Interim report
Page 1
SOFTLOGIC HOLDINGS PLC INTERIM FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED 31 DECEMBER 2024
Page 2
Softlogic Holdings PLC CONSOLIDATED INCOME STATEMENT In Rs. '000 Un-audited 9 months to 31-12-2024 Un-audited 9 months to 31-12-2023 Change as a % Un-audited 3 months to 31-12-2024 Un-audited 3 months to 31-12-2023 Change as a % Audited 12 months to 31-03-2024 Continuing operations Revenue from contract with customers 52,341,990 54,971,650 (5) 18,284,146 19,873,011 (8) 72,230,867 Revenue from insurance contracts 22,536,582 18,505,427 22 9,043,263 7,181,320 26 25,032,614 Interest income 1,003,976 2,074,694 (52) 322,583 524,148 (38) 2,575,690 Total revenue 75,882,548 75,551,771 - 27,649,992 27,578,479 - 99,839,171 Cost of sales (48,380,023) (50,011,920) (3) (16,558,087) (17,603,744) (6) (66,789,512) Gross profit 27,502,525 25,539,851 8 11,091,905 9,974,735 11 33,049,659 Other operating income 901,675 1,021,477 (12) 277,874 382,234 (27) 3,104,553 Distribution expenses (2,738,616) (2,555,439) 7 (924,150) (770,599) 20 (4,056,043) Administrative expenses (20,867,950) (20,199,433) 3 (6,921,120) (6,612,058) 5 (28,571,639) Results from operating activities 4,797,634 3,806,456 26 3,524,509 2,974,312 18 3,526,530 Finance income 7,592,199 6,079,692 25 1,898,067 1,810,468 5 8,283,779 Finance expenses (11,851,420) (16,227,797) (27) (3,706,736) (5,018,311) (26) (21,024,373) Net finance cost (4,259,221) (10,148,105) (58) (1,808,669) (3,207,843) (44) (12,740,594) Change in fair value of investment property - - - - - - 36,114 Share of profit of equity accounted investees 7,873 13,842 (43) 5,682 7,699 (26) 10,043 Change in insurance contract liabilities (4,713,478) (2,901,290) 62 (2,159,440) (1,457,537) 48 (3,458,552) Profit/ (loss) before tax (4,167,192) (9,229,097) (55) (437,918) (1,683,369) (74) (12,626,459) Tax expense (3,526,362) (1,282,163) 175 (1,175,764) (20,921) 5,520 (2,573,729) Loss for the period (7,693,554) (10,511,260) (27) (1,613,682) (1,704,290) (5) (15,200,188) Attributable to: Equity holders of the parent (10,462,835) (12,922,133) (19) (2,725,096) (3,180,264) (14) (18,600,924) Non-controlling interest 2,769,281 2,410,873 15 1,111,414 1,475,974 (25) 3,400,736 (7,693,554) (10,511,260) (27) (1,613,682) (1,704,290) (5) (15,200,188) Loss per share Basic (8.18) (10.84) (24) (1.95) (2.67) (27) (15.60) Note : Figures in brackets indicate deductions. The above figures are not audited unless otherwise stated. -1-
Page 3
Softlogic Holdings PLC CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME In Rs. '000 Un-audited 9 months to 31-12-2024 Un-audited 9 months to 31-12-2023 Change as a % Un-audited 3 months to 31-12-2024 Un-audited 3 months to 31-12-2023 Change as a % Audited 12 months to 31-03-2024 Loss for the period (7,693,554) (10,511,260) (27) (1,613,682) (1,704,290) (5) (15,200,188) Other comprehensive income Continuing operations Other comprehensive income to be reclassified to income statement in subsequent periods Currency translation of foreign operations 9,848 1,166 745 13,332 (686) (2,043) 6,905 Net change in fair value on derivative financial instruments (119,541) 291,112 (141) (235,554) 70,159 (436) 1,344,225 Net profit/ (loss) on financial instruments at fair value through other comprehensive income 331,681 243,957 36 224,550 (230,686) (197) 247,482 Net other comprehensive income/ (loss) to be reclassified to income statement in subsequent periods 221,988 536,235 (59) 2,328 (161,213) (101) 1,598,612 Other comprehensive income not to be reclassified to income statement in subsequent periods Revaluation of land and buildings - 43,784 (100) - 43,784 (100) 1,571,553 Re-measurement gain/ (loss) on employee benefit liabilities (51,141) (20,845) 145 (51,141) (20,845) 145 (192,149) Share of other comprehensive income of equity accounted investments (net of tax) - - - - - - (1,065) Net profit/ (loss) on equity instruments at fair value through other comprehensive income 1,473,032 641,956 129 1,063,896 (75,205) (1,515) 583,292 Tax on other comprehensive income not to be reclassified to income statement in subsequent periods - - - - - - (228,169) Net other comprehensive income/ (loss) not to be reclassified to income statement in subsequent periods 1,421,891 664,895 114 1,012,755 (52,266) (2,038) 1,733,462 Other comprehensive income/ (loss) from continuing operations for the period, net of tax 1,643,879 1,201,130 37 1,015,083 (213,479) (575) 3,332,074 Total comprehensive income loss for the period, net of tax (6,049,675) (9,310,130) (35) (598,599) (1,917,769) (69) (11,868,114) Attributable to: Equity holders of the parent (9,628,197) (12,239,848) (21) (2,215,454) (3,221,569) (31) (16,239,237) Non-controlling interest 3,578,522 2,929,718 22 1,616,855 1,303,800 24 4,371,123 (6,049,675) (9,310,130) (35) (598,599) (1,917,769) (69) (11,868,114) Note : Figures in brackets indicate deductions. The above figures are not audited unless otherwise stated. -2-
Page 4
