C O N T E N T S

Vision & Values ........................................... 1

Chairman�s Review ...................................... 2 � 3

Financial Review .......................................... 4 � 5

Enterprise Governance

Board of Directors ................................... 6

Report of the Board of Directors ............ 7 � 8

Corporate Governance ........................... 9 � 11

Financial Report

Statement of Directors Responsibility..... 12

Report of the Audit Committee .............. 13

Independent Auditors Report .................. 14

Income Statement .................................. 15

Balance Sheet ......................................... 16

Statement of Changes in Equity .............. 17

Cash Flow Statement ............................... 18

Accounting Policies ................................. 19 � 24

Notes to Financial Statements ................. 25 � 38

Five year Summary .................................. 39

Shareholder Information ........................ 40 � 41

Notice of Meeting ................................... 42

Corporate Information ................................... Inner Back

Cover

Form of Proxy .......................................... attached

1

OUR VISION

We aim to be a world class Agribusiness organization

specializing in Coconut Products, Organic Foods and Beverages;

and Tea while diversifying organically and by acquision.

OUR VALUES

Customer focused

People centric professionals

Accountable & Transparent

Quality, Innovation & Process excellence

Trusted leadership & Socially responsible

2

On behalf of the Board of Directors I am pleased to present the Nineteenth Annual Report of Coco

Lanka PLC for the financial year ended 31st March 2009.

Today we are an agricultural company with a strong research and development orientation adding

value to the rural agriculture sector in the country while earning valuable foreign exchange for our

nation.

Group Performance

The turnover of the Group was Rs. 1,423 million for the year ended 31st March 2009 compared to 1,237

millon in the corresponding year which shows an increase of 15%.

The net profit for the Group stood at Rs. 129.2million compared to 13.1 million in the previous year.

The total Group reserves stood at Rs. 611.4 million of which 419.5 was attributable to the share holders

of Coco Lanka PLC as against 336.4 million as at 31st March 2008. The net asset per share increased to

33.29 from 26.70.

Overall it was a good performance in the context of difficult conditions that the local manufacturing

industries were facing. Increased cost of raw materials, increase in fuel prices, an unfavourable exchange

rate and the global economic recession were the challenges that the Group faced during the year.

The company ceased its manufacturing operation during this financial year; its subsidiaries are engaged

in plantations, manufacturing, marketing and trading agriculture products.

Group Companies

Renuka Agrifoods Ltd is a partnership with an overseas food company and it manufactures and markets

a range of premium coconut products; coconut milk powder, aseptic coconut milk, canned coconut

milk, creamed coconut, defatted coconut among others. The total production during the year stood at

5073 Mt compared the to previous year figure which was 3963 Mt. The Company accounted for 28% of

the nations non traditional value added coconut kernel products during the period under review.

Renuka Organics (Pvt) Ltd is a joint venture with a Dutch company and is the Organic license holder.

Through its subsidiaries Renuka Witsenburg Organics (Pvt) Ltd and Kandy Plantations Ltd, they cultivate,

manufacture and export organic products; canned fruits, fruit relishes, fruit beverages, spices and virgin

coconut oil. Organic products are only for export and sales have more than tripled to 84.7 million for

2008/2009 from 23.1 million in 2007/2008. Organic products provide better value addition and are less

susceptible to market conditions. Steps taken in 2008/2009 with regard to the Organic business will

bear fruits in years to come.

Renuka Teas (Ceylon) Ltd manufactures and exports Ceylon black, green, flavoured and herbal tea

in bulk, packets, tea bags and specialty packaging. The company recorded a turn over of 162 million

compared to 204 million in the previous year. We are a Niche player focusing on specialty teas.

CHAIRMEN�S REVIEW

3

Partnerships, Future Investments and Direction

As can be seen with our subsidiary companies the company has entered into partnerships with our

existing clients to create an integrated value chain from raw material to the end customer which will

benefit the group in the long term.

During the year, the group continued to invest in property, plant and equipment. Our continued

investments reflect the confidence that we have in the strength of our business model.

We are evaluating the agriculture opportunities that the East and the North present and intend to

contribute positively to the development of these provinces while also availing ourselves to opportunities

in the region.

Acknowledgement

I wish to express my sincere appreciation to all our employees and my fellow directors for their assistance

and co-operation given to me and also thank our customers, bankers, suppliers and principals for their

continued patronage and support.

Dr S.R.Rajiyah

Chairman

24th August 2009

CHAIRMEN�S REVIEW

4

FINANCIAL REVIEW OF THE GROUP

5

FINANCIAL REVIEW

6

Dr. S. R. Rajiyah

Dr Rajiyah holds a MBBS from the University of Ceylon, Colombo faculty and is a medical doctor by

qualification. He has over 30 years experience in founding and running businesses. He is a member of

the Policy and Advisory Committee on Coconut of the Ministry of Plantation Industries.

Mrs. I. R. Rajiyah

Mrs Rajiyah is qualified in business studies from the United Kingdom. She has over 35 years experience

in founding and running businesses. She is a fellow of the British Institute of Management.

Mr P.C.K.Abeykoon

Mr Abeykoon is an experienced and qualified financial specialist. An associate of the Institute of

Chartered Accountants of Sri Lanka. A fellow member of Society of Cost Management Accountants of

Sri Lanka, having over 15 years of professional experience in business. He holds a Bachelors� Degree in

Business Management from the University of Sri Jayewardenepura and a Master Degree in Business

Administration from the Postgraduate Institute of Management, University of Sri Jayewardenepura.

Mr. C. J. De S. Amaratunga

Mr. Amaratunga is an attorney at law and Notary Public having 40 years experience in all civil branches

of the law including Commercial Corporate Convenyancing and Litigation. Currently senior partner of

M/s Dissanayake Amaratunga Associates.

Mr. S. V. Rajiyah

Mr. Rajiyah is a graduate in Management from the Warwick Business School, United Kingdom. He has

8 years experience in General Management. His direct interests include corporate strategy, international

brand marketing and development studies.

Mr S.Vasantha Kumara

Mr. Vasantha Kumara holds a mechanical engineering degree from India and counts over 20 years

experience in manufacturing. Presently he is overall in charge of the manufacturing operations of the

Group.

Mr L.M.Abeywickrama

Mr. Abeywickrama is a Management consultant and trainer with over 20 years management experience

in the private sector both Sri Lanka and Overseas. He holds a Bachelors Degree in Science from the

University of Colombo, a Post Graduate Diploma in Marketing from the Chartered Institute of Marketing

and MBA from the American University Washington DC. He is a fellow of the Chartered Institute of

Marketing and a past Chairman of the CIM Sri Lanka Region.

BOARD OF DIRCTORS

7

REPORT OF THE BOARD OF DIRECTORS

General

The Directors of Coco Lanka PLC have the pleasure in submitting their Nineteenth Annual Report together

with the Audited Statement of Accounts for the year ended 31st March 2009.

These accounts were approved by the Board of Directors on 24th August 2009.

The details set out herein provide the pertinent information required by the Companies Act No 7 of

2007 and the Colombo Stock Exchange listing rules.

Review of the Year

The Chairman�s statement and review of the business set out the state of affairs & performance of the

company during the year and also incorporates events subsequent to the Balance Sheet.

Principal Activities

The company is an investment company for Agriculture ventures

Dividend

The Board of Directors have recommended a payment of a first & final dividend of Rs 1/= per share

payable for 2008/09.

The total value of Rs 1/= per share distributed to shareholders comprises tax free dividends received

by the company and will be free of income tax in the hands of the shareholders.

The Directors have confirmed that the company satisfies the solvency test requirement under section

56 of the Companies Act 7of 2007 for the dividend proposed. A Solvency certificate has been sought

from the Auditors of the Company.

Directors

The Directors of the company are set out under corporate information.

In accordance with the Articles of Association Mr L.M.Abeywickrama & Mr S.V.Rajiyah retires in terms

of Article 102 of the Articles of Association of the company and section 210 of the Companies act No 7

of 2007 and are eligible for reelection with the unanimous support of the Board.

Directors Shareholding 2009 2008

Dr S.R.Rajiyah 868 868

Mrs I.R.Rajiyah 158 158

Dr & Mrs Rajiyah (Jt) 417,921 417,921

Mr.C.J.De.S.Amaratunge 1,000 1,000

Mr. S. V. Rajiyah 20,000 180,000

Director�s Interest in Contracts

The Director�s have made a disclosure provided for in section 192(2) of the Companies Act 7 of 2007

note no 30 to the financial Statements dealing with the related party disclosure includes details of their

interest.

8

Statutory Payments

The Directors are satisfied that all statutory payments in relation to employees and to the government

have been made up to date.

Audit Committee

The following non �Executive Independent Directors of the Board are members of the Audit

Committee Mr.P.C.K.Abeyakoon, Mr.C.J.De.S.Amaratunge & Mr. L.M. Abewickrama Details are given

on page no 13.

Corporate Governance

Systems & procedures are in place as good corporate governance is an important component in the

corporate culture. Details are given on page no 9 and 11.

Revenue

The revenue of the group was Rs. 1,423 billion.

Major holdings

The twenty major shareholders as at 31st March 2009 are given on page no 41.

Stock market information

Information relating to earnings & share trading are given on page no 40 & 41.

Auditors

Messrs KPMG Ford Rhodes & Thornton & Co have signified their willingness to continue in office are

recommended for re-appointment

Notice of Meeting

The notice of meeting of the 29th Annual General Meeting is given on page no. 42.

By the Order of the Board

M.Sakthivel

Company Secretary

24th August 2009

REPORT OF THE BOARD OF DIRECTORS

9

CORPORATE GOVERNANCE

Coco Lanka Plc continues to be committed to conducting the companies business ethically and in

accordance with high standards of corporate governance. We set out below the corporate governance

practices adopted and practiced by CLL against the back drop of the rules set out in section 6 of the

Colombo Stock Exchanges listing rules.

Rule No Subject Application requirement Compliance Status Details

6.1 (a)

6.2 (a)

6.2 (b)

6.3 (a)

6.3 (b)

6.3 (c )

6.3 (d)

6.5

6.5 (a)

6.5 (b)

Non Executive

Director

Independent

Directors

Independent

Directors

Disclosure

relating to

Directors

Disclosure

relating to

Directors

Disclosure

relating to

Directors

Disclosure

relating to

Directors

Remuneration

Committee

Composition of

Remuneration

Committee

Functions of

Remuneration

Committee

At least one third of the total

number of Directors should be

Non Executive Directors

Two or one third of Non

Executive Directors, whichever is

higher should be Independent

Each Non Executive Director

should submit a declaration of

independence/non-

independence in the prescribed

format

Names of independent Directors

should be disclosed in the

Annual Report

The basis for Board to determine

a Director as independent,

specified criteria for

independence is not met

A brief resume of each Director

should be included in the Annual

Report including the areas of

expertise

Forthwith provide a brief resume

of new Directors appointed to

the Board with details specified

in 6.3 (d) to the CSE

A listed company shall have a

Remuneration Committee

Shall comprise of Non-Executive

Directors majority of whom will

be independent

The Remuneration Committee

shall recommend the

remuneration of Chief Executive

Officer and Executive Directors

Compliant

Compliant

Compliant

Compliant

Compliant

Compliant

Compliant

Not applicable

Not applicable

Not applicable

Three of Seven

Directors are

Non-Executive

Directors

Three Non

Executive

Directors are

Independent

Non Executive

Directors have

submitted the

declaration and

Board of

Directors

determined their

independence

Please refer

page 11

Not applicable

Please refer

page 5

Not applicable

Please refer page

11

As above

As above

10

6.5 (c )

6.6

6.6 (a)

6.6 (b)

6.6 (c )

Disclosure in

the Annual

Report relating

to

Remuneration

Committee

Audit

Committee

Composition of

Audit

committee

Audit

Committee

functions

Disclosure in

the Annul

Report relating

to Audit

committee

The Annual Report should set out:

a) Names of Directors comprising

the Remuneration Committee

b) Statement of Remuneration

Policy

c) Aggregated remuneration paid

to Executive & Non Executive

Directors

The company shall have Audit

Committee

Shall comprise of Non Executive

Directors a majority of whom will be

independent

One Non Executive Director shall be

appointed as the Chairman of the

committee

Chief Executive Officer and the Chief

Financial Officer should attend Audit

Committee Meetings

The Chairman of the Audit Committee

or one member of a professional

accounting body

Should be as outlined in the Section 6

of the listing rules

a) Names of Directors comprising

the Audit Committee

b) Audit committee shall make a

determination of the

independence of the Auditors

and disclose the basis of such

determination.

c) Annual Report shall contain a

report of the audit committee

setting out of manner of

compliance of the functions

Not applicable

Compliant

Compliant

Compliant

Compliant

Compliant

Compliant

Complaint

Compliant

Compliant

As above

Names of the

members of the

Audit Committee

are stated on

page 11

Audit

Committee

consists of Three

Non Executive

Directors

Chairman of the

Audit Committee

is an

Independent

Non Executive

Director

Chief Executive

Officer and Chief

Financial Officer

attend by

invitation

Member of the

Audit Committee

is a Chartered

Accountant

The terms of

reference of the

Audit Committee

adopted by the

Board

Please refer page

11

Please refer

audit committee

report on page

13

Please refer

audit committee

report on page

13

CORPORATE GOVERNANCE

11

CORPORATE GOVERNANCE

Board of Directors

The Board of Directors is responsible for setting up governances frame work within the company.

