Real life. Real relationships. AIA Insurance Lanka PLC Annual Report 2013 aialife.com.lk Living our brand promise as The Real Life Company The year 2013 was a pivotal one for the AIA Group as it launched its new brand positioning and brand promise as ‘The Real Life Company’ across all of its operations in the Asia Pacific. We as part of the AIA Group are eagerly poised to enter a refreshing new phase in our brand journey. Core of the new brand promise as ‘The Real Life Company’ is being genuinely engaged in people’s lives, providing the right financial solutions for them and their families in a constantly changing world. Our brand positioning is deeply rooted in the operating philosophy – Doing the Right Thing, In the Right Way, With the Right People and every one of our staff’s contribution is valued, since it is what will see the Company deliver on the brand promise and add real value to the lives of our customers. How do we plan to embark on this significant, sublime and progressive pathway? We have carefully mapped out our journey with positive yet simple, meaningful steps. First is to increase the size and quality of our agency force and augment their professionalism, expertise and understanding of real life needs of the society. We in Sri Lanka have proudly taken this initial step to both consolidate and re-engineer our Distribution Channel infusing it with new blood and new direction whilst developing our training to infuse the essence of what’s required to deliver on our promise. 2013 was a brilliant year for our sales team which enabled AIA Sri Lanka to shine in the AIA world the very first year of Sri Lanka becoming a member of the AIA Group. Another vital step is to deepen our knowledge and understanding of our customers and use the insights we harness to guide our business decisions. 2013 was no exception to the above and saw the introduction of 3 new needs based insurance solutions to cater to the education and protection needs of the Sri Lankan customers. Research conducted across Asia and most importantly, in Sri Lanka, on how people perceive living a healthy life was another important step which will help steer us towards providing the right solutions that our people seek. The geographic footprint of AIA Group spans 17 markets across Asia and is the world’s fourth largest listed life insurer by market capitalization as at 20 September 2013 (Source: Bloomberg). AIA’s deep rooted Asian heritage was first established over 90 years ago in Shanghai. Today AIA enjoys market leadership across the majority of its markets that extend from Hong Kong, Thailand, Singapore, Malaysia, China, Korea, the Philippines, Australia, Indonesia, Taiwan, Vietnam, New Zealand, Macau, Brunei, India, Myanmar to Sri Lanka. Purpose To play a leadership role in driving economic and social development in Sri Lanka. Vision To become the pre-eminent Life insurance provider in Sri Lanka. Our history AIA Company Limited (“AIA”), Hong Kong acquired the entirety of the shareholding in AIA Holdings Lanka (Private) Limited, the majority Shareholder of AIA Insurance Lanka PLC (“AIA Insurance”), in December 2012. AIA also acquired a direct 5% of the shareholding in AIA Insurance in December 2012. Through a voluntary offer declared to acquire the remaining shares of AIA Insurance held by minority Shareholders, AIA also acquired a further 4.88% direct holding in AIA Insurance in May 2013. Consequent to the above acquisitions of indirect and direct shareholdings, AIA now owns an effective shareholding of 97.15% in AIA Insurance Lanka PLC. Real life. Real relationships. No two people are ever quite the same. All of us travel different roads with different hopes, different dreams and different destinations. Along the way we all face the challenges of real life; the little problems that are easily overcome as well as the greater anxieties that come to each of us, whoever we are. Yet all successful human endeavour is driven by the spirit of confidence and hope and in Sri Lanka as elsewhere, we are empowered by the strength of that spirit that has seen us persist, endure and succeed. AIA Insurance celebrates this spirit of persistent optimism as we protect and support the thousands of customers across the island who place their trust in us. Over 90 years of experience in Asia gives us the expertise and understanding that enables real life relationships that are strongly rooted and built to last. Because real life is fast, turbulent and unpredictable. And real life never stops. AIA Insurance. The Real Life Company. Contents Overview Financial Highlights - Group Milestones 2013 Chairman’s Review CEO’s Review 3 4 6 8 Management Discussion and Analysis About this Report Economy Social Environment GRI Compliance Index 12 18 39 61 63 Governance Board of Directors Directors’ Profiles Senior Management Team The Annual Report of the Board of Directors on the Affairs of the Company Corporate Governance Risk Management Review Audit & Compliance Committee Report Remuneration Committee Report Investment Committee Report Actuary’s Report - Life Insurance Actuary’s Report - Non-life Insurance Statement of Solvency Statement of Approved Assets 72 74 76 80 87 140 146 148 149 150 151 152 153 Financial Information Financial Calendar Chief Executive Officer’s and Chief Financial Officer’s Responsibility Directors’ Statement of Responsibility on Financial Reporting Independent Auditor’s Report Statement of Financial Position Income Statement Statement of Comprehensive Income Statement of Changes in Equity - Group Statement of Changes in Equity- Company Statement of Cash Flows Long Term Insurance Statement of Financial Position - Supplemental Insurance Revenue Accounts Notes to the Consolidated Financial Statements and Significant Accounting Policies Notes to the Financial Statements 156 157 158 159 160 161 162 163 164 165 166 167 168 192 Other Information Quarterly Analysis 2013 220 Quarterly Analysis 2012 221 Decade at a Glance 222 Share Information 224 Distribution Network 227 Glossary229 Notice of Meeting 235 Notes236 Form of Proxy 239 Corporate Information IBC Annual Report 2013 Financial Highlights - Group LKR 823Mn LKR 2012 - LKR 1,204Mn 2012 - LKR 9,894Mn MARKET CAPITALISATION PROFIT BEFORE TAX LKR 12,994Mn LKR 4,585Mn 2012 - LKR 4,064Mn 2012 - LKR 12,630Mn NET ASSETS REVENUE LKR 7,521Mn 16.64 LKR 2012 - LKR 28.26 499Mn 2012 - LKR 848Mn EARNINGS PER SHARE PROFIT AFTER TAX 11.00% 2012 - 20.87% RETURN ON NET ASSETS Financial Highlights - Group 20132012 201120102009* Total Revenue (LKR Mn) 12,994 12,630 12,933 15,187 9,655 Profit before tax (LKR Mn) 823 1,204 1,049 894 958 GWP - Non-life (LKR Mn) 2,673 2,400 2,692 2,847 2,504 GWP - Life (LKR Mn) 6,863 6,496 7,846 7,784 4,632 Net assets (LKR Mn) 4,585 4,064 3,585 3,267 2,579 Life Fund (LKR Mn) 33,812 32,017 28,864 25,955 18,048 Return on net assets ( % ) 11.00 20.87 19.31 18.37 28.32 Basic earnings per share (LKR) 16.64 28.26 23.08 20.01 24.35 Market Capitalisation (LKR Mn) 7,521 9,894 7,422 8,400 5,340 Note:* The results for the financial year 2009 are based on the accounting standards prevailed prior to 01 January 2012. 3 4 AIA Insurance Lanka PLC Milestones 2013 AIA brand unveiled We became AIA Insurance Lanka PLC overnight. The transformation was evident at the head office in Colombo and at Branch Offices and Area Development Offices dotting the country. Changing the corporate brand to AIA was a major milestone in the Company’s history spanning 25 years. Top performers recognised Top sales performers were recognised at the annual Graduation & Sales Convention. The Wealth Planners who qualified to participate in the world’s most prestigious insurance event, the Million Dollar Round Table Conference as well as those who received the LIMRA International Quality Awards were also recognised. There were 17 MDRT members and 19 IQA winners. March 20 year bancassurance partnership with NDB We entered into a 20-year bancassurance partnership with NDB further strengthening the close association the two entities have enjoyed for over a decade. The link has enabled the NDB financial conglomerate to offer life insurance solutions to its customers. Rewards for Life draw For the second year in a row we held a lucky draw to choose 100 policyholders and award laptops under the Company’s initiative ‘Rewards for Life’. Policyholders who had children aged 14 to 22 years and had an active life policy with the Company for more than 3 years were entitled to participate and thousands applied. April iPoS launched We became the first insurer in Sri Lanka to introduce the iPoS System (Interactive Point of Sale) for Wealth Planners who are equipped with iPads. This advanced application offers a complete sales process (from quotation to proposal submission) via iPads making it possible for AIA Wealth Planners to serve customers with amazing speed and efficiency anytime, anywhere. This is a major change in the insurance industry which enriches the customer’s purchase experience. May A partnership with Commercial Bank We entered into a Bancassurance partnership with Commercial Bank to bring the bank’s customers the opportunity to avail themselves of world class needs based insurance solutions provided by AIA. The bancassurance partnership was