recognised in the income statement, in which case the increase is recognised in the income statement. A revaluation deficit is recognised in the income statement, except to the extent that it offsets an existing surplus on the same asset recognised in the asset revaluation reserve. Accumulated depreciation as at the revaluation date is eliminated against the gross carrying amount of the asset and the net amount is restated to the revalued amount of the asset. Upon disposal, any revaluation reserve relating to the particular asset being sold is transferred to retained earnings. De-recognition An item of property, plant and equipment are derecognised upon replacement, disposal or when no future economic benefits are expected from its use. Any gain or loss arising on de-recognition of the asset is included in the income statement in the year the asset is derecognised. Depreciation Depreciation is calculated by using a straight-line method on the cost or valuation of all property, plant and equipment, commencing from the month of purchase and no depreciation is provided in the month of disposal, other than freehold land, in order to write off such amounts over the estimated useful economic life of such assets or over the unexpired period of lease, whichever is lower. Each part of an item of property, plant and equipment with a cost that is significant in relation to the total cost of the item shall be depreciated separately. 164 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 NOTES TO THE FINANCIAL STATEMENTS CONTD. The estimated useful life of assets is as follows: Assets Buildings on leasehold land Years Estimated lease period Buildings freehold land 30 - 60 Plant and machinery 03 - 10 Equipment 05 - 08 Furniture and fittings 05 - 08 Motor vehicles 05 Computer equipment 05 Cutlery, crockery and glassware and linen 03 Marine vessels 04 - 05 The asset’s residual values and useful lives are reviewed, and adjusted if appropriate, at each financial year end. 1.4.8 Leases The determination of whether an arrangement is, or contains, a lease is based on the substance of the arrangement at the inception date, whether fulfillment of the arrangement is dependent on the use of a specific asset or assets or the arrangement conveys a right to use the asset, even if that right is not explicitly specified in an arrangement. leased property or, if lower, at the present value of the minimum lease payments. Lease payments are apportioned between finance charges and reduction of the lease liability so as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges are recognised in finance costs in the income statement. A leased asset is depreciated over the useful life of the asset. However, if there is no reasonable certainty that the Group will obtain ownership by the end of the lease term, the asset is depreciated over the shorter of the estimated useful life of the asset and the lease term. Operating lease payments are recognised as an operating expense in the income statement on a straight-line basis over the lease term. 1.4.9 Lease rentals paid in advance Prepaid lease rentals paid to acquire land use rights are amortised over the lease term. Details of the leasehold property are given in Note 15 to the financial statements. 1.4.10 Employee Share Option Plan 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). For arrangements entered into prior to 1 April 2011, the date of inception is deemed to be 1 April 2012 in accordance with SLFRS 1. The Group applies SLFRS 2 Share Based Payments in accounting for employee remuneration in the form of shares from financial year 2013/14 onwards. Group as a lessee Equity-settled transactions Finance leases which transfer to the Group substantially all the risks and benefits incidental to ownership of the leased item, are capitalised at the commencement of the lease at the fair value of the The cost of equity-settled transactions is recognised, together with a corresponding increase in other capital reserves in equity, over the period in which the performance and service conditions are fulfilled. The cumulative expense recognised for equity-settled transactions at each reporting date until the vesting date reflects the extent to which the vesting period has expired and the Group’s best estimate of the number of equity instruments that will ultimately vest. The income statement expense or credit for a period represents the movement in cumulative expense recognised as at the beginning and end of that period and is recognised in the share based payment plan. (See Note 27.3) No expense is recognised for awards that do not ultimately vest, except for equity-settled transactions where vesting is conditional upon a market or non-vesting condition, which are treated as vesting irrespective of whether or not the market or nonvesting condition is satisfied, provided that all other performance and service conditions are satisfied. Where the terms of an equity-settled transaction award are modified, the minimum expense recognised is the expense as if the terms had not been modified, if the original terms of the award are met. An additional expense is recognised for any modification that increases the total fair value of the share-based payment transaction, or is otherwise beneficial to the employee as measured at the date of modification. Where an equity-settled award is cancelled, it is treated as if it vested on the date of cancellation, and any expense not yet recognised for the award is recognised immediately. This includes any award where nonvesting conditions within the control of either the entity or the employee are not met. However, if a new award is substituted for the cancelled award, and designated as a replacement award on the date that it is granted, the cancelled award and the new award are 165 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 treated as if they were a modification of the original award, as described in the previous paragraph. 1.4.11 Financial instruments — initial recognition and subsequent measurement i) Financial assets Initial recognition and measurement Financial assets within the scope of LKAS 39 are classified as financial assets at fair value through income statement, loans and receivables, held-tomaturity investments, available-for-sale financial assets, or as derivatives designated as hedging instruments in an effective hedge, as appropriate. The Group determines the classification of its financial assets at initial recognition. All financial assets are recognised initially at fair value plus, in the case of assets not at fair value through income statement, directly attributable transaction costs. The Group’s financial assets include cash and shortterm deposits, trade and other receivables, loans and other receivables, quoted and unquoted financial instruments. Subsequent measurement The subsequent measurement of financial assets depends on their classification as follows: Loans and receivables Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. After initial measurement, such financial assets are subsequently measured at amortised cost using the effective interest rate method (EIR), less impairment. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included under finance income under the income statement. The losses arising from impairment are recognised in the income statement. Available-for-sale financial investments Available-for-sale financial investments include equity investments. Equity investments classified as availablefor-sale are those, which are neither classified as held for trading nor designated at fair value through income statement. After initial measurement, available-for-sale financial investments are subsequently measured at fair value with unrealised gains or losses recognised as other comprehensive income in the available-for-sale reserve until the investment is derecognised, at which time the cumulative gain or loss is recognised in other operating income, or determined to be impaired, at which time the cumulative loss is reclassified to the income statement in finance costs and removed from the available-for-sale reserve. The Group evaluates its available-for-sale financial assets to determine whether the ability and intention to sell them in the near term is still appropriate. When the Group is unable to trade these financial assets due to inactive markets and management’s intention to do so significantly changes in the foreseeable future, the Group may elect to reclassify these financial assets in rare circumstances. Reclassification to loans and receivables is permitted when the financial assets meet the definition of loans and receivables and the Group has the intent and ability to hold these assets for the foreseeable future or until maturity. Reclassification to the held-to-maturity category is permitted only when the entity has the ability and intention to hold the financial asset accordingly. For a financial asset reclassified out of the availablefor-sale category, any previous gain or loss on that asset that has been recognised in equity is amortised to income statement over the remaining life of the investment using the EIR. Any difference between the new amortised cost and the expected cash flows is also amortised over the remaining life of the asset using the EIR. If the asset is subsequently determined to be impaired, then the amount recorded in equity is reclassified to the income statement. Derecognition A financial asset (or, where applicable a part of a financial asset or part of a group of similar financial assets) is derecognised when: z The rights to receive cash flows from the asset have expired z The Group has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material delay to a third party under a ‘passthrough’ arrangement; and either (a) the Group has transferred substantially all the risks and rewards of the asset, or (b) the Group has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset. When the Group has transferred its rights to receive cash flows from an asset or has entered into a passthrough arrangement, and has neither transferred nor retained substantially all of the risks and rewards of the asset nor transferred control of it, the asset is recognised to the extent of the Group’s continuing involvement in it. 166 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 NOTES TO THE FINANCIAL STATEMENTS CONTD. In that case, the Group also recognises an associated liability. The transferred asset and the associated liability are measured on a basis that reflects the rights and obligations that the Group has retained. Continuing involvement that takes the form of a guarantee over the transferred asset is measured at the lower of the original carrying amount of the asset and the maximum amount of consideration that the Group could be required to repay. If the Group determines that no objective evidence of impairment exists for an individually assessed financial asset, whether significant or not, it includes the asset in a Group of financial assets with similar credit risk characteristics and collectively assesses them for impairment. Assets that are individually assessed for impairment and for which an impairment loss is, or continues to be, recognised are not included in a collective assessment of impairment. ii) Impairment of financial assets If there is objective evidence that an impairment loss has been incurred, the amount of the loss is measured as the difference between carrying amount of the asset and the present value of estimated future cash flows (excluding future expected credit losses that have not yet been incurred). The present value of the estimated future cash flows is discounted at the financial asset’s original effective interest rate. The Group assesses at each reporting date whether there is any objective evidence that a financial asset or a Group of financial assets is impaired. A financial asset or a Group of financial assets is deemed to be impaired if, and only if, there is objective evidence of impairment as a result of one or more events that has occurred after the initial recognition of the asset (an incurred ‘loss event’) and that loss event has an impact on the estimated future cash flows of the financial asset or the Group of financial assets that can be reliably estimated. Evidence of impairment may include indications that the debtors or a Group of debtors is experiencing significant financial difficulty, default or delinquency in payments, the probability that they will enter bankruptcy or other financial reorganisation and where observable data indicate that there is a measurable decrease in the estimated future cash flows, such as changes in arrears or economic conditions that correlate with defaults. Financial assets carried at amortised cost For financial assets carried at amortised cost, the Group first assesses whether objective evidence of impairment exists individually for financial assets that are individually significant, or collectively for financial assets that are not individually significant. The carrying amount of the asset is reduced through the use of an allowance account and the amount of the loss is recognised in the income statement. Amounts receivable together with the associated allowance are written off when there is no realistic prospect of future recovery and all collateral has been realised or has been transferred to the Group. If, in a subsequent year, the amount of the estimated impairment loss increases or decreases because of an event occurring after the impairment was recognised, the previously recognised impairment loss is increased or reduced by adjusting the allowance account. If a future write-off is later recovered, the recovery is credited to other income in the income statement. Available-for-sale financial investments For available-for-sale financial investments, the Group assesses at each reporting date whether there is objective evidence that an investment or a Group of investments is impaired. In the case of equity investments classified as availablefor-sale, objective evidence would include a significant or prolonged decline in the fair value of the investment below its cost. ‘Significant’ is evaluated against the original cost of the investment and ‘prolonged’ against the period in which the fair value has been below its original cost. Where there is evidence of impairment, the cumulative loss — measured as the difference between the acquisition cost and the current fair value, less any impairment loss on that investment previously recognised in the income statement — is removed from other comprehensive income and recognised in the income statement. Impairment losses on equity investments are not reversed through the income statement; increases in their fair value after impairment are recognised directly in other comprehensive income. In the case of debt instruments classified as availablefor-sale, impairment is assessed based on the same criteria as financial assets carried at amortised cost. However, the amount recorded for impairment is the cumulative loss measured as the difference between the amortised cost and the current fair value, less any impairment loss on that investment previously recognised in the income statement. Future interest income continues to be accrued based on the reduced carrying amount of the asset, using the rate of interest used to discount the future cash flows for the purpose of measuring the impairment loss. The interest income is recorded as part of finance income. If, in a subsequent year, the fair value of a debt instrument increases and the increase can be objectively related to an event occurring after the impairment loss was recognised in the income statement, the impairment loss is reversed through the income statement. 