Composition and attendance at meetings

As at date the board consisted of 7 Directors - 3 Non Executive Directors and 4 Executive Directors

including the Chairman. These Directors are named below and their profiles are given on page 6. The

Board meets quarterly as a matter of routine. The attendance at the meetings for 2008/9 was:

Name of Director Classification of Directors Attendance

Dr S.R.Rajiyah Executive 4

Mrs I.R.Rajiyah Executive 4

Mr S.V.Rajiyah Executive 3

Mr. S. Vasantha Kumara Executive 4

Mr L.M.Abeywickrama Independent Non Executive 1

Mr C.J.De.S.Amaratunga Independent Non Executive 3

Mr. P.C.K. Abeykoon Independent Non Executive 3

The Remuneration Committee

The board of directors of the company has resolved not to have a remuneration committee as the

company has no employees.

The Audit Committee

The audit committee presently consists of three directors namely, Messer�s Mr. C.J. De.S.Amaratunge,

Mr. P.C.K. Abeykoon and Mr L.M. Abeywickama. The purpose of the audit committee is to oversee the

internal audit policy of the Company and to ensure that the company complies with applicable financial

standards and laws. In addition, it ensures high standards of transparency and corporate disclosure

and endeavors to maintain appropriate standards of responsibility, integrity and accountability to the

shareholders. The committee meets every quarter.

12

STATEMENT OF DIRECTORS RESPONSIBILITIES

The company Act No.7 of 2007 places the responsibility on the Directors to prepare financial statements

for each year comprising a balance sheet, and statements of income, cash flows and changes in equity

along with the accounting policies and notes thereto, which give a true and fair view of the state of

affairs of the Company and the Group at the Balance Sheet date and the results for that financial year.

The Act also places the responsibility on the Directors to maintain adequate accounting records to be

able to disclose with reasonable accuracy, the financial position of the Company and the Group and for

ensuring that the financial statements are prepared and presented in accordance with the Sri Lanka

Accounting Standards and provide the information required by the Companies Act.

M/s KPMG Ford Rhodes & Thornton & Co audits our accounts. Their responsibilities as the auditors of

these accounts differ from that of the Directors and are set out in the Auditors Report. (Page 14)

Considering the present financial position of the Group the forecasts for the foreseeable future, the

Directors have adopted the going concern basis for the preparation of these financial statements. The

Directors confirm that these financial statements have been prepared in accordance with the companies

Act No.7 of 2007 and the Sri Lanka Accounting Standards, which have been consistently applied and

supported, by reasonable and prudent judgments and estimates. The Directors are responsible for the

proper management of the resources of the Company. The internal control system has been designed

and implemented to obtain reasonable but not absolute assurance that the Company is protected

from undue risks, frauds and other irregularities. The Directors are satisfied that the control procedures

operated effectively during the year.

The Directors confirm that all statutory payments have been made up to date.

By order of the Board

M. Sakthivel

Company Secretary

24th August 2009

13

AUDIT COMMITTEE REPORT

The purpose of the Audit committee is to assist the Directors fulfill their responsibility with regard to

certain aspects of best corporate governance practices, namely audit and risk management. The audit

committee is empowered to review the activities and financial affairs of the company. The audit

committee is satisfied that a strong control environment arising from the effectiveness of organizational

structures and compliance with the company�s accounting and operational policies is prevalent within

the company. By their very nature, these controls provide reasonable, but not absolute, assurance that

the financial positions of the company is well managed, and to the extent possible, systems are in

place to minimize the impact of identifiable risks. Audit Committee also assessed the independence

of KPMG Ford, Rhodes, Thornton & Co., Auditors of the Company. They determined the Auditors

are independent on the basis that they do not have any direct or indirect interest in the Company.

Mr. C. J. De S. Amaratunga

Chairman

Audit Committee

24th August 2009

14

INDEPENDENT AUDITORS REPORT

Tel : +94 - 11 242 6426

+94 - 11 542 6426

Fax : +94 - 11 244 5872

+94 - 11 244 6058

+94 - 11 254 1249

+94 - 11 230 7345

Internet : www.lk.kpmg.com

KPMG Ford, Rhodes, Thornton & Co.

(Chartered Accountants)

32A, Sir Mohamed Macan Markar Mawatha,

P. O. Box 186,

Colombo 00300,

Sri Lanka.

KPMG Ford, Rhodes, Thornton & Co, a Sri Lankan Partnership

and a member firm of the KPMG network of independent

member firms affiliated with KPMG International, a Swiss

cooperative. All rights reserved.

A.N. Fernando FCA

Ms. M. P. Perera FCA

T.J.S. Rajakarier FCA

Ms. S.M.B. Jayasekara ACA

S. Sirikananathan FCA

P.Y.S. Perera FCA

W.W.J.C. Perera FCA

W.K.D.C Abeyrathne ACA

M.R. Mihular FCA

C.P. Jayatilake FCA

Ms. S. Joseph ACA

S.T.D.L. Perera ACA

15

INCOME STATEMENT

For the year ended 31 March, 2009

Consolidated Company

2009 2008 2009 2008

Note Rs. Rs. Rs. Rs.

Continuing Operations

Revenue 1 1,423,064,879) 1,236,952,628) 625,000) �)))))

Cost of Sales (1,086,020,241) (1,043,250,384) �))))) �)))))

Gross Profit 337,044,638) 193,702,244) 625,000) �)))))

Other Income 2 13,928,645) 10,814,483) 290,310) �)))))

Administrative Expenses (120,781,373) (95,451,711) (1,558,729) �)))))

Sales and Distribution Expenses (48,541,733) (40,346,633) �))))) �)))))

Other Expenses (9,956,996) (9,831,821) �))))) �)))))

Finance Cost 3 (31,234,743) (47,069,733) (88,813) �)))))

Negative Goodwill on Acquisition 3,674,202) �))))) �))))) �)))))

Profit From Disposal of Assets �))))) �))))) 49,366,345) �)))))

Profit/ (Loss) before Taxation 4 144,132,639) 11,816,829) 48,634,112) �)))))

Taxation 5 (14,920,578) 1,329,461) (10,945,390) �)))))

Profit for the year fromcontinuing operations 129,212,061) 13,146,289) 37,688,722) �)))))

Discontinuing Operations

Profit/(Loss) for the year fromDiscontinuing Operations 6 �))))) �))))) (35,039,213) 8,147,203

Profit for the year 129,212,061) 13,146,289) 2,649,509) 8,147,203

Minority Interest (45,414,265) (3,105,101) �))))) �)))))

Net Profit for the year 83,797,796) 10,041,188 2,649,509) 8,147,203

Earnings per Share 7Profit from Continuing Operations 6.65) 1.21) 2.99) �)))))

Loss from Discontinuing Operations �))))) �))))) (2.78) 0.98

Profit 6.65) 1.21) 0.21) 0.98

The Accounting Policies and Notes form an integral part of these Financial Statements.

Figures in brackets indicate deductions.

16

As at 31 March, 2009 Consolidated Company2009 2008 2009 2008

Rs. Rs. Rs. Rs.ASSETS Note RestatedNon-Current AssetsInvestment Property 8 �))))) �))))) 92,735,900 �)))))Property, Plant & Equipment 9 489,650,094 518,814,077 1,490,193 114,545,795Immature Plantation 325,484 325,484 �))))) �)))))Long Term Investments 10 �))))) 75,600 341,305,000 246,505,020Goodwil l 11 28,706,300 28,455,422 �))))) �)))))

518,681,878 547,670,583 435,531,093 361,050,815

Current AssetsInventories 12 171,154,754 236,006,643 �))))) 51,459,456Trade and Other Receivables 13 143,908,033 106,547,426 17,914,246 14,356,248Amounts due from Related Companies 14 14,472,728 60,058,996 5,043,961 10,197,878Cash and Cash Equivalents 15 92,132,341 69,094,162 2,675,260 21,903,082

421,667,856 471,707,227 25,633,467 97,916,665

Total Assets 940,349,734 1,019,377,810 461,164,560 458,967,480

EQUITY AND LIABILITIESCapital and ReservesStated Capital 16 192,074,972 192,074,972 192,074,972 192,074,972Reserves 17 73,185,107 73,185,107 73,185,107 73,185,107Accumulated Profits 154,196,012 71,190,671 111,230,371 108,580,862

419,456,091 336,450,750 376,490,450 373,840,941Minority Interest 191,948,122 138,422,950 �))))) �)))))

611,404,213 474,873,700 376,490,450 373,840,941

Non Current LiabilitiesDeferred Tax Liability 18 23,968,481 15,981,508 8,064,571 2,438,833Term Loan 20 54,715,397 58,549,291 �))))) �)))))NDB Project Loan 19 684,000 2,052,000 684,000 2,052,000Debenture 21 �))))) 20,000,000 �))))) 10,000,000Lease Rental Payable after One Year 22 71,323,117 73,971,602 �))))) �)))))Retirement Benefit Obligations 23 8,170,014 8,092,285 539,379 2,862,600

158,861,009 178,646,685 9,287,950 17,353,433

Current LiabilitiesTrade and Other Payables 24 96,946,050 76,277,010 20,398,651 8,291,126Lease Rental Payable within One Year 22 2,167,271 1,657,614 �))))) �)))))Term Loan 20 30,276,867 27,306,620 �))))) �)))))NDB Project Loan 19 1,368,000 1,368,000 1,368,000 1,368,000Amounts due to Related Companies 25 1,420,569 7,589,697 52,309,163 2,276,618Dividend Payable 26 1,633,838 958,838 958,838 958,838Short Term Loan 18,369,841 221,257,060 �))))) 51,178,542Bank Overdraft 15 17,902,077 29,442,586 351,508 3,699,982

170,084,512 365,857,425 75,386,160 67,773,106

940,349,734 1,019,377,810 461,164,560 458,967,480

Net Asset per Share 33.29 26.70 29.88 29.67

The Accounting Policies and Notes form an integral part of these Financial Statements.

I certify that the Financial Statements have been prepared in compliance with the requirements of the CompaniesAct no. 7 of 2007.

(Sgd) A.F. Feroze NoonHead of Finance

The Board of Directors is responsible for the preparation and presentation of these Financial Statements.Approved and signed on behalf of the Board of Directors of Coco Lanka PLC.

(Sgd) Shamindra Rajiyah (Sgd) Chitral AmaratungeDirector Director

24th August 2009Colombo.The figures in brackets indicate deductions

BALANCE SHEET

17

For the year ended 31 March 2009Stated Revaluation Accumulated Minority Total

Capital Reserve Profit InterestRs. Rs. Rs. Rs.