formalised by the Memorandum of Understanding signed by Shah Rouf, Chief Executive Officer of AIA Insurance and Ravi Dias, Managing Director/Chief Executive Officer of Commercial Bank. AIA Poson Safety and Poson Vandana Train for Pilgrims For the 20th consecutive year we conducted the Poson safety campaign facilitating the presence of around 600 lifeguards from the Sri Lanka Police, the Navy and the Life Saving Association of Sri Lanka, 7 lives were saved by lifesavers. AIA Insurance Poson Vandana special train provided a free shuttle service for thousands of pilgrims visiting Anuradhapura. This special train service operated between Anuradhapura and Mihinthale during Poson, providing free transportation facilities to the devotees. June Annual Report 2013 Gordon Watson appointed as Chairman The appointment of Gordon Watson as the Company’s new Chairman of the Board of Directors was announced. Gordon Watson is Regional Chief Executive of AIA Group Ltd and is responsible for the Group’s businesses operating in Hong Kong, Macau, Korea, the Philippines, Australia, New Zealand, India, Indonesia, Vietnam and Sri Lanka, as well as the Group Corporate Solutions business and the Group’s partnership distribution. Promoting healthy living 100 employees including the top executives cycled along Colombo’s busy streets waving red flags and banners, to promote ‘Healthy Living’, setting an example in fitness for the society, demonstrating AIA’s operating principles designed to benefit not only customers and employees but the nation as a whole. Awards for our Annual Report AIA Sri Lanka won 6 awards from the League of American Communications Professionals (LACP) at the 2012 Vision Awards Annual Report Competition. AIA’s Annual Report was ranked No. 14 among the top 100 worldwide and was ranked No. 5 in the Asia Pacific region. The report also won a Gold Award at ARC Awards International presented by the International Academy of Communications Arts & Sciences. July Placement for insurance studies We partnered with Wayamba University of Sri Lanka to offer a scholarship to the most outstanding final year student in Insurance & Valuation at the university. This year the scholarship was awarded to Denushika Wijenayake who received a 6-month internship programme at the Company together with a monthly allowance. Garth Jones visits Sri Lanka Group Chief Financial Officer Garth Jones was in Sri Lanka to participate in the Seminar on Risk Based Capital organised by the Insurance Board of Sri Lanka and Asia Insurance Review. Garth delivered the industry Keynote Address at the strategic seminar attended by regulators and industry leaders in the region AIA unleashes its hidden talents ‘AIA’s Got Talent – the Sri Lankan Extravaganza’ showcased the hidden entertainment talents of AIA employees. AIA’s Got Talent was happening in 16 AIA countries across Asia, with the eventual winners being chosen at a gala event in Hong Kong. The dance troupe ‘Beat Breakers’ were selected to fly the flag for AIA Sri Lanka. August Group hosts ‘Invest Sri Lanka’ in Hong Kong Extending a warm gesture of goodwill towards Sri Lanka, AIA Group hosted officials from the Colombo Stock Exchange (CSE) and Securities and Exchange Commission (SEC) who were in Hong Kong to conduct the ‘Invest Sri Lanka’ road show to encourage investment in Sri Lanka’s equity and listed debt market. Higher Education Scholarships Emeritus Professor J.B. Disanayake was the Chief Guest when the 13th batch of Year 5 students to benefit from our Higher Education Scholarships received their initial monthly bursary. The scholarships are granted to every student who comes first in each of the 25 districts at the Year 5 scholarship examination. The 2006 batch entered Advanced Level class in 2013 and the students became entitled to receive the scholarship benefits. Enhancing the Agency channel structure In keeping with AIA Sri Lanka’s ambitious growth plan, the Company launched a new agency structure with a 5-member team in contrast to the previous single distribution structure, dramatically revamping it to a three-phase channel. The new channel structure is strengthened by two key support functions to facilitate seamless planning, recruitment, monitoring, performance, management and administration. September AIA and Union Bank enter into partnership Union Bank joined hands with AIA Insurance to bring bancassurance services to its customers further strengthening our position as the pioneer and leader of bancassurance in Sri Lanka. November Laugfs Supermarkets accept AIA life premiums AIA Insurance entered into an agreement with the Laugfs Supermarket chain to bring customers the welcome convenience of paying premiums at Laugfs supermarkets islandwide. December 5 6 AIA Insurance Lanka PLC Chairman’s Review Gordon Timmins Watson Chairman Annual Report 2013 AIA is exceptionally wellpositioned to capture the upside growth opportunities in Sri Lanka and across the region given the quality and scale of our distribution platforms, our depth of experience derived from our long history in Asia-Pacific, our unrivalled financial strength and our terrific people. It has been over a year since AIA acquired one of AIA is exceptionally well-positioned to capture the upside Sri Lanka’s leading and most dynamic insurance growth opportunities in Sri Lanka and across the region companies. I am delighted to report, in my first year as given the quality and scale of our distribution platforms, Chairman, that AIA Sri Lanka has delivered a strong our depth of experience derived from our long history in performance, during what has been a relatively challenging Asia-Pacific, our unrivalled financial strength and our macro environment. Our success is a testament to the terrific people. dedication and hard work of our talented people, and leaves us well placed for continued growth in 2014. In closing, I would like to extend my sincere thanks to our business partners, Wealth Planners and employees I would like to acknowledge the work undertaken in 2013 including Financial Planning Consultants for their by our leadership team and indeed all of our employees contribution to AIA Sri Lanka’s success in 2013. and agents to ensure the smooth integration of the company into the AIA Group. I know that the entire AIA In 2014, I look forward to continuing our journey towards Group have been very impressed with AIA Sri Lanka’s being the pre-eminent insurer in Sri Lanka. business performance, strong agency development and vibrant company culture. An important milestone for AIA in 2013 was the launch of a new brand position, The Real Life Company. With The Real Life Company brand position, we are saying to our current and potential customers that we are engaged in their lives, and that we will help to provide the right financial solutions for them and their families through life’s ups and downs. The Real Life Company speaks to our long and remarkable history; to the wealth of customer insights we have gained along our journey and to the help we have provided to millions of people around the Asia-Pacific region in good times and in challenging times. This brand position is very relevant in Sri Lanka, where we will maintain our strong commitment to support the changing needs of our customers while also contributing the country’s ongoing social and economic development. Gordon Timmins Watson Chairman 7 8 AIA Insurance Lanka PLC CEO’s Review Shah Rouf Chief Executive Officer Annual Report 2013 I am pleased to report it has been another year of solid and sustained performance and it has been an honour and a fulfilling experience for me to lead an aspirational business such as AIA Sri Lanka within the very dynamic AIA Group. With the global economy showing little and mixed signs of recovery, and most emerging markets and economies feel the tapering of quantitative easing, Sri Lanka is showing a relatively healthy GDP growth of 7.2%. Our success in 2013 was due in large part to the focused execution of strategic priorities which involved driving sustainable and profitable business growth through geographic expansion, strategic partnerships, product differentiation and leveraging our strong brand promise. We continued to invest in the growth of our Agency Direct Sales Force (DSF) under the ‘Wealth Planner’ name, with 2013 seeing the most successful new agent recruitment drive so far. The Agency DSF expansion has positively impacted top line growth and will contribute more as new recruit profiles mature. Our Bancassurance channel continues to deliver a steady solid performance with our refined operating model, is now embedded with existing and new partner banks. This 2013 business year has again seen a combined robust performance of our Life and Non-life insurance businesses, particularly taking in to consideration the volatile market pricing and context. As per expectations, Company’s profit after tax (PAT) has decreased to LKR 499Mn from LKR 840Mn prior year to support the investment on brand migration. Our 2013 combined composite GWP performance increased to LKR 9,536Mn versus LKR 8,896Mn the previous year, and investment income improved to LKR 4,408 Mn vis-à-vis a prior year performance of LKR 4,028Mn. Life insurance is the larger of our composite