167 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 iii) Financial liabilities Derecognition Initial recognition and measurement A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. Financial liabilities within the scope of LKAS 39 are classified as financial liabilities at fair value through income statement, loans and borrowings, or as derivatives designated as hedging instruments in an effective hedge, as appropriate. The Group determines the classification of its financial liabilities at initial recognition. All financial liabilities are recognised initially at fair value and, in the case of loans and borrowings, carried at amortised cost. This includes directly attributable transaction costs. The Group’s financial liabilities include trade and other payable, bank overdrafts, loans and borrowings, financial guarantee contracts. Subsequent measurement The measurement of financial liabilities depends on their classification as follows: Loans and borrowings After initial recognition, interest bearing loans and borrowings are subsequently measured at amortised cost using the effective interest rate method. Gains and losses are recognised in the income statement when the liabilities are derecognised as well as through the effective interest rate method (EIR) amortisation process. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included under finance costs in the income statement. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as a derecognition of the original liability and the recognition of a new liability, and the difference in the respective carrying amounts is recognised in the income statement. iv) Offsetting of financial instruments Financial assets and financial liabilities are offset and the net amount reported in the consolidated statement of financial position if, and only if, there is a currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis, or to realise the assets and settle the liabilities simultaneously. v) Fair value of financial instruments The fair value of financial instruments that are traded in active markets at each reporting date is determined by reference to quoted market prices, without any deduction for transaction cost. For financial instruments not traded in an active market, the fair value is determined using appropriate valuation techniques. Such techniques may include using recent arm’s length market transactions; reference to the current fair value of another instrument that is substantially the same; a discounted cash flow analysis or other valuation models. An analysis of fair values of financial instruments and further details as to how they are measured are provided in Note 12.3. 1.4.12 Impairment of non-financial assets The Group assesses at each reporting date whether there is an indication that an asset may be impaired. If any such indication exists, or when annual impairment testing for an asset is required, the Group makes an estimate of the asset’s recoverable amount. An asset’s recoverable amount is the higher of an asset’s or cash generating unit’s fair value less costs to sell and its value in use and is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or Groups of assets. Where the carrying amount of an asset exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. Impairment losses are recognised in the income statement, except that, impairment losses in respect of property, plant and equipment previously revalued are recognised against the revaluation reserve through the statement of other comprehensive income to the extent that it reverses a previous revaluation surplus. An assessment is made at each reporting date as to whether there is any indication that previously recognised impairment losses may no longer exist or may have decreased. If such indication exists, the recoverable amount is estimated. A previously recognised impairment loss is reversed only if there has been a change in the estimates used to determine the 168 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 NOTES TO THE FINANCIAL STATEMENTS CONTD. asset’s recoverable amount since the last impairment loss was recognised. If that is the case, the carrying amount of the asset is increased to its recoverable amount. That increased amount cannot exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognised for the asset in prior years. Such reversal is recognised in the income statement unless the asset is carried at revalued amount, in which case the reversal is treated as a revaluation increase. After such a reversal, the depreciation charge is adjusted in future periods to allocate the asset’s revised carrying amount, less any residual value, on a systematic basis over its remaining useful life. The following criteria are also applied in assessing impairment of specific assets: Goodwill Goodwill is tested for impairment annually and when circumstances indicate that the carrying value may be impaired. Impairment is determined for goodwill by assessing the recoverable amount of each cash-generating unit (or Group of cash-generating units) to which the goodwill relates. Where the recoverable amount of the cash generating unit is less than their carrying amount, an impairment loss is recognised. Impairment losses relating to goodwill cannot be reversed in future periods. 1.4.13 Inventories Inventories are valued at the lower of cost and net realisable value. Net realisable value is the estimated selling price less estimated costs of completion and the estimated costs necessary to make the sale. The costs incurred in bringing inventories to its present location and condition, are accounted for as follows: Food and Beverage - On a weighted average basis House Keeping and Maintenance - On a weighted average basis Other inventories - At actual cost 1.4.14 Cash and cash equivalents Cash and short-term deposits in the statement of financial position comprise cash at banks and in hand and short-term deposits with a maturity of three months or less. For the purpose of the cash flow statement, cash and cash equivalents consist of cash and short-term deposits as defined above, net of outstanding bank overdrafts. 1.4.15 Defined benefit obligation - gratuity The liability recognised in the statement of financial position is the present value of the defined benefit obligation at the reporting date using the projected unit credit method. Any actuarial gains or losses arising are recognised in other comprehensive income. 1.4.16 Defined contribution plan - Employees’ Provident Fund and Employees’ Trust Fund Employees are eligible for Employees’ Provident Fund contributions and Employees’ Trust Fund contributions in line with respective statutes and regulations. The Group contributes the defined percentages of gross emoluments of employees to an approved Employees’ Provident Fund and to the Employees’ Trust Fund respectively, which are externally funded. 1.4.17 Government grants Grants are recognised where there is reasonable assurance that the grant will be received and all attached conditions will be complied with. When the grant relates to an expense item, it is recognised as income over the period necessary to match to the costs, that it is intended to compensate. Where the grant relates to an asset, the fair value is credited to a deferred income account and is released to the income statement over the expected useful life of the relevant asset by equal annual instalments. Where the Group receives non-monetary grants, the asset and the grant are recorded gross at nominal amounts and released to the income statement over the expected useful life and pattern of consumption of the benefit of the underlying asset by equal annual instalments. 1.4.18 Provisions, contingent assets and contingent liabilities Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. Where the Group expects some or all of a provision to be reimbursed, for example under an insurance contract, the reimbursement is recognised as a separate asset but only when the reimbursement is virtually certain. The expense relating to any provision is presented in the income statement net of any reimbursement. If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate 169 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 that reflects, where appropriate, the risks specific to the liability. Where discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost. All contingent liabilities are disclosed as a note to the financial statements unless the outflow of resources is remote. Contingent assets are disclosed, where inflow of economic benefit is probable. 1.5 Sri Lanka Accounting Standards (SLFRS/LKAS) issued but not yet effective The following SLFRS have been issued by CA Sri Lanka that have an effective date in the future and have not been applied in preparing these financial statements. Those SLFRS will have an effect on the accounting policies currently adopted by the Group and may have an impact on the future financial statements. (i) SLFRS 9 -Financial Instruments: Classification and Measurement SLFRS 9, as issued reflects the first phase of work on replacement of LKAS 39 and applies to classification and measurement of financial assets and liabilities. This standard was originally effective for annual periods commencing on or after 01 January 2015. However the effective date has been deferred subsequently and the revised effective date is yet to be announced. (ii) SLFRS 13 -Fair Value Measurement SLFRS 13 establishes a single source of guidance under SLFRS for all fair value measurements. This standard will be effective for annual periods beginning on or after 01 January 2014. However use of fair value measurement principles contained in this standard are currently recommended. In addition to the above, following standards will also be effective for annual periods commencing on or after 01 January 2014. SLFRS 10 -Consolidated financial statements SLFRS 11 - Joint Arrangements SLFRS 12 -Disclosure of Interests in Other Entities The above parcel of three standards will impact the recognition, measurement and disclosures aspects currently contained in LKAS 27 - Consolidated and separate financial statements, LKAS 28 - Investments in associates ,LKAS 31 - Interest in joint ventures and SIC-12 and SIC 13 which are on consolidation of special purpose entities(SPEs) and jointly controlled entities respectively. Establishing a single control model that applies to all entities including Special Purpose Entities and removal of the option to proportionately consolidate jointly controlled entities are the significant changes introduced under SLFRS 10 and SLFRS 11 respectively. SLFRS 12, establishes a single standard on disclosures related to interests in other entities. This incorporates new disclosures as well as disclosures currently required under LKAS 27, LKAS 28 and LKAS 31. Based on the preliminary analysis performed, the above Standards on adoption are not expected to have any material impact on the financial statements. 1.6 Segment Information Operating segments The Group’s segments are determined based on the Group’s geographical spread of operations. The Group’s internal organisation and management is structured based on the Group’s geographical spread of operations. The geographical analysis of turnover and profits are based on the location of the operations. 170 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 NOTES TO THE FINANCIAL STATEMENTS CONTD. 