CONSOLIDATED

Balance as at 1st April, 2007 78,674,972 27,626,997 68,078,423) 148,586,881) 322,967,273 )

Adjustment due to changes in

holding percentage �))))) �))))) (1,955,034) (14,494,534) (16,449,568)

Share Issue during the year 113,400,000 �))))) �))))) �))))) 113,400,000)

Increase in Revaluation �))))) 45,558,110 �))))) �))))) 45,558,110)

Net Profit for the year �))))) �))))) 10,041,188) 3,105,101) 13,146,289)

Balance as at 31st March, 2008- aspreviously reported 192,074,972 73,185,107 76,164,577) 137,197,448) 478,622,104)

Prior Year Adjustment (note 28) �))))) �))))) (4,973,906) 1,225,502) (3,748,405)

Balance as at 31st March, 2008-Restated 192,074,972 73,185,107 71,190,671) 138,422,950) 474,873,700)

Redemption of Preferance Shares �))))) �))))) �))))) (18,750,000) (18,750,000)

Adjustment due to changes inholding percentage �))))) �))))) 396,781) 25,671,671) 26,068,452)

Net Profit for the Year �))))) �))))) 83,797,796) 45,414,265) 129,212,061)

Negative MI elemination �))))) �))))) (1,189,237) 1,189,237) �)))))

Balance as at 31st March, 2009 192,074,972 73,185,107 154,196,012) 191,948,122) 611,404,213)

COMPANY

Balance as at 1st April, 2007 78,674,972 27,626,997 100,433,659) �))))) 206,735,628)

Share Issue during the year 113,400,000 �))))) �))))) �))))) 113,400,000)

Increase in Revaluation �))))) 45,558,110 �))))) �))))) 45,558,110)

Net Profit for the Year �))))) �))))) 8,147,203) �))))) 8,147,203)

Balance as at 31st March, 2008 192,074,972 73,185,107 108,580,862) �))))) 373,840,941)

Profit from Continued Operations �))))) �))))) 37,688,722) �))))) 37,688,722)

Loss from Discontinued Operations �))))) �))))) (35,039,213) �))))) (35,039,213)

Balance as at 31st March, 2009 192,074,972 73,185,107 111,230,371) �))))) 376,490,450)

The Accounting Policies and Notes form an integral part of these Financial Statements.

Figures in brackets indicate deductions.

STATEMENT OF CHANGES IN EQUITY

18

For the year ended 31 March 2009 Consolidated Company

2009 2008 2009 2008

CASH FLOW FROM OPERATING ACTIVITIES Rs. Rs. Rs. Rs.

Profit from Operations 144,132,639) 11,816,829) 48,634,112) 8,147,203)

Adjustments for :

Depreciation 37,984,008) 35,302,856) 4,832,140) 6,108,600)

Gratuity Provision 294,615) 3,697,927) (2,149,221) 764,260)

Interest Provided 31,234,746) 47,069,733) 2,010,036) 6,560,165)

Profit on disposal of Property, Plant & Equipment �))))) �))))) (49,366,345) �)))))

Loss for the year from discontinued operation �))))) �))))) (35,039,123) �)))))

Operating profit before working capital changes 213,646,008) 97,887,345) (31,078,492) 21,580,228)

(Increase)/Decrease in Inventories 64,851,889) (66,749,627) 51,459,456) 1,849,828)

(Increase)/Decrease in Trade & Other Receivables (37,360,007) (10,477,537) (2,454,467) 10,241,504)

(Increase)/Decrease in Amount due from Related Companies 45,586,269) (22,050,315) 4,050,387) (10,997,168)

Increase/(Decrease) in Trade & Other Payables 20,669,040) 13,912,576) 6,637,908) (3,404,006)

Increase/(Decrease) in Amount due to Related Companies (6,169,128) (68,828,578) 50,286,046) (66,943,554)

Cash Generated from Operations 301,224,071 (56,306,136) 78,900,837 (47,673,169)

Interest Paid (31,234,746) (47,069,733) (2,010,036) (6,560,165)

Gratuity Paid (216,885) (636,961) (174,000) (230,300)

Taxation Paid (1,354,631) (3,784,801) (103,535) (2,535)

Net Cash from Operating Activities 268,417,809) (107,797,631) 76,613,266) (54,466,168)

CASH FLOW FROM INVESTING ACTIVITIES

Addition to Property, Plant & Equipment (8,617,501) (20,938,085) �))))) (2,250,108)

Addition to Investments �))))) �))))) (115,800,000) (35,030,000)

Sales Proceeds from Disposal of Property, Plant & Equipment �))))) �))))) 64,853,907) �)))))

Sales Proceeds of Investments 75,600) 1,666,650 21,000,020) �)))))

Net Cash Outflow from Investing Activities (8,541,901) (19,271,435) (29,946,073) (37,280,108)

CASH FLOW FROM FINANCING ACTIVITIES

Lease Rental Paid (2,138,828) (1,591,446) �))))) �)))))

Net Proceeds from Borrowings (201,790,389) (25,489,817) (51,178,542) 900,144 )

Redemption of Debentures (20,000,000) 88,291,465) (10,000,000) �)))))

Repayment of NDB Loan (1,368,000) (1,368,000) (1,368,000) (1,368,000)

Proceeds from Share Issue �))))) 113,400,000) �))))) 113,400,000)

Net Cash used in Financing Activities (225,297,217) 173,242,202) (62,546,542) 112,932,144)

Net Increase/(Decrease) in Cash & Cash Equivalents 34,578,691) 46,173,137) (15,879,349) 21,185,868 )

Cash & Cash Equivalents at the Beginning of the year 39,651,573) (6,521,561) 18,203,100 (2,982,767)

Cash & Cash Equivalents at the End of the year - Note 15 74,230,264) 39,651,576) 2,323,752) 18,203,100)

The Accounting Policies and Notes form an integral part of these Financial Statements.

Figures in brackets indicate deductions.

CASH FLOW STATEMENT

19

ACCOUNTING POLICIES

1. GENERAL

The consolidated financial statements of Coco Lanka Plc , comprise a Consolidation of the financialstatements of the company and its subsidiaries in terms of Sri Lanka Accounting Standard No26.. The Financial Statements are authorized for issue by the directors on 24th August 2009.

1.1. Basis of PreparationThe Balance Sheet, Income Statement, Cash Flow Statement, Statement of Changes inEquity and Accounting policies and Notes (�Financial Statements�) of the Group areprepared in accordance with the accounting standards laid down by the Institute ofChartered Accountants of Sri Lanka. The Financial Statements are presented in Sri Lankanrupees and on the historical cost convention other than Investment property of thecompany which is stated at Fair Value.

1.2. Group Consolidation Policy1.2.1.The Financial Statements of the Group represents the consolidation of the Financial

Statements of the Company and of its subsidiaries, Renuka Agrifoods Limited, RenukaOrganics (Pvt) Ltd, Renuka Teas (Ceylon) Ltd , Kandy Plantations Ltd, RenukaWitsenburg Organics(Pvt) Ltd and Campbell Teas (Pvt) Ltd in terms of the Sri LankaAccounting Standard No. 26.

The Company and its subsidiaries have a common financial period which ends on31st March.

1.2.2.Subsidiaries are those enterprises controlled by the Company. Control exists whenthe Company has the power, directly or indirectly, to govern the financial andoperating policies of an enterprise so as to obtain benefits from its activities. Theprofits and losses of the Subsidiaries are included in the Consolidated IncomeStatement from the date on which the subsidiaries were acquired, and the proportionof the income after taxation pertaining to outside shareholders is represented inthe Consolidated Income Statement as �Minority Interest�.

1.2.3.All assets and Liabilities of the Company and of its Subsidiaries are included in theConsolidated Balance Sheet. The interest of outside shareholders in the net assetsof the Group are indicated separately in the Consolidated Balance Sheet under theheading �Minority Interest�.

1.3. Translation of Foreign Currency1.3.1.Transactions arising in foreign currencies are converted into Sri Lankan Rupees at

the exchange rate prevailing at the date of transaction.

1.3.2.Assets and Liabilities in foreign currencies are translated into Sri Lankan Rupees atthe appropriate exchange rate prevailing at the Balance Sheet date. The resultinggains or losses are dealt with in the Income Statement.

1.4. Taxation

1.4.1 .Current TaxesThe provision for Income Tax is based on the elements of income and expenditureas reported in the Financial Statements.

The liability for taxation is computed according to the provisions of the InlandRevenue Act No. 10 of 2006 and subsequent amendments thereon. (Refer Note No:5 for further details.)

20

1.4.2 Deferred TaxationDeferred Tax is provided using the Balance Sheet liability method, providing fortemporary differences between the carrying amounts of assets and liabilities forfinancial reporting purposes and the amounts used for taxation purposes. Deferredtax is measured at the tax rate that is expected to be applied to the temporarydifference when they reverse, based on the laws that have been enacted orsubstantively enacted by the reporting date.

A Deferred Tax asset is recognized to the extent that it is probable that future taxableprofits will be available against which such temporary difference can be utilized.Deferred Tax assets are reviewed at each reporting date and reduced to the extentthat it is no longer probable that the related tax benefit will be realized.

1.4.3. Economic Service ChargesAs per the provisions of the Economic Service Charge Act No. 13 of 2006 and theamendment Act no.17 of 2007, ESC is payable on the liable turnover at specifiedrates. ESC paid is deductible from the income tax liability. Any unclaimed liabilitycan be carried forward and set-off against the income tax payable as per the relevantprovisions of the Act.

1.4.4. Social Responsibility Levy (SRL)As per the provisions of the Finance Act No. 5 of 2005, as amended by the FinanceAct No. 11 of 2006, and the amendment Act no.13 of 2007. SRL was introducedwith effect from 1st January 2005. SRL is payable at rate of 1.5% on all taxes andlevies chargeable as specified in the First schedule of the Act.

1.5. Borrowing CostAll Borrowing Costs are recognised as an expense in the period in which they are incurred.The amount of borrowing costs eligible for capitalization is determined in accordancewith SLAS 20 �Borrowing Costs

1.6. Comparative InformationThe Accounting Policies have been consistently applied by the Company and are consistentwith those of the previous year and the previous year�s figures and phrases have been re-arranged wherever necessary to conform to the current year�s presentation.

1.7. Events Occurring After the Balance Sheet DateAll material events occurring after the Balance Sheet date are considered and whereappropriate, adjustments to or disclosures have been made in the Financial Statements.

2 ASSETS AND BASES OF THEIR VALUATION

2.1. Property, Plant & Equipment2.1.1.Property, Plant & Equipment is stated at cost /valuation less accumulated

depreciation.

2.1.2.The cost of Property, Plant & Equipment is the cost of acquisition or constructiontogether with any incidental expenses thereon.

2.1.3.Expenditure incurred for the purpose of acquiring, extending or improving assets ofa permanent nature by means of which to carry on the business or to increase theearning capacity of the business have been treated as capital expenditure.

2.1.4.The Land and Building has been subsequently revalued and the resultant surplushas been credited to the revaluation reserve. The revalued amount is the marketvalue of the assets as determined by an independent qualified valuer on the date ofvaluation.

ACCOUNTING POLICIES

21

ACCOUNTING POLICIES

2.1.5.Premium paid on leasehold land.The premium paid by the subsidiary for leasehold land represents pre paid rental chargeswhich are amortized over 50 years, commencing from the second year of operation.

2.1.6.Immature and Mature PlantationsThe cost of replanting and new planting are classified as immature plantation up tothe time of harvesting the crop.

Further , the general charges incurred on the plantation are apportioned based onthe labour days spent on respective Replanting and New planting and capitalized onthe immature areas. The remaining portion of the general charges is expensed inthe accounting period on which it is incurred.

The cost of the immature coming in to bearing are transferred to mature plantationand depreciated over their useful life period.

2.1.7.ImpairmentAn impairment loss is recognized if the carrying amount of an asset or its cashgenerating unit exceeds its recoverable amounts. A cash generating unit is thesmallest identifiable asset group that generates cash flows that largely areindependent from other assets and groups. Impairment losses are recognized inthe income statement.

The recoverable amount of an asset or cash generating unit is the greater of itsuse and its fair value less costs to sell. In assessing value in use, the estimatedfuture cash flows are discounted to their present value using a pre-tax discountrate that reflects current market assessments of the time value of money and therisks specific to the assets or cash-generating unit.