segments and achieved new business premium of LKR 2,057Mn and GWP of LKR 6,863Mn. Through our expert long term investment strategy and continued focus on expense control we have created value for our Life funds to the benefit of both shareholders and policyholders. We declared a Life surplus of LKR 200Mn, in comparison to LKR 195Mn the previous year. Our Non-life insurance performance in 2013 has been commendable, delivering in a soft market a positive PAT of LKR 316 Mn in comparison to LKR 376Mn the prior year. Sri Lanka is a soft highly price competitive market with the industry overall reliant on investment income to offset underwriting losses. Our Non-life insurance claims ratio has seen a marginal worsening from 52% to 58% and our net combined ratio (NCR) from 97% to 103%. Our focus over the last couple of years has been and remains on quality underwriting and right pricing. At AIA we believe our greatest assets are our people. During 2013 we continued to invest in our employees in the form of training and professional development, ensuring our staff have the necessary skills and competency to serve customers at the highest level. One of the biggest endorsements of this has been AIA being placed within the top 15 of the best companies to work for in Sri Lanka during 2013. This is a study done in collaboration with the Great Place to Work institute and the Ceylon Chamber of Commerce. The successful activation of our new Life policy administration system in December 2013, whilst ensuring business continuity during the transition, provides a clear example of how we embrace challenges and change. In line with adopting the latest technology, the launch of iPOS (interactive Point of Sale) system and tool has enabled our Wealth Planners to seamlessly integrate with our operations whilst providing excellent presentations to customers and bridging the information gap in real time. The regulatory environment remains dominated by 2011 legislation changes. AIA Sri Lanka welcomes the Risk Based Capital initiative of the IBSL and are strong advocates as we believe this will inculcate an even larger degree of financial stability within the industry and its players over the longer term. Also as required, we are in the process ensuring a smooth transition and implementation of Life and Non-life insurance company segregation that will come in to effect in 2015. With continuity and momentum as the key themes, we have defined and set ourselves key strategic imperatives for 2014 which are largely a derivation and improvement on 2013, where we will continue to focus on our growth strategy for both Agency DSF and Bancassurance channels with wider and improved reach across the island. Furthermore, we will drive for innovation and value addition in terms of product range and differentiation. A primary focus will be on the retention of existing portfolios of customers and we will develop mass market Corporate Solutions as we see this as becoming more significant as the Sri Lankan economy deepens. In terms of Non-life insurance, we shall strive for scale whilst maintaining our prudent underwriting standards. To this end, I am proud to share with you our brand promise; ‘The Real Life Company’. It is the essence of the kind of Company we are, and it is a part of our DNA. The Real Life Company speaks of our long and remarkable history, to the wealth of customer insights we have gained along our journey and to the help we have provided to millions of people around the Asia Pacific Region in good times and in challenging times. This encapsulates the kind of Company we want our colleagues and Wealth Planners to help bring to life and how we want to be perceived by our customers. I would like to note my appreciation and gratitude to the Board of Directors and all my AIA Sri Lanka colleagues for their untiring efforts, dedication during 2013. In particular I would like to acknowledge and congratulate our Wealth Planners and Financial Planning Consultants for their contribution towards our new business success. A special thank you also to all our business partners including our broker and bank partners for their support and commitment. Most importantly, my utmost gratitude to our customers for their conviction and the continued trust placed in us. Shah Rouf Chief Executive Officer 9 Real life. Real relationships. 11 The sun’s up and it’s another glorious morning. Whether you’re young or old, enjoy the days of your life. We’re there for you through all of it. Because we build real relationships for real life. 12 AIA Insurance Lanka PLC Management Discussion and Analysis About this report… The Annual Report 2013 takes an integrated reporting approach as a first step in our journey towards delivering a complete integrated Annual Report. The integrated Management Discussion and Analysis is structured on a triple bottom line reporting encompassing the Company’s performance vis-à-vis the economy, society and the environment. This is the second consecutive year where we report our sustainable development activities complying with the Global Reporting Initiative, version 3.1, considered the norm for sustainability reporting across the world. In our second undertaking of sustainability reporting, our disclosures represent an application level ‘C’ focusing on social, economic and environmental performance indicators. CEO’s Message It is my pleasure to introduce the Management Discussion and Analysis of AIA Insurance Lanka PLC for the financial year 2013. I am glad to note that this report is structured and presented in keeping with global best practices and the highest standards of transparent reporting. We live in an era of imagery, mass information and awareness that does not always translate into real action or reflect the priorities of individuals and their families. In this context and especially at a time such as this what can be more relevant and meaningful than being ‘The Real Life Company’? AIA Insurance Lanka PLC has commenced its journey as The Real Life Company, to touch the lives of customers and citizens of Sri Lanka and leave an indelible mark. The Company’s business philosophy has transformed to walk alongside real people as they go about living their real lives. At the core is sustainability, to make sure that AIA Sri Lanka is there with them throughout their lives, and this essence is integrated and embedded in everything we say and do at AIA Sri Lanka. This Annual Report and indeed the Management Discussion and Analysis evidences the Company’s response, actions and commitment to that enduring business goal and to the overall engagement model with all its stakeholders. Although rapid changes in the economy posed challenges, opportunities and risks, the focused leadership, timely action, sound governance and sustainable business practices ensured growth underpinned by a solid foundation. Our distribution network connects Sri Lanka closer to us via 83 branches and 17 area development offices which affirm our strength in living the ideals of a real life company by enabling easy access and close customer reach. As a responsible insurer and good corporate citizen, the Company continued its efforts with initiatives targeting green practices such as reusing and recycling paper, saving energy, minimising printing, maintaining scanned archives and eliminating waste. The wider community support and involvement included, Poson safety programme conducted for the 20th consecutive year, higher education scholarships for year 5 highfliers, career guidance training programme and workshop, health ride, voluntary hospital cleaning project, scholarship for outstanding performance in insurance studies, foster parenting and our way of making kids smile - ‘Yes I can’. All of these demonstrate the Company’s engagement and involvement with society at large. In 2013 the Company rolled out the Operating Principles spanning the entire business. I am convinced that these principles of - Doing the Right Thing, In the Right Way, With the Right People - will further strengthen the strong ethic and culture of AIA Sri Lanka and ensure the sustainability and growth of the business in order to serve the generations to come. The operating principles provide our loyal and dedicated 4,813 Wealth Planners and 1,020 employees’ clarity of purpose second to none and will be a key enabler as we pursue sustainable and balanced growth in 2014 and beyond. Creating value for Shareholders, meeting the needs and going beyond the expectations of our Policyholders, creating a rewarding workplace for colleagues and making a difference to the wider community we operate in is the value story of ‘The Real Life Company’ – AIA. Shah Rouf Chief Executive Officer Annual Report 2013 13 Reporting preparation and process Boundary of the report Adoption on integrated reporting, implemented with an extensive analysis capturing all the stakeholders of the company. Details on operations and performance been addressed in a greater extent with clear demarcations. The content in the report is taken from different sources by different business units, namely Human Resources, Marketing, Finance, Distribution, Operation and logistics. Each article prepared by the respective business units underwent a thorough screening