2 OPERATING SEGMENTS The following tables present revenue, profit information, segment assets and segment liabilities regarding the Group’s operating segments. For the year ended 31st March In Rs. ‘000s Sri Lanka Maldives Group Total 2014 2013 2014 2013 2014 2013 4,895,323 (17,755) 4,877,568 3,845,884 (17,153) 3,828,731 6,141,463 (52,650) 6,088,813 5,512,850 5,512,850 11,036,786 (70,405) 10,966,381 9,358,734 (17,153) 9,341,581 809,249 15,928 (444,369) 145,754 526,562 (131,794) 394,768 527,922 22,318 (390,390) 36,940 196,790 (57,472) 139,318 1,308,050 140,085 (89,508) 8,051 1,366,677 (186,519) 1,180,158 1,109,892 121,001 (146,706) 1,919 1,086,106 (104,405) 981,701 2,117,299 156,013 (533,877) 153,805 1,893,239 (318,313) 1,574,926 1,637,814 143,319 (537,096) 38,859 1,282,896 (161,877) 1,121,019 13,767,548 13,109,022 12,029,977 11,484,709 25,797,525 670,407 26,467,932 24,593,731 670,407 25,264,138 5,624,507 5,656,414 2,647,169 3,220,913 8,271,676 8,271,676 8,877,327 8,877,327 Others Purchase of property, plant and equipment 337,804 2,137,995 272,232 302,345 610,036 610,036 2,440,340 2,440,340 Depreciation of property, plant and equipment 566,337 430,807 252,852 220,203 819,189 819,189 651,010 651,010 Amortisation of leasehold properties 3,507 3,507 663,156 734,838 666,663 666,663 738,345 738,345 Provision for retirement benefit costs 21,010 18,821 - - 21,010 21,010 18,821 18,821 Net Revenue Less: inter segment revenue Segment revenue Segment operating profit Other operating income Finance costs Finance income Profit before taxation Taxation Profit for the year Assets Segment assets Goodwill Total assets Liabilities Segment liabilities Total liabilities 171 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 Group For the Year Ended 31st March In Rs. ‘000s 3 REVENUE 3.1 Summary Gross revenue Less: Turnover based taxes Tourism development levy/bed tax Turnover tax Net revenue Company 2014 2013 2014 2013 11,270,752 9,618,044 - - (292,799) (11,572) 10,966,381 (270,224) (6,239) 9,341,581 - - Value Added Tax and Goods & Services Tax of Rs. 889 Mn (2013 - Rs. 847 Mn) have been deducted in arriving at the gross revenue. Group 3.2 2013 4,877,568 6,088,813 10,966,381 3,828,731 5,512,850 9,341,581 526,562 1,366,677 1,893,239 196,790 1,086,106 1,282,896 Revenue Analysis of the Group by Geographical Segment Segment Sri Lankan hotels Maldivian hotels 3.3 2014 Profit/(Loss) Before Tax of the Group by Geographical Segment Segment Sri Lankan hotels Maldivian hotels 172 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 NOTES TO THE FINANCIAL STATEMENTS CONTD. Group For the Year Ended 31st March In Rs. ‘000s 4 2014 2013 - - 382,781 382,781 34,937 34,937 119,294 36,712 7 156,013 100,955 42,039 325 143,319 13,699 13,699 124 7,354 7,478 OTHER OPERATING INCOME Exchange gain Other income Amortisation of grant received 6 2013 DIVIDEND INCOME Income from investments in related parties 5 Company 2014 OTHER OPERATING EXPENSES Other Operating Expenses include Power and Energy cost of Rs. 681.6 Mn (2013 - Rs.573.9 Mn) and Maintenance and Repair Cost of Rs. 338.5 Mn (2013 - Rs. 202 Mn). Group For the Year Ended 31st March In Rs. ‘000s 7 NET FINANCE INCOME / (EXPENSE) 7.1 Finance Income Interest income 7.2 - Related parties - Others Company 2014 2013 2014 2013 153,805 153,805 38,859 38,859 534 28,867 29,401 56,334 14,040 70,374 456,506 77,371 533,877 (380,072) 501,080 36,016 537,096 (498,237) 12,398 330 12,728 16,673 7,186 7,186 63,188 Finance expense Interest expenses on Long term borrowings Short term borrowings Net finance income / (expense) 173 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 Group For the Year Ended 31st March Company 2014 2013 2014 2013 20,061 9,255 19,224 9,383 5,661 1,093 6,624 1,008 21,010 55,395 1,648,517 819,189 5,071 666,663 (1,615) 2,515 (4,201) 215,822 9,616 18,821 46,558 1,078,567 651,010 2,982 738,345 (4,271) 2,274 28,659 190,274 8,044 9,616 8,044 Current income tax Current tax charge Under /(over) provision of current tax in respect of prior years Deemed dividend tax 10% withholding tax on inter company dividends 284,996 (20,666) 7,657 220,828 (48,646) (533) 3,882 12,068 - 12,839 - Deferred income tax Relating to origination and reversal of temporary differences Tax expense reported 46,326 318,313 (13,654) 161,877 12,068 12,839 In Rs. ‘000s 8 PROFIT BEFORE TAX Profit before tax from operations is stated after charging all expenses including the following; Remuneration to directors Audit fees Cost of defined employee benefits Defined benefit plan cost Defined contribution plan cost-(EPF and ETF) Staff expenses Depreciation of property, plant and equipment Donations Amortisation of pre-paid lease Reversal of impairment of bad and doubtful debts Provision for slow moving inventories Loss /(profit) on disposal of property, plant and equipment Operating lease rentals Business expansion expenses 9 TAX EXPENSE 174 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 NOTES TO THE FINANCIAL STATEMENTS CONTD. Group For the Year Ended 31st March Company 2014 2013 2014 2013 Profit before tax Dividend income from Group companies Income capitalised Consolidation adjustments Aggregate accounting profit 1,893,239 382,781 (5,755) 2,270,265 1,282,896 34,937 21,446 (3,832) 1,335,477 387,977 387,977 74,955 74,955 Dividends not charged to income tax Profits not charged to income tax Exempt profits Accounting profit/(loss) liable to income tax (382,781) (18,207) 1,869,277 (34,937) (112) (11,085) 1,289,313 (382,781) 5,196 (34,937) 40,018 287,905 9,027 (2,017) 19,963 24,069 (7,625) (20,666) 203,679 36,038 (1,150) 13,041 (40,502) (3,932) (48,646) 1,455 111 10,502 - 11,205 1,634 - 7,657 318,313 (533) 3,882 161,877 12,068 12,839 32,384 216,326 36,286 284,996 (20,666) 264,330 46,326 23,858 176,224 20,746 220,828 (48,646) 172,182 (13,654) 12,068 12,068 12,068 - 12,839 12,839 12,839 - 7,657 318,313 3,882 (533) 161,877 12,068 12,839 In Rs. ‘000s 9.1 Reconciliation Between Tax Expense and the Product of Accounting Profit Tax effect on chargeable profits Tax effect on non deductible expenses Tax effect on deductions claimed Net tax effect of unrecognised deferred tax assets for the year Net tax effect of deferred tax assets in respect of previous year Utilisation of tax losses Under / (over) provisions for previous years Other income based taxes Deemed dividend tax 10% withholding tax on inter company dividends Total tax expense Income tax charged at Standard rate of 28% (2013-28%) Income tax charged at 15% (2013-15%) Concessionary rate of 12% (2013 - 12%) Under /(over) provision of current tax in respect of prior years Deferred tax charge / (reversal) Other income based taxes 10% withholding tax on inter company dividends Deemed dividend tax Total tax expense The Group tax is based on the taxable profit of individual companies within the Group. At present the Tax Laws of Sri Lanka do not provide for Group taxation. 175 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 Group For the Year Ended 31st March In Rs. ‘000s 9.2 Company 2014 2013 2014 2013 97,414 (2,458) (48,630) 46,326 55,565 (246) (68,973) (13,654) - - Deferred Tax Expense Income statement Deferred tax arising from Accelerated depreciation for tax purposes Employee benefits liability Benefit arising from tax losses Total deferred tax charge/(reversal) Deferred Tax has been computed based on the following rates : Subsidiary companies in Sri Lanka engaged in promotion of tourism - 12% Yala Village (Pvt) Ltd and subsidiary companies in Maldives - 15% Other companies in Sri Lanka - 28% Group For the Year Ended 31st March 9.3 2013 2014 2013 2,093,526 (46,363) 546,981 (102,962) 2,491,182 1,272,675 112,862 783,562 (75,573) 2,093,526 - - Tax Losses Carried Forward Tax losses brought forward Adjustments on finalisation of liability Tax losses arising during the year Utilisation of tax losses Tax losses carried forward 9.4 Company 2014 In Rs. ‘000s Applicable rates of Income Tax Companies which operate undertakings for the promotion of tourism in Sri Lanka are liable to tax at the rate of 12% of such income. Other Income is taxed at the rate of 28% . The following Companies enjoy a full or partial exemptions and concessions under Board of Investment Law. I Yala Village (Pvt) Ltd is taxed at a concessionary rate of 15% for a period of 15 years commencing from September 2003. II Profits and income of Trinco Holiday Resorts (Pvt) Ltd are exempt from tax for a period of 10 years from the year of assessment 2011/12. III Profits and income of Beruwala Holiday Resorts (Pvt) Ltd are exempt from tax for a period of 8 years commencing from the year in which the Company commences to make profits or any year of assessment not later than two years reckoned from the date of commencement of commercial operation whichever is earlier. The tax holiday has still not commenced. 176 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 NOTES TO THE FINANCIAL STATEMENTS CONTD. 9.5 I Income Tax rates of off-shore Companies John Keells Hotels Mauritius (Pvt) Ltd is taxed at an effective rate of 3 % . II The following subsidiaries based in the Republic of Maldives, are subject to Business Profit Tax of 15% with effect from 18th July 2011. z John Keells Maldivian Resorts (Pte) Ltd z Travel Club (Pte) Ltd z Fantasea World Investments (Pte) Ltd z Tranquility (Pte) Ltd Group For the Year Ended 31st March 10 2013 1,565,846 1,456,147 1.08 1,116,779 1,456,147 0.77 2014 Group 2013 1,456,147 - 436,844 1,456,147 0.30 EARNINGS PER SHARE Profit attributable to equity holders of the parent (Rs. ‘000s) Weighted average number of ordinary shares (‘000s) Basic earnings per share - Rs. In Rs. ‘000s 11 2014 DIVIDENDS PER SHARE Declared and paid during the year Final dividend Weighted average number of ordinary shares Dividend per share 177 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 12 FINANCIAL INSTRUMENTS - GROUP 12.1 Financial Assets and Liabilities by Categories Financial assets and liabilities in the tables below are split into categories in accordance with LKAS 39. Financial assets by categories Loans and receivables Available-for-sale financial assets As at 31 st March In Rs. ‘000s 2014 2013 2014 2013 Financial instruments in non-current assets Other non-current financial assets 4,165 - 18,405 25,058 909,040 138,215 1,985,510 743,927 3,780,857 740,558 168,994 321,731 588,394 1,819,677 18,405 25,058 Financial instruments in current assets Trade and other receivables Amounts due from related parties Short term investments Cash in hand and at bank Total For available-for-sale financial assets the carrying amount and fair value are equal. The fair value of loans and receivables does not significantly vary from the value based on the amortised cost methodology. Financial liabilities by categories Financial liabilities at fair value through income statement Financial liabilities measured at amortised cost As at 31 st March 2014 2013 2014 2013 Financial instruments in non-current liabilities Borrowings Other non current financial liabilities 63,752 59,253 4,245,400 - 5,571,060 - Financial instruments in current liabilities Trade and other payable Amounts due to related parties Borrowings Bank overdrafts Total 63,752 59,253 858,347 110,892 1,840,626 274,705 7,329,970 992,007 125,783 1,325,111 220,965 8,234,926 In Rs. ‘000s 178 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 NOTES TO THE FINANCIAL STATEMENTS CONTD. 12 FINANCIAL INSTRUMENTS - COMPANY 12.2 FINANCIAL ASSETS AND LIABILITIES BY CATEGORIES Financial assets and liabilities in the tables below are split into categories in accordance with LKAS 39. Financial assets by categories Loans and receivables Available-for-sale financial assets As at 31 st March In Rs. ‘000s Financial instruments in non-current assets Other non-current financial assets Financial instruments in current assets Amounts due from related parties Loans given to related parties Short term investments Cash in hand and at bank Total 2014 2013 2014 2013 - - 8 8 5,513 32,530 2,648 40,691 10,561 356,400 60,000 46,897 473,858 8 8 For available-for-sale financial assets the carrying amount and fair value are equal. The fair value of loans and receivables does not significantly vary from the value based on the amortised cost methodology. Financial liabilities by categories Financial liabilities measured at amortised cost As at 31 st March In Rs. ‘000s Financial instruments in current liabilities Trade Payable Amounts due to related parties Total 2014 2013 13,664 702 14,366 11,302 782 12,084 179 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 12.3 Financial Assets and Liabilities by Fair Value Hierarchy - Group The Group uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation technique: Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities Level 2: other techniques for which all inputs that have a significant effect on the recorded fair value are observable, either directly or indirectly Level 3: techniques that use inputs that have a significant effect on the recorded fair value that are not based on observable market data The Group held the following financial instruments carried at fair value in the statement of financial position: Financial Assets As at 31 st March In Rs. ‘000s Available for sale Total Level 1 Level 2 Level 3 2014 2013 2014 2013 2014 2013 8 8 8 8 - - 18,397 18397 25,050 25,050 Financial Liabilities As at 31 st March In Rs. ‘000s Fair value through income statement Designated at fair value through income statement Total During the reporting periods 31 March 2014 and 2013, there were no transfers between Level 1 and Level 2 fair value measurements. Level 3 2014 2013 63,752 63,752 59,253 59,253 180 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 NOTES TO THE FINANCIAL STATEMENTS CONTD. 12.4 Reconciliation of fair value measurements of Level 3 financial instruments The Group carries unquoted equity shares as available-for-sale financial instruments classified as Level 3 within the fair value hierarchy. A reconciliation of the beginning and closing balances including movements is summarised below: In Rs. ‘000s Available-for-sale financial assets As at 1 April 2013 Impairment As at 31 March 2014 25,050 (6,653) 18,397 Fair value would not significantly vary if one or more of the inputs were changed. 12.5 Financial Assets and Liabilities by Fair Value Hierarchy - Company The Company uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation techniques: Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities Level 2: other techniques for which all inputs that have a significant effect on the recorded fair value are observable, either directly or indirectly Level 3: techniques that use inputs that have a significant effect on the recorded fair value that are not based on observable market data The Company held the following financial instruments carried at fair value in the statement of financial position: Financial Assets As at 31 st March In Rs. ‘000s Available for sale Total Level 1 2014 2013 8 8 8 8 181 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 13 FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES Financial instruments held by the Group, principally comprise of cash, loans and other receivables, trade and other receivables, trade and other payable, loans and borrowings. The main purpose of these financial instruments is to manage the operating, investing and financing activities of the Group. Financial risk management of the Group is carried out based on guidelines established by its parent Company’s central treasury department (Group Treasury) which comes under the purview of the Group Executive Committee (GEC) and Board of Directors of the parent Company. Group Treasury identifies, evaluates and hedges financial risk in close co-operation with the Hotel Group’s operating units. The parent Company provides guidelines for overall risk management, as well, covering specific areas such as credit risk, investment of excess liquidity, interest rate risk and foreign currency risk. The Hotel Group has established guidelines for risk controlling procedures and for the use of financial instruments, including a clear segregation of duties with regard to financial activities, settlement, accounting and related controlling. The guidelines upon which the Group’s risk management processes are based are designed to identify and analyse these risks throughout the Group, to set appropriate risk limits and controls and to monitor the risks by means of reliable and up-to-date administrative and information systems. The guidelines and systems are regularly reviewed and adjusted to changes in markets and products. The Group manages and monitors these risks primarily through its operating and financing activities. 