2.1.8 Revaluation of Property, Palnt & EquipmentThe company�s and its group freehold land is revalued when there is a substantialdistinction between the fair value (market value) and the carrying value of theasset in every five years. As a result of revaluation the carrying amount is increased.The increased amount is credited to equity under the heading of revaluationreserves on revaluation of Property, Plant & Equipment. When an asset�s carryingamount is decreased as a result of revaluation the decrease is recognized as anexpense unless it reverse a previous increment relating to that asset. In which caseit is charged against any related revaluation surplus in respect of that same asset.Any balance remaining in the revaluation surplus in respect of an asset is transferreddirectly to accumulated profit on retirement or disposal of the asset.

2.2. Depreciation2.2.1 Depreciation is not charged on Land. Depreciation on all other Property, Plant &

Equipment is provided on the straight line basis to write off the cost/valuation overtheir estimated useful lives. The annual rates used for this purpose which areconsistent with those of the previous year are:

%Buildings 2.5Motor Vehicles 20Plant, Machinery & Others 10Office Equipment 10

2.2.2 Depreciation of an asset acquired after 1st January 2006 begins when it is availablefor use whereas depreciation of an asset ceases at the earlier of the date that theasset is classified as held for sale and the date that the asset is derecognized.

2.3. Investment Property

2.3.1.ClassificationThe land and buildings held to earn rental income and for capital appreciation areclassified as investment properties.

22

2.3.2.ValuationInvestment properties are initially recognized at Fair Value. And Subsequent tothe initial recognition the investment properties are stated at fair values whichreflect the market condition as at balance sheet date. Gains and losses arisingfrom changes in fair value are included in the income statement in the yearwhich they arise.

Fair value of the investment property will be determined once in every 3 year onthe basis over valuation by an independent valuer while the annual fair value ofthe investment property will be carried out by an entity�s Board of Directors.However, if market conditions change in such a way where the Directors of theCompany are unable to carry out a reasonable valuation, a valuation of anindependent valuer will be obtained for that year too.

Investment properties are derecognized when disposed of, or permanentlywithdrawn from use because no future economic benefits are expected. Any gainsor losses retirement or disposal are recognized in the income statement in the yearof retirement of disposal. Transfers are made to and from investment propertyonly when there is a change in use in accordance with the criteria listed in SLAS 40.

2.4. Intangible Assets2.4.1 Goodwill

The purchase method of accounting is used to account for acquisition of subsidiaryby the group. The cost of an acquisition is measured on the fair value of theassets given. Equity instrument issued and liabilities incurred or assured at thedate of exchange, plus cost directly attributable to the acquisition. The excess ofthe cost of acquisition over the fair value of the group share of the identifiablenet assets acquired is recognized as goodwill.

Goodwill tested for impairment annually. If the cost of acquisition is less thanthe fair value of the net asset of the subsidiary acquired, the difference isrecognized immediately in the income statement.

2.5. Inventories2.5.1 Inventories have been valued at the lower of cost and net realisable value after

making due allowance for obsolete and slow moving items. Net realisable value isthe price at which inventories can be sold in the normal course of business afterallowing for cost of realization and /or cost of conversion from their existing stateto salable condition.

The cost of each category of inventory of the Company and it�s subsidiary aredetermined on the following basis.

2.5.2 Raw Material & Consumables at the factory are ascertained on a First In First Out basis.

2.5.3 Finished Goods are valued at Factory Cost which includes an appropriate portionof Production Overheads.

2.5.4 Goods-in-Transit are valued at actual Cost.

2.5.5 Harvested CropsInventory of harvested crop since sold has been valued at since realized price. Unsoldharvested crop has been valued at estimated realizable value net of direct sellingexpenses. This basis has been adopted to recognize the profit /loss on perennialcrops in the financial period of harvesting.

2.6. Debtors & Other ReceivablesDebtors & Other Receivables are stated at the amounts estimated to realise. Wherenecessary, provisions are made for bad and doubtful debts.

2.7. InvestmentsInvestments are stated at cost. No adjustment is made for fall in value of theseinvestments, unless it is deemed to be permanent.

ACCOUNTING POLICIES

23

ACCOUNTING POLICIES

In the parent company�s financial statements, investment in subsidiaries in carried outat cost under parent company, accounting policy for long term investment.

2.8. Cash & Cash Equivalents2.8.1 Cash and Cash Equivalents are defined as cash in hand, demand deposit in bank

and short term highly liquid investments, readily convertible to known amountsof cash and subject to insignificant risk of change in value.

2.8.2 For the purpose of Cash Flow Statement, Cash and Cash Equivalents consists ofCash in hand, Short term Deposits in banks net of Bank Over Drafts.

2.8.3 Interest paid and received are classified as operating cash flows, dividend receivedare classified as investing cash flows while dividend paid are classified as financingcash flows for the purpose of presentation of Cash Flow Statement, reportedbased on the indirect method.

3 LIABILITIES AND PROVISIONS

3.1. Capital Commitments & ContingenciesAll material capital commitments and contingent liabilities of the Group as at the BalanceSheet date are disclosed in the notes to the accounts.

3.2. Employee Benefit Cost

3.2.1 Defined Benefit Plan -The Liability is not externally funded or actuarially valued. The item is grouped underNon Current Liabilities in the Balance Sheet.

The liability is arrived at as per SLAS-16-Employee Benefits, using formula methoddescribed in appendix(E) of the said standard and the related re-classifications aredone as per SLAS 10 � Accounting Policies, changes in Accounting Estimates & Errors.

3.2.2 Defined Contribution Plan-Employee�s Provident Fund and Employee�s Trust Fund.All employees who are eligible for Employee�s Provident Fund Contribution andEmployee�s Trust Fund Contributions are covered by relevant contribution funds inline with respective Statutes and Regulations.

Contribution to Provident Fund and Trust Fund covering the employees are recognisedas an expense in the Income Statement in the period in which it is incurred.

3.3. Bills PayablesThe Company account for the liability on receipt of documents for clearance.

3.4. ProvisionsProvisions are recognised when the company has a legal or constructive obligation as aresult of past events and it is probable that an outflow of economic benefits will be requiredto settle the obligation.

GrantsGrants received in relation to assets are deducted from the cost of the assets. Thus thisgrant is recognized as income over the useful life of the depreciable assets by way of areduced depreciation charge.

4 INCOME STATEMENT

4.1 TurnoverThe turnover of the group and the company represents the invoiced value of goods net ofdiscounts and returns. Intragroup sales are excluded in computing group turnover.

4.2 Revenue RecognitionRevenue is recognized to the extent that it is probable that the economic benefit willflow to the Company and the revenue can be reliably measured. The following specificrecognition criteria must also be met before revenue is recognised.

24

4.2.1 Exports Sales - At the time of shipment

4.2.2 Local Sales - At time of dispatch

4.2.3 Export Rebate & Other IncomeInterest and Export Rebate income have been accounted for on an accrual basis

4.2.4 Dividend IncomeDividend Income is recognised when the Company�s right to receive payment isestablished.

4.2.5 Others Gains or losses of a revenue nature on the disposal of Property, Plant &Equipment have been accounted for in the Income Statement.

4.3. Expenditure Recognition

4.3.1 Revenue ExpenditureAll expenditure incurred in the running of the business and in maintaining the capitalassets in a state of efficiency, has been charged to revenue in arriving at the profitor loss for the year.

4.3.2 Capital ExpenditureExpenditure incurred for the purpose of acquiring, extending or improving assets ofa permanent nature by means of which to carry on the business or for the purposeof increasing the earning capacity of the business has been treated as capitalexpenditure.

4.3.3 For the purpose of presentation of the Income Statement, the director�s areof the opinion that function of expenses method fairly present the elements of thecompany�s performance, hence such presentation method is adopted.

5 SEGMENTAL REPORTINGA segment is a distinguishable component of the group that is engaged in either providing productsor services (Business Segment) or in providing products or services within particular economicenvironment (Geographical Segment) which is subject to risk and rewards that are differentfrom those of the other segment.

However, there is no distinguishable component to be identified as segment for the Group.

6 CASH FLOW STATEMENTThe Cash Flow Statement has been prepared using the �Indirect method� Interest paid is classifiedas operating cash flows. Interest received and dividend received are classified as cash flowsfrom investing activities while the dividend paid is classified as financing activities.

7 RELATED PARTY TRANSACTIONSDisclosures are made in respect of the transactions in which one party has the ability to controlor exercise significant influence over the financial and operating policies or decisions of theother irrespective of whether price is being charged.

8 CORPORATE INFORMATIONDomical and Legal formCoco Lanka Plc is a quoted public company incorporated and domiciled in Sri Lanka. The registeredoffice of the company is located No 69. Sri Jinarathana Road, Colombo 2

9 Principal Activities and the nature of BusinessThe Principal activities of the company up to 31st December 2008 was manufacturing andmarketing of agriculture products and now investment in agriculture ventures.

ACCOUNTING POLICIES

25

NOTES TO THE FINANCIAL STATEMENTS

For the year ended 31 March 2009Consolidated Company

2009 2008 2009 2008Rs. Rs. Rs. Rs.

1 RevenueExports 1,361,381,409) 1,138,137,283) �)))) �))))

Local 61,683,470) 98,815,345) �)))) �))))

Others �)))) �)))) 625,000 �))))

1,423,064,879) 1,236,952,628) 625,000 �))))

2 Other Operating IncomeDividend 420,001) �)))) �)))) �))))Interest on Bank Deposits 3,012,075) 1,702,812) 290,310 �))))Profit on Disposal of subsidiaries 396,781) �)))) �)))) �))))Sundry Sales 41,988) 1,082,114) �)))) �))))Creditors Written back 1,793,757) �)))) �)))) �))))Exchange Gain 4,876,078) 1,627,747) �)))) �))))Insurance Claim 778,844) 348,770) �)))) �))))Other Income �)))) 2,696,092) �)))) �))))Export Rebate 2,426,866) 2,546,823) �)))) �))))Excess Grant Received 199,895) 810,125) �)))) �))))Loss on Sale of Shares (17,640) �)))) �)))) �))))

13,928,645) 10,814,483) 290,310 �))))

3 Finance CostInterest on - Debentures 800,718) 2,362,500) �)))) �))))

- Bank Overdrafts 2,673,568) 13,272,888) 88,813 �))))- Term Loan 16,802,311) 16,232,813) �)))) �))))- Bank Loans 7,869,552) 5,516,160) �)))) �))))- Lease 319,387) �)))) �)))) �))))

Bill Discounting & Other Bank Charges 3,232,715) 11,613,515) �)))) �))))Finance Income (4,620,008) (1,928,143) �)))) �))))Premium on Redemption of Preference Shares/ Debentures 14,156,500) �)))) �)))) �))))Reversal of Preference Dividend Payable (10,000,000) �)))) �)))) �))))

31,234,743) 47,069,733) 88,813 �))))

4 Profit/(Loss) Before Tax is stated after charging / (crediting ) all expenses/income including the following :Auditors Remuneration 665,280) 616,750) 190,000) 210,000Depreciation 37,984,008) 35,302,856) 4,832,140) 6,108,600Legal and Secretarial Fees 1,501,373) �)))) �)))) �))))Donations 16,500) �)))) 6,500) �))))Personnel Cost ( Note 4.1) 112,626,387) 112,126,343) 11,661,443) 29,996,372Stock Write off 34,833,911) �)))) �)))) �))))Foreign Exchange Gain/(Loss) 6,675,398) (641,046) 3,271,819) �))))Consultancy Fees 537,000) �)))) 523,000) �))))Directors Remuneration 2,145,000) 1,593,000) 1,800,000) 1,593,000

4.1 Personnel CostSalaries, Wages and Other related costs 103,959,340) 89,484,425) 12,401,070) 26,722,657Defined Benefit Plan Cost- Retirement Gratuity 3,236,517) 17,230,759) (2,149,212) 764,260Defined Contribution Plan Cost-EPF & ETF 5,430,529) 5,411,159) 1,409,585) 2,509,455

112,626,387) 112,126,343) 11,661,443) 29,996,3725 Income Tax Expense

5.1 The Charge for the year is made up as follows :Income Tax Provision 6,933,603) (603,091)) 5,319,652) �))))Transfer (from) / to Deferred Tax Liability 7,986,975) 1,932,552) 5,625,738) �))))

14,920,578) 1,329,461) 10,945,390) �))))

26

NOTES TO THE FINANCIAL STATEMENTS

For the year ended 31 March 2009

5.2 Coco Lanka PLC

In accordance with the Inland Revenue Act No. 10 of 2006,

- Under section 47, the Company�s export profit is liable for tax at a concessionary rate of 15%

.