process by the management before finalisation. This report was prepared based on data for the period from January 1 to December 31, 2013. The reports mainly consist of operations of AIA Insurance Lanka PLC and have not taken in to consideration the impact of its only subsidiary (Rainbow Trust Limited) because of the limited nature of its operations. GRI Report application level At AIA our initial undertakings represent an application level of ‘C’. Over the years we have practiced and reported our sustainability initiatives and this being our second report complying with GRI guidelines of version 3.1, we have not opted for an external assurance report. The following diagram illustrates the standard GRI application levels. We value your feedback For any clarification regarding our sustainability report please contact the Finance Division AIA Insurance Lanka PLC. AI A Insurance Lanka PLC No. 75, Kumaran Ratnam Road, Colombo 02 Telephone: 2310000 Fax : 2447620, 2310076 E-mail : [email protected] Web : www.aialife.com.lk 14 AIA Insurance Lanka PLC Management Discussion and Analysis Key forces driving the business The triple bottom line model approached by us this year depicts the connectivity of the environment to the society in which AIA Sri Lanka exists with the key stakeholders being Shareholders, Customers, Agency, Employees and Regulators. relevant to all our stakeholders. Key stakeholders that fit into our triple bottom line business model are illustrated in the following diagram. Collectively, we are passionate about building and operating a sound, stable and growing business for the benefit of all stakeholders. Sustainability is thus at the heart of our business model – we understand the value of a sustainable business where our customers, employees, shareholders and other stakeholders know they are associated with the “best”. In reporting sustainability, we have focused on triple bottom line and the key stakeholders of each segment. Five of our key stakeholder groups are categorised as having an impact on our economic bottom line. In identifying the relevant stakeholders, we have noted the increased influence and impact of the Regulator. Throughout this integrated report we will be discussing the engagement, concerns and the Company responses Stakeholder Engagement The Company follows informal and formal mechanisms to keep stakeholders informed and enable them to raise their concerns on any aspect they consider material to them. We have created equal opportunities for mutual engagement with all stakeholders. Table depicted below illustrates the engagement mechanism in practice. Engagement topics Stakeholder expectations / Concerns Stakeholder Model of engagement Shareholder • Annual Report and Circulars • Annual General Meeting • Extraordinary General Meetings • Media updates • Announcements made to the Colombo Stock Exchange • Corporate website Shareholders are kept informed of decisions requiring Shareholder notification and / or approvals. Equal opportunities are given to all Shareholders to have an open dialogue to voice their views. We value the principle of accountability and transparency in our business operations to maximise Shareholder wealth creation. 1.Dividend payouts 2.Right to receive information 3.Company policies are in line with the regulatory requirements Customer • Branches • Surveys • Call centre • Online feedback • Corporate website • Town storming events Customer centricity is taken as the life blood of the Company and our service operations revolve around satisfying customers to the best of ability. Corporate website provides online feedbacks and options to review the policy status without a hassle. 24x7 call centre operation assures quick support to the customers who are in need. Branches located islandwide and at other touch points give customers easy access to pay their premiums and make policy inquiries. 1.Brand loyalty 2.Effective and efficient customer service 3.Security of their funds 4.Equal opportunity in all aspects Annual Report 2013 15 Model of engagement Engagement topics Stakeholder expectations / Concerns Employee • Company conference • Operational updates to staff via emails • Intranet site • Company annual trip • Special events such as Children’s party, sports competitions etc. A motivated and healthy workforce is critical to achieve greater heights in the Company’s journey to go from good to great. The Company endeavours to become an employer with best practices in talent acquisition and development, management of performance, rewards and recognition towards achieving the business objectives. Periodic surveys and one-to-one discussions with their immediate supervisors have enabled the employees to voice their views and be aware of what is expected of them. 1.Reward and recognition 2.Financial stability 3.Work life balance 4.Learning and development 5.Adherence to labour rules and regulations Environment • Waste management • Energy efficiency • Company policies • Educational programmes Concerns and care for the environment has increasingly taken a prominent role in the overall Company trajectory. Number of initiatives have been carried out to minimise the harm to the environment directly and indirectly affected due to the Company’s operations. The Company has a Risk Management policy which comprehensively covers environment related issues with continuous awareness to employees on how to treat environment and minimise harm. Initiating 5S strategy across the Company, thorough analysis on procurement procedures has enabled the Company to minimise the direct and indirect impact on the environment. 1.Minimising carbon footprint 2.Preserving environment and creating awareness Community • Corporate website • Press releases • Sponsorships • Public events • Conferences THe Company being a responsible corporate citizen, is very much sensitive to address the issues in the society. Number of CR endeavours carried out through the year uplifted the well being of under privileged school children and many others in the society who needed much support. Among other programmes ‘Poson Safety’ ‘Fire Cracker Safety’ practiced for a number of years are comprehensive, sustainable and create a marked impact on the lives we touch. 1.Improving community life 2.Best practices in CR Agency • Annual Conference • Competitions • Corporate web site • Company special events Agency is the pillar that holds the sales distribution network of the Company. Our Wealth Planners are equipped with state of the art technology and are provided with some of the best trainings in the industry. A number of Wealth Planners were added to the agency force giving them an opportunity to experience a world class agency operation while having the advantage in selling Life and Non-life products. 1.Accessibility to product information 2.Reward and recognition 3.Operational codes of conduct Regulator • Annual Report • Mandatory submissions • Routine and nonroutine meetings and correspondence The insurance regulator is the key policy maker for the industry. The Company adheres to the regulatory requirements as specified and maintains healthy dialogues and interactions with the regulators on regulatory requirements and developments. 1.Guidance, directions and cooperation 2.Adherence to laws, rules and regulations Stakeholder 16 AIA Insurance Lanka PLC Management Discussion and Analysis Wealth creation for Stakeholders 2013 2012 LKR ‘000 LKR ‘000 Restated Net earned premium Investment income and other income Net claims and benefits Cost of external services Revaluation surplus Value added 8,193,760 8,244,157 4,799,828 4,385,577 12,993,588 12,629,734 (6,750,179) (4,183,654) (2,090,266) (1,566,142) - 32,180 4,153,143 6,912,118 % % 1 To employees 2 To intermediaries 3 To the Government as taxes, cess and levies 4 To the providers of capital 5 To the Life policyholders as Long Term fund 6 Retained within the business - as amortisation of intangible assets - as depreciation - in reserves Distribution of value added - 2013 1,463,951 832,127 401,694 75,000 753,963 34 20 10 2 18 1,094,691 895,426 339,917 270,000 3,672,697 16 13 5 4 53 28,267 76,361 521,780 4,153,143 1 2 13 100 22,685 74,074 542,628 6,912,118 0 1 8 100 Distribution of value added - 2012 Annual Report 2013 17 How we respond At AIA, we are sensitive to the changes taking place in the external environment and we continuously monitor the triple bottom line impact on Company operations. Identified changes in each sector are addressed based on their magnitude and instantaneous actions are taken to minimise the impact on Company as a whole. We ensure that any changes to our operations have a nominal impact on our key stakeholders and serve to improve the quality of service we deliver. Impacts, Risks and Opportunities Impacts Economy Risks Protection provided enhances the financial stability of the people and the economy involved. Unfair market conditions may decrease investments reducing wealth creation for stakeholders. Job opportunities created in direct and indirect operations uplift the employability levels in the economy Expected changes within the industry impacting on the market share. Opportunities Lower penetration in insurance market open doors for new opportunities New