13.1 Credit risk Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Group is exposed to credit risk from its operating activities (primarily trade receivables) and from its financing activities, including deposits with banks, foreign exchange transactions and other financial instruments. The Group trades only with recognised, creditworthy third parties. It is the Group’s policy that all clients who wish to trade on credit terms are subject to credit verification procedures. In addition, receivable balances are monitored on an ongoing basis with the result that the Group’s exposure to debtors impairment is not significant. With respect to credit risk arising from the other financial assets of the Group, such as cash and cash equivalents and available-for-sale financial investments, the Group’s exposure to credit risk arises from default of the counter party. The Group manages its operations to avoid any excessive concentration of counter party risk and the Group takes all reasonable steps to ensure that the counter parties fulfill their obligations. 182 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 NOTES TO THE FINANCIAL STATEMENTS CONTD. 13.1.1 Credit risk exposure The maximum risk positions of financial assets which are generally subject to credit risk are equal to their carrying amounts. Following table shows the maximum risk positions. 2014 2013 In Rs. ‘000s Deposits with bank 13.1.2 Trade and other receivables 13.1.3 Amounts due from related parties 13.1.4 Cash in hand and at bank Total credit risk exposure Other non current financial assets Cash in hand Trade and at and other Other bank receivables investments - 743,927 743,927 909,040 909,040 1,985,510 1,985,510 Available-for-sale investments Total equity risk exposure 18,405 18,405 - - - Total 18,405 743,927 909,040 1,985,510 Amounts due from related parties Total Other non current financial assets - 1,985,510 - 909,040 138,215 138,215 743,927 138,215 3,776,692 - 588,394 588,394 740,558 740,558 321,731 321,731 168,994 168,994 321,731 740,558 168,994 588,394 1,819,677 18,405 18,405 25,058 25,058 - - - - 25,058 25,058 138,215 3,795,097 25,058 588,394 740,558 321,731 168,994 1,844,735 - Cash in hand Trade and at and other Other bank receivables investments Amounts due from related parties Total 13.1.2 Credit risk relating to cash and cash equivalents In order to mitigate settlement and operational risks related to cash and cash equivalents, the Group uses several banks with acceptable ratings for its deposits. The Group held cash and cash equivalents of Rs. 2,027 Mn at 31 March 2014 (2013 - Rs. 647 Mn). Deposits with banks and Credit rating of the banks Bank Instrument People’s Bank Sampath Bank PLC Hatton National Bank PLC Nations Trust Bank PLC Nations Trust Bank PLC Fixed Deposits Fixed Deposits Fixed Deposits Re purchase Agreements Fixed Deposits Credit rating for 2014 AA+ AAAAA A Investment Rs. 000’s 1,773,688 58,302 27,447 97,521 28,552 1,985,510 183 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 13.1.3 Trade and other receivables Group 2014 2013 851,316 671,773 60–90 days 48,425 64,241 91–180 days 9,299 4,544 35,209 944,249 (35,209) 909,040 36,824 777,282 (36,824) 740,558 In Rs. ‘000s Neither past due nor impaired Past due but not impaired Impaired Gross carrying value Less: impairment provision Total Based on the review of their past performance and credit worthiness, the Group companies have obtained deposits and advances from major customers. The requirement for an impairment is analysed at each reporting date on an individual basis for major clients. 13.1.4 Amounts due from related parties The amounts due from related parties mainly consists of the balances from affiliate companies and parent. 13.2 Liquidity Risk The Group’s policy is to hold cash and undrawn committed facilities at a level sufficient to ensure that the Group has available funds to meet its medium term capital and funding obligations, including organic growth and acquisition activities, and to meet any unforeseen obligations and opportunities. The Group holds cash and undrawn committed facilities to manage its liquidity risk. The Group monitors its risk of a shortage of funds using a daily cash management process. This process considers the maturity of both the Group’s financial investments and financial assets (e.g. accounts receivable, other financial assets) and projected cash flows from operations. The Group’s objective is to maintain a balance between continuity of funding and flexibility through the use of multiple sources of funding including bank loans and overdrafts. 184 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 NOTES TO THE FINANCIAL STATEMENTS CONTD. 13.2.1 Net (debt)/cash Group Company 2014 2013 2014 2013 Short term investments Cash in hand and at bank Total liquid Assets 1,985,510 743,927 2,729,437 321,731 588,394 910,125 32,530 2,648 35,178 60,000 46,897 106,897 Borrowings Bank borrowings Bank overdrafts Total liabilities Net (debt) / cash 6,086,026 274,705 6,360,731 (3,631,294) 6,896,171 220,965 7,117,136 (6,207,011) 133,441 960 134,401 (99,223) 106,897 In Rs. ‘000s The net debt position of the Group is due to the expansion and refurbishment of its hotel portfolio which will commence generating cash flows in the medium term. This position is constantly monitored and evaluated to determine appropriate risk mitigation strategies. 13.2.2 Liquidity risk management The Group attempts to match contracted cash outflows in each time bucket using a combination of operational cash inflows and other inflows that can be generated through the liquidation of short term investments, repurchase agreements or other secured borrowings. Maturity analysis The table below summarises the maturity profile of the Group’s financial liabilities at 31 March 2014 based on contractual undiscounted payments. Group In Rs. ‘000s Financial instruments in non-current liabilities Borrowings-Financial instruments in current liabilities Trade and other payable Amounts due to related parties Bank overdrafts Within 1 year 0 - 30 days 31 - 365 days 153,386 858,347 110,892 274,705 1,397,330 86,948 1,687,240 1,774,188 Between 1-2 years Between 2-5 years More than 5 years Total 1,564,592 1,564,592 2,596,100 2,596,100 61,512 61,512 4,309,152 1,840,626 858,347 110,892 274,705 7,393,722 185 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 13.3 Market risk Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market prices comprise of the following risks: z Interest rate risk z Currency risk The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return. The sensitivity analysis in the following sections relate to the position as at 31 March in 2014 and 2013. The following assumptions have been made in calculating the sensitivity analysis: The sensitivity of the relevant income statement item is the effect of the assumed changes in respective market risks. This is based on the financial assets and financial liabilities held at 31 March 2014 and 2013. 13.3.1 Interest rate risk Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Group’s exposure to the risk of changes in market interest rates relates primarily to the Group’s long-term debt obligations with floating interest rates. The following table demonstrates the sensitivity to a reasonably possible change in interest rates, with all other variables held constant, of the Group’s profit before tax (through the impact on floating rate borrowings). Group Increase/ (decrease) in basis points 2014 2013 Effect on profit before tax (Rs.000’s) + 100-150 basis points (6,673) - 100-150 basis points 6,673 + 100-150 basis points (6,714) - 100-150 basis points 6,714 The assumed spread of basis points for the interest rate sensitivity analysis is based on the currently observable market environment changes to base rates such as LIBOR, SLIBOR and AWPLR. 186 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 NOTES TO THE FINANCIAL STATEMENTS CONTD. 13.3.2 Foreign currency risk Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. The Group has exposure to foreign currency risk where it has cash flows in overseas operations and foreign currency transactions which are affected by foreign exchange movements. 13.3.3 Effects of currency translation. For purposes of consolidated financial statements, the income and expenses and the assets and liabilities of subsidiaries located outside Sri Lanka are converted into Sri Lankan Rupees. Therefore, period-to-period changes in average exchange rates may cause translation effects that have a significant impact on, for example, revenue, segment results (earnings before interest and taxes –EBIT) and assets and liabilities of the Group. Unlike exchange rate transaction risk, exchange rate translation risk does not necessarily affect future cash flows. The Group’s equity position reflects changes in book values caused by exchange rates. The Group’s exposure to foreign currency changes for currencies other than USD is not material. Currency Increase/(decrease) in exchange rate Effect on profit before tax Rs. 000’s Effect on equity Rs. 000’s Group 2014 USD 3% -3% (29,301) 29,301 282,608 (282,608) Group 2013 USD 3% -3% (52,454) 52,454 101,377 (101,377) Assumptions The assumed movement, in the spread of the exchange rate sensitivity analysis, is based on the current observable market environment. 13.4 Capital management The Group manages its capital structure, and makes adjustments to it, in the light of changes in economic conditions. To maintain or adjust the capital structure, the Group may issue new shares, have a rights issue or buy back of shares. Group Debt / Equity 2014 2013 0.34 0.42 187 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 As at 31 st March In Rs. ‘000s 14 Land and buildings Buildings on Plant Furniture leasehold and and land machinery Equipment fittings Motor Cutlery, vehicles crockery and glassware marine Computer and vessels equipment linen Capital work in progress 174,796 15,756,241 12,004,265 295,044 892,638 2,440,340 (282,601) (506,353) (292,466) - 2,010,268 (52,231) - (355,305) 10,084 109,150 (50,862) 145,092 16,251,676 15,756,240 Total 2014 Total 2013 PROPERTY, PLANT AND EQUIPMENT Group Cost or valuation At the beginning of the year Additions Disposals Revaluations Transfers Exchange translation difference At the end of the year 5,985,617 111,288 (8,420) 32,237 6,120,722 5,554,415 127,737 (21,247) 69,807 5,730,712 1,137,663 31,426 (24,304) 19,907 10,194 1,174,886 1,398,992 129,780 (45,242) 87 7,060 1,490,677 1,055,768 85,018 (38,333) 9,494 1,111,947 99,793 33,863 (25,997) 1,118 108,747 126,228 23,647 (7,512) 1,455 143,818 222,969 54,835 (52,697) (62) 225,045 Accumulated depreciation At the beginning of the year Charge for the year Disposals Transfers Exchange translation difference At the end of the year 53,056 49,219 (10) 102,265 740,792 263,770 (5,407) 43,052 1,042,207 432,009 104,385 (14,146) 9,253 531,501 463,968 169,786 (33,500) 8,569 608,823 392,050 137,852 (32,308) 10,359 507,953 42,750 19,360 (9,324) 1,214 54,000 53,471 24,178 (6,512) 1,155 72,292 106,343 50,639 (37,715) 208 119,475 - 2,284,439 2,086,007 819,189 651,010 (138,922) (110,530) - (355,305) 73,810 13,258 3,038,516 2,284,439 6,018,457 5,932,561 4,688,505 4,813,622 643,383 705,655 881,854 935,025 603,994 663,718 54,777 57,043 71,526 72,757 105,570 116,624 145,092 174,796 13,213,160 - 13,471,801 Carrying value As at 31 March 2014 As at 31 March 2013 Carrying value of assets At cost At valuation Carrying value of land and buildings At cost At valuation 7,142,170 7,362,131 6,070,990 6,109,669 13,213,160 13,471,801 4,635,973 4,636,514 6,070,990 6,109,669 10,706,963 10,746,183 188 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 NOTES TO THE FINANCIAL STATEMENTS CONTD. 14.1 The details of Property, Plant & Equipment of the Group which are stated at valuation are indicated below. Property Method of Valuation Effective Date of Valuation Property Valuer Ceylon Holiday Resorts Ltd Depreciated replacement cost method / Open market value method 31st March 2013 Kandy Walk Inn Ltd Depreciated replacement cost method / Open market value method 31st March 2013 Habarana Lodge Ltd Depreciated replacement cost method 31st March 2013 Habarana Walk Inn Ltd Depreciated replacement cost method 31st March 2013 Trinco Walk Inn Ltd Open market value method 31st March 2013 Wirawila Walk Inn Ltd Open market value method 31st March 2013 Resort Hotels Ltd Open market value method 31st March 2013 Yala Village (Pvt) Ltd Depreciated replacement cost method 31st March 2013 Rajawella Hotels Co Ltd Depreciated replacement cost method 31st March 2013 Beruwala Holiday Resorts (Pvt) Ltd Open market value method 31st March 2013 Trinco Holiday Resorts (Pvt) Ltd Depreciated replacement cost method / Open market value method 31st March 2013 Hikkaduwa Holiday Resorts (Pvt) Ltd Depreciated replacement cost method / Open market value method 31st March 2013 Ahungalla Holiday Resorts (Pvt) Ltd Open market value method 31st March 2013 Sentinel Realty (Pvt) Ltd Open market value method 31st March 2013 Mr. P.B. Kalugalagedara Consultant Valuer & Assessor Mr. Sunil Fernando Consultant Valuer & Assessor Mr. Sunil Fernando Consultant Valuer & Assessor Mr. Sunil Fernando Consultant Valuer & Assessor Mr. P.B. Kalugalagedara Consultant Valuer & Assessor Mr. Sunil Fernando Consultant Valuer & Assessor Mr. P.B. Kalugalagedara Consultant Valuer & Assessor Mr. Sunil Fernando Consultant Valuer & Assessor Mr. Sunil Fernando Consultant Valuer & Assessor Mr. P.B. Kalugalagedara Consultant Valuer & Assessor Mr. P.B. Kalugalagedara Consultant Valuer & Assessor Mr. P.B. Kalugalagedara Consultant Valuer & Assessor Mr. Sunil Fernando Consultant Valuer & Assessor Mr. Sunil Fernando Consultant Valuer & Assessor Revaluation of land and buildings The Group uses the revaluation model of measurement of land and buildings. Fair value is determined by reference to market-based evidence. Valuations are based on active market prices, adjusted for any difference in the nature, location or condition of the specific property. In determining the fair value of properties as at 31 March 2013, the Group has engaged independent Chartered valuers and they have carried out the valuation in accordance with Sri Lanka Accounting Standards and 8th edition of International Valuation Standards published by the International Valuation Standards Committee (IVSC). 