Softlogic Holdings PLC CONSOLIDATED STATEMENT OF FINANCIAL POSITION In Rs. '000 Un-audited as at 31-12-2024 Un-audited as at 31-12-2023 Audited as at 31-03-2024 ASSETS Non-current assets Property, plant and equipment 60,366,455 59,113,938 60,871,989 Right of use assets 7,338,332 6,969,708 7,278,003 Investment property 2,288,637 2,252,523 2,288,637 Intangible assets 7,744,211 7,994,043 7,940,863 Investments in equity accounted investments 3,885 47,924 20,013 Non-current financial assets 31,629,786 34,331,723 34,289,696 Rental receivable on lease assets and hire purchase 1,544,721 4,618,408 3,590,305 Other non-current assets 16,677,075 16,545,636 16,376,875 Deferred tax assets 3,023,722 3,550,845 3,386,539 130,616,824 135,424,748 136,042,920 Current assets Inventories 8,296,436 9,423,294 8,482,536 Trade and other receivables 10,963,434 10,404,790 9,459,759 Loans and advances 3,439,594 4,254,035 3,730,950 Rental receivable on lease assets and hire purchase 422,765 477,766 408,235 Amounts due from related parties 100,498 110,220 100,643 Other current assets 7,333,131 4,404,164 6,332,923 Short term investments 12,651,051 10,683,169 10,300,195 Cash in hand and at bank 3,980,236 3,206,091 4,340,269 47,187,145 42,963,529 43,155,510 Total assets 177,803,969 178,388,277 179,198,430 EQUITY AND LIABILITIES Equity attributable to equity holders of the parent Stated capital 14,146,383 12,119,235 12,119,235 Revenue reserves (79,520,196) (64,504,554) (69,593,779) Other components of equity 9,498,630 8,002,771 9,200,410 (55,875,183) (44,382,548) (48,274,134) Non-controlling interests 17,227,931 17,220,886 18,074,203 Total equity (38,647,252) (27,161,662) (30,199,931) Non-current liabilities Insurance contract liabilities 32,290,200 27,201,868 27,759,130 Interest bearing borrowings 48,250,794 42,854,853 43,007,411 Lease liabilities 5,979,547 5,619,668 5,620,464 Public deposits 1,872,394 2,276,695 2,188,492 Deferred tax liabilities 7,941,449 7,054,660 7,856,963 Employee benefit liabilities 2,203,251 1,678,133 2,068,555 Other deferred liabilities 1,886 35,521 31,955 Other non-current financial liabilities 684,817 763,999 752,885 99,224,338 87,485,397 89,285,855 Current liabilities Trade and other payables 28,668,846 22,820,513 24,115,829 Amounts due to related parties 28,669 28,919 28,919 Income tax liabilities 3,093,134 2,242,619 2,959,644 Other current financial liabilities 46,397,067 52,437,860 46,381,548 Current portion of interest bearing borrowings 16,977,104 18,441,179 25,388,578 Current portion of lease liabilities 1,520,677 1,444,960 1,821,314 Other current liabilities 8,060,684 5,021,327 4,815,949 Public deposits 2,463,019 5,614,161 5,292,880 Bank overdrafts 10,017,683 10,013,004 9,307,845 117,226,883 118,064,542 120,112,506 Total equity and liabilities 177,803,969 178,388,277 179,198,430 I certify that the financial statements comply with the requirements of the Companies Act No. 7 of 2007. -sgd - C K Amarasekara Head of Finance The Board of directors is responsible for the preparation and presentation of these financial statements. -sgd - -sgd - A K Pathirage H K Kaimal Chairman Director 14 February 2025 Colombo -3-
Page 5
Softlogic Holdings PLC CONSOLIDATED STATEMENT OF CHANGES IN EQUITY GROUP In Rs. '000 Stated capital Restricted regulatory reserve Non- distributable regulatory loss allowance reserve Revaluation reserve Foreign currency translation reserve Fair value reserve of financial assets at FVOCI Statutory reserve fund Other reserves Cash flow hedge reserve Revenue reserve Total As at 01 April 2024 12,119,235 309,613 1,280,511 13,397,639 (130,448) (1,183,528) 263,436 (1,636,236) (3,100,577) (69,593,779) (48,274,134) 18,074,203 (30,199,931) Profit/ (loss) for the period - - - - - - - - - (10,462,835) (10,462,835) 2,769,281 (7,693,554) Other Comprehensive income/ (loss) - - - - 9,848 513,873 - - 331,403 (20,486) 834,638 809,241 1,643,879 Equity investments at FVOCI reclassified to retained earnings - - - - - 123,670 - - - (123,670) - - - Total Comprehensive income/ (loss) - - - - 9,848 637,543 - - 331,403 (10,606,991) (9,628,197) 3,578,522 (6,049,675) Issue of shares 2,027,148 - - - - - - - - - 2,027,148 - 2,027,148 Transfer from non-distributable regulatory loss allowance reserve - - (680,574) - - - - - - 680,574 - - - Changes in ownership interest in subsidiaries - - - - - - - - - - - 3,445 3,445 Subsidiary dividend to non-controlling interest - - - - - - - - - - - (4,428,239) (4,428,239) As at 31 December 2024 14,146,383 309,613 599,937 13,397,639 (120,600) (545,985) 263,436 (1,636,236) (2,769,174) (79,520,196) (55,875,183) 17,227,931 (38,647,252) As at 01 April 2023 12,119,235 309,613 1,289,904 13,311,383 (136,714) (1,552,983) 263,436 (1,689,786) (4,443,631) (51,548,609) (32,078,152) 14,206,292 (17,871,860) Profit/ (loss) for the period - - - - - - - - - (12,922,133) (12,922,133) 2,410,873 (10,511,260) Other Comprehensive loss - - - 17,539 1,166 381,062 - - 290,869 (8,351) 682,285 518,845 1,201,130 Equity investments at FVOCI reclassified to retained earnings - - - - - 25,461 - - - (25,461) - - - Total Comprehensive loss - - - 17,539 1,166 406,523 - - 290,869 (12,955,945) (12,239,848) 2,929,718 (9,310,130) Changes in ownership interest in subsidiaries - - - - - - - (64,548) - - (64,548) 133,876 69,328 Subsidiary dividend to non-controlling interest - - - - - - - - - - - (49,000) (49,000) As at 31 December 2023 12,119,235 309,613 1,289,904 13,328,922 (135,548) (1,146,460) 263,436 (1,754,334) (4,152,762) (64,504,554) (44,382,548) 17,220,886 (27,161,662) Note : Figures in brackets indicate deductions. The above figures are not audited unless otherwise stated. Non- controlling interest Attributable to equity holders of parent Total equity -4-
Page 6