competition with the regulatory requirement to segregate the composite insurers. Society Environment Number of CSR initiatives conducted by the company continues to improve the living standard of the people. The ‘Poson Safety’ campaign saved a number of lives during the Poson season. Low awareness with regard to insurance need in the country. Specially in the rural areas insurance policies are treated as an investment where people expect a good return at maturity rather than protection from an insurance cover. Market potential for Life insurance followed by proper awareness programmes by the Company. Energy saving electronic appliances and initiatives for efficient power usage reducing the carbon foot print of the company Adverse environmental changes resulting in increased natural perils. Proper re-insurance arrangements to mitigate the risk. Natural disasters expose the company to more liabilities. Prudent underwriting practices and policies implemented when writing policies. Implementing renowned concepts like ‘5S’ improves productivity and minimises waste. Fulfilling the social needs such as addressing the unemployability in the country, basic needs such as drinking water, education to the children etc… 18 AIA Insurance Lanka PLC Management Discussion and Analysis Economy The World Economy Economic Growth The prospect of continued weakness in the global economy may have turned tide with global growth finally showing signs of recovery. 2013 was the 5th year after the start of the global financial crisis and the 3rd after the start of the Euro zone financial crisis. The world economic growth in 2013 was aided mainly by growth in higher-income economies; notably, growth in the United States has shown signs of strengthening. This in turn has helped developing economies, including China and India, which have managed the slow deceleration they experienced in the past 2 years to increase growth moderately. These factors point to increasing global growth. However global growth in 2014 remains vulnerable to the impact of the withdrawal of economic stimulus measures in the US. The US Federal Reserve has already begun to wind down its monthly bond-buying programme. The World Bank highlights that as the Federal Reserve cuts back its efforts to stimulate the US economy, it may result in higher global interest rates which could hit developing economies through affecting the flow of money in and out and lead to more volatile international financial markets. However, the steps taken by the Federal Reserve in December 2013 to cut back its programme of buying financial assets did not severely disturb the markets and leaves room for optimism. Emerging Markets Emerging markets have had a challenging year in 2013 with many countries facing volatile capital flows and rising inflation and the need to manage uncertainties, in mainly Asia Pacific bonds and currencies, with the lead up of the quantitative easing by the Federal Reserve. Recent increased growth in several developing countries and the relatively high growth of China are encouraging. Sri Lanka and other developing countries will have to ensure domestic demand remains robust and work towards attracting both foreign and domestic investments to sustain output over the medium term in order to return to pre-crisis growth. The remnants of the fiscal crises in the Euro zone may continue to pose threat to the global economy in 2014 through high levels of debt. Rising debt levels, higher interest payment and lower investor confidence as well as impacts from the US withdrawal of economic stimulus measures could lead to higher global interest rates. Therefore, the world economy in 2014 is expected to show improved growth, not withstanding these risk factors. The Sri Lankan Economy Economic Highlights GDP Growth 364-day Treasury bill Equity Return Exchange Rate (USD) Inflation 2009 2011 2012 2013 3.5% 8.0% 8.2% 6.4% 7.8% (3Q 2013) 9.32% 125.2% 7.55% 96.0% 9.31% -8.5% 11.69% -7.1% 8.29% 4.8% 114.39 4.8% 111.11 6.9% 113.95 4.9% 127.05 9.2% 130.75 4.7% Figure 1 – Source: CBSL & CSE GDP growth In 2013 Sri Lanka’s Gross Domestic Product showed an improving trend as evidenced by the improvement in the quarterly growth rates. The main support for growth has been from the Industrial and Services sectors. The Agriculture sector performance showed some improvement in the latter part of 2013 as lagged effects of the drought conditions in mid-2012 continued into early 2013. Robust growth in the construction sector was witnessed over the year and this with improved manufacturing sector growth contributed to the improvement in the industrial sector. The services sector of the economy which consists of 59.0% of the economy as at 3Q 2013 was the mainstay of economic growth in 2013. Historical annual GDP growth rates are depicted in figure 3. The Central Bank has forecast a growth rate of 7.2% for 2013, which compares favourably against the growth of 6.4% in 2012. Future The World Bank forecasts that growth in global gross domestic product (GDP) would be 3.2% in 2014, compared to 2.4% in 2013, with the main improvement being from developed economies. It also states that developing economies may grow by 5.3% in 2014, compared to 4.8% in 2013. 2010 GDP - Quarterly Growth Figure 2 Annual Report 2013 19 6.9% 6.4% 8.2% 3.5% 0.83 6.0% 8.0% Monetary Policy Changes As a result of the tight monetary policy stance in 2012, private sector credit growth witnessed a decline from end 2012, as shown in figure 5, and is now at mid single digit levels. Money supply has stabilised over the same period. 40.00% 35.00% 2008 2009 2010 2011 2012 2013 (Q1-Q3) 30.00% 25.00% 20.00% 15.00% GDP - Annual Growth 10.00% GDP - Annual Growth 5.00% Figure 3 0.00% (5.00%) Inflation (10.00%) The inflation levels have decreased in 2013 due to the reduction in certain food prices aided by the moderation of commodity prices in the global market and improvement in weather conditions in Sri Lanka. Monetary policy decisions in early 2012 created an enabling environment for lower and stable inflation. Notably, in early 2012 the Central Bank tightened its key monetary policy stance by the increase in market rates via the Repurchase rate and the Reverse Repurchase rate of the Central Bank being increased by 50 bps in February 2012 and 75 bps in April 2012. Inflation levels are expected to remain at mid single digit levels over the foreseeable future, notwithstanding supply side factors including adverse weather conditions. 12% 10% Annual Average 8% 6% Point to Point Change 4% 2% 0% Jan 10 Jul 10 Jan 11 Jul 11 Jan 12 Inflation Jul 12 Jan 13 Jul 13 Jan 10 Jul 10 Jan 11 Jul 11 Jan 12 Jul 12 Jan 13 Jul 13 Jul 12 Jan 13 Jul 13 Net credit growth to the Private Sector Credit growth to the Private Sector Figure 5 28.00% 24.00% 20.00% 16.00% 12.00% 3.5% Inflation continued its declining trend over 2013 as reflected in figure 4, declining from 9.2% at end 2012 to 4.7% at end 2013, and now has been at single digit levels for almost 5 years. 8.00% 4.00% 0.00% Jan 10 Jul 10 Jan 11 Jul 11 Jan 12 M2b - growth CSE-6ASPI Figure In December 2012, the Central Bank announced that its tight monetary policy had achieved the expected stabilisation objectives, and permitted the credit ceiling imposed on licensed banks for 2012 to expire and further reduced the policy rates by 25 bps to stimulate the economy to return to a higher growth path whilst maintaining inflation around the targeted levels. The resultant increase in borrowing by the private sector in 2013 as depicted in figure 5 was lower than anticipated and the Central Bank continued its policies to encourage private sector borrowing and spur economic growth, given the low inflationary environment. Total Employees- Gender Breakdown Figure 4 The Monetary board has reduced policy rates by a total of 125-175 bps over the period Dec-2012 to Jan-2014 in its efforts to encourage private sector credit expansion with the aim of a spur in economic growth. Policy rates were 20 AIA Insurance Lanka PLC Management Discussion and Analysis reduced by 50 bps in May 2013 and the Statutory Reserve Requirement (SRR) cut by 2 percentage points in June 2013 to reduce borrowing costs to banks and promote lower lending rates to encourage growth in private sector credit. Policy rates were further lowered by 50 bps in October 2013 and finally the Standing Lending Facility Rate (Reverse Repurchase) of the Central Bank cut by 50 basis points to 8.00% in January 2014. Interest rates As a result of the loosening of the Monetary Policy stance, the benchmark 364 day Treasury bill decreased by 340 bps from 11.69% at end 2012 to 8.29% at end 2013 and has declined even further due to the Monetary Policy action in early January 2014. The movement in the 364-day Treasury bill yields is shown in figure 7. The 5 year bond has declined by 264 bps over 2013. Interest rates are expected to remain low in the medium term. The Central Bank also improved the yield curve by issuing long tenure bonds in 2013, with the longest tenure issued during the year being the 30 year Treasury bond. There was heightened activity in the listed debenture market which had the added benefit that they were tax free, the attractiveness of this to investors and issuers is reflected by LKR 68 Bn being issued over the year compared to only LKR 13 Bn issued in 2012. During 2013, Bank of Ceylon, NSB and DFCC bank raised USD 500 Mn, USD 750 Mn and USD 100 Mn respectively by issuing long term bonds in the international market while the Government issued a USD 1 Bn sovereign bond in early January 2014. This has helped ease pressure on the current account and the balance of payments. As a result of the combination of favourable factors, there is now an estimated balance of payments surplus of USD 991 Mn in 2013 compared to USD 151 Mn in 2012. The LKR has depreciated by 2.8% during 2013 to LKR 130.75 as shown in figure 8 and despite the pressure for the currency to appreciate is being maintained above LKR 132 per USD against the backdrop of currency movements of its Asian counterparts. Asian bond and currency markets experienced a volatile period over 2013 with speculation and fears on the timing and magnitude of tapering in the quantitative easing programme of the US Federal Reserve. 