189 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 14.2 The carrying amounts of revalued properties if they were carried at cost less depreciation, would be as follows. Net Book Value 31.03.2014 Net Book Value 31.03.2013 4,141,532 4,141,532 3,981,113 3,981,113 Rs. ‘000 31.03.2014 31.03.2013 Sri Lanka Maldives 11,013,288 2,199,872 13,213,160 11,286,087 2,185,714 13,471,801 Class of Assets Rs. ‘000 Land and buildings Accumulated Cost Depreciation 4,716,390 4,716,390 (574,859) (574,859) 14.3 Segmental Analysis of Net Book Value 14.4 Details of property, plant and equipment pledged as security for term loans obtained, are disclosed in Note 28.3 14.5 Group property, plant and equipment with a cost of Rs. 500 Mn (2013 - Rs. 402 Mn) have been fully depreciated and continue to be in use by the Group. Group As at 31st March In Rs. ‘000s 15 2014 2013 8,639,214 (666,663) 262,957 8,235,508 9,386,494 (738,345) (8,935) 8,639,214 LEASE RENTALS PAID IN ADVANCE Prepaid lease rentals paid to acquire land use rights are amortised over the lease term in accordance with the pattern of benefits provided. Balance at the beginning of the year Addition during the year Amortisation during the year Exchange difference Balance at the end of the year 190 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 NOTES TO THE FINANCIAL STATEMENTS CONTD. 15.1 Details of Leasehold Properties Land Extent (in Acres) Group Lease Period 2014 2013 Rajawella Hotels Co. Ltd 10.00 95 years and 10 months from 02nd February 2000 33,767 34,180 Yala Village (Pvt) Ltd 11.25 30 years from 27th November 2006 67,613 70,607 Hikkaduwa Holiday Resorts (Pvt) Ltd 0.03 10 years from 01st January 2012 800 900 Tranquility (Pte) Ltd Chaaya Island Dhonveli - Maldives 18.62 18 years from 26th August 2010 7,111,034 7,374,568 Travel Club (Pte) Ltd Chaaya Reef Ellaidhoo - Maldives 13.75 14 years from 04th August 2006 1,022,294 1,158,959 8,235,508 8,639,214 Group In Rs. ‘000s 16 2014 2013 670,407 670,407 670,407 670,407 INTANGIBLE ASSETS Goodwill Cost Balance at the beginning of the year Additions during the year Adjustments on impairment Carrying value as at the end of the year Goodwill acquired through Business Combinations has been allocated to two (2) Cash Generating Units (CGU) as Chaaya Resorts and Cinnamon Resorts for impairment testing. 191 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 The carrying amount of goodwill allocated to each Cash Generating Unit has been tabulated below. In Rs. ‘000s Chaaya resorts Cinnamon resorts Net Carrying Value of Goodwill 2014 2013 258,355 412,052 670,407 258,355 412,052 670,407 The recoverable amount of all CGUs have been determined based on the Fair Value Less Cost to Sell or Value In Use (VIU) calculation. Key Assumptions Used in the VIU Calculations Gross Margins The basis used to determine the value assigned to the budgeted gross margins, is the gross margins achieved in the year preceding the budgeted year adjusted for projected market conditions. Inflation The basis used to determine the value assigned to the budgeted cost inflation is the inflation rate based on projected economic conditions. Discount Rate The discount rate used is the risk free pre-tax discount rate, adjusted by the addition of an appropriate risk premium. Volume Growth Volume growth has been budgeted on a reasonable and realistic basis by taking into account the growth rates of the two years immediately preceding the budgeted year and future industry growth rates. Cash flows beyond the five year period has been extrapolated using a zero growth rate. 192 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 NOTES TO THE FINANCIAL STATEMENTS CONTD. Group As at 31 st March In Rs. ‘000s Note Company 2014 2013 2014 2013 17 INVESTMENTS 17.1 Investments in subsidiaries and joint ventures Investments in subsidiaries - Unquoted Investments in joint ventures - Unquoted 17.4 17.5 - - 10,340,613 58,288 10,398,901 9,440,953 15,788 9,456,741 17.2 Other equity investments Quoted Unquoted 17.6 17.7 8 18,397 18,405 8 25,050 25,058 8 8 8 8 4,165 22,570 25,058 10,398,909 9,456,749 2014 % Holding 2013 2014 2013 98.65% 98.35% 99.33% 98.39% 98.77% 100.00% 100.00% 100.00% 100.00% 93.78% 100.00% 100.00% 100.00% 98.65% 1,052,011 98.35% 695,084 98.92% 2,094,401 98.39% 408,998 98.77% 311,851 100.00% 4,739,853 100.00% 29,300 100.00% 95,940 100.00% 23,497 93.78% 300,678 100.00% 100.00% 357,000 100.00% 132,000 1,052,011 695,084 1,194,741 408,998 311,851 4,739,853 29,300 95,940 23,497 300,678 357,000 132,000 100.00% 100.00% 100,000 9,440,953 17.3 Loans to executives In Rs. ‘000s Company 17.4 Investments in subsidiaries Unquoted Ceylon Holiday Resorts Ltd Habarana Lodge Ltd International Tourists and Hoteliers Ltd Kandy Walk Inn Ltd Habarana Walk Inn Ltd John Keells Maldivian Resorts (Pte) Ltd Rajawella Hotels Co. Ltd Trinco Walk Inn Ltd Wirawila Walk Inn Ltd Yala Village (Pvt) Ltd John Keells Hotels Mauritius (Pvt) Ltd Trinco Holiday Resorts (Pvt) Ltd Ahungalla Holiday Resorts (Pvt) Ltd 15% Cumulative preference shares Yala Village (Pvt) Ltd Total investments in subsidiaries 100,000 10,340,613 193 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 % Holding In Rs. ‘000s 2014 Company 2013 2014 2013 58,288 58,288 10,398,901 15,788 15,788 9,456,741 17.5 Investments in joint ventures Unquoted Sentinel Realty (Pvt) Ltd Total investments in joint ventures Total investments in subsidiaries and joint ventures 50.00% 50.00% 17.6 Outside Investments Quoted Ceylon Hotels Corporation PLC 8 8 8 8 18,347 50 18,397 18,405 25,000 50 25,050 25,058 8 8 17.7 Unquoted Rainforest Ecolodge (Pvt) Ltd Sri Lanka Hotel Tourism Training Institute Ltd Total Outside Investments Directors’ valuation of unquoted investments of the Company and the Group amounts to Rs. 10,398 Mn (2013- Rs. 9,456 Mn) and Rs. 18.4Mn (2013 - Rs.25.06 Mn ) respectively. The Market Value of the quoted investment as at 31st March 2014 is Rs. 0.008 Mn (2013 - Rs. 0.008 Mn). 2014 2013 (182) (182) (83) (83) 60,244 (325) 59,919 17,754 (144) 17,610 17.8 Summarised financial information of joint venture Group share of; Revenue Administration expenses Loss for the year Group share of; Total assets Total liabilities Net assets The Group and the Company have neither contingent liabilities nor capital and other commitments in respect of its joint venture. 194 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 NOTES TO THE FINANCIAL STATEMENTS CONTD. Group As at 31 st March In Rs. ‘000s 18 Company 2014 2013 2014 2013 54,231 (18,795) 284 2,648 38,368 34,143 28,506 (21,850) (279) 13,711 54,231 - - (136,004) 342 1,888 172,142 38,368 (85,945) 342 2,388 137,446 54,231 - - DEFERRED TAX ASSETS Balance at the beginning of the year Transferred from / to deferred tax liabilities Impact of revaluation reserve on property, plant and equipment Exchange translation difference Credit/(release) Balance at the end of the year The closing deferred tax asset balance relates to the following: Accelerated depreciation for tax purposes Impact on revaluation of property, plant and equipment Employee benefits liability Losses available for off-set against future taxable income Group As at 31 st March In Rs. ‘000s 19 2013 2014 2013 620 620 - - - 96,694 64,519 41,046 202,259 (5,593) 196,666 93,602 65,726 25,088 184,416 (3,078) 181,338 - - OTHER NON-CURRENT ASSETS Prepaid staff loans 20 Company 2014 INVENTORIES Food and beverage House keeping and maintenance Others Less : Provision for slow moving inventories 195 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 Group As at 31 st March In Rs. ‘000s 21 Company 2014 2013 2014 2013 944,223 (35,183) 909,040 777,382 (36,824) 740,558 - - TRADE AND OTHER RECEIVABLES Trade receivables Impairment for bad and doubtful debts 21.1 As at 31 March 2014, trade receivables of an initial value of Rs. 35.1 Mn (2013: Rs. 36.8 mn) were impaired and fully provided for. See below for the movements in the impairment of receivables. Group As at 1 April 2012 Unused amounts reversed As at 31 March 2013 Reversal for the year As at 31 March 2014 22 41,095 (4,271) 36,824 (1,641) 35,183 41,095 (4,271) 36,824 (1,641) 35,183 Company 2014 2013 2014 2013 215,773 55,439 42,729 313,941 172,926 158,174 71,312 402,412 2,794 2,794 1,411 1,411 - - - 2,900 353,500 356,400 OTHER CURRENT ASSETS Prepayments and non cash receivables Tax recoverable Other receivables 23 Total Group As at 31 st March In Rs. ‘000s Individually Impaired LOANS GIVEN TO RELATED PARTIES Habarana Walk Inn Ltd Trinco Holiday Resorts (Pvt) Ltd 196 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 NOTES TO THE FINANCIAL STATEMENTS CONTD. Group As at 31 st March In Rs. ‘000s 24 2013 2014 2013 1,557,977 279,638 32,530 60,000 1,557,977 279,638 32,530 60,000 743,927 588,394 2,648 46,897 743,927 588,394 2,648 46,897 (274,705) (220,965) (960) - (274,705) (220,965) (960) - 2,027,199 647,067 34,218 106,897 CASH AND CASH EQUIVALENTS Favorable cash and cash equivalents 24.1 Short term investments (less than 3 months) 24.2 Cash and bank balances Unfavorable cash and cash equivalents 24.3 Banks overdrafts Total cash and cash equivalents for the purpose of cash flow statement Group As at 31 st March In Rs. ‘000s 25 Company 2014 Company 2014 2013 2014 2013 1,557,977 279,638 32,530 60,000 427,533 42,093 - - 1,985,510 321,731 32,530 60,000 SHORT TERM INVESTMENTS - DEPOSITS Favorable cash and cash equivalents Short term investments (Less than 3 months) Short term investments (Between 3 to 12 months) Total short term investments 197 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 2013 2014 As at 31st March In ‘000s 26 Number of Shares Rs. Value of Shares Number of Shares Rs. Value of Shares 1,456,147 1,456,147 9,500,247 9,500,247 1,456,147 1,456,147 9,500,247 9,500,247 STATED CAPITAL Fully paid ordinary shares At the beginning of the year Issue of shares for cash At the end of the year Group As at 31 st March In Rs. ‘000s 27 Note Company 2014 2013 2014 2013 2,614,915 1,267,676 (5) 4,339 3,886,925 2,614,915 1,013,774 (5) 3,628,684 (5) (5) (5) (5) OTHER COMPONENTS OF EQUITY Revaluation reserve Exchange equalisation reserve Available for sale reserve Employee share option plan reserve 27.1 27.2 27.3 27.1 Revaluation reserve consists of the net surplus on the revaluation of property, plant and equipment. 27.2 Exchange translation reserve comprises the net exchange movement arising on the translation of net equity investments of overseas subsidiaries into Sri Lankan Rupees. 27.3 Share-based payment plans Employee Share Option Scheme Under the John Keells Group’s Employees share option scheme (ESOP), share options of the parent are granted to executives of the Group generally with more than 12 months of service. The exercise price of the share options is equal to the 30 day volume weighted average market price of the underlying shares on the date of grant. The share options vest over a period of four years and is dependent on a performance criteria and a service criteria. The performance criteria being a minimum performance achievement of “Met Expectations” and service criteria being that the employee has to be in employment at the time the share options vest. The fair value of the share options is estimated at the grant date using a binomial option pricing model, taking into account the terms and conditions upon which the share options were granted. The contractual term for each option granted is five years. There are no cash settlement alternatives. 198 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 NOTES TO THE FINANCIAL STATEMENTS CONTD. The expense recognised for employee services received during the year is shown in the following table: In Rs. ‘000s 2014 2013 Expense arising from equity-settled share-based payment transactions Total expense arising from share-based payment transactions 4,339 4,339 - 2014 No. 2014 WAEP 152,764 152,764 - 253 253 - Movements in the year The following table illustrates the number (No.) and weighted average exercise prices (WAEP) of, and movements in, share options during the year: Outstanding at 1 April Granted during the year Forfeited during the year Adjustment during the year Expired during the year Outstanding at 31 March Exercisable at 31 March Fair value of the share option and assumptions The fair value of the share options is estimated at the grant date using a binomial option pricing model, taking into account the terms and conditions upon which the share options were granted. The valuation takes into account factors such as stock price, expected time to maturity, exercise price, expected volatility of share price, expected dividend yield and risk free interest rate. 199 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 Group As at 31 st March In Rs. ‘000s 28 Note Company 2014 2013 2014 2013 6,086,026 6,086,026 6,896,171 6,896,171 133,441 133,441 - INTEREST BEARING BORROWINGS 28.1 Bank borrowings Bank borrowings Group As at 31 st March Note Company 2014 2013 2014 2013 Balance at the beginning of the year Loans obtained during the year Currency translation difference Repayments during the year Balance at the end of the year 6,896,171 1,688,637 116,349 (2,615,131) 6,086,026 6,815,034 1,231,283 (18,807) (1,131,339) 6,896,171 200,000 (66,559) 133,441 - Repayable within one year Repayable after one year Repayable between one and five years Repayable after five years 1,840,626 1,325,111 100,000 - 4,183,888 61,513 4,245,400 6,086,026 5,161,384 409,676 5,571,060 6,896,171 33,441 33,441 133,441 - In Rs. ‘000s 28.2 Movement 200 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 NOTES TO THE FINANCIAL STATEMENTS CONTD. 28.3 Security and Repayment Terms of Bank Borrowings/ Other Borrowings Company Lending Institution Nature of Facility Interest Rate & Security John Keells Hotels PLC Habib Bank Ltd. Term Loan AWPLR - 0.5% John Keells Maldivian Resorts (Pte) Ltd Sampath Bank PLC Term Loan 3 months US$ LIBOR + 1.3% for first two years and 3 months LIBOR + 1.5% thereafter As at 31st March 2014 In Rs. '000s Repayment terms 2013 In Rs. '000s 133,441 - Capital repayment 24 equal monthly instalments of Rs. 8,333,333/- 182,980 380,250 30 equal quarterly instalments of US$ 400,000/commencing after a grace period of 18 months from September 2006. 