Softlogic Holdings PLC CONSOLIDATED CASH FLOW STATEMENT In Rs. '000 Un-audited 9 months to 31-12-2024 Un-audited 9 months to 31-12-2023 Audited 12 months to 31-03-2024 CASH FLOWS FROM/ (USED IN) OPERATING ACTIVITIES Loss before tax from continuing operations (4,167,192) (9,229,097) (12,626,459) Adjustments for: Finance income (7,628,964) (6,079,692) (8,283,777) Finance cost 11,851,420 16,227,797 21,024,373 Change in fair value of investment property - - (36,114) Gain on bargain purchases - - (1,531,814) Share of results of equity accounted investees (7,873) (13,842) (10,043) Gratuity provision and related cost 279,327 299,435 533,503 Provisions for/ write-off of impaired receivables 95,851 97,002 103,959 Provision for write-off of inventories (2,151) 54,180 578,243 Provisions for/ write-off of other non current assets - - 767,433 Provisions for/ write-off of loans and advances 91,613 455,682 509,592 Provisions for/ write-off of investments in lease and hire purchase (140,650) 104,496 (131,026) Depreciation of property, plant and equipment 2,834,135 2,928,519 3,920,398 (Profit)/ loss on sale of property, plant and equipment 16,709 (22,421) (89,304) Impairment of investments (3,096,954) (130,395) 540,896 Amortisation/ impairment of intangible assets 209,216 216,768 292,568 Impairment/ derecognition of property, plant and equipment and right of use assets - - 9,796 Amortisation right of use assets 1,671,434 1,302,193 2,218,358 Profit before working capital changes 2,005,921 6,210,625 7,790,582 Increase/ (decrease) in inventories 1,614,656 709,265 253,354 Increase/ (decrease) in trade and other receivables (1,599,526) (2,227,305) (1,251,660) (Increase)/ decrease in loans and advances 90,598 3,957,302 4,368,539 (Increase)/ decrease in investments in lease and hire purchase 2,171,704 2,620,169 3,953,325 (Increase)/ decrease in other current assets (3,151,691) (824,491) (803,434) (Increase)/ decrease in amounts due from related parties 145 (287) 9,290 Increase/ (decrease) in trade and other payables 4,865,677 2,428,833 4,185,246 Increase/ (decrease) in amounts due to related parties (251) - - Increase/ (decrease) in other current liabilities 3,212,845 2,761,701 2,380,615 Increase/ (decrease) in deferred income (13,480) (43,658) 47,792 Increase/ (decrease) in public deposits (3,145,958) (4,539,759) (4,949,243) Increase in insurance contract liabilities 4,531,069 2,739,775 3,297,037 Cash generated from operations 10,581,709 13,792,170 19,281,443 Finance income received 5,174,701 6,251,077 7,309,866 Finance expenses paid (9,940,296) (12,013,683) (17,844,140) Dividends received 24,000 30,000 30,000 Tax paid (2,999,663) (1,615,646) (2,003,199) Gratuity paid (195,771) (199,140) (274,238) Net cash flow from operating activities 2,644,680 6,244,778 6,499,732 CASH FLOWS FROM/ (USED IN) INVESTING ACTIVITIES Purchase and construction of property, plant and equipment (1,724,355) (1,418,125) (2,166,982) Addition to intangible assets (13,404) (30,604) (56,103) Increase in other non-current assets (300,197) (798,002) (1,357,701) (Purchase)/ disposal of short term investments (net) 1,110,379 (3,617,133) (209,947) Dividends received 26,802 17,008 65,304 (Purchase)/ disposal of non-current financial assets 7,233,389 (1,738,276) (116,180) Acqusition of business, net of cash acquired - (210,795) (209,766) Proceeds from sale of property, plant and equipment 90,203 76,207 1,108,703 Net cash flow from/ (used in) investing activities 6,422,817 (7,719,720) (2,942,672) 5
Page 7
Softlogic Holdings PLC CONSOLIDATED CASH FLOW STATEMENT In Rs. '000 Un-audited 9 months to 31-12-2024 Un-audited 9 months to 31-12-2023 Audited 12 months to 31-03-2024 CASH FLOWS FROM/ (USED IN) FINANCING ACTIVITIES Proceeds from issue of shares 2,027,148 - - Proceeds from shareholders with non-controlling interest on issue of equity shares in subsidiaries 3,884 - 103 Direct cost on issue of shares - - (16,197) Dividend paid to non-controlling interest (4,426,932) (65,159) (789,009) Increase in interest in subsidiaries (439) (11,175) (12,677) Proceeds from disposal of interest in subsidiaries 281,768 - - Proceeds from long term borrowings 1,950,312 3,047,976 4,291,225 Repayment of long term borrowings (8,648,246) (5,293,436) (6,990,123) Repayment of lease liabilities (2,362,816) (2,085,469) (2,897,291) Increase/ (decrease) in other non-current financial liabilities (68,069) (13,907) (25,020) Proceeds from/ (repayment of) other current financial liabilities (net) 2,141,744 (890,789) 1,000,594 Net cash flow from financing activities (9,101,646) (5,311,959) (5,438,395) NET INCREASE/ (DECREASE) IN CASH AND CASH EQUIVALENTS (34,149) (6,786,901) (1,881,335) CASH AND CASH EQUIVALENTS AT THE BEGINNING 2,757,208 4,636,628 4,636,628 Effect of exchange rate changes (1,391) 193 1,915 CASH AND CASH EQUIVALENTS AT THE END 2,721,668 (2,150,080) 2,757,208 ANALYSIS OF CASH AND CASH EQUIVALENTS Favourable balances Cash in hand and at Bank 3,980,236 3,206,091 4,340,269 Short term investments 8,759,115 4,656,833 7,724,784 Unfavourable balances Bank overdrafts (10,017,683) (10,013,004) (9,307,845) Cash and cash equivalents 2,721,668 (2,150,080) 2,757,208 Note : Figures in brackets indicate deductions. The above figures are not audited unless otherwise stated. 6
Page 8
Softlogic Holdings PLC COMPANY INCOME STATEMENT In Rs. '000 Un-audited 9 months to 31-12-2024 Un-audited 9 months to 31-12-2023 Change as a % Un-audited 3 months to 31-12-2024 Un-audited 3 months to 31-12-2023 Change as a % Audited 12 months to 31-03-2024 Revenue from contract with customers 1,136,474 753,218 51 375,380 252,384 49 1,000,041 Cost of sales (275,723) (280,568) (2) (95,112) (99,005) (4) (388,000) Gross profit 860,751 472,650 82 280,268 153,379 83 612,041 Dividend income 964,499 25,924 3,620 20,975 25,544 (18) 26,060 Other operating income 18,080 18,082 (0) 6,000 6,000 - 43,358 Administrative expenses (966,270) (413,450) 134 (679,386) (135,339) 402 (4,947,661) Results from operating activities 877,060 103,206 750 (372,143) 49,584 (851) (4,266,202) Finance income 2,160,779 2,337,074 (8) 742,296 798,574 (7) 3,175,998 Finance expenses (4,254,749) (6,420,908) (34) (1,249,692) (1,940,230) (36) (8,069,542) Net finance cost (2,093,970) (4,083,834) (49) (507,396) (1,141,656) (56) (4,893,544) Change in fair value of investment property - - - - - - 8,853 Loss before tax (1,216,910) (3,980,628) (69) (879,539) (1,092,072) (19) (9,150,893) Tax expense - - - - - - 14,329 Loss for the period (1,216,910) (3,980,628) (69) (879,539) (1,092,072) (19) (9,136,564) Note : Figures in brackets indicate deductions. The above figures are not audited unless otherwise stated. -7-