140 135 130 125 120 115 110 105 100 14% Jan 11 Jul 11 Jan 12 Jul 12 Jan 13 Jul 13 13% 12% USD Exchange Rate 11% Credit growth to the Private Sector Figure 8 10% 3.5% 9% 8% Fiscal discipline 7% 6% Jan 10 Jul 10 Jan 11 Jul 11 Jan 12 Jul 12 Jan 13 Jul 13 Interest Rate-364-day-T-bill Interest Figure 7 Rate- 364-day T-bill External reserves The country’s gross official reserves were USD 7.2 Bn in December 2013 which is sufficient to finance the equivalent of 4.5 months of imports. The external reserves were supported by a decline in the cumulative trade account deficit due to the increase in exports which reflects gradual recovery in export destination countries; the Euro zone and the US, and the decline in imports. External reserves were further supported by sustained worker remittances and increased earnings from tourism. The fiscal position improved in 2013, mainly reflecting the increase in government revenue and also supported by containment of government expenditure. The Government is likely to achieve its fiscal deficit target of 5.8% of GDP for 2013 mainly due to expenditure containment and this will compare well against a budget deficit of 6.4% in 2012. Major infrastructure development projects progressed rapidly. Debt to GDP is estimated to decrease to 78.0% in 2013 from 79.1% reported in 2012. Equity markets The equity market exhibited another year of lackluster performance over 2013 with declining market activity as reflected by the ASPI performance in figure 9 and daily average turnover of the Colombo Stock Exchange in figure 10. The ASPI however improved in performance towards the latter part of the year and recorded a growth of 4.8% for FY2013 with the index reaching 5,643.00. Market Capitalisation stood at LKR 2,459.9 Bn at end December Annual Report 2013 21 2013 with the Price to Earnings Ratio for the market at 15.9x. 9000 8000 Investor confidence Sri Lanka witnessed the highest arrival of tourists in its history in 2013, recording over 1.2 Mn arrivals. The increased visibility of Sri Lanka as a tourist destination and the general optimism in the country has resulted in increased foreign investment targeting tourism. 7000 6000 5000 3.5% 4000 3000 2000 Jan 10 Jul 10 Jan 11 Jul 11 Jan 12 Jul 12 Jan 13 Jul 13 CSE - ASPI Future outlook 2014 0.64 0.60 0.85 0.62 0.50 0.69 0.88 0.83 0.91 1.22 1.36 CSE-9ASPI Figure 0.88 Sri Lanka’s ranks 85th in a global ‘ease of doing business’ ranking published by the World Bank and International Finance Corporation, and the best ranked amongst all its counterparts in South Asia. It should also be noted that the international rating agencies have maintained Sri Lanka’s sovereign ratings, Fitch Ratings of ‘BB-’ with ‘stable’ outlook, Moody’s rating of ‘B1’ with ‘stable’ outlook and Standard & Poor’s rating of B+/B with ‘stable’ outlook. Jan 13 Feb 13 Mar 13 Apr 13 May 13 Jun 13 Jul 13 Aug 13 Sep 13 Oct 13 Nov 13 Dec 13 Daily Average Turnover of the CSE Daily 10 Average Turnover Figure CSE The equity market has remained weak over the last few years, attributed to several factors including the drain in liquidity caused by the flood of IPOs, private placements and rights issues in the market a few years ago as well as less foreign investment at present due to global factors. Net foreign investments into the Colombo Stock Exchange in 2013 were LKR 22 Bn for 2013, less than the LKR 33 Bn recorded in 2012. The equity market is expected to remain volatile in the near future with the long-term outlook remaining positive on the back of the anticipated economic resurgence. The Sri Lankan economy has a track record of resilience which is reflected by an improvement in economic growth from the lower growth in 2012 of 6.4% to 7.2% in 2013, as estimated by the Central Bank. The pace of growth has slowed during 2012 and 2013 when compared to the 8.0%+ GDP growth recorded immediately after the end of the protracted 33 year internal conflict, and remains a healthy rate of growth. The recent performance of the economy is underpinned by loose monetary policy as well as slow recovery of the global economy, with the need to increase private sector credit up to target levels to stimulate economic growth in the backdrop of low inflation levels prevalent over the last 4 years. Inflation is expected to continue to remain at mid single digit levels in 2014 which will enable the Central Bank to increase its credit growth to the targeted 16% levels and lower broad money growth to the targeted 14% level and stimulate economic growth. The activities are in the backdrop of the consolidation of the banking and non banking sectors in the near future. 22 AIA Insurance Lanka PLC Management Discussion and Analysis Industry Review Life Insurance industry Industry performance Overview Sri Lankan insurance industry recorded another positive year with growth in Gross Written Premium (GWP) for both Life and Non-life Insurance sectors. The Sri Lankan Insurance sector represents 1.15% of the nation’s Gross Domestic Product [GDP] and accounts for LKR 301.9 Bn asset base which is 3.3% of the total assets of major financial sectors. Life GWP stood at LKR 37.5Bn as at end 2012, an increase of 6.6% from LKR 35.2Bn in 2011. The top five Life GWP generating companies have contributed for approximately 85% of the total Life Insurance GWP in 2012 depicting evidence of an oligopolistic market. Insurance penetration (Total Industry Premium as % of GDP) of 1.15% is considerably lower than the Asian Region average of 5.8% depicting the growth potential of the local Insurance sector. (IBSL Annual Report – 2012) The Sri Lankan insurance sector comprised of 22 insurance companies as at end 2012, of which 12 are composite insurers, with 7 offering only Non-Life insurance and 3 offering only Life insurance products as depicted in figure 11 and including National Insurance Trust Fund (NITF). GWP Figure 12 Life 3 12 Non-life 7 Source: IBSL Annual Report - 2012 Growth potential Penetration of total insurance premium as a percentage of GDP was 0.5% in Life Insurance sector in 2012 which indicates the growth potential in Sri Lanka for insurance penetration. Figure 11 Total premium income of the Sri Lankan insurance sector stood at LKR 87.2Bn as at end 2012 depicting a growth of 11% from the premium income of LKR 78.5Bn in 2011. The growth rate has declined from 18.5% in 2011 to 11% in 2012. Sri Lanka’s GDP growth rate has also declined from 8.4% in 2011 to 6.4% in 2012. Premium Income and Penetration 2008 2009 2010 2011(a) 2012(b) Long Term Insurance (LKR Mn) 23,613 24,005 31,152 35,162 37,469 General Insurance (LKR Mn) 34,558 33,548 35,101 43,329 49,683 Total Premium Income (LKR Mn) 58,171 57,553 66,253 78,491 87,152 Growth Rate in Total Premium (%) 12.10 (1.06) 15.12 18.47 11.03 Gross Domestic Product (LKR Bn)* 4,411 4,835 5,604 6,544 7,582 6.0 3.5 8.0 8.2 6.4 1.32 1.19 1.18 1.20 1.15 GDP Growth Rate (%)* Penetration % (Total Industry Premium as % of GDP) * Source: Central Bank of Sri Lanka Annual Report - 2012 (a) Reinstated audited figures (b) Provisional figures Annual Report 2013 23 Industry Vs Company performance Following table depicts the Company performance in comparison to the industry. LKR ‘000 Market size [GWP] Market Growth rate 2009 2010 2011(a) 24,005 31,152 35,162 2012 37,469 1.66 29.77 12.87 6.56 AIA’s market share [GWP] LKR 4,632 7,784 7,846 6,496 AIA’s market share [GWP] % 19.30 24.99 22.32 17.34 Non Life Insurance industry Industry performance GWP of the Non Life sector (excluding SRCC & TC) was LKR 49.7Bn as at end 2012, an increase of 14.7% from LKR 43.3Bn in 2011. Growth potential Similar to life penetration, the current Non Life penetration is low. The total Non Life insurance premium as a percentage of GDP was 0.7% 2012. This indicates the immense growth opportunities untapped in the Sri Lankan Non Life market. The top five Non Life GWP generating companies have contributed for approximately 72% of the total Non Life Insurance GWP in 2012 while the other 12 companies shared 28% of the market. It is noteworthy that there is a dilution of the market oligopoly as in 2011 the top 5 Non Life companies accounted for approximately 75% of the total Non Life market. GWP Figure 13 Industry vs Company performance Following table depicts the Company’s Non Life performance in comparison to the industry. LKR ‘000 2009 Market size [GWP] 33,548 Market Growth rate AIA’s market share [GWP] LKR AIA’s market share [GWP] % 2010 2011(a) 2012 35,101 43,329 49,683 (2.92) 4.63 23.44 14.67 2,504 2,491 2,456 2,143 7.46 7.10 5.67 4.31 24 AIA Insurance Lanka PLC Management Discussion and Analysis AIA Insurance’s (the Company) Response to key regulatory changes The following table depicts the key regulatory developments and the Company’s response towards such developments. Regulatory development Segregation of business of composite insurers Pursuant to section 53 of the Insurance Industry (Amendment) Act No.3 of 2011, it is required that composite insurers segregate Life and Non-life insurance businesses by February 2015 so that each class of insurance business would, post segregation be carried on by two separate companies (the Segregation). The Insurance Board of Sri Lanka (the IBSL) by Guidelines issued as at September 2013 requested all composite insurers: 1). to submit to the IBSL by 31 December 2013, the model of Segregation proposed to be followed by such insurer. 