206,942 327,437 48 equal monthly instalments of USD 83,333/commencing from November 2011 436,443 577,164 36 equal quarterly instalments of US$ 236,111/commencing after a grace period of two years from November 2007 725,506 1,033,130 4 annual instalments of US$ 2,600,000/- each and final instalment being US$ 2,950,926/- commencing from August 2011 Head lease right of Chaaya Island Dhonveli, Corporate guarantee of John Keells Hotels PLC. HSBC Bank Term Loan 3 months LIBOR + 3.0% per annum Secured with a letter of comfort from John Keells Hotels PLC Travel Club (Pte)Ltd Bank of Ceylon Term Loan 3 months US$ LIBOR + 2% or 3.75% whichever is higher Sub lease right of Ellaidhoo, Corporate guarantee of John Keells Hotels PLC Fantasea World Hatton National Investments Bank PLC (Pte) Ltd Term Loan 3 months LIBOR + 3.25% with a floor rate of 4.25% Leasehold rights of Island of Lagoon Hakuraa Huraa Resort Trinco Holiday Resorts ( Pvt) Ltd Sampath Bank PLC Term Loan 3 Months LIBOR+4% Per annum. Corporate guarantee of John Keells Hotels PLC. 151,351 - Capital repayment in 20 equal quarterly instalments of USD 57,900/- commencing after a grace period of one year from the date of disbursement. Interest to be serviced monthly. 201 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 Company Habarana Lodge Ltd Lending Institution Nature of Facility Interest Rate & Security As at 31st March 2014 In Rs. '000s Repayment terms 2013 In Rs. '000s Sampath Bank PLC Term Loan 3 Months LIBOR+4%. Corporate guarantee USD of John Keells Hotels PLC. 221,538 - Capital repayment in 20 equal quarterly instalments of USD 100,000/- Habib Bank Ltd Term Loan 1 Month LIBOR+3.25%. Corporate guarantee USD of John Keells Hotels PLC. 100,638 - Capital repayment in 60 equal quarterly instalments of USD 150,00/- Hatton National Bank PLC Term Loan Monthly AWPLR 240,400 320,200 60 monthly instalments commencing from April 2012 Kandy Walk Inn Ltd HSBC Bank Term Loan 1 month LIBOR + 3.5% per annum 485,744 521,267 60 monthly instalments after, 12 months grace period of 1 year Yala Village (Pvt) Ltd People's Bank Term Loan AWPLR - revised bi annually 175,377 403,750 72 monthly instalments from January 2013 after grace period of 12 months Sampath Bank PLC Term Loan LIBOR+4% Payable monthly. Corporate guarantee of John Keells Hotels PLC. Beruwala Hatton National Holiday Resorts Bank PLC (Pvt) Ltd Term Loan 1 month LIBOR Primary floating mortgage bond for Rs. 1.9 Bn over hotel property 166,548 - 20 equal quarterly instalments 802,434 1,940,232 71 equal monthly instalments of Rs. 26,388,890/- and a final instalment of Rs. 26,388,810/- commencing from June 2013 after 2 years grace period Sampath Bank PLC Term Loan 3 Month LIBOR + 4.0% payable monthly (LIBOR to be reset quarterly). Corporate guarantee of John Keells Hotels PLC. 222,345 - Capital repayment 20 equal quarterly instalments of US $ 100,000/- Standard Chartered Bank Term Loan 3 months LIBOR + 3.25% with an arrangement fee of 0.5% variable at the discretion of the bank. Corporate guarantee from John Keells Hotels PLC 523,549 509,244 16 instalments after grace period of 1 year 1. USD 100,000/- per quarter in 2nd year 2. USD 150,000/per qtr in 3rd year 3. USD 350,000/- per quarter in 4th year 4. USD 400,000/- per quarter in 5th year Term Loan AWPLR - 1% per annum Rs. 940 Mn primary mortgage over leasehold rights and Rs. 60 Mn over movable plant, machinery and equipment of the Company 837,265 883,497 72 monthly instalments after a grace period of 24 months from November 2013 Hikkaduwa DFCC Bank Holiday Resorts (Pvt) Ltd Sampath Bank PLC Term Loan 3 Month LIBOR+4% per annum. Corporate guarantee of John Keells Hotels Plc for the LKR equivalent of USD 4Mn. 473,525 6,086,026 - Capital repayment in 20 equal quarterly instalments of USD 200,000/- commencing after a grace period of six months from the date of disbursement. Interest to be serviced monthly. 6,896,171 202 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 NOTES TO THE FINANCIAL STATEMENTS CONTD. Group As at 31 st March In Rs. ‘000s 29 2013 2014 2013 114,422 (18,795) (239) 48,973 144,361 49,337 28,506 36,237 284 57 114,422 - - 172,448 59,281 (11,056) (76,262) 144,361 128,390 59,281 (7,724) (65,525) 114,422 - - 89,346 11,195 9,815 (10,497) 2,490 84,677 10,353 8,468 (6,672) (3,268) - - 11,487 113,836 (4,212) 89,346 - - 8,141 12,869 50 21,010 5,000 13,821 138 18,821 - - DEFERRED TAX LIABILITIES Balance at the beginning of the year Transferred from/to deferred tax assets Impact on revaluation of property, plant and equipment Exchange translation difference Credit/(release) Balance at the end of the year The closing deferred tax liability balance relates to the following: Accelerated depreciation for tax purposes Impact on revaluation of property, plant and equipment Employee benefits liability Losses available for off-set against future taxable income 30 Company 2014 EMPLOYEE BENEFIT LIABILITY Balance at the beginning of the year Gratuity charge Interest cost Payments made during the year Transfers Loss / (gain) arising from changes in the assumptions or due to under / (over) provision in the previous year Balance at the end of the year The expenses recognised in the following line items in the income statement Cost of sales Administrative expenses Distribution expenses The employee benefit liability of the Group is based on the actuarial valuations carried out by Messrs. Actuarial & Management Consultants (Pvt) Ltd., actuaries. The principal assumptions used in determining the cost of employee benefits were: Discount rate Future salary increases 2014 2013 11% 10% 11% 10% 203 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 30.1 Sensitivity of assumptions used If a one percentage point change is assumed in the discount rate and salary increase rate, it would have the following effect: Discount rate 2014 2013 As at 31st March In Rs. ‘000s Effect on defined benefit obligation liability Increase by one percentage point Decrease by one percentage point (5,509) 6,425 (3,984) 3,882 Salary increment 2014 6,752 (5,802) 30.2 Maturity analysis of the payments The following payments are expected on employee benefit liabilities in future years: 2014 In Rs. ‘000s Within the next 12 months Between 1-2 years Between 2 and 5 years Between 5 and 10 years Beyond 10 years Total expected payments 12,552 25,704 34,463 24,055 17,062 113,836 The average duration of the defined benefit plan obligation at the end of the reporting period is 5.88 years. Group As at 31 st March In Rs. ‘000s 31 Note Company 2014 2013 2014 2013 1,273 67,153 68,426 1,598 32,562 34,160 - - 1,598 (325) 1,273 1,923 (325) 1,598 - - OTHER DEFERRED LIABILITIES Grant Deferred sublease payment 31.1 31.2 31.1 Grant Balance at the beginning of the year Amortisation during the year Balance at the end of the year Basis of amortisation - 10% p.a. This represents the grant received by Yala Village (Pvt) Ltd from Ceylon Chamber of Commerce for the garbage disposal project with regard to the Promotion of Eco-efficient Productivity (PEP). 204 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 NOTES TO THE FINANCIAL STATEMENTS CONTD. 31.2 Deferred sublease payment Differences arising due to lease payments and lease charges recognised on straight line basis, as per SLFRS / LKAS, are adjusted through the other deferred liabilities account. These amounts are expected to be reversed over the lease term. Group As at 31 st March In Rs. ‘000s 32 Note 2014 2013 63,752 63,752 59,253 59,253 Company 2014 2013 OTHER NON CURRENT FINANCIAL LIABILITIES Amount payable to Yacht Tours Maldives (Pvt) Ltd 32.1 - - 32.1 Amount to be paid to Yacht Tours Maldives (Pvt) Ltd at the expiration of lease period of 18 years as per the Sale agreement, dated 24th June 2010. Group As at 31 st March In Rs. ‘000s 33 296,657 360,328 201,362 858,347 266,629 459,231 266,147 992,007 6,402 7,262 13,664 5,530 5,772 11,302 240,374 267,898 (2,347) (212,934) 292,991 250,185 221,383 (2,348) (228,846) 240,374 7,493 12,069 (14,284) 5,278 4,163 12,839 (9,509) 7,493 258,340 258,340 104,846 104,846 - - INCOME TAX LIABILITIES Balance at the beginning of the year Charge for the year Exchange translation difference Payments, set off against refunds and tax credits Balance at the end of the year 35 2013 TRADE AND OTHER PAYABLE Trade payable Other payable Accrued expenses 34 Company 2014 2013 2014 OTHER CURRENT LIABILITIES Other current liabilities 205 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 As at 31 st March In Rs. ‘000s 36 Group Company 2014 2013 2014 2013 1,983 63 - - 118,707 2,374 7,019 15 1,873 6,175 17 52 136,232 138,215 128,476 12,493 26,632 18 100 409 487 88 120 108 168,931 168,994 87 94 403 71 317 200 3,996 64 203 78 5,513 5,513 - RELATED PARTY TRANSACTIONS 36.1 Amounts Due from Related Parties Ultimate parent John Keells Holdings PLC Companies under common control Walkers Tours Ltd Walkers Air Services Ltd Whittall Boustead (Travel) Ltd Keells Shipping Ltd Whittall Boustead (Pvt) Ltd Keells Hotel Management Services Ltd Keells Consultants (Pvt) Ltd Keells Food Products PLC DHL Keells Private Limited NDO Lanka (Private) Limited Asian Hotels & Properties PLC John Keells PLC Sentinel Realty (Pvt) Ltd Resorts Hotels Ltd Habarana Lodge Ltd Habarana Walk Inn Ltd Wirawila Walk Inn Ltd Yala Village (Pvt) Ltd Beruwela Holiday Resorts (Pvt) Ltd Hikkaduwa Holiday Resorts (Pvt) Ltd Rajawella Hotels Co. Ltd Trinco Holiday Resorts (Pvt) Ltd Travel Club (Pte) Ltd John Keells Maldivian Resorts (Pte) Ltd 216 36 2,614 325 417 6,403 243 307 10,561 10,561 206 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 NOTES TO THE FINANCIAL STATEMENTS CONTD. Group As at 31 st March In Rs. ‘000s Company 2014 2013 2014 2013 7,842 3,075 336 404 95,220 2,294 1,641 865 277 60 1,205 785 226 42 23 230 182 103,050 110,892 115,791 1,971 846 998 716 20 1,040 18 273 75 139 101 720 122,708 125,783 285 6 37 35 3 366 702 195 7 73 25 78 378 782 - - - 356,400 356,400 36.2 Amounts Due to Related Parties Ultimate parent John Keells Holdings PLC Companies under common control Keells Hotel Management Services Ltd InfoMate (Pvt) Ltd Keells Food Products PLC Ceylon Cold Stores PLC John Keells Office Automation Ltd Jaykay Marketing Services (Pvt) Ltd John Keells International (Pvt) Ltd Keells Business Systems Limited John Keells PLC Keells Consultants (Pvt) Ltd Nexus Networks (Pvt) Ltd Mackinnons Travels (Pvt) Ltd Walkers Tours Ltd Union Assurance PLC Trans Asia Hotels PLC Kandy Walk Inn Ltd Rajawella Hotels Co Ltd 36.3 Loans given to Related Parties Companies under common control Long term Short term 207 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 Group As at 31 st March In Rs. ‘000s Company 2014 2013 2014 2013 (72,416) (10,224) (15,889) (10,174) (15,300) (1,255) (3,024) (1,848) (2,700) (35,316) (346,139) 3,419 - (21,921) (23,074) - (498) 534 13,699 (4,218) 56,334 103,000 7,098 (14,225) (632) (767) (19,693) (35,317) (4,446) (12) (387) (17,076) (21,921) - - (23,098) (14,547) (735) (720,907) (621) 356,745 60,108 (3,085) (346,140) (20,613) (4,609) (641,752) (6,801) 550,554 129,967 (29,819) (23,073) (82) (416) (498) (73) (174) (3,971) (4,218) 36.4 Transactions with Related Parties Ultimate parent Rendering /(receiving) of services Interest (paid)/ received Directors fees (paid)/ received Companies Under Common Control (Purchase)/sale of goods (Receiving)/rendering of services Interest (paid)/ received Loans given/(taken) Guarantees received 36.5 Transactions with Related Parties - Companies under Common Control Sale/(purchase) of goods Ceylon Cold Stores PLC Jaykay Marketing Services (Pvt) Ltd John Keells Office Automation (Pvt) Ltd Keells Food Products PLC Rendering/(receiving) of services Infomate (Pvt) Ltd John Keells International (Pvt) Ltd John Keells Office Automation (Pvt) Ltd Keells Hotel Management Services Ltd Mackinnons Travels (Pvt) Ltd Walkers Tours Ltd Whittall Boustead (Travels) Ltd Other related parties 208 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 NOTES TO THE FINANCIAL STATEMENTS CONTD. Group As at 31 st March In Rs. ‘000s Loans given/(taken) Yala Village (Pvt) Ltd Habarana Walk Inn Ltd Kandy Walk Inn Ltd Trinco Holiday Resorts (Pvt) Ltd Company 2014 2013 2014 2013 - - - (50,000) (55,100) (5,000) 7,000 (103,000) 20,061 20,061 19,224 19,224 5,661 5,661 6,624 6,624 36.6 Compensation of Key Management Personnel Short term employee benefits Key management personnel include members of the Board of Directors of John Keells Hotels PLC, its subsidiaries and John Keells Holdings PLC. 36.7 Terms and Conditions of Transactions with Related Parties Transactions with related parties are carried out in the ordinary course of business. Outstanding current account balances at the year end are unsecured, interest free and settlements occur in cash. Loans are given at pre agreed terms and interest rates. Group For the Year Ended 31st March In Rs. ‘000s 37 2014 2013 195,809 788,411 2,463,216 3,447,436 190,213 766,030 2,587,401 3,543,644 COMMITMENTS 37.1 Capital Commitments There were no significant capital commitments as at 31 March 2014 (2013-Nil) 37.2 Lease Commitments Within one year Between one and five years After five years 209 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 37.3 Details of Leasehold Land Company Ceylon Holiday Resorts Ltd Hikkaduwa Holiday Resorts (Pvt) Ltd Habarana Walk Inn Ltd Habarana Lodge Ltd Yala Village (Pvt) Ltd Rajawella Hotels Co. Ltd Fantasea World Investments (Pte) Ltd Travel Club (Pte) Ltd Island of Ellaidhoo Tranquility (Pte) Ltd Island of Dhonveli 38 Land Extent Acres Lessor Leased Properties Ceylon Tourist Board Ceylon Tourist Board Kekirawa Divisional Secretariat Kekirawa Divisional Secretariat Ceylon Tourist Board Rajawella Holding Co. Ltd Government of Maldives Land occupied Land occupied Land occupied Land occupied Land occupied Land occupied Island rent for the land occupied 13.75 Government of Maldives and sub-lease with Ellaidhoo Investment (Pte) Ltd Lease rental and Island rent for the land occupied 18.62 Government of Maldives Island rent for the land occupied 11.02 4.69 9.34 25.48 11.25 10.00 13.42 CONTINGENT LIABILITIES Contingencies of the Company as at the reporting date on account of guarantees issued on behalf of subsidiary companies amounted to Rs. 2,511 Mn (2013- Rs. 1,858 Mn) There were no significant contingent liabilities as at the reporting date other than what is disclosed above, which require adjustments to or disclosures in the financial statements. 39 EVENTS SUBSEQUENT TO THE REPORTING DATE There have been no material events occurring after the reporting date which would have any material effect on the Company or on the Group. 