Page 9
Softlogic Holdings PLC STATEMENT OF COMPREHENSIVE INCOME In Rs. '000 Un-audited 9 months to 31-12-2024 Un-audited 9 months to 31-12-2023 Change as a % Un-audited 3 months to 31-12-2024 Un-audited 3 months to 31-12-2023 Change as a % Audited 12 months to 31-03-2024 Loss for the period (1,216,910) (3,980,628) (69) (879,539) (1,092,072) (19) (9,136,564) Other comprehensive income Other comprehensive income not to be reclassified to income statement in subsequent periods Actuarial gain on retirement benefits - - - - - - 2,555 Net profit on equity instruments at fair value through other comprehensive income (156,385) (79,210) 97 (130,535) - - 2,742,359 Tax on other comprehensive income - - - - - - 1,244,851 Other comprehensive loss for the period, net of tax (156,385) (79,210) 97 (130,535) - - 3,989,765 Total comprehensive loss for the period, net of tax (1,373,295) (4,059,838) (66) (1,010,074) (1,092,072) (8) (5,146,799) Note : Figures in brackets indicate deductions. The above figures are not audited unless otherwise stated. -8-
Page 10
Softlogic Holdings PLC COMPANY STATEMENT OF FINANCIAL POSITION In Rs. '000 Un-audited as at 31-12-2024 Un-audited as at 31-12-2023 Audited as at 31-03-2024 ASSETS Non-current assets Property, plant and equipment 54,791 67,482 61,081 Right of use assets 6,951 202,943 190,993 Investment property 1,053,200 1,057,150 1,053,200 Intangible assets 1,593 - - Investments in subsidiaries 84,453,251 76,914,636 84,761,805 Investments in associates 9,750 41,000 9,750 Other non current financial assets - 1,562,784 - 85,579,536 79,845,995 86,076,829 Current assets Inventories - 281 - Trade and other receivables 561,801 1,158,047 885,301 Amounts due from related parties 16,100,386 19,560,804 13,148,847 Other current assets 190,972 89,631 212,487 Short term investments 17,431 116,502 92,768 Cash in hand and at bank 8,518 13,228 6,702 16,879,108 20,938,493 14,346,105 Total assets 102,458,644 100,784,488 100,422,934 EQUITY AND LIABILITIES Equity attributable to equity holders of the parent Stated capital 14,146,383 12,119,235 12,119,235 Revenue reserves (14,950,934) (8,569,385) (13,723,532) Other components of equity 45,256,526 41,345,725 45,412,911 Total equity 44,451,975 44,895,575 43,808,614 Non-current liabilities Interest bearing borrowings 15,172,299 6,374,539 10,367,289 Lease liabilities - 173,584 169,540 Deferred tax liabilities 6,080,191 7,339,373 6,080,191 Employee benefit liabilities 147,650 125,791 148,411 21,400,140 14,013,287 16,765,431 Current liabilities Trade and other payables 3,789,440 3,002,963 3,308,925 Amounts due to related parties 585,068 197,893 211,769 Other current financial liabilities 25,474,359 28,631,607 24,931,767 Current portion of interest bearing borrowings 4,779,855 9,225,608 10,314,172 Current portion of lease liabilities 7,818 44,541 36,595 Other current liabilities 1,926,336 560,326 975,565 Bank overdrafts 43,653 212,688 70,096 36,606,529 41,875,626 39,848,889 Total equity and liabilities 102,458,644 100,784,488 100,422,934 I certify that the financial statements comply with the requirements of the Companies Act No. 7 of 2007. -sgd - C K Amarasekara Head of Finance The Board of directors is responsible for the preparation and presentation of these financial statements. -sgd - -sgd - A K Pathirage H K Kaimal Chairman Director 14 February 2025 Colombo -9-
Page 11
Softlogic Holdings PLC COMPANY STATEMENT OF CHANGES IN EQUITY COMPANY In Rs. '000 Stated capital Fair value reserve of financial assets at FVOCI Accumulated losses Total As at 01 April 2024 12,119,235 45,412,911 (13,723,532) 43,808,614 Loss for the period - - (1,216,910) (1,216,910) Other comprehensive loss - (166,877) - (166,877) Equity investments at FVOCI reclassified to retained earnings - 10,492 (10,492) - Total comprehensive loss - (156,385) (1,227,402) (1,383,787) Issue of shares 2,027,148 - - 2,027,148 As at 31 December 2024 14,146,383 45,256,526 (14,950,934) 44,451,975 As at 01 April 2023 12,119,235 41,424,935 (4,588,757) 48,955,413 Loss for the period - - (3,980,628) (3,980,628) Other comprehensive loss - (79,210) - (79,210) Total comprehensive loss - (79,210) (3,980,628) (4,059,838) As at 31 December 2023 12,119,235 41,345,725 (8,569,385) 44,895,575 Note : Figures in brackets indicate deductions. The above figures are not audited unless otherwise stated. -10-
Page 12
Softlogic Holdings PLC COMPANY STATEMENT OF CASH FLOW In Rs. '000 Un-audited 9 months to 31-12-2024 Un-audited 9 months to 31-12-2023 Audited 12 months to 31-03-2024 CASH FLOWS FROM/ (USED IN) OPERATING ACTIVITIES Profit/ (loss) before tax (1,216,910) (3,980,628) (9,150,893) Adjustments for: Finance income (2,160,779) (2,337,074) (3,175,998) Dividend income (964,499) (25,924) (26,060) Finance cost 4,254,749 6,420,908 8,069,542 Change in fair value of investment property - - (8,853) Provisions for/ write-off of impaired receivables 559,328 - 4,161,499 Impairment of investments - - 31,250 Gratuity provision and related costs 11,172 10,834 39,567 Depreciation of property, plant and equipment 16,700 17,405 29,268 Amortisation right of use assets 3,221 36,859 49,805 (Profit)/ loss on sale of property, plant and equipment (5) - (12,331) (profit)/ loss on disposal of investment property - - 11,703 Amortisation/ impairment of intangible assets 158 1,366 1,367 Profit before working capital changes 503,135 143,746 19,866 Decrease in inventories - - 281 (Increase)/ decrease in trade and other receivable 265,748 (444,957) (358,184) (Increase)/ decrease in other current assets 21,515 (2,468) (125,325) Increase in amount due from related parties (1,297,220) (695,898) (937,463) Increase in trade and other payables 439,037 1,002,581 1,308,672 Increase in amount due to related parties 