- Under section 49, Deemed Indirect Exports are taxed at a concessionary rate of 15%

5.3 Subsidiary Companies are enjoying tax holidays / concessionary rates of tax :

5.3.1 Renuka Agrifoods Ltd

According to the agreement dated 29.03.2003 entered into with the Board of investment of Sri

Lanka (BOI), profits and income of the Company is exempt from income tax for a period of 12 years

from the Date of first Export.

Economic Service Charges (ESC) In accordance with the Finance Act No 13 of 2006 during the Year

the Company has paid ESC at the rate of 0.25% on liable turnover mounting to Rs. 1,071,267,115/

-. This amount has been set off set off against the income tax liability

5.3.2 Renuka Teas (Ceylon) Ltd

In accordance with the provisions of Section 17(4) (C) of the Inland Revenue Act No. 10 of 2006, the

Company is not liable to income tax arising from export of tea packets/bags. Further, profit

arising from export of bulk teas and other income is liable to income tax at 35%.

5.3.3 Campbell Teas (Pvt) Ltd

In accordance with the provisions of the Board of Investment of Sri Lanka (BOI) under Section 17

(2) of B.O.I. Law No.4.of 1978 and in terms of agreement bearing registration number 194 between

B.O.I. and Campbell Teas (Pvt) Ltd, the Company was not liable to income tax for a period of five (5)

years up to 31st March 1999. However from the year of Assesment 1999/2000, under Section 52 of

the Inland Revenue Act No. 10 of 2006 the company�s export profit is liable to income tax at

concessionary rate of 15% up to 31st March 2015.

5.3.4 Renuka Organics (Pvt) Ltd

According to the Agreement entered into with the Board of Investment of Sri Lanka (BOI), the profits

and income of the Company is exempt for a period of 5 years. This tax holiday expired on 31.3.1999.

However, from the Year of Assessment 2006/07, under Section 16 of the Inland Revenue Act No. 10

of 2006 company�s trading profit is exempt from income tax for a period of five (5) years.

5.3.5 Kandy Plantations Limited

According to the agreement dated 13-11-2003 entered into with the Board of Investment in Sri

Lanka, the profits and Income of the company is exempt for a period of 5 years of assessment in

which the enterprise commence to make profit (i.e. 2003/2004). Accordingly the tax holiday expired

of 31st March 2008. However the profit from agriculture of the company continues to be exempt

from income for a futher 3 years of assesment ending 2010/2011, under Section 16 of the Inland

Revenue Act No. 10 of 2006.

Economic Service Charges (ESC) In accordance with the Finance Act No 13 of 2006 during the Year

the Company has paid ESC at the rate of 0.25% on liable turnover amounting to Rs.1,598,700/- this

amount has been set off against the income tax liability.

5.3.6 Renuka Witsenburg Organics (Pvt) Ltd

Under section 16 of Inland Revenue Act No. 10 of 2006, the company�s trading profit is exempt

from income tax for a period of five years of Assessment commencing 2006/07. However the

company�s other income is liable to income tax at 35%, the rate applicable to a subsidiary

company within a group.

In accordance with the Finance Act No 13 of 2006 during the Year the Company has paid ESC at the

rate of 0.25% on liable turnover amounting to Rs.8,762,800/-. This amount has been carried

forward to be set off against future tax liability of the Company.

27

5.4 Reconciliation between taxable profit and the accounting profits

Company

2009 2008

Rs Rs

Accounting Profit 48,634,112) �))))Aggregate Disallowed Items 55,751,230) �))))Aggregate Allowable Expenses (49,650,291) �))))

54,735,051) �))))Set off of the Tax loss on Discontinued operation (31,842,203)

22,892,848) �))))Tax Loss set-off (7,918,459)

Taxable Income 14,974,389) �))))

Taxable Interest Income 268,680) �))))

Tax rate 35%) �))))

Income Taxation 5,241,036) �))))

Social Responsibility Levy @ 1.5% 78,616) �))))

Current Income Tax Expenses of the Company 5,319,652) �))))

6 Discontinued OperationsProfit/(Loss) attributable to discontinued operation is arrived as follows:

2009 2008

Revenue 120,341,435) 312,166,012)Cost of Sales (131,968,294) (257,923,035)

Gross Profit/(Loss) (11,626,859) 54,242,977)Other Operating Income 3,675,134) 2,245,807)Administrative Expenses (17,495,647) (39,459,601)Sales and Distribution Expenses (7,670,619) (5,142,181)Finance Cost (1,921,222) (6,560,165)

Profit before tax for the year from discontinued operation (35,039,213) 5,326,837)Taxation �)))) 2,820,366)

Net Profit/(Loss) for the year (35,039,213) 8,147,203)

Earnings/(Loss) per Share (2.78) 0.98)

During the year Board of Directors decided to discontinue the manufacturing and marketing ofagricultural products as at 31st December 2008 and to continue with the investment activities in future.This was not considered as a discontinued operation or classified as held for sale as at 31.03.2008.Therefore the comparative income statement has been represented to show the discontinued operationseparately from continuing operations. And all the income & expenditure for the year ended 31.03.2008are pertaining to that segment represented in accordance with SLAS 30 (Revised 2006 Non current assetheld for sale and discontinued operations).

As a result of discontinue of operation, company has transferred following assets to Renuka WitsenburgOrganics (Pvt) Ltd. which is a subsidiary of the company.

Fair value Cost

Plant & Machinery 64,839,205 15,472,860

Company has no intention of transferring its assets and liabilities which are remaining as at 31.03.2009.

Further as a result of discontinuation of its operations, company has transferred its employees withtheir services to Renuka Agrifoods Ltd and the Gratuity liability of those employees will be borne byRenuka Agrifoods Ltd.

NOTES TO THE FINANCIAL STATEMENTS

28

7 Earnings/ (Loss) per share

The calculation of Profit/(Loss) per share is based on the profit after taxation over the weighted averagenumber of shares in issue during the year.

Consolidated Company2009 2008 2009 2008

Restated

Profit from Continuing Operation 83,797,796 10,041,188 37,688,722) �))))

Profit/(Loss) from Discontinuing Operation �))))) �))))) (35,039,213) 8,147,203

83,797,796 10,041,188 2,649,509) 8,147,203

Weighted Average number of ordianry shares 12,600,000 8,276,664 12,600,000 8,276,664

Earning Per Share

Profit from Continuing Operation (Rs.) 6.65 1.21 2.99) �))))

Profit/(Loss) from Discontinuing Operation (Rs.)))))) �))))) �))))) (2.78) 0.98

Profit 6.65 1.21 0.21 0.98

8 Investment Property Group Company2009 2008 2009 2008

Rs. Rs. Rs. Rs.

Balance at the Beginning of the Year �)))) �)))) �)))) �))))

Tranferred from Property, Plant & Equipment during the Year �)))) �)))) 92,735,900 �))))

Balance at the End of the Year �)))) �)))) 92,735,900 �))))

NOTES TO THE FINANCIAL STATEMENTS

8.1 During the year Company has ceased the manufacturing and marketing of agricultureproducts and has leased out the factory land and building to the Renuka WitsenburgOrganics (Pvt) Ltd with effect from 1.04.2009, which was revalued as at 31st March 2008amounted to Rs. 95,258,385/-.

Company has obtained an independent valuation on this land and building in order torecognize Investment Property on fair value basis. The professional valuation wasperformed by Mr. Leon M.P. Perera, Incorporated Valuer, as at 30th March 2009 and thefair value adjustment was not done since the gain on fair value adjustment wasinsignificant.

8.2 Details of the Investment Property

Location of the Fair Value Cost/Previous ValuationProperty 31.03.2009 31.03.2009

Land Ja-Ela 53,687,500 53,687,500Building Ja-Ela 40,570,185 40,570,185

8.3 In the consolidated Financial Statements, this has been classified under Property, Plant& Equipment.

29

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9(a) Consolidated

LEASED

FREEHOLD LEASEHOLD BUILDINGS PLANT & ELECTRICAL FURNITURE EQUIPMENT MOTOR MOTOR TOTAL TOTAL

LAND LAND MACHINERYINSTALLATION & FITTINGS VEHICLES VEHICALE 2009 2008

Rs. Rs. Rs. Rs. Rs. Rs. Rs. Rs. Rs. Rs. Rs.

Cost / Valuation ) ) )

As at 1st April 2008 73,687,500) 85,539,022 130,505,466 352,011,420) 13,285,448) 14,436,908) 25,203,588) 15,878,670 1,150,000 711,698,022 654,644,474)

Additions �))))) �))))) 4,243,392) 35,015,493) 351,496) 389,796) 2,915,722 ) 1,200,000 �))))) 44,115,900) 16,009,330)

Revaluation Adjustment �))))) �))))) �))))) �))))) �))))) �))))) �))))) �))))) �))))) �))))) 42,710,869)

Disposals (20,000,000) �))))) �))))) (58,699,665) (987,158) (1,286,795) (4,821,250) �))))) �))))) (85,794,868) (1,666,650)

As at 31 March 2009 53,687,500) 85,539,022 134,748,858) 328,327,249) 12,649,786) 13,539,961) 23,298,061) 17,078,670 1,150,000 670,019,112 711,698,022)

Accumulated Depreciation

As at 1st April 2008 �))))) 13,888,140 8,750,757) 135,157,634) 5,898,586) 6,097,964) 10,820,692) 11,923,437 345,000 192,882,211) 160,428,331)

Charge for the year �))))) 2,819,070 3,683,823) 24,549,780) 1,287,969) 1,439,495) 2,353,061) 1,620,809 230,000 37,984,008) 35,302,856 )

Revaluation Adjustment �))))) �))))) �))))) �))))) �))))) �))))) �))))) �))))) �))))) - (2,847,241)

Disposals / Adjustments. �))))) �))))) �))))) (44,855,734) (984,045) (905,399) (3,551,234) �))))) �))))) (50,296,412) �)))))

As at 31 March 2009 �))))) 16,707,210 12,434,580) 114,851,681) 6,202,510) 6,632,061) 9,622,516) 13,544,246 575,000 180,569,807)192,883,945 )

Capital working progress �))))) �))))) 200,789) �))))) �))))) �))))) �))))) �))))) �))))) 200,789)

Net book value

As at 31 March 2009 53,687,500) 68,831,812 122,515,067) 213,475,627) 6,447,275) 6,907,849) 13,675,541) 3,534,424 575,000 489,650,094)

Aa at 31 March 2008 73,687,500) 71,650,882 121,754,708) 216,853,786) 7,386,862) 8,339,384) 14,380,719) 4,760,235 518,814,077)

30

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9(b) Company FREEHOLD BUILDINGS PLANT & ELECTRICAL FURNITURE EQUIPMENT MOTOR TOTAL TOTAL

LAND MACHINERY INSTALLATION & FITTINGS VEHICLES 2009 2008

Rs. Rs. Rs. Rs. Rs. RS. Rs. Rs. Rs.