210 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 QUARTERLY INCOME STATEMENT For the three months ended In Rs. ‘000s Revenue Cost of sales Gross profit Other operating income Administrative expenses Distribution expenses Other operating expenses Finance expenses Finance income Profit before tax Tax expense Profit after tax Attributable to: Equity holders of the parent Non-controlling interests For the three months ended In Rs. ‘000s Revenue Cost of sales Gross profit Other operating income Administrative expenses Distribution expenses Other operating expenses Finance expenses Finance income Profit before tax Tax expense Profit after tax Attributable to: Equity holders of the parent Non-controlling interests September 30th 2013/2014 December 31st March 31st Total 2,025,822 (763,181) 1,262,641 13,376 (787,153) (82,879) (386,347) (152,862) 42,618 (90,606) (15,124) (105,730) 2,557,116 (904,149) 1,652,967 6,156 (858,131) (70,749) (343,543) (138,415) 39,182 287,467 (37,362) 250,105 2,876,211 (957,336) 1,918,875 32,184 (918,045) (75,514) (349,919) (111,188) 37,027 533,420 (78,357) 455,063 3,507,232 (966,248) 2,540,984 104,297 (865,139) (97,032) (423,718) (131,412) 34,978 1,162,958 (187,470) 975,488 10,966,381 (3,590,914) 7,375,467 156,013 (3,428,468) (326,174) (1,503,527) (533,877) 153,805 1,893,239 (318,313) 1,574,926 (102,415) (3,315) (105,730) 248,624 1,481 250,105 451,856 3,207 455,063 967,781 7,707 975,488 1,565,846 9,080 1,574,926 June 30th September 30th 2012/2013 December 31st March 31st Total 1,746,761 (619,326) 1,127,435 36,563 (700,213) (74,413) (270,895) (93,847) 13,108 37,738 1,817 39,555 1,963,959 (673,840) 1,290,119 21,841 (761,520) (88,578) (291,253) (98,314) 7,410 79,705 35,259 114,964 2,488,596 (767,653) 1,720,943 25,926 (872,150) (121,705) (321,627) (165,022) 5,383 271,748 (48,850) 222,898 3,142,265 (943,605) 2,198,660 58,989 (789,640) (22,972) (384,377) (179,913) 12,958 893,705 (150,103) 743,602 9,341,581 (3,004,424) 6,337,157 143,319 (3,123,523) (307,668) (1,268,152) (537,096) 38,859 1,282,896 (161,877) 1,121,019 40,360 (805) 39,555 113,951 117 114,068 222,373 525 222,898 737,561 6,041 743,602 1,116,779 4,240 1,121,01 9 June 30th 211 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 INDICATIVE US DOLLAR FINANCIAL STATEMENTS INCOME STATEMENT Group For the Year Ended 31st March In USD ‘000s Revenue Cost of sales Gross profit Dividend income Other operating income Administrative expenses Distribution expenses Other operating expenses Results from operating activities Finance expenses Finance income Net finance income Profit before tax Tax expense Profit for the year Attributable to : Equity holders of the parent Non-controlling interests Exchange Rate (SL Rs.) 2014 2013 84,302 (27,604) 56,698 1,199 (26,356) (2,507) (11,558) 17,476 (4,104) 1,182 (2,922) 14,554 (2,447) 12,107 73,701 (23,604) 49,997 1,131 (24,643) (2,427) (10,005) 14,052 (4,237) 307 (3,931) 10,121 (1,277) 8,844 12,037 70 12,107 8,811 33 8,844 130.09 126.75 Company 2014 2013 2,943 105 (192) (2) 2,854 (98) 226 128 2,982 (93) 2,889 276 3 (238) (4) 37 (57) 611 555 591 (101) 490 130.09 126.75 Indicative consolidated accounts have been published in USD equivalents for information purposes only. This information does not constitute a full set of financial statements in compliance with SLFRS/LKAS. These financial statements should be read together with the opinion of the Auditors and financial statements set out on pages 149 to 209 The exchange rates prevailing at each year end have been used for the conversion of the consolidated income statement and the statement of financial position. 212 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 INDICATIVE US DOLLAR FINANCIAL STATEMENTS STATEMENT OF FINANCIAL POSITION Group As at 31 st March In USD ‘000s ASSETS Non-Current Assets Property, plant and equipment Lease rentals paid in advance Intangible assets Investments in subsidiaries and joint ventures Other non current financial assets Deferred tax assets Other non-current assets Current Assets Inventories Trade and other receivables Other current assets Amounts due from related parties Loans given to related parties Other investments Cash in hand and at bank Total Assets EQUITY AND LIABILITIES Equity attributable to equity holders of the parent Stated capital Other components of equity Revenue reserves Non-controlling interests Total Equity Company 2014 2014 2013 2013 101,095 63,011 5,129 173 294 5 169,707 106,286 68,159 5,289 198 428 180,361 79,563 79,563 74,609 74,609 1,505 6,955 2,402 1,057 15,191 5,692 32,802 202,509 1,431 5,843 3,175 1,333 2,538 4,642 18,962 199,323 21 42 249 20 333 79,896 11 83 2,812 473 370 3,750 78,359 72,687 29,739 36,026 138,452 768 139,220 74,953 28,629 24,972 128,554 731 129,285 72,687 6,030 78,717 78,717 74,953 3,252 78,205 78,205 213 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 Group As at 31 st March In USD ‘000s Non-Current Liabilities Interest bearing borrowings Deferred tax liabilities Employee benefit liability Other deferred liabilities Other non-current financial liabilities Current Liabilities Trade and other payable Other current liabilities Amounts due to related parties Income tax liabilities Current portion of interest bearing borrowings Bank overdrafts Total Equity and Liabilities Exchange Rate (SL Rs.) Company 2014 2014 2013 2013 32,482 1,105 871 524 488 35,470 43,953 903 705 270 467 46,298 256 256 - 6,567 1,977 848 2,242 14,083 2,102 27,819 202,509 130.7 7,826 827 992 1,896 10,455 1,743 23,740 199,323 126.75 105 765 5 40 7 922 79,895 130.7 89 6 59 154 78,359 126.75 214 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 TEN YEARS SUMMARY - GROUP 31st March In Rs.000s 2014 2013 2012 2011 2010 2009 2008 2007 2006 2005 10,966,381 (3,590,914) 7,375,467 156,013 (3,428,968) (326,174) (1,503,527) (533,877) 153,805 1,893,239 (318,313) 1,574,926 1.08 9,341,581 (3,004,424) 6,337,157 143,319 (3,123,523) (307,668) (1,268,152) (537,096) 38,859 1,282,896 (161,877) 1,121,019 0.77 7,388,158 (2,310,998) 5,077,170 116,162 (2,291,066) (311,162) (977,290) (264,628) 26,968 1,376,154 (265,354) 1,110,800 0.76 5,884,513 (1,807,367) 4,077,146 30,974 (2,306,846) (206,955) (872,179) (272,972) 157,238 606,406 (80,423) 525,983 0.36 6,038,073 (1,832,385) 4,205,688 27,485 (2,614,181) (173,171) (875,018) (373,688) 11,032 208,147 (2,989) 205,158 0.17 5,114,000 (1,653,083) 3,460,917 24,448 (2,406,136) (158,062) (862,702) (292,013) 12,069 (221,479) 503 (220,976) (0.17) 5,158,168 (1,879,017) 3,279,151 140,173 42,680 (2,111,078) (149,389) (775,926) (475,484) 66,612 (83,261) 12,199 (71,062) (0.07) 3,692,785 (1,252,068) 2,440,717 87,494 (1,339,585) (126,282) (519,668) (343,624) 9,539 208,591 20,107 228,698 0.39 2,024,811 (814,959) 1,209,852 65,466 (591,131) (107,967) (337,699) (25,292) 17,646 230,875 (31,636) 199,239 3.32 1,308,950 (447,719) 861,231 1,129 (467,755) (46,574) (186,993) (10,613) 8,324 8,551 167,300 (36,100) 131,200 3.26 13,213,160 8,235,508 670,407 22,570 38,368 620 22,180,633 13,471,801 8,639,214 670,407 25,058 54,231 22,860,711 9,918,258 9,386,494 670,407 25,063 34,143 20,034,365 6,585,581 8,605,476 670,407 25,063 37,978 9,073 15,933,578 8,718,964 3,653,846 670,963 25,063 41,344 13,110,180 8,685,256 3,839,086 666,068 25,057 22,339 13,237,806 7,823,749 3,686,557 666,068 25,083 16,244 12,217,701 3,454,781 3,796,043 655,143 25,083 9,833 218,400 8,159,283 3,158,410 852,882 25,083 297,381 4,333,756 2,524,725 895,754 25,083 3,445,562 196,666 909,040 313,941 138,215 1,985,510 743,927 4,287,299 181,338 740,558 402,412 168,994 321,731 588,394 2,403,427 171,481 687,631 579,332 199,870 1,140,134 547,136 3,325,584 118,541 679,512 656,899 183,568 10,938 314,429 1,963,887 129,239 519,691 519,057 77,925 2,960,000 612,296 4,818,208 127,992 396,993 450,685 30,323 504,494 1,510,487 127,577 807,060 599,032 60,080 25,379 394,502 2,013,630 96,185 649,032 1,223,527 27,471 685 424,974 2,421,874 61,304 380,179 321,241 52,793 10,000 5,960 249,421 1,080,898 44,677 304,984 217,602 24,346 191,560 661,361 1,444,530 26,467,932 25,264,138 23,359,949 17,897,465 17,928,388 14,748,293 14,231,331 10,581,157 5,414,654 4,890,092 EQUITY & LIABILITIES Equity attributable to equity holders of the parent Stated capital 9,500,247 Other components of equity 3,886,925 Revenue reserves 4,708,642 18,095,814 Non-controlling interests 100,442 Total equity 18,196,256 9,500,247 3,628,684 3,165,257 16,294,188 92,623 16,386,811 9,500,247 1,791,313 2,482,461 13,774,021 67,725 13,841,746 9,500,247 761,197 1,379,022 11,640,466 63,689 11,704,155 9,500,247 772,879 870,373 11,143,499 56,269 11,199,768 5,859,880 620,791 695,953 7,176,624 47,111 7,223,735 5,859,880 303,213 907,451 7,070,544 56,534 7,127,078 595,696 2,558,418 970,173 4,124,287 48,680 4,172,967 595,696 2,468,238 579,149 3,643,083 63,244 3,706,327 595,696 2,443,733 468,837 3,508,266 47,543 3,555,809 OPERATING RESULTS Revenue Cost of sales Gross profit Other operating income Profit on disposal of non-current investments Administrative expenses Distribution expenses Other operating expenses Finance expenses Finance Income Share of associate company profits Profit/(loss) before tax Tax expense Profit/(loss) for the year Earnings per share - Rs. ASSETS Non current assets Property, plant and equipment Lease rentals paid in advance Intangible assets Other non-current financial assets Deferred tax assets Other non-current assets Current assets Inventories Trade and other receivables Other current assets Amounts due from related parties Loans given to related parties Short term investments Cash in hand and at bank Total assets 215 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 31st March In Rs.000s Non current liabilities Negative goodwill Non- interest bearing borrowings Interest bearing borrowings Deferred tax liabilities Employee benefit liabilities Other deferred liabilities Other non-current financial liabilities Current liabilities Trade and other payable Other current liabilities Amounts due to related parties Income tax liabilities Short term borrowings Current portion of Interest bearing borrowings Bank overdrafts Total equity and liabilities 2014 2013 2012 2011 2010 2009 2008 2007 2006 2005 4,245,400 144,361 113,836 68,426 63,752 4,635,775 5,571,060 114,422 89,346 34,160 59,253 5,868,241 5,809,814 49,337 84,677 1,923 57,392 6,003,143 2,615,273 34,987 78,713 2,248 47399 2,778,620 3,006,492 48,521 65,974 2,573 3,123,560 79,536 3,184,228 48,784 61,008 2,898 3,376,454 79,536 3,582,006 64,028 51,641 3,223 3,780,434 82,655 1,977,188 89,880 41,046 2,190,769 423,771 149,610 121,053 57,276 40,893 792,603 478,338 162,023 1,052 63,060 38,703 743,176 858,347 258,340 110,892 292,991 1,840,626 274,705 3,635,901 992,007 104,846 125,783 240,374 1,325,111 220,965 3,009,086 826,718 299,271 120,722 250,185 1,005,220 1,012,944 3,515,060 206,017 394,489 120,068 82,500 821,440 1,790,176 3,414,690 213,372 1,038,340 124,681 7,606 872,741 1,348,320 3,605,060 199,388 666,704 200,762 6,259 2,500 652,901 2,419,590 4,148,104 262,796 758,800 109,104 7,627 2,500 479,196 1,703,796 3,323,819 161,348 650,329 85,894 2,344,230 57,964 917,656 4,217,421 70,035 310,394 27,481 334 269,520 237,960 915,724 152,467 290,939 33,569 18,516 139 95,477 591,107 26,467,932 25,264,138 23,359,949 17,897,465 17,928,388 14,748,293 14,231,331 10,581,157 5,414,654 4,890,092 Rs. Bn 12 Rs. Bn 2.0 Rs. Bn 30 10 1.5 25 8 1.0 6 4 2 0 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 REVENUE 20 15 0.5 0 (0.5) 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 PROFIT AFTER TAX 10 5 0 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 TOTAL ASSETS 216 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 GROUP REAL ESTATE PORTFOLIO Owning Company and location Buildings (Sq Ft) Land in acres Freehold property Net book value Leasehold property Rs.’000 Rs.’000 2014 2013 2014 2013 2014 2013 2014 2013 425,684 425,684 11.39 11.39 - - 3,092,474 3,104,334 236,524 236,524 2.32 2.32 11.02 11.02 662,087 700,808 233,965 233,965 0.29 0.29 4.36 4.36 1,196,734 1,237,785 202,999 202,999 - - 25.48 25.48 649,874 665,689 121,767 121,767 - - 9.34 9.34 372,434 387,000 - - 0.11 0.11 - - - - 173,900 160,550 5.80 5.80 - - 948,937 902,259 3,700 3,700 - - 10.00 10.00 764 622 4,485 4,485 44.37 44.37 - - 667,600 667,600 120,910 120,910 13.24 13.24 - - 767,699 771,840 - - 14.64 14.64 - - 226,368 226,368 - - 25.15 25.15 - - 69,997 70,000 111,529 110,248 - - 11.25 11.25 425,108 438,015 - - 6.50 6.50 - - 148,850 148,850 - - 33.69 8.43 - - 120,478 35,500 246,358 246,358 - - 18.62 18.62 409,763 347,862 170,877 170,877 - - 13.75 13.75 369,807 419,101 Properties - Sri Lanka Beruwala Holiday Resorts (Pvt) Ltd Cinnamon Bey, Beruwala Ceylon Holiday Resorts Ltd Bentota Beach Hotel, Bentota Hikkaduwa Holiday Resorts (Pvt) Ltd Chaaya Tranz, Hikkaduwa Habarana Lodge Ltd Cinnamon Lodge, Habarana Habarana Walk Inn Ltd Chaaya Village, Habarana International Tourists and Hoteliers Ltd Beruwala Kandy Walk Inn Ltd Cinnamon Citadel, Kandy Rajawella Hotels Company Ltd Mahaberiatenna, Kandy Resort Hotels Ltd Medway Estate, Nilaveli Trinco Holiday Resorts (Pvt) Ltd Chaaya Blu, Trincomalee Trinco Walk Inn Ltd Trincomalee Wirawila Walk Inn Ltd Randunukelle Estate, Wirawila Yala Village (Pvt) Ltd Cinnamon Wild, Tissamaharama Ahungalle Holiday Resorts (Pvt) Ltd Ahungalle Sentinel Realty (Pvt) Ltd Vaakarai Properties - Maldives Tranquility (Pte) Ltd Chaaya Island Dhonveli Travel Club (Pte) Ltd Chaaya Reef Ellaidhoo Fantasea World Investments (Pte) Ltd Chaaya Lagoon Hakuraa Huraa Total 150,412 150,412 - - 13.42 13.42 771,482 774,348 2,203,110 2,188,479 157.50 132.24 117.24 117.24 10,900,466 10,897,981 217 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 DIRECTORS OF SUBSIDIARY COMPANIES SRI LANKA CEYLON HOLIDAY RESORTS LIMITED Mr S C Ratnayake - Chairman Mr A D Gunewardene Mr J E P Kehelpannala Mr B J S M Senanayake HABARANA LODGE LIMITED Mr S C Ratnayake – Chairman Mr A D Gunewardene Mr J E P Kehelpannala Mr B J S M Senanayake HABARANA WALK INN LIMITED Mr S C Ratnayake - Chairman Mr A D Gunewardene Mr J E P Kehelpannala Mr B J S M Senanayake INTERNATIONAL TOURISTS AND HOTELIERS LIMITED Mr S C Ratnayake - Chairman Mr A D Gunewardene Mr J E P Kehelpannala Mrs D C Alagaratnam Mr B J S M Senanayake KANDY WALK INN LIMITED Mr S C Ratnayake - Chairman Mr A D Gunewardene Mr J E P Kehelpannala Mr R T Molligoda Mr B J S M Senanayake RAJAWELLA HOTELS COMPANY LTD Mr S C Ratnayake - Chairman Mr A D Gunewardene Mr J R Gunaratne TRINCO WALK INN LIMITED Mr S C Ratnayake - Chairman Mr A D Gunewardene Mr J E P Kehelpannala Mr B J S M Senanayake RESORT HOTELS LIMITED Mr S C Ratnayake - Chairman Mr A D Gunewardene WIRAWILA WALK INN LIMITED Mr S L Ratnayake - Chairman Mr A D Gunewardene Mrs D C Alagaratnam YALA VILLAGE (PRIVATE) LIMITED Mr S C Ratnayake – Deputy Chairman Mr A D Gunewardene Mr J E P Kehelpannala Mr J A Davis Mr M A Perera - Chairman Mr B J S M Senanayake BERUWALA HOLIDAY RESORTS (PRIVATE) LIMITED