372,542 142,216 158,153 Increase in other current liabilities 950,772 365,056 780,294 Cash from operations 1,255,529 510,276 846,294 Finance income received 1,793 14,948 92,791 Finance expenses paid (2,959,671) (2,052,079) (1,898,915) Dividend received 963,924 25,924 26,060 Gratuity paid (11,177) (12,273) (17,892) Net cash flow used in operating activities (749,602) (1,513,204) (951,662) CASH FLOWS FROM/ (USED IN) INVESTING ACTIVITIES Purchase and construction of property, plant and equipment - (1,312) (8,435) Addition to intangible assets - - - (Increase)/ decrease in interest in subsidiaries 143,001 (9,052) (9,052) (Purchase)/ disposal of other non current financial assets 77,677 - - (Purchase)/ disposal of short term investments (net) - - - Proceeds from sale of property, plant and equipment and investment property - - 14,959 Net cash flow from/ (used in) investing activities 220,678 (10,364) (2,528) CASH FLOWS FROM/ (USED IN) FINANCING ACTIVITIES Proceeds from issue of shares 2,027,148 - - Proceeds from long term borrowings 1,932,931 1,730,400 10,512,161 Repayment of long term borrowings (2,040,060) (1,376,901) (4,011,239) Repayment of lease liabilities (3,123) (48,422) (67,090) Proceeds from/ (repayment of) short term borrowings (net) (1,359,713) (309,379) (6,871,446) Net cash flow from/ (used in) financing activities 557,183 (4,302) (437,614) NET INCREASE/ (DECREASE) IN CASH AND CASH EQUIVALENTS 28,259 (1,527,870) (1,391,804) CASH AND CASH EQUIVALENTS AT THE BEGINNING (63,394) 1,328,410 1,328,410 CASH AND CASH EQUIVALENTS AT THE END (35,135) (199,460) (63,394) ANALYSIS OF CASH AND CASH EQUIVALENTS Favourable balances Cash in hand and at bank 8,518 13,228 6,702 Unfavourable balances Bank overdrafts (43,653) (212,688) (70,096) Cash and cash equivalents (35,135) (199,460) (63,394) Note : Figures in brackets indicate deductions. The above figures are not audited unless otherwise stated. -11-
Page 13
NOTES TO THE FINANCIAL STATEMENTS OPERATING SEGMENT INFORMATION The following tables present revenue, profit information and other disclosures regarding Group's business segments. REVENUE AND PROFIT In Rs. '000 For the Nine months ended 31 December 2024 2023 2024 2023 2024 2023 2024 2023 2024 2023 2024 2023 2024 2023 2024 2023 2024 2023 2024 2023 Continuing operations Revenue Total revenue 5,451,757 6,145,122 2,027,420 2,175,594 23,331,450 26,570,262 339,354 310,819 23,933,464 20,883,559 23,350,144 21,759,360 1,164,562 792,555 79,598,151 78,637,271 - - 79,598,151 78,637,271 Inter group (915,596) (699,900) (71,213) (108,442) (876,230) (833,672) (37,847) (34,082) (138,861) (117,819) (517,226) (504,552) (1,158,630) (787,033) (3,715,603) (3,085,500) - - (3,715,603) (3,085,500) Total external revenue 4,536,161 5,445,222 1,956,207 2,067,152 22,455,220 25,736,590 301,507 276,737 23,794,603 20,765,740 22,832,918 21,254,808 5,932 5,522 75,882,548 75,551,771 - - 75,882,548 75,551,771 Operating profit/ (loss) 309,964 612,009 (560,593) (338,768) (2,543,987) (940,816) 37,998 56,278 3,073,575 (632,956) 3,752,390 4,710,733 386,258 87,989 4,455,605 3,554,469 342,029 251,987 4,797,634 3,806,456 Finance income 175,542 150,374 1,843 6,562 946,628 1,164,935 28 175 7,853,463 6,425,502 726,644 1,353,320 2,161,378 2,374,598 11,865,526 11,475,466 (4,273,327) (5,395,774) 7,592,199 6,079,692 Finance expenses (233,384) (312,715) (1,325,630) (1,381,745) (6,281,321) (7,737,416) (133,469) (320,599) (2,360,921) (2,123,226) (1,507,229) (2,971,472) (4,250,704) (6,414,710) (16,092,658) (21,261,883) 4,241,238 5,034,086 (11,851,420) (16,227,797) Share of profit/ (loss) of equity accounted investees - - - - - - - - - - - - 7,873 13,842 7,873 13,842 - - 7,873 13,842 Change in insurance contract liabilities - - - - - - - - (4,713,478) (2,901,290) - - - - (4,713,478) (2,901,290) - - (4,713,478) (2,901,290) Profit/ (loss) before taxation 252,122 449,668 (1,884,380) (1,713,951) (7,878,680) (7,513,297) (95,443) (264,146) 3,852,639 768,030 2,971,805 3,092,581 (1,695,195) (3,938,281) (4,477,132) (9,119,396) 309,940 (109,701) (4,167,192) (9,229,097) Tax expense (1,281) (115,659) - - (157,299) (225,773) - - (1,482,551) (40,701) (1,039,114) (882,624) 3 (5,257) (2,680,242) (1,270,014) (846,120) (12,149) (3,526,362) (1,282,163) Profit/ (loss) after taxation 250,841 334,009 (1,884,380) (1,713,951) (8,035,979) (7,739,070) (95,443) (264,146) 2,370,088 727,329 1,932,691 2,209,957 (1,695,192) (3,943,538) (7,157,374) (10,389,410) (536,180) (121,850) (7,693,554) (10,511,260) Depreciation of property, plant & equipment (PPE) 28,818 23,072 417,181 400,662 909,647 1,048,173 13,731 19,017 118,843 120,985 1,329,069 1,299,002 16,846 17,608 2,834,135 2,928,519 - - 2,834,135 2,928,519 Amortisation of ROU assets 21,032 5,901 - - 1,169,841 856,949 10,209 10,209 318,606 284,388 135,749 123,446 15,997 21,300 1,671,434 1,302,193 - - 1,671,434 1,302,193 Amortisation/ impairment of intangible assets 44,818 51,579 218 700 33,199 33,926 - - 21,119 19,493 - - 158 1,366 99,512 107,064 109,704 109,704 209,216 216,768 Retirement benefit obligations and related cost 19,669 21,176 10,037 9,426 64,938 50,500 1,664 1,418 79,219 70,736 91,871 134,709 11,929 11,470 279,327 299,435 - - 279,327 299,435 Purchase and construction of PPE 19,345 21,056 26,017 26,890 504,847 360,032 702 - 90,238 163,622 1,082,260 845,082 946 1,443 1,724,355 1,418,125 - - 1,724,355 1,418,125 Additions to intangible assets 3,540 13,456 - - 2,220 9,350 - - 5,893 7,798 - - 1,751 - 13,404 30,604 - - 13,404 30,604 REVENUE AND PROFIT In Rs. '000 For the three months ended 31 December 2024 2023 2024 2023 2024 2023 2024 2023 2024 2023 2024 2023 2024 2023 2024 2023 2024 2023 2024 2023 Continuing operations Revenue Total revenue 1,812,659 2,282,530 907,997 871,475 8,785,383 10,059,507 112,444 102,084 9,553,111 