2). where the model of Segregation requires the insurers to apply for a separate insurance license for its segregated entities, apply to the IBSL by 31 March 2014, for a separate license to carry on the segregated business within a separate entity. AIA Insurance’s response and approach The Company as at present carries on business as a duly licensed composite insurer engaged in both Life and Non-life insurance business. As such the Company engaged in continuous dialogues with the IBSL and the industry throughout 2013 to clarify matters in relation to implementing the Segregation. The Company’s proposed model of Segregation submitted to the IBSL by 30 December 2013 is undergoing review by the IBSL. The Company awaits the response of the IBSL to proceed with the action plans towards completion of the Segregation by 01 January 2015 in compliance with the requirements of the insurance laws, regulations and guidelines. 3). to comply with the Segregation to be in place by 01 January 2015. Increase of Stated Capital The IBSL by Rule No. 1 of 2013 mandated all insurers registered prior to 30 June 2011 to increase the Stated Capital to LKR 500 Mn for each class of business on or before 11 February 2015. The Company’s present Stated Capital for its composite insurance business is LKR 300 Mn. The Company is required to increase its Stated Capital to be compliant with the requirement of the IBSL Rule. The Company is confident that it is well positioned to comply with this requirement by 11 February 2015. Implementation of the Risk Based Capital (RBC) model The IBSL is in the process of introducing RBC requirements for the insurance industry. The preliminary ‘road tests’ were concluded in mid 2013. The road test was the platform to refine the RBC model framework and to calibrate the risk parameters for the Sri Lankan industry. The final framework was launched in October 2013 and will be used as the basis to draft the necessary Rules under the Regulation of Insurance Industry Act No. 43 of 2000 (as amended) in order to implement the RBC regime in Sri Lanka. Insurers will be required to report under both the existing rules and the proposed RBC rules during the parallel run period from 2014 to 2016. The IBSL has indicated that it will allow voluntary early adoption of the RBC with compulsory compliance required by year 2016. AIA has been positively contributing to the development of the implementation of the RBC framework. As a member of the RBC Joint Working Committee, the Company played a significant role in developing the local RBC model. The Company pro-actively participated and submitted full RBC calculations and data to the IBSL during the road test period from September 2012 to June 2013. The Company is confident of its ability to meet the RBC requirements and is in the process of preparing for early adoption of the RBC framework. Annual Report 2013 25 Regulatory development RII Act - Compulsory Listing in a Licensed Stock Exchange. Every Insurer who holds a license to engage in insurance business as at February 2011, are required to be listed in a Licensed Stock Exchange by February 2016. A Licensed Stock Exchange is defined in the Regulations of Insurance Industry Act No.43 of 2000 (as amended) as a Stock Exchange licensed under the Securities and Exchange Commission of Sri Lanka (SEC) Act No. 36 of 1987 (as amended), which presently is the Colombo Stock Exchange (the CSE). Directive issued by the SEC on mandatory public float AIA Insurance’s response and approach The Company is already listed in the Main Board of the CSE. The Company is currently studying the regulations vis-a-vis its applications post the Segregation and has engaged in dialogues with regulators to seek clarity where required. The SEC issued a Directive dated 20 December 2013 (the Directive) to all listed companies of the CSE imposing a continuous listing requirement for public listed companies to maintain the prescribed minimum public float, effective 01 January 2014. The Company is listed on the Main Board of the CSE with a total registered Shareholder base of 1779 as at 01 January 2014. The public holding of the Company as at 01 January 2014 is 2.85% distributed among minority Shareholders of the Company. As per the Directive, a Listed Entity on the Main Board of the CSE shall maintain a minimum public holding of 20% of its total listed ordinary voting shares in the hands of a minimum of 750 public Shareholders or a market capitalisation of LKR 5 Bn of its public holding in the hands of a minimum of 500 public Shareholders while maintaining a minimum public holding of 10%. The Company will take necessary actions to ensure compliance to submit the status report of compliance to the SEC and the CSE by 31 March 2014 and will engage in necessary reviews to take steps towards compliance. Listed Entities are required to submit a status report on or before 31 March 2014 to the SEC and to the CSE on the entities’ distribution of shares as at 01 January 2014. A company which is listed on the Main Board, but is however noncompliant with the Directive of SEC as at 01 January 2014, will be given a period of 3 years to comply with the Directive on a staggered basis. Such a company must have a public holding at a minimum level of 15% in the hands of 500 public Shareholders by 31 December 2015 and full compliance on or before 31 December 2016. 26 AIA Insurance Lanka PLC Management Discussion and Analysis Business Performance Strategy Strategic Initiatives 2013 was witness to the transition of AIA Sri Lanka post the acquisition by AIA Group in December 2012 in adopting the new brand and aligning the business to AIA. The Company continued to build on its positive momentum laying a firmer foundation for 2014 to continue to deliver long term value to all stakeholders. The Company has made significant strides in its growth ambitions to become the pre-eminent Life insurer in Sri Lanka with the effective execution of the key strategic priorities designed and defined for 2014. The strategy execution and performance amply demonstrates the strong leadership, personal commitment of employees, Wealth Planners and Financial Planning Consultants and the culture of the Company. It has been a year of solid and sustained performance in mixed market conditions. The journey was supported by focused strategic initiatives and the results include a noteworthy composite top-line, significant increase in net recruitment and thereby the numbers of agents, greater network reach and the continued Non-life underwriting performance. The significant investments made by the Company to expand the distribution footprint and to enhance the AIA brand resulted in a lower bottom-line performance during 2013 in line with the Company’s expectations. These investments and efforts are expected to reap rich dividends over the ensuing years resulting in growth in the company’s performance. The success of the Company’s performance over 2013 is recognised within AIA Group as well with AIA Sri Lanka being one of three businesses within the Group to be awarded the winner’s in an intra-group championship league tournament for delivering defined key performance metrics each quarter. The year in review for AIA Sri Lanka will bear testimony to the successful delivery of all key strategic priorities of 2013 as defined in the Company’s business plan i.e Agency growth, Bancassurance depth and breadth, Product realignment and AIA brand establishment. Agency growth The Company continued to invest in the growth of its Wealth Planners and their Agency Direct Sales Force (Agency DSF). 