Mr S C Ratnayake – Chairman Mr A D Gunewardene Mr J E P Kehelpannala Mr B J S M Senanayake TRINCO HOLIDAY RESORTS (PRIVATE) LIMITED Mr S C Ratnayake – Chairman Mr A D Gunewardene Mr J E P Kehelpannala Mr B J S M Senanayake HIKKADUWA HOLIDAY RESORTS (PRIVATE) LIMITED Mr S C Ratnayake – Chairman Mr A D Gunewardene Mr J E P Kehelpannala Mr B J S M Senanayake AHUNGALLA HOLIDAY RESORTS (PRIVATE) LIMITED Mr S C Ratnayake – Chairman Mr A D Gunewardene Mr J E P Kehelpannala Mr B J S M Senanayake 218 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 DIRECTORS OF SUBSIDIARY COMPANIES CONTD. MALDIVES MAURITIUS JOHN KEELLS MALDIVIAN RESORTS (PTE) LIMITED Mr S C Ratnayake - Chairman Mr A D Gunewardene Mr B J S M Senanayake Mr S A S Perera Mr J E P Kehelpannala JOHN KEELLS HOTELS MAURITIUS (PVT) LIMITED Mr A D Gunewardene Mrs D C Alagaratnam Mr K D Joory Mr A F Soreefan TRAVEL CLUB (PTE) LIMITED Mr S C Ratnayake - Chairman Mr A D Gunewardene Mr B J S M Senanayake Mr S A S Perera Mr J E P Kehelpannala FANTASEA WORLD INVESTMENTS (PTE) LIMITED Mr S C Ratnayake - Chairman Mr A D Gunewardene Mr B J S M Senanayake Mr S A S Perera Mr J E P Kehelpannala TRANQUILITY (PTE) LIMITED Mr S C Ratnayake - Chairman Mr A D Gunewardene Mr B J S M Senanayake Mr S A S Perera 219 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 GLOSSARY OF FINANCIAL TERMS ACCOUNTING POLICIES CAPITAL EXPENDITURE EFFECTIVE TAX RATE The specific principles, bases, conventions, rules and practices adopted by an enterprise in preparing and presenting Financial Statements. The total additions to property, plant and equipment. Tax expense divided by the profit before tax. CORPORATE GOVERNANCE EPS GROWTH Percentage of the increase in the EPS over the previous year. Recognising the effects of transactions and other events when they occur without waiting for receipt or payment of cash or its equivalent. The process by which corporate entities are governed. It is concerned with the way in which power is exercised over the management and direction of entity, the supervision of executive actions and accountability to owners and others. AMORTISATION DEBT/EQUITY RATIO The systematic allocation of the depreciable amount of an intangible asset over its useful life. Debt as a percentage of shareholders’ funds and noncontrolling interest. ACCRUAL BASIS CAPITAL EMPLOYED DEFERRED TAX Shareholders’ funds plus non-controlling interest and debt. Sum set aside in the Financial Statements for taxation that may become payable in a financial year other than the current financial year. CASH EQUIVALENTS Short term highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value. DIVIDEND YIELD Dividend earned per share as a percentage of its market value. CONTINGENCIES EARNINGS PER SHARE (EPS) A condition or situation existing at reporting date where the outcome will be confirmed only by occurrence or non-occurrence of one or more future events. Profit attributable to equity holders of the parent divided by the weighted average number of ordinary shares in issue during the period. EBIT CURRENT RATIO Current assets divided by current liabilities. Earnings before interest and tax (includes other operating income). CAPITAL RESERVES EBITDA Reserves identified for specific purposes and considered not available for distribution. Earnings before interest, tax, depreciation and amortisation. EQUITY METHOD The equity method is a method of accounting whereby the investment is initially recognised at cost and adjusted thereafter for the post-acquisition changes in the investors’ share of net assets of the investee. The income statement of the investor includes the investor’s share of the profit or loss of the investee. FAIR VALUE Fair value is the amount at which an asset could be exchanged between a knowledgeable willing buyer and a knowledgeable willing seller in an arm’s length transaction. FINANCE LEASE A contract whereby a lessor conveys to the lessee the right to use an asset for rent over an agreed period of time which is sufficient to amortise the capital outlay of the lessor. The lessor retains ownership of the asset but transfers substantially all the risks and rewards of ownership to the lessee. GROUP A group is a parent, all its subsidiaries and joint ventures. GUARANTEES Three party agreement involving a promise by one party (the guarantor) to fulfill the obligations of a person owing a debt if that person fails to perform. 220 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 GLOSSARY OF FINANCIAL TERMS CONTD. IMPAIRMENT MARKET CAPITALISATION This occurs when recoverable amount of an asset is less than its carrying amount. Number of shares in issue at the end of period multiplied by the market price at end of the period. INTANGIBLE ASSET NET ASSETS An intangible asset is an identifiable non-monetary asset without a physical substance. Total assets minus current liabilities, minus long term liabilities and minus minority interest. the other party in making financial and operating decisions, directly or indirectly. RETURN ON EQUITY Profit attributable to shareholders as a percentage of average shareholders’ funds. RETURN ON ASSETS INTEREST COVER NET ASSETS PER SHARE Profit after tax divided by the average assets. Consolidated profit before interest and tax over finance expenses. Shareholders’ funds divided by the weighted average number of ordinary shares in issue. SEGMENT KEY MANAGEMENT PERSONNEL OPERATIONAL RISK Constituent business units grouped in terms of similarity in operations and locations. Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the entity, directly or indirectly, including any Director (whether Executive or otherwise) of that entity. This refers to the risk of loss resulting from inadequate or failed internal processes, people and systems or from external events. MATERIALITY The relative significance of a transaction or an event, the omission or misstatement of which could influence the economic decisions of users of Financial Statements. NON-CONTROLLING INTEREST PRE-TAX RETURN ON CAPITAL EMPLOYED Consolidated profit before interest and tax as a percentage of average capital employed at year end. SUBSTANCE OVER FORM The consideration that the accounting treatment and the presentation in Financial Statements of transactions and events should be governed by their substance and financial reality and not merely by legal form. PRICE EARNINGS RATIO SHAREHOLDERS’ FUNDS Market price per share over Earnings per Share. Shareholders’ funds consist of stated capital plus capital and revenue reserves. PRUDENCE Part of net results of operations and net assets of subsidiaries attributable to interests which are not owned, directly or indirectly through subsidiaries, by the Parent Company. Inclusion of a degree of caution in the exercise of judgement needed in making the estimates required under conditions of uncertainty, such that assets or income are not overstated and liabilities or expenses are not understated. MARKET VALUE PER SHARE RELATED PARTIES The price at which an ordinary share can be purchased in the stock market. Parties where one party has the ability to control the other party or exercise significant influence over TOTAL DEBT Long term loans plus short term loans and overdrafts. TOTAL VALUE ADDED The difference between net revenue (including other income) and expenses, cost of materials & services purchased from external sources. 221 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 NOTICE OF MEETING Notice is hereby given that the Thirty Fifth Annual General Meeting of John Keells Hotels PLC will be held on 30th June 2014 at 3.30 p.m at the John Keells Staff dining hall at No. 117, Sir Chittampalam A. Gardiner Mawatha, Colombo 2, for the following purposes: 1. To read the Notice convening the Meeting. 2. To receive and consider the Annual Report and Financial Statements of the Company for the Financial Year ended 31st March 2014 with the Report of the Auditors thereon. 3. To re-elect as Director, Mr. R T Wijesinha, who retires in terms of Article 84 of the Articles of Association of the Company. A brief profile of Mr. R T Wijesinha is contained in Page 52 of the Annual Report. 4. To re-elect as Director, Mr. N B Weerasekera, who retires in terms of Article 84 of the Articles of Association of the Company. A brief profile of Mr. N B Weerasekera is contained in Page 53 of the Annual Report. 5. To re-elect as Director, Mr. T L F W Jayasekera, who retires in terms of Article 90 of the Articles of Association of the Company. A brief profile of Mr. T L F W Jayasekera is contained in Page 53 of the Annual Report. 6. To re-appoint Messrs Ernst & Young, Chartered Accountants, as Auditors and to authorise the Directors to determine their remuneration. 7. To consider any other business of which due notice has been given in terms of the relevant laws and regulations. By Order of the Board, Keells Consultants (Private) Limited Secretaries 5th June 2014 Notes: z A member unable to attend is entitled to appoint a Proxy to attend and vote in his/her place. z A Proxy need not be a member of the Company. z A member wishing to vote by Proxy at the Meeting may use the Proxy Form enclosed. z In order to be valid, the completed Proxy Form must be lodged at the Registered Office of the Company not later than 48 hours before the meeting. z If a poll is demanded, a vote can be taken on a show of hand or by a poll. Each share is entitled to one vote. Votes can be cast in person, by proxy or corporate representatives. In the event an individual shareholder and his proxy holder are both present at the meeting, only the shareholder‘s vote will be counted. If proxy holder’s appointor has indicated the manner of voting, only the appointors indication of the manner to vote will be used 222 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 NOTES 223 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 FORM OF PROXY FOR I/We ............................................................................................................................................................. of ................................................................................................................................................................. being a member/s of John Keells Hotels PLC hereby appoint ......................................................................................................................................................................... of ........................................................................................................................................ or failing him/her Mr. Susantha Chaminda Ratnayake of Colombo Mr. Ajit Damon Gunewardene of Colombo Mr. James Ronnie Felitus Peiris of Colombo Mr. Jayantissa Emalka Pohath Kehelpannala of Colombo Mr. Ranel Tissa Wijesinha of Colombo Mr. Balapuwaduge Jestus Sunimal Mendis Senanayake of Colombo Mr. Nissanka Bandara Weerasekera of Colombo Mr. Trevine Lalith Francis Waas Jayasekera of Colombo or failing him or failing him or failing him or failing him or failing him or failing him or failing him as my/our proxy to vote for me/us on my/our behalf at the Thirty Fifth Annual General Meeting of the Company to be held on the 30th June 2014 at 3.30 p.m and at any adjournment thereof and at every poll which may be taken in consequence thereof. Note: Instructions as to completion of form of proxy are set out on the reverse hereof. AGAINST To re-elect as Director, Mr. R T Wijesinha who retires in terms of Article 84 of the Articles of Association of the Company. To re-elect as Director, Mr. N B Weerasekera, who retires in terms of Article 84 of the Articles of Association of the Company. To re-elect as Director, Mr. T L F W Jayasekera, who retires in terms of Article 90 of the Articles of Association of the Company. To re-appoint Auditors Messrs. Ernst & Young Chartered Accountants and to authorise the Directors to determine their remuneration. Signed this …………………...……. day of …………..…… Two Thousand and Fourteen. ………………………………………………………. Signature/s of shareholder/s 224 JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014 FORM OF PROXY CONTD. INSTRUCTIONS AS TO COMPLETION OF PROXY 1. Kindly complete the Form of Proxy by filling in legibly your full name and address and that of the Proxy holder. Please sign in the space provided and fill in the date of signature. 2. The instrument appointing a Proxy shall, in the case of an individual, be signed by the appointer or by his Attorney and in the case of a Corporation must be executed under the Common Seal or in such other manner prescribed by its Articles of Association or other Constitutional documents. 3. If the Proxy Form is signed by an Attorney, the relevant Power of Attorney or a notarially certified copy thereof, should also accompany the completed Form of Proxy if it has not already been registered with the Company. 4. To be valid, the completed Form of Proxy should be deposited at the Registered Office of the Company at No. 117, Sir Chittampalam A. Gardiner Mawatha, Colombo 2 not later than 48 hours before the time appointed for the holding of the meeting. CORPORATE INFORMATION NAME OF COMPANY BANKERS John Keells Hotels PLC Bank of Ceylon Deutsche Bank A.G Hongkong and Shanghai Banking Corporation Nations Trust Bank Hatton National Bank Habib Bank Ltd LEGAL FORM Public Limited Liability Company Incorporated in Sri Lanka on 1 Oct 1979 STOCK EXCHANGE LISTING The issued shares of John Keells Hotels PLC are listed on the Colombo Stock Exchange COMPANY REGISTRATION NO. PQ 8 DIRECTORS S C Ratnayake – Chairman A D Gunewardene J R F Peiris J E P Kehelpannala B J S M Senanayake R T Wijesinha N B Weerasekera D A Cabraal (resigned w.e.f 30.10.2013) T L F W Jayasekera (appointed w.e.f 01.11.2013) SECRETARIES AND REGISTRARS Keells Consultants (Pvt) Ltd 117, Sir Chittampalam A. Gardiner Mawatha Colombo 2 HEAD OFFICE & REGISTERED OFFICE OF THE COMPANY 117, Sir Chittampalam A. Gardiner Mawatha, Colombo 2 Telephone : (94-11) 2421101-15, (94-11) 2306000 Facsimile : (94-11) 2439046 E-mail : htlres@keells.com Web : www.johnkeellshotels.com HOTEL RESERVATIONS Keells Hotel Management Services Ltd 117, Sir Chittampalam A. Gardiner Mawatha, Colombo 2 Telephone : (94-11) 2306600, (94-11) 2439049-51, Facsimile : (94-11) 2320862 E-mail : htlres@keells.com Web : www.cinnamonhotels.com www.chaayahotels.com AUDITORS Ernst & Young Chartered Accountants P.O. Box 101 Colombo Design & Concept by : Designs (Pvt) Ltd. | Printed by : Aitken Spence Printing & Packaging (Pvt) Ltd. JOHN KEELLS HOTELS PLC | ANNUAL REPORT 2013/2014