7,786,852 7,998,559 7,492,602 384,760 277,466 29,554,913 28,872,516 - - 29,554,913 28,872,516 Inter group (152,188) (415,538) (7,819) (29,493) (1,124,713) (346,331) (10,332) (9,835) (47,563) (40,150) (179,523) (177,327) (382,783) (275,363) (1,904,921) (1,294,037) - - (1,904,921) (1,294,037) Total external revenue 1,660,471 1,866,992 900,178 841,982 7,660,670 9,713,176 102,112 92,249 9,505,548 7,746,702 7,819,036 7,315,275 1,977 2,103 27,649,992 27,578,479 - - 27,649,992 27,578,479 Operating profit/ (loss) 16,120 301,503 (339,529) 28,910 (770,474) 21,912 14,115 18,901 2,908,455 572,308 1,123,099 1,666,062 172,710 39,481 3,124,496 2,649,077 400,013 325,235 3,524,509 2,974,312 Finance income 65,041 49,251 153 4,878 318,067 309,986 - 78 2,011,134 1,948,405 206,606 346,981 742,296 835,718 3,343,297 3,495,297 (1,445,230) (1,684,829) 1,898,067 1,810,468 Finance expenses (93,544) (74,619) (354,496) (451,795) (2,042,483) (2,704,165) (56,999) (96,286) (829,312) (325,999) (509,854) (751,054) (1,248,339) (1,938,173) (5,135,027) (6,342,091) 1,428,291 1,323,780 (3,706,736) (5,018,311) Share of profit/ (loss) of equity accounted investees - - - - - - - - - - - - 5,682 7,699 5,682 7,699 - - 5,682 7,699 Change in insurance contract liabilities - - - - - - - - (2,159,440) (1,457,537) - - - - (2,159,440) (1,457,537) - - (2,159,440) (1,457,537) Profit/ (loss) before taxation (12,383) 276,135 (693,872) (418,007) (2,494,890) (2,372,267) (42,884) (77,307) 1,930,837 737,177 819,851 1,261,989 (327,651) (1,055,275) (820,992) (1,647,555) 383,074 (35,814) (437,918) (1,683,369) Tax expense 1,373 (29,286) 3,115 - (97,032) (118,910) - - (639,085) 415,635 (325,468) (274,775) 82 (5,262) (1,057,015) (12,598) (118,749) (8,323) (1,175,764) (20,921) Profit/ (loss) after taxation (11,010) 246,849 (690,757) (418,007) (2,591,922) (2,491,177) (42,884) (77,307) 1,291,752 1,152,812 494,383 987,214 (327,569) (1,060,537) (1,878,007) (1,660,153) 264,325 (44,137) (1,613,682) (1,704,290) Depreciation of property, plant & equipment (PPE) 9,608 6,538 126,231 125,239 300,463 309,521 4,427 6,315 39,051 37,344 438,020 455,486 6,123 5,440 923,923 945,883 - - 923,923 945,883 Amortisation of ROU assets 10,047 4,113 - - 510,583 33,902 3,415 3,415 138,024 114,000 50,053 43,253 2,344 6,349 714,466 205,032 - - 714,466 205,032 Amortisation/ impairment of intangible assets 15,082 12,219 218 (305) 10,168 8,847 - - 7,415 11,695 - - 158 1,366 33,041 33,822 73,136 73,136 106,177 106,958 Retirement benefit obligations and related cost 5,071 7,143 3,349 3,185 20,281 17,115 560 473 44,638 36,383 (522) 46,454 3,976 3,857 77,353 114,610 - - 77,353 114,610 Purchase and construction of PPE 12,357 4,919 10,895 11,861 247,907 239,698 455 - 30,835 48,633 587,303 295,802 1 688 889,753 601,601 - - 889,753 601,601 Additions to intangible assets - 2,671 - - - 4,165 - - 1,579 - - - 1,751 - 3,330 6,836 - - 3,330 6,836 Note : Figures in brackets indicate deductions. Information Technology Leisure & Property Retail & Telecommunication Automobiles Financial Services Eliminations/ Consolidation adjustments Group Others Total Healthcare Services Information Technology Leisure & Property Retail & Telecommunication Automobiles Financial Services Healthcare Services Others Total Eliminations/ Consolidation adjustments Group 12
Page 14
Softlogic Holdings PLC NOTES TO THE FINANCIAL STATEMENTS 1. CORPORATE INFORMATION 2. BASIS OF PREPARATION 3. FAIR VALUE MEASUREMENT AND RELATED FAIR VALUE DISCLOSURES During the quarter, there were no transfers between Level 1 and Level 2 and no transfers into or out of Level 3 categories as per the fair value hierarchy. The fair value changes on financial instruments in Level 3 category was properly recorded in the statement of other comprehensive income. Fair valuation was done as of 31 December 2024 for all unquoted equity shares classified as Level 3 within the fair value hierarchy according to fair valuation methodology. Fair value would not significantly vary if one or more of the inputs were changed. The interim financial statements are presented in Sri Lankan Rupees (Rs.) and all values are rounded to the nearest thousand except when otherwise indicated. Softlogic Holdings PLC, is a public limited company incorporated and domiciled in Sri Lanka and listed on the Colombo Stock Exchange. The interim financial statements of the Group and the Company for the nine months ended 31 December 2024 were authorised for issue by the Board of Directors on 14 February 2025. The interim condensed financial statements have been prepared in compliance with Sri Lanka Accounting Standard LKAS 34 - Interim Financial Reporting. The presentation and classification of the financial statements of the previous period have been amended, where relevant, for better presentation and to be comparable with those of the current period. 13
Page 15
Softlogic Holdings PLC NOTES TO THE FINANCIAL STATEMENTS 4. CHANGE IN LIFE INSURANCE CONTRACT LIABILITIES 4.1 Valuation of Life Insurance Fund (Zeroed Basis of Negative Liabilities at Product Level) 4.2 Transfer of One-off Surplus from Policyholder Fund to Shareholder Fund Participating fund Non- participating fund Total 3,866,780 2,472,575 6,339,355 2,810,245 1,674,571 4,484,816 1,056,535 798,004 1,854,539 - (798,004) (798,004) 1,056,535 - 1,056,535 4.3 Composition of investments supporting the Restricted Regulatory Reserve as at 31 December 2024 Asset Category ISIN No. Face value Market value as at 31 December 2024 Rs. '000 Government Securities Treasury Bonds LKB00628A153 100,000,000 128,814 LKB00628A153 110,000,000 141,695 LKB00628A153 100,000,000 128,814 LKB00628A153 100,000,000 128,814 LKB00931E153 100,000,000 133,446 LKB00931E153 100,000,000 133,446 LKB00931E153 120,000,000 160,136 LKB00931E153 100,000,000 133,446 