Cost / Valuation

As at 01st April 2008 53,687,500) 40,570,885) 58,699,665) 987,158) 1,286,795) 4,810,356) 9,031,470) 169,073,829) 124,112,852)

Additions �))))) �))))) �))))) �))))) �))))) �))))) �))))) �))))) 2,250,108)

Revaluation �))))) �))))) �))))) �))))) �))))) �))))) �))))) �))))) 42,710,869)

Disposals �))))) �))))) (58,699,665) (987,158) (1,286,795) (4,810,356) �))))) (65,783,974) �)))))

Transfer to Investment Property (53,687,500) (40,570,885) �))))) �))))) �))))) �))))) �))))) (94,258,385) �)))))

As at 31st March 2009 �))))) �))))) �))))) �))))) �))))) �))))) 9,031,470 9,031,470) 169,073,829)

Accumulated Depreciation

As at 01st April 2008 �))))) 507,136) 42,127,663 ) 983,768) 819,741) 3,310,096) 6,779,630 54,528,034) 51,266,675)

Charge for the year �))))) 1,015,349) 2,728,071) 277 ) 85,658 ) 241,138) 761,647 4,832,140) 6,108,600)

Revaluation Adjustment �))))) �))))) �))))) �))))) �))))) �))))) �))))) �))))) (2,847,241)

Disposals �))))) �))))) (44,855,734) (984,045) (905,399) (3,551,234) �))))) (50,296,412) �)))))

Transfer to Investment Propert �))))) (1,522,485) �))))) �))))) �))))) �))))) �))))) (1,522,485) �)))))

As at 31st March 2009 �))))) �))))) �))))) �))))) �))))) �))))) 7,541,277 7,541,277) 54,528,034)

Written Down Value

As at 31.03.2009 �))))) �))))) �))))) �))))) �))))) �))))) 1,490,193 1,490,193) 114,545,795 )

31

NOTES TO THE FINANCIAL STATEMENTS

10 InvestmentsNumber of Holding Consolidated Company

Shares % 2009 2008 2009 2008Rs. Rs. Rs. Rs.

10.1 Subsidiaries -UnquotedRenuka Agrifoods Ltd (10.3) 22,103,000 78.6% �)))) �)))))) 219,430,000 198,630,000Renuka Teas (Cey) Ltd (10.3) 1,875,000 50% �)))) �)))))) 71,875,000 21,875,000Renuka Organics (Pvt) Ltd 500,000 50% �)))) �)))))) 50,000,000 5,000,000Kandy Plantations Ltd �))))) �)))) �)))) �)))))) �)))))) 21,000,020

�)))) �)))))) 341,305,000 246,505,02010.2 Investment in Quoted Companies

Lanka IOC �)))) 75,600) �)))))) �))))))

�)))) 75,600) 341,305,000 246,505,020

10.3 The company has acquired 26,000,000 shares of Renuka Agrifoods Ltd for a consideration ofRs. 20,800,000 on 12th September 2008.

The Company has Sold of 2,100,102 shares in Kandy Plantations Ltd., to Renuka Organics (Pvt) Limitedfor a consideration of Rs. 21,000,000/-

The company has acquired 1,250,000 of non voting shares of Renuka Teas (Ceylon) Ltd for aconsideration of Rs. 50,000,000 on 01st March 2009.

The company has acquired 450,000 of shares of Renuka Organics (Pvt) Ltd for a consideration ofRs. 45,000,000 on 11th December 2008.

11. Goodwill Consolidated Company

2009 2008 2009 2008Rs. Rs. Rs. Rs.

Restated

Balance at the beginning of the year 28,455,422) 17,691,797) �)))))) �))))))Acquisition during the year 250,898) 7,791,990) �)))))) �))))))

28,706,320) 25,483,787) �)))))) �))))))

Adjustment due to holding changes in Subsidiaries (20) (628,365) �)))))) �))))))Prior Year Adjustment �)))))) 3,600,000) �)))))) �))))))

Balance at the end of the year 28,706,300) 28,455,422) �)))))) �))))))

12 InventoriesRaw Materials & Consumables 10,389,216) 6,853,293) �)))))) 3,084,993)Finished Goods 65,131,934)124,263,250) �)))))) 27,078,548)Harvested Crops 5,843,362) �)))))) �)))))) �))))))Spares & Consumables 14,230,996) 10,058,222) �)))))) �))))))Stock H & P nuts - 6,564,077) �)))))) �))))))Goods In Transit 4,320,195) 6,595,001) �)))))) �))))))Work in Progress 4,143,816) 4,848,375) �)))))) �))))))Packing Material & Chemicals 67,095,235) 76,824,423) �)))))) 21,295,915)

171,154,754)236,006,643) �)))))) 51,459,456)

13 Trade & Other ReceivablesBills Receivable 70,357,400) 36,314,630) �)))))) 966,094)Trade Debtors �)))))) 1,519,111) �)))))) �))))))Rebate Receivables 3,460,539) 2,979,406) �)))))) �))))))VAT Recoverable 27,595,066) 26,183,172) 11,916,465 9,983,214)John Leo De Croos Trust �)))))) 51,709) �)))))) �))))))ESC Receivables 11,146,520) 6,742,375) 3,882,893 2,862,404)WHT Receivable 67,996) �)))))) 67,996 �))))))Deposits & Pre-Payments 2,175,906) 45,082) 10,500 15,500)Income Tax Recoverable 729,066) 1,457,101) 729,066 731,601)Advance Payments 4,422,823) 7,733,161) 178,294 (253,265)Receivable from Brokers 9,092,245) �)))))) �)))))) �))))))Staff Loan and Advances 82,380) 299,183) 25,500 50,700)Other Receivables 14,778,091) 23,222,497) 1,103,532 �))))))

143,908,033) 106,547,426) 17,914,246 14,356,248)

32

NOTES TO THE FINANCIAL STATEMENTS

As at 31st March, 2009

Consolidated Company

2009 2008 2009 2008

Rs. Rs. Rs. Rs.

Restated

14 Amounts due from Related Companies

Renuka Agro Exports Ltd 13,254,915) 59,358,996) 3,749,379) 836,922)

Renuka Organics ( Pvt) Ltd �))))) �))))) 1,094,582) 2,051,453)

Renuka Travels & Tours (Pvt) Ltd 1,136,500) 700,000) 200,000) 200,000)

Renuka Agrifoods Ltd �))))) �))))) �))))) 3,959,758)

Kandy Plantation Limited �))))) �))))) �))))) 3,149,745)

Ceylon Forestry (Pvt) Ltd. 28,192) �))))) �))))) �)))))

Ceylon Botanicals (Pvt) Ltd 53,121) �))))) �))))) �)))))

14,472,728) 60,058,996) 5,043,961) 10,197,878)

15 Cash & Cash Equivalents

15.1 Favourable Balances

Call Deposits 23,664,188) 5,548,416) 801,711) �)))))

Short Term Deposits 47,491,681) 22,729,626) 613,720) 20,236,688)

Cash at bank & in hand 20,976,472) 40,816,120) 1,259,829) 1,666,394)

92,132,341) 69,094,162) 2,675,260) 21,903,082 )

15.2 Unfavourable Balances

Bank Overdraft (17,902,077) (29,442,586) (351,508) (3,699,982)

74,230,264) 39,651,576) 2,323,752) 18,203,100)

16 Stated Capital

12,600,000 Ordinary Shares 192,074,972) 192,074,972) 192,074,972) 192,074,972)

17 Reserves

Capital Reserves

Revaluation Reserves 73,185,107) 73,185,107) 73,185,107) 73,185,107)

73,185,107) 73,185,107) 73,185,107) 73,185,107)

18 Deferred Taxation

As at 1st April 2008 15,981,508) 17,914,059) 2,438,833) 5,261,734)

Provision (Reversal) During the Year 7,986,973) (1,932,552) 5,625,738) (2,822,901)

Balance at the end of the year 23,968,481) 15,981,508) 8,064,571) 2,438,833)

33

NOTES TO THE FINANCIAL STATEMENTS

As at 31st March, 2009Consolidated Company

2009 2008 2009 2008Rs. Rs. Rs. Rs.

19 NDB Project LoanBalance as at 01.04.08 3,420,000) 4,788,000) 3,420,000) 4,788,000)Payments during the year (1,368,000) (1,368,000) (1,368,000) (1,368,000)

2,052,000) 3,420,000) 2,052,000) 3,420,000)

Payable within one year (1,368,000) (1,368,000) (1,368,000) (1,368,000)

Payable after one year 684,000) 2,052,000) 684,000) 2,052,000)

20 Long Term LoanBalalnce as at 01.04.2008 85,855,911) 111,345,727) �))))) �)))))Addititon During the year 19,250,000) �))))) �))))) �)))))Payments During the year (20,113,647) (25,489,817) �))))) �)))))

84,992,264) 85,855,911) �))))) �)))))

Payable within one year (30,276,867) (27,306,620) �))))) �)))))

Payable after one year 54,715,397) 58,549,291) �))))) �)))))

Details of loans obtained by the Group are set out below,

20.1 Renuka Agrifoods Ltd

RepaymentFinancial Institution Facility Terms Interest Rates Security

DFCC Bank 100 Mn To be repaid monthly 6% above Primary Mortgage over

installment of AWDR lease hold rights over

Rs.466,667/- each (Weighted land in Wathupitiwala

until December 2005, Average together with the rights

from January Deposit Rate) over proposed building &

2006 to machinery installed therein.

December 2008

DFCC Bank 30 Mn. To be repaid monthly 6% above AWDR Primary Mortgage over

installment of (Weighted lease hold rights over

Rs. 555,556/- Average land in Wathupitiwala

upto April 2009 Deposit Rate) together with the rights

over proposed building &

machinery installed therein.

DFCC Bank 25Mn. To be repaid in 60 6% above AWPR Primary Mortgage over

monthly installments (Weighted Average lease hold rights over

of Rs. 466,667/- Prime Lending land in Wathupitiwala

with a grace Rate) together with the rights

period of 12 months over proposed building &

commencing from machinery installed therein.

April 2007

DFCC Bank 19.25Mn. To be paid in 72 6% above AWDR Primary Mortgage over

monthly installments (Weighted Average lease hold rights of an

of Rs. 466,667/- Prime Lending allotted plot of land

with a grace period of Rate) depicted on lot no 28

24 months commencing Yatadawala, Makulana,

from July 2010 Wathupitiwala.

20.2 Renuka Teas (Ceylon) Ltd.

DFCC Bank Rs.13Mn. To be paid in 66 7.5% above AWDR Primary Mortgage over

montly installments (Weighted Average the proposed machinery

of Rs. 196,970/- with Prime Lending and a further mortgage

the grace period of Rate) over existing ,machinery

6 months from the together with corporate

date first guarantee by Renuka Agro

disbursement Exports Ltd.

34

NOTES TO THE FINANCIAL STATEMENTS

As at 31st March, 2009

21 DebenturesConsolidated Company

2009 2008 2009 2008Rs. Rs. Rs. Rs.

Balance as at 01.04.08 20,000,000) 20,000,000) 10,000,000) 10,000,000)Redeemed during the year (20,000,000) �))))) (10,000,000) �)))))

Balance at the end �))))) 20,000,000) �))))) 10,000,000)

21.1 The 18% redeemable Debentures have been redeemed by the Company during the year.

21.2 The 10 % Convertible Redeemable Debentures have been redeemed by Renuka Agrifoods Ltd during theyear.

22 Lease PayableBalance Payable as at 31st March 73,490,388) 75,629,216) �))))) �)))))Lease Rentals Payables within one year (2,167,271) (1,657,614) �))))) �)))))

Lease Rentals Payables after one year 71,323,117) 73,971,602) �))))) �)))))

22.1 Kandy Plantations Ltd. )Lease Installements payable in the ensuing yearLand (22.1.1) 2,000,000)Motor Vehicle (22.1.2) 167,271)

2,167,271)Lease Installements payable after one yearLand (22.1.1) 71,000,000)Motor Vehicle (22.1.2) 323,117)

71,323,117)

22.1.1Lease Installements payable (to the owner of the estate/lessor)Lease installements payable under the lease for 30 yearscommencing from 01.04.2003 82,500,000)Amount paid upto 31.03.2008 (7,500,000)

Balance payable as at 01.04.2008 75,000,000)Payments made during the period (2,000,000)

Since payable on lease as at 31st March 2009 73,000,000)Lease installements payable in the ensuring year (2,000,000)

Lease installements payable after one year 71,000,000)

22.1.2 Motor VehicleBalance payable as at 01.04.2008 807,891)Paid during they ear (225,494)

Payable as at 31.3.2009 582,397)Interest in suspense (92,009)

490,388)Lease rentals payable within one year (167,271)

Lease rental payable after one year 323,117)

23 Retirement Benefits ObligationsAs at 1st April 2008 8,092,285) 5,031,318) 2,862,600) 2,328,640)Charge /(Reversal) for the year 294,614) 3,697,927) (2,149,221) 764,260)Payments during the year (216,885) (636,961) (174,000) (230,300)

As at the end of the year 8,170,014) 8,092,285) 539,379) 2,862,600)

35

23.1 The Company & it�s subsidiaries� applied formula method and used the following key assumptionsin arriving at the retirement benefit liability under Projected Unit Credit (PUC) method.