LKB00931E153 100,000,000 133,446 LKB00931E153 100,000,000 133,446 Total market value of the assets 1,355,503 The distribution of one-off surplus to shareholders as dividends shall remain restricted until company develops appropriate policies and procedures for effective management of its business Value of insurance contract liability based on Independent Actuary - NPV as at 31 December 2015 Value of insurance contract liability based on Independent Actuary - GPV as at 31 December 2015 The valuation of life insurance fund as at 31 December 2024 was made by Appointed Actuary Mr. Kunj Behari Maheshwari, FIA, FIAI, of Messrs. Willis Towers Watson India Private Limited, who approved to transfer from Non-Participating Life Insurance Fund/ insurance contract liabilities to the Shareholders Fund as surplus transfer as disclosed below. For the nine months ended 31 December 2024 - Rs. 3,355.00 Mn (2023 - Rs. 2,285.00 Mn) For the quarter ended 31 December 2024 - Rs. 870.00 Mn (2023 - Rs. 1,235.00 Mn). The Insurance Regulatory Commission of Sri Lanka (IRCSL) has issued a Direction No 16 on 20 March 2018 on “Guidelines/ directions for Identification and Treatment of One-off Surplus” and has instructed all life insurance companies to comply with the new direction. Based on the new guidelines life insurance companies are directed to transfer the one-off surplus attributable to policyholder non-participating fund to shareholder fund in the reporting period ended 31 December 2017. The transfer has been presented as a separate line item in the Income Statement as “change in contract liability due to transfer of one-off surplus” and as a separate reserve in the Statement of Financial Position as “Restricted Regulatory Reserve” under equity in accordance with above Direction. As required by the said direction, the Company received approval for this transfer on 29 March 2018. Further distribution of one-off surplus to shareholders, held as part of the "Restricted Regulatory Reserve", is subject to meeting governance requirements stipulated by the IRCSL and can only be released as dividends upon receiving approval from the IRCSL. The one-off surplus in the shareholder fund will remain invested in government debt securities and deposits as disclosed in Note 4.3 as per the directions of the IRCSL. One-off surplus in respect of participating business is held within the participating fund as part of the unallocated valuation surplus and may only be transferred to the shareholder fund by means of bonuses to policyholders in line with Section 38 of the “Regulation of Insurance Industry, Act No. 43 of 2000”. Please refer Note 4.3 for details of assets supporting the restricted regulatory reserve as at 31 December 2024. Surplus created due to change in valuation method from NPV to GPV One off surplus as at 01 January 2016 Transfer of one off surplus from long term fund to Restricted Regulatory Reserve Surplus created due to change in valuation method - One off surplus as at 31 December 2024 Movement in One-off Surplus Transfer In Rs. '000 14
Page 16
Softlogic Holdings PLC NOTES TO THE FINANCIAL STATEMENTS 5. SHARE INFORMATION 5.1 Public share holdings As at 31-12-2024 Public shareholding (%) 11.22 Public shareholders 10,010 Float adjusted market capitalization (Rs. Mn.) 1,127.15 5.2 Directors' share holdings The number of shares held by the Board of Directors are as follows: As at 31-12-2024 A K Pathirage - Chairman/ Managing Director 616,407,331 G W D H U Gunawardena 71,333,852 R J Perera 75,437,508 H K Kaimal 80,439,792 M P R Rassool Nil Prof. A S Dharmasiri Nil S Saraf Nil C K Gupta (alternate director to Mr. S Saraf) Nil J D N Kekulawala Nil T Nadarasa Nil 843,618,483 5.3 Twenty largest shareholders of the company are as follows: Number of shares As at 31-12-2024 % 1 Mr. A K Pathirage 616,407,331 44.18 2 Samena Ceylon Holdings Ltd 326,453,981 23.40 3 Mr. H K Kaimal 80,439,792 5.77 4 Mr. R J Perera 75,437,508 5.41 5 Mr. G W D H U Gunawardena 71,333,852 5.11 6 Samena Special Situations Fund III L.P. 53,653,654 3.85 7 Pemberton Asian Opportunities Fund 43,610,912 3.13 8 Mr. Dhia Yahya Dhia Al-Din Jaffar 16,156,121 1.16 9 Samena Special Situations Fund II L.P. 15,000,000 1.08 10 Mr. N Samarasuriya 10,303,632 0.74 11 Mr. S J Fancy 7,225,323 0.52 12 Mrs. A Kailasapillai 4,200,000 0.30 13 Miss. S Subramaniam 3,800,000 0.27 14 Arunodhaya Industries (Private) Limited 3,557,864 0.25 15 Mrs. A Selliah 3,272,586 0.23 16 Arunodhaya (Private) Limited 2,564,573 0.18 17 Dr. S Selliah 2,053,232 0.15 18 Mr. G R Geha 2,015,372 0.14 19 Arunodhaya Investments (Private) Limited 1,928,481 0.14 20 Lombard Odier Darier Hentsch and CIE 1,870,971 0.13 Percentage of shares held by the public and the number of public shareholders is as given below: Minimum public holding percentage - The Company is in compliance with option 1 of the CSE Listing Rules 7.13.1 (i) (b) which requires 7.5% minimum public holding percentage and 200 minimum public shareholders. 15
Page 17
Softlogic Holdings PLC NOTES TO THE FINANCIAL STATEMENTS 6. STATED CAPITAL MOVEMENTS 6.1 No of shares No of shares As at 01 April 2024 1,192,543,209 As at 31 December 2024 1,395,257,979 6.2 Value of shares Rs. '000 As at 01 April 2024 12,119,235 As at 31 December 2024 14,146,383 7. INVESTOR INFORMATION 7.1 Market value of shares 31-12-2024 The market value of an ordinary share of Softlogic Holdings PLC was as follows. Last traded price on (Rs.) 7.20 Highest price recorded for the three months ending (Rs.) 8.10 Lowest price recorded for the three months ending (Rs.) 6.90 Market Capitalisation (Rs. Mn.) 10,045.86 7.2 Ratios Net assets per share at the period end (Rs.) (40.05) 7.3 Share trading information from 01 October 2024 to 31 December 2024 Number of shares traded 18,212,119 Value of shares traded (Rs. Mn.) 136.17 8. CONTINGENCIES CONTINGENT LIABILITIES 9. CAPITAL COMMITMENTS As at 31 December 2024, the Group had capital commitments contracted but not provided in the financial statements amounting to Rs. 17,417.00 Mn (31 December 2023 - Rs. 17,762.00 Mn). As at reporting date, there were no significant change in the nature of the contingencies and other commitments, which were disclosed in the annual report for the year ended 31 March 2024. 16
Page 18
Softlogic Holdings PLC NOTES TO THE FINANCIAL STATEMENTS 10. RIGHTS ISSUE OF SHARES - SOFTLOGIC HOLDINGS PLC Utilisation of funds raised through rights issue of shares Rights Issue proceeds utilization as at 23 December 2024 Amount allocated from Proceeds Amount utilized Rs. Mn. Rs. Mn. (A) (B) 1 To settle external debt, including bank debt, securitization loans, and commercial papers 2,981.36 Immediately upon the receipt of subscription and post allotment of shares 2,027.15 100.00 2,027.15 100.00 N/A 11. EVENTS AFTER THE REPORTING PERIOD Total Funds raised through rights issue in FY24/25 amounting to Rs. 2,027.15 mn was fully utilised for the objectives stated in the circular to shareholders issued in respect of the above. Proposed date of utilization as per Circulars Utilisation of funds raised through rights issue of shares There were no significant events subsequent to the date of the statement of financial position, which require disclosure in the financial statements. Objec tive Numb er Objective as per Circulars Amount allocated as per Circular Rs. Mn. % of total proceeds % utilized against allocation Clarification of not fully utilized including if not utilized where are the funds invested 17
Page 19
Softlogic Holdings PLC NOTES TO THE FINANCIAL STATEMENTS 12. RELATED PARTY TRANSACTIONS 12.1 Transactions with related parties In Rs. '000 09 months to 31-12-2024 09 months to 31-12-2023 09 months to 31-12-2024 09 months to 31-12-2023 Subsidiaries (Purchases)/ sales of goods - - (3,245) (15,536) (Receiving)/ rendering of services - - 1,016,737 607,126 (Purchases)/ sale of property plant & equipment - - - (131) Loans given/ (obtained) - - (129,506) (4,150,500) Interest received/ (paid) - - 29,827 (664,690) Rent received/ (paid) - - 89,555 103,791 Dividend received - - 943,501 - Guarantee charges received - - 223,029 224,477 Guarantees given/ (obtained) - as at 31 December - - 38,855,867 47,152,442 Associates (Purchases) / sale of property plant & equipment - 1,075 - - (Receiving)/ rendering of services 5,933 5,527 5,933 5,081 Interest received/ (paid) 161 284 161 284 Dividend received - - 20,400 - Key management personnel Advance given/ (received) 48,841 58,189 (1,992) (1,992) Guarantees given/ (received) (150,000) (150,000) - - (Purchases)/ sales of goods 187,910 - - - Close family members of KMP (Receiving)/ rendering of services - - - - 12.2 Group Company Terms and conditions of transactions with related parties Transactions with related parties are carried out under relevant commercial terms and conditions. Outstanding current account balances at year end are unsecured, interest free and settlement occurs in cash. Interest bearing borrowings are at pre-determined interest rates and terms. 18
Page 20
Softlogic Holdings PLC CORPORATE INFORMATION Name of Company Related Party Transaction Committee Softlogic Holdings PLC Prof. A S Dharmasiri - Chairman H K Kaimal Legal Form T Nadarasa Public Limited Liability Company. Incorporated in Sri Lanka on 25 February 1998 as a Private Limited HR and Remuneration Committee Liability Company under the Companies Act No. 17 of 1982. Prof. A S Dharmasiri - Chairman Re-registered on 17 December 2007 as a Public Limited Liability J D N Kekulawala Company under the Companies Act No. 07 of 2007. T Nadarasa The status of the Company was changed to a Public Limited Company on 10 December 2008. Subsequent to the listing of shares on the Main Nominations and Governance Committee Board of Colombo Stock Exchange, the name of the Company was T Nadarasa - Chairman changed to Softlogic Holdings PLC on 25 August 2011. J D N Kekulawala The Company has been transferred to the Second Board with effect Prof. A S Dharmasiri from 09 November 2020 due to non-compliance with Minimum Public Holding Requirement in terms of Rule 7.13.1. of the CSE Listing Rules. Investor Relations Subsequently the Company transferred to the Diri Savi Board of the Softlogic Holdings PLC Colombo Stock Exchange with effect from 02 December 2020. 14, De Fonseka Place, Colombo 05 Company Registration No Sri Lanka PV 1536 PB/PQ Tel : +94 11 5575 176 E-mail : investorrelations@softlogic.lk Registered Office of the Company 14, De Fonseka Place, Contact for Media Colombo 05 Softlogic Holdings PLC Sri Lanka 14, De Fonseka Place, Tel : +94 11 5575 000 Colombo 05 Fax : +94 11 2508 291 Sri Lanka E-mail : info@softlogic.lk Tel : +94 11 5575 000 Web : www.softlogic.lk Fax : +94 11 2595 441 Directors Bankers A K Pathirage - Chairman/ Managing Director Bank of Ceylon G W D H U Gunawardena Cargills Bank Ltd H K Kaimal Commercial Bank of Ceylon PLC R J Perera DFCC Bank PLC M P R Rasool Hatton National Bank PLC Prof. A S Dharmasiri Muslim Commercial Bank S Saraf National Development Bank PLC C K Gupta (alternative director to Mr. S Saraf) Nations Trust Bank PLC J D N Kekulawala Pan Asia Banking Corporation PLC T Nadarasa People's Bank Sampath Bank PLC Secretaries Seylan Bank PLC Softlogic Corporate Services (Pvt) Ltd Union Bank of Colombo PLC 14, De Fonseka Place, State Bank of India Colombo 05 Indian Bank Sri Lanka Tel : +94 11 5575 000 Auditors Fax : +94 11 2508 291 Ernst & Young Chartered Accountants Audit Committee Rotunda Towers, J D N Kekulawala - Chairman No. 109, Galle Road, Prof. A S Dharmasiri Colombo 03 T Nadarasa 19