Significant AssumptionsRetirement Age 55Discounting Rate 12%Salary Increment Rate 10%

23.2 Kandy Plantations LtdThe subsidiary company has taken over the management for a period of 30 years from 01.04.2003 ofthe estate owned by John Leo De Croos Trust. The retirement gratuity obligation payable as at thatdate which amonuts to Rs. 957,075/- has been taken over by the company.

NOTES TO THE FINANCIAL STATEMENTS

Consolidated Company2009 2008 2009 2008

Rs. Rs. Rs. Rs.

24 Trade and Other PayablesTrade Creditors 50,185,623 40,248,396 1,398,721) 4,601,886 )Lease Creditors 335,787 �))))) �))))) �)))))VAT Payable 10,829,412 �))))) 10,829,411) �)))))Bills Payable 278,366 �))))) 278,366) �)))))Tax Payables 5,330,523 331,135 5,274,633) 58,516)Accrued Expenses 26,097,738 10,486,759 1,717,020) 2,983,725)Other Payables 388,600 25,210,721 900,500) 647,000)

96,946,050 76,277,010 20,398,651) 8,291,126)

25 Amount Due to Related CompaniesRenuka Teas (Pvt) ltd. �))))) �))))) 16,813,125) �)))))Renuka Agrifoods Ltd �))))) �))))) 34,137,323) �)))))Renuka Agro Exports Ltd 1,214,949 1,939,579 �))))) �)))))Renuka Teas (Ceylon) Ltd �))))) 3,296,618 �))))) 2,276,618)Kandy Plantation Limited �))))) �))))) 466,000) �)))))Renuka Witsenburg Organic (Pvt) Ltd. �))))) �))))) 892,715) �)))))Renuka Travels & Tours Ltd �))))) 2,148,500 �))))) �)))))Renuka Group Ltd 205,620 205,000 �))))) �)))))

1,420,569 7,589,697 52,309,163) 2,276,618)

26 Dividend PayableUnclaimed Dividend 1,633,838 958,838 958,838) 958,838)

1,633,838 958,838 958,838) 958,838)

27 Capital Expenditure CommitmentsRenuka Witsenburg Organics (Pvt) LtdThe Company has leased out its land and factory premises called �Straatenwyk Estate� to Renuka WitsenburgOrganics (Pvt) Ltd on 4th March 2009 for a period of 10 years from 1st April 2009 to 31st March 2019. Thetotal lease rental receivable is Rs. 33,981,601.

There were no material Capital Commitments & Financial Commitments to be disclosed in the financialstatement as at the Balance sheet date except for above.

28 Prior Year AdjustmentsPrior year adjustments have been made to adjust the restatement of Renuka Agrifoods Limited for thefinancial year 2007/2008.

Accumulated MinorityProfit Interest

Balance as at 31st March, 2008- as previously reported 76,164,577) 137,197,448)Prior Year Adjustment (4,973,906) 1,225,502)

Restated Balance 71,190,671) 138,422,950)

As at 31st March, 2009

36

NOTES TO THE FINANCIAL STATEMENTS

As at 31st March, 2009

29 Contingent Liabilities

There were no material contingent liabilities as at the Balance Sheet date.

30 Related Party Transactions

Transactions with Related Companies

30.1 Coco Lanka PLC

Name of the Company Name of the Commen Nature of Transactions Amount received

Director/s (Paid)

30.1.1 Renuka Agrifoods Ltd Dr. S.R.Rajiyah Packing Material Loan (8,774,289)

Mrs. I.R.Rajiyah Fund Transfer (13,309,864)

Mr.S .V.Rajiyah Funds Received 30,020,950)

Mr. L.M. Abeywicrema Bills Received 11,489,360)

Mr. P.C.K. Abeykoon Purchase of Desciated Coconut (1,122,347)

Mr. C.J. De S. Amarathunga Transfer of Chutney 265,096)

Mr. S. Vasantha Kumara Transfer of Chutney (265,096)

30.1.2 Kandy Plantations Ltd. Dr. S.R.Rajiyah Fund Transfer 3,375,727)

Mrs. I.R.Rajiyah Funds Received (8,833,055))

Mr. S.V.Rajiyah

Mr. W.Rajapakshe

30.1.3 Renuka Witsenburg Dr.S.R.Rajiyah Packing Material Loan (9,196,088)

30.1.3 Organics (Pvt) Ltd. Mrs.I.R.Rajiyah Fund Transfer (89,281,179)

Mr.S.V.Rajiyah Funds Received 99,623,483)

Transfer of Chutney (5,146,575)

Sale of Fixed Assets 64,839,205)

30.1.4 Renuka Organics Dr. S.R.Rajiyah Packing Material Loan (950,973)

(Pvt) Ltd Mrs. I.R.Rajiyah Bills Received 887,884)

Mr. S.V.Rajiyah Transfer of Chutney 1,254,513)

Mr. S. Vasantha Kumara Transfer of Chutney (2,205,486)

Share Investment (45,000,000)

Receipt of Desciated Coconut (1,020,000)

30.1.5 Renuka Teas Dr. S.R.Rajiyah Fund Transfer 38,094,042)

(Ceylon) Ltd Mrs.I.R.Rajiyah Funds Received (54,907,167)

Mr.S.V.Rajiyah Bills Received 2,276,618)

Purchase of Shares (50,000,000)

Dividend Income 561,875)

30.1.6 Renuka Travels & Dr. S.R.Rajiyah Fund Transfer (2,771,231)

Tours Ltd. Mrs.I.R.Rajiyah Funds Received 2,771,231)

Mr.S.V.Rajiyah

30.1.7 Renuka Agro Dr. S.R.Rajiyah Fund Transfer (22,003,200)

Exports Ltd. Mrs.I.R.Rajiyah Funds Received 25,964,785)

Mr.S.V.Rajiyah Bills Received 9,011,036)

Bills Received (1,616,573)

Packing Material Loan 232,050)

Transfer of Desiccated Coconut 4,130,905)

Receipt of Desiccated Coconut (4,883,376))

Purchase of Shares of Renuka

Agrifoods Ltd. 20,800,000)

30.1.8 Renuka Group Ltd. Dr. S.R.Rajiyah Office space provided 1,050,000)

Mrs.I.R.Rajiyah Fee as reimbursement for Finance,

Mr.S.V.Rajiyah IT, Human Resources & Secretarial

Services 9,140,000)

37

NOTES TO THE FINANCIAL STATEMENTS

30.2 Renuka Agrifoods Ltd.

30.2.1 Renuka Group Ltd. Dr. S.R.Rajiyah Office space provided (1,050,000)

Mrs. I.R.Rajiyah Fee as reimburesement (9,140,000)

Mr. S.V.Rajiyah for Finance, IT, Human

Mr. C.J. De S. Amarathunga Resources & Secretarial Services

30.2.2 Renuka Travels &Tours Dr. S.R.Rajiyah Transport & Export/ (3,364,565)

Mrs. I.R.Rajiyah Import Services

30.2.3 Kandy Plantations Ltd. Dr.S.R.Rajiyah Purchased Fresh Kernel (166,459,149)

Mrs.I.R.Rajiyah Purchase of Coconut Nuts (9,259,302)

Mr.S.V.Rajiyah

Mr.W.Rajapakshe

30.2.4 Chadha Oriental Mr.J.Brenan Sa les 118,721,381)

30.2. Food Ltd.

30.3 Renuka Organics (Pvt) Ltd

30.3.1 Coco Lanka PLC Dr.S.R.Rajiyah Sale of Fresh Coconut Kernel 1,957,071)

Mrs.I.R.Rajiyah

Mr.S.V.Rajiyah

Mr. S. Vasantha Kumara

30.3.2 Renuka Agrifoods Ltd Dr.S.R.Rajiyah Sale of Fresh Coconut Kernel 43,929,612)

Mrs.I.R.Rajiyah & Coconut Nuts

Mr.S.V.Rajiyah

Mr. L.M. Abeywicrema

Mr. P.C.K. Abeykoon

Mr. C.J. De S. Amarathunga

Mr. S. Vasantha Kumara

30.3.3 Renuka Group Ltd. Dr.S.R.Rajiyah Finance IT & Administration (281,288)

Mrs.I.R.Rajiyah Charges

Mr.S.V.Rajiyah

Mr. C.J. De S. Amarathunga

30.4 Kandy Plantation Ltd

30.4.1 Coco Lanka PLC Dr.S.R.Rajiyah Sale of Fresh Coconut Kernel 7,825,285)

Mrs.I.R.Rajiyah

Mr.S.V.Rajiyah

30.4.2 Renuka Agrifoods Ltd Dr.S.R.Rajiyah Sale of Fresh Coconut Kernel 175,718,451)

Mrs.I.R.Rajiyah & Coconut Nuts

Mr.S.V.Rajiyah

30.4.3 Renuka Group Ltd. Dr.S.R.Rajiyah Finance IT & Administration (1,125,150)

Mrs.I.R.Rajiyah Charges

Mr.S.V.Rajiyah

There are no matterial related party transcations other than those disclosed in above, notes 10, 14 & 25 to

the Financial Statement.

31 Events Occurring after the Balance Sheet Date

There were no material capital commitments and financial commitments to be disclosed in the financial

statements as at the Balance Sheet date.

38

NOTES TO THE FINANCIAL STATEMENTS

32 Litigation and claims

During the year 2001, a case was filed by Renuka Hotels Limited against seven respondents including the

company and its subsidiary Renuka Agrifoods Ltd., (Case No H.C. (Civil) 4/2001(2)) in the Colombo

Commercial High Courts with regard to the investment made by the company in the above mentioned

subsidiary. This action was dismissed with cost to the defendants.

However the Legal consultants are of the view that there is a strong likelyhood of the outcome of this case

being in favour of Coco Lanka PLC even in the appeal.

33 Comparative Figures

To facilitate comparison relevant balance pertaining to the previous year have been re-classified to

confirm to current classification and presentation (Also refer Note 6).

34 Director�s Responsibility Statement

The Directors are responsible for the preparation of the statement of the Company in accordance with the

Sri Lanka accounting Standards and also for the prevision of information as required by the Company�s Act

no. 7 of 2007. The Directors are accordingly satisfied that the financial statements presents herein give a

true and fair view of the state of affairs of the Company as at 31st March 2009 and the profit for the year

then ended.

39

Year ended 31st March 2009 2008 2007 2006 2005

(Rs. 000)

Operating Results

Group Revenue 1,423,065) 1,236,952 810,293) 266,625) 218,310)

Profit/(Loss) Before Taxation 144,132) 11,817 24,100) (13,799) (36,198)

Taxation (14,921) 1,329 (3,715) (3,990) (243)

Profit/(Loss) After Taxation 129,212) 13,146 20,384) (17,789) (36,441)

Ptrfit/(loss) Attributable to Shareholders 83,798) 10,041 11,308) (17,789) (35,486)

Equity and Liabilities

Stated Capital 192,075) 192,075 78,675) 63,000) 63,000)

Capiatal Reserves 73,185) 73,185 27,627) 43,301) 43,301)

Accumulated Profits 154,196) 71,191 68,078) 68,490) 90,452)

Minority Interest 191,948) 138,423 148,587) 18,723) 5,251)

Non Current Liabilities 158,861) 178,647 211,253) 97,459) 89,979)

Current Liabilities 170,085) 365,857 339,928) 65,842) 30,315)

940,350) 1,019,377 874,148) 356,813) 322,298)

Assets

Property Plant & Equipment 489,650) 518,814 494,953) 210,071) 179,650)

Investments �)))) 75 75) 51,311) 83,043)

Other Non Current Assets 29,032) 28,781 18,018) 649) �))))

Current Assets 421,668) 471,707 361,102) 94,782) 59,605)

940,350) 1,019,377 874,148) 356,813) 322,298)

Key Indicators �)))) �))))

Earnings /(Loss) per Share 6.65) 1.21 1.79) (2.81) (5.63)

Dividend Per Share �)))) �)))) �)))) �)))) �))))

Net Asset Value 33.29) 26.70 27.68) 30.72) 32.06)

Return on Shareholders Funds 19.97) 2.98 11.69) (10.17) (18.03)

FIVE YEAR SUMMARY

40

SHAREHOLDER'S INFORMATION

STOCK EXCHANGE LISTING

The issued ordinary shares of Coco Lanka PLC are listed on the main board of the Colombo Stock

Exchange in Sri Lanka .

SHARE HOLDER�S INFORMATION

Total No of Shareholders 3,465 (as at 31st March 2009 )

Total No of Shares 12,600,000 (as at 31st March 2009 )

No of Shares Held 2009 2008

No of Share No of No of Share No of

holders Shares % holders Shares %

1 1,000 3,127 617,977 4.9 3,032 603,614 4.79

1001 5,000 238 590,365 4.69 244 597,449 4.74

5001 10,000 38 301,990 2.4 36 278,686 2.21

10,001 50,000 46 968,953 7.69 46 889,336 7.06

50,001 100,000 10 738,264 5.86 5 371,900 2.95

100,001 500,000 3 977,921 7.76 6 1,639,121 13.01

500,001 1,000,000 2 2,648,900 21.02

Over 1,000,000 1 5,755,630 45.68 2 8,219,894 65.24

Total 3,465 12,600,000 100 3,371 12,600,000 100

31st March 2009 31st March 2008

Analysis of No of Share No of No of Share No of

Shareholders holders Shares % holders Shares %

Individuals 3,367 3,869,833 30.71 3,279 3,160,953 25.09

Institutions 98 8,730,167 69.29 92 9,439,047 74.91

Total 3,465 12,600,000 100 3,371 12,600,000 100

31st March 2009 31st March 2008

Analysis of No of Share No of No of Share No of

Shareholders holders Shares % holders Shares %

Residence 3,453 11,561,370 91.76 3,357 12,125,870 96.24

Non Residence 12 1,038,630 8.24 14 474,130 3.76

Total 3,465 12,600,000 100 3,371 12,600,000 100

PUBLIC SHARE HOLDING

The percentage of shares held by the public - 2009 44.28%

2008 28.02%

41

1ST APRIL TO 31ST MARCH

2009 2008

Highest (Rs) 23.75 23.75

Lowest (Rs) 9.50 15.75

As at 31st March 18.00 23.25

No of Transactions 4,153 5,743

No of shares traded 4,829,900 5,344,300

Value of shares traded (Rs) 90,381,775 112,588,350

DIVIDENDS

Proposed & final dividend (Rs) 12,600,000 �))))

(Rs 1/- per share)

Twenty (20) Largest Shareholders

As at 31st March 2009 1st March 2008

No of Shares % No of Shares %

held held

Renuka Agro Exports Limited 6,581,194 52.23 8,219,894 65.22

Mr M.De Saram 941,400 7.47 149,000 1.18

Lanka Ventures PLC 937,500 7.44

Dr S.R.Rajiyah & Mrs I.R.Rajyah 417,921 3.31 417,921 3.31

Renuka Hotels Limited 404,900 3.21 405,000 3.21

Waldock Mackenzie Limited/ Hi Line Trading (Pvt) Ltd 155,100 1.23 30,000 0.23

Mr K.S.R.Fernando 95,500 0.75

Mr P.R.Abeysekera 88,200 0.70

Renuka Consultants & Services Ltd 86,000 0.68 86,000 0.68

Cargo Boat Development Co PLC 83,100 0.65 83,100 0.65

Renuka Holdings PLC 75,800 0.60 257,000 2.03

Mr L.S.Rupasinghe 75,000 0.59

Waldock Mackenzie Limited/ Mr L.Prabash 68,100 0.54 40,000 0.31

Crescent Launderers & Dry Cleaners (Pvt) Ltd 57,000 0.45 57,000 0.45

Mr A.J.Johnpillai 54,000 0.42

Amalgamated Theatres Ltd 46,900 0.37 46,900 0.37

Mr H.K.Pushpakumar 41,000 0.32

Mr D.Silvalingam 38,000 0.30

Mr Y.S.H.Indra Kumar Silva 37,950 0.30 37,950 0.30

Sub total 10,284,565 82 9,829,765 78

Others 2,315,435 18 2,770,235 22

Total 12,600,000 100 12,600,000 100

SHARE TRADING INFORMATION

42

NOTICE OF MEETING

Notice is hereby given that the 19th Annual General meeting of the Company will be held at Sasakawa

Hall Colombo 03 on the 23rd of September 2009 at 3.00 p.m for the following purposes

1. To receive and consider the report of the Directors and the Statement of the Audited

Financial Statements for the year ended 31st March 2009 with the report of the Auditors

thereon.

2. To re-elect Mr S.V.Rajiyah who retires in terms of Articles No.102

3. To re-elect Mr L.M.Abeywickrama who retires in terms of Articles No.102

4 To declare a dividend of Rs 1/= per share.

5 To �re appoint Auditors & authorize the Directors to determine their Remuneration.

By Order of the Board

Secretary

24th August 2009

Note

a) A member entitled to attend and vote at the above meeting is entitles to appoint a

proxy to attend and vote instead of the member, such proxy need not be a member.

b) A form of proxy is enclosed to this report.

c) The completed form of proxy should be deposited at the registered office of the

company �Renuka House�, 69 Sri Jinaratana Road Colombo-02 on or before 3.00 p.m on

21st September 2009 being the time appointed for the holding of the meeting.

43

FORM OF PROXY

I/We ...........................................................................................................................................................

of ............................................................................................................................ ...................................

being a member / members of Coco Lanka PLC, hereby appoint:

Dr S.R.Rajiyah (or failing him)

Mrs I.R.Rajiyah (or failing her)

Mr P.C.K.Abeykoon (or failing him)

Mr C.J.De.S.Amaratunge (or failing him)

Mr S.V.Rajiyah (or failing him)

Mr L.M.Abeywickrama (or failing him)

Mr S.Vasantha Kumara (or failing him)

....................................................... (NIC No .............................................................. .............................)

of ............................................................................................................................ .............................. as

my/our proxy to represent me/us and to speak and to vote on my/our behalf at the Annual General

Meeting of the Company to held on ....................................... 2009 and at any adjournment thereof

and at every poll which may be taken in consequence thereof.

For Against

01 To receive & consider the report of the Directors and the

Statement of the Audited Financial Statements for the year

ended 31st March 2009 with the report of the Auditors

thereon.

02 To re-elect Mr S.V.Rajiyah

03 To re-elect Mr L.M.Abeywickrama

04 To declare a dividend of Rs 1/- per share

05 To re-appoint Auditors & authorized the Directors to

determine their remuneration

Dated this .............................. day of ........................ 2009

..................................................

Signature of Shareholder

(a) A proxy need not be a member of the Company

(b) Instructions regarding completion appear overleaf

44

INSTRUCTIONS AS TO COMPLETION OF THE FORM PROXY

1. To be valid, the completed form of proxy should be deposited at the Registered Office of the

Company at �Renuka House� No.69 Sri Jinaratana Road, Colombo 2, not less than 48 hours

before the time of the meeting.

2. In perfecting the form of proxy, please ensure that all the details are legible.

3. Please indicate with an �X� in the space provided how your proxy to vote on each resolution. If

no indication is given the proxy, in his discretion, will vote, as he thinks it.

4. In the case of a Company/Corporation, the proxy must be under its Common Seal which should

be affixed and attested in the manner prescribed by its Articles of Association.

5. In the case of a proxy signed by the Attorney, the Power of Attorney must be deposited at

the Registered Office �Renuka House� No.69 Sri Jinaratana Road, Colombo 2. for registration.

FORM OF PROXY

45

CORPORATE INFORMATION

Name of Company

Coco Lanka PLC

Registration No.

PQ 126

Legal Form

Quoted public company with limited liability

Board of Directors - Company

Dr S.R.Rajiyah (Chairman)

Mrs I.R.Rajiyah

Mr P.C.K.Abeykoon

Mr C.J.De.S.Amaratunge

Mr S.V.Rajiyah

Mr L.M.Abeywickrama

Mr S.Vasantha Kumara

Company Secretary

M. Sakthivel

Registrars

Secretaries and Registrars Ltd

32A, Sir Mohamed Macan Markar Mawatha,

Colombo 03 .

Parent Company

Renuka Holdings PLC

Registered Office

�Renuka House�

69 Sri Jinaratana Road,

Colombo 2

Telephone: 2314750-5

Email: info@renukagroup.com

Fax: 2445549

Postal Address

P.O.Box 1403, Colombo

Stock Exchange Listing

Colombo Stock Exchange

Investment Committee

S.R.Rajiyah (Chairman)

I.R.Rajiyah

S.V.Rajiyah

L.M.Abeywickrama

S. Vasantha Kumara

Audit Committee

C.J.De.S.Amaratunge (Chairman)

P.C.K.Abeykoon

L.M.Abeywickrama

Auditors

KPMG Ford Rhodes & Thornton Co

Chartered Accountants

Legal Consultants

Dissanayake & Amaratunge Associates

Attorneys at Law

Bankers

National Development Bank PLC

Commercial Bank of Ceylon PLC

46

C O N T E N T S

Vision & Values ........................................... 1

Chairman�s Review ...................................... 2 � 3

Financial Review .......................................... 4 � 5

Enterprise Governance

Board of Directors ................................... 6

Report of the Board of Directors ............ 7 � 8

Corporate Governance ........................... 9 � 11

Financial Report

Statement of Directors Responsibility..... 12

Report of the Audit Committee .............. 13

Independent Auditors Report .................. 14

Income Statement .................................. 15

Balance Sheet ......................................... 16

Statement of Changes in Equity .............. 17

Cash Flow Statement ............................... 18

Accounting Policies ................................. 19 � 24

Notes to Financial Statements ................. 25 � 38

Five year Summary .................................. 39

Shareholder Information ........................ 40 � 41

Notice of Meeting ................................... 42

Corporate Information ................................... Inner BackCover

Form of Proxy .......................................... attached

CORPORATE INFORMATION

Name of Company

Coco Lanka PLC

Registration No.

PQ 126

Legal Form

Quoted public company with limited liability

Board of Directors - Company

Dr S.R.Rajiyah (Chairman)

Mrs I.R.Rajiyah

Mr P.C.K.Abeykoon

Mr C.J.De.S.Amaratunge

Mr S.V.Rajiyah

Mr L.M.Abeywickrama

Mr S.Vasantha Kumara

Company Secretary

M. Sakthivel

Registrars

Secretaries and Registrars Ltd

32A, Sir Mohamed Macan Markar Mawatha,

Colombo 03 .

Parent Company

Renuka Holdings PLC

Registered Office

�Renuka House�

69 Sri Jinaratana Road,

Colombo 2

Telephone: 2314750-5

Email: info@renukagroup.com

Fax: 2445549

Postal Address

P.O.Box 1403, Colombo

Stock Exchange Listing

Colombo Stock Exchange

Investment Committee

S.R.Rajiyah (Chairman)

I.R.Rajiyah

S.V.Rajiyah

L.M.Abeywickrama

S. Vasantha Kumara

Audit Committee

C.J.De.S.Amaratunge (Chairman)

P.C.K.Abeykoon

L.M.Abeywickrama

Auditors

KPMG Ford Rhodes & Thornton Co

Chartered Accountants

Legal Consultants

Dissanayake & Amaratunge Associates

Attorneys at Law

Bankers

National Development Bank PLC

Commercial Bank of Ceylon PLC