2013 witnessed an unprecedented record increase in agent cadre and it is undoubtedly the most successful agent recruitment drive recorded throughout the Company’s 24 year history. The recruitment drive was a focused effort to increase the number of agents whilst ensuring that the quality of the recruits and their experience are a criterion for selection. The Company continued to expand the distribution footprint during 2013 by adding to and increasing the branch network to almost 100 by year-end. Bancassurance depth and breadth During 2013 2 new Bancassurance relationships were forged with Commercial Bank and Union Bank further expanding and establishing the strong Bancassurance credentials and operations in the market, and adding to the established long term partnership with NDB Bank. The Company has built a strong foundation for a sustainable distribution model with Financial Planning Consultants stationed in partner bank branches ensuring business generation and business conversion at acceptable levels and appropriate solutions are designed to suit specific customer needs. Product re-alignment The Company introduced new products namely Education Plan, Protected Savings, FundBuilder 10 and Employee Benefit Plan during the year to cater to identified needs in the market and fill gaps in its product offering to customers. Further, features of existing products too were subject to detailed review for necessary changes to better suit the market and customer needs. AIA brand establishment The AIA brand went live on 18 February 2013, with a successful rebranding and positioning exercise covering all of the branch locations spread across Sri Lanka and with campaigns throughout the year. Rebranding resulted in the establishment of a recognised brand quite quickly. Above-the-line (ATL) and below-the-line (BTL) campaigns resonated well among prospective market segments and turned out to be one that leveraged on the wider Group’s Pan-Asian expertise and achieved a total brand awareness of more than 60% by year end. In addition to the above stated key strategic priorities of 2013, strategic initiatives were deployed to complement and progress the business objectives. Right pricing Non-life Insurance Non-life insurance continued to focus on improving bottom line as opposed to market share to ensure sustainability and viability of the stand-alone Non-life business model, continuing initiatives that were launched with the strategic review of mid-2010. This was underpinned by right pricing initiatives for both the Motor and Medical classes. During the year a significant push was made on Motor business via agency channel with a focus on the quality of the portfolio for an improved bottom line. In this footing Non- Annual Report 2013 27 life insurance arm will strive to create value based on its existing portfolio whilst leveraging the negotiations with reinsures for a healthier bottom line going forward. Outlook for 2014 Corporate Solutions With a view to providing solutions to small, medium and large corporates, a new distribution arm was launched during 2013 as an initiative for furthering business growth ambitions of the Company. Corporate Solutions channel is expected to play a pivotal role in redefining our portfolios and adding an array of fit-for-purpose Life insurance solutions to Sri Lankan corporates and employee segments. Performance Pre-eminent Life Insurer in SL Capability Governance Upgrading technology Amidst all these developments, the Company successfully upgraded the Life policy administration system culminating in the system going-live in December 2013 to support existing and future growth plans. The project that spanned over a period of 18 months was delivered by a cross functional team of experts, ensuring the system’s operational capability and seamless integration to the business operations. The successful completion and launch has equipped the Company to be able to swiftly adapt business processes and product propositions and better respond to market dynamic conditions. The Company invested in the iPoS System (Interactive Point of Sale) with a view to forging an immediate link between the Company and the customer via the sales force on an online real time basis. The system platform also facilitates seamless information flow across the country and provides information to employees and sales persons for informed decision making. The Company envisages this innovation to pave the way for a better customer experience. Enhanced risk culture It is noteworthy to mention that the Company took steps in aligning the risk management framework with that of AIA Group during 2013 and reviewed the risk management framework and process in order to match the business model with the environment and to facilitate better business decisions. The Company has taken steps to ensure it is able to adopt and comply with the recent regulatory developments in terms of adoption of risk based capital regime for solvency. Figure 14 In our quest to become the pre-eminent Life insurer in Sri Lanka, the Company will primarily focus and progress three perspectives comprising of performance, governance and enhancing the capability development as depicted in figure 14 above. As regards performance, the primary financial metrics and secondary financial and performance related metrics will stay in focus. As regards capability, this is considered a key enabler to achieving the Company’s vision. The focus during 2014 will be the Group’s individual performance development dialogue and aligning to the overarching objective of the Company. Further understanding the career aspirations of individuals and reassessing the role fit will support the effectiveness and culture within the Company. These initiatives will lend support to embed the performance based culture and the AIA operating principles of ‘doing the right thing in the right way with the right people’. As regards governance, this pertains to the oversight and cascade of responsibilities and accountabilities to ensure these are effective and operating at all levels across the entire business. 28 AIA Insurance Lanka PLC Management Discussion and Analysis Life Operations An exciting year commenced with many expectations and hopes post the acquisition by AIA Group. The changes predominantly spelt challenges but the team at Life operations didn’t want to settle for anything less than conquering the challenges. The journey towards surmounting the challenges started with the issuance of 10,000 life policies and recorded the highest number of policies issued in a month remarking history in the Company. Systematic planning, utilisation of available resources and the commitment of our people, made the Company rise up to the ordeals. The operating philosophy ‘Doing the right thing in the right way with the right people’ was applied in every operational area with great passion. In the product offerings during the year, the emphasis was to introduce products that enhanced protection. The distribution team played a key role in the product development process in providing technical input in product design, communication material, negotiations with Reinsurers and product training. Expansions of the business together with expansions on Bancassurance channel and partnerships created a high volume of business transactions that were successfully delivered. The prime focus of Life Operations was to support the sales team in accommodating the business they bring to the Company by performing accurate risk assessments and ensuring business targets were achieved. A number of product feature upgrades such as increase in per life benefit limits, market limits, facultative limits, free cover limits and non - medical limits were provided with the support of our Reinsurers. These significant changes resulted in a positive impact for product offering, making it attractive for the customers and a convenient selling proposition to the Wealth Planners. Technology Advancements The Company aimed to stay ahead of technological developments and was proud to be the first Company in the Insurance Industry to introduce electronic submission of insurance proposals with the on-screen signature. The proposals introduced by Wealth Planners using their iPads were given priority in converting to policies to encourage the Wealth Planners to be tech savvy and demonstrate their professionalism in the minds of our potential clientele. The Company strives to maintain long term relationships with our Policyholders by safeguarding the trust and confidence placed in us. It is important that a proposal form is converted to a policy, a lapsed policy reinstated The Company aimed to stay ahead of technological developments and was proud to be the first Company in the Insurance Industry to introduce electronic submission of insurance proposals with the on-screen signature. and a claim processed within the shortest possible time since it is only in such instances the Policyholders could experience the promises made during the first point of contact with the Wealth Planner or the Company. Service delivery A number of structured trainings were conducted for the Regional and Life Operations staff to ensure a ‘pending information free’ proposal forms reach the operational process and a quality output is delivered in the shortest time period to enrich the customer experience. Further, a number of structural changes such as creation of a ‘Life Payments Department’ to process all structured payments in an efficient and effective manner, expansion of the Call Centre to build close relationships with the Policyholders, outsourcing the data entry operation, policy preparation and dispatching of life policies were made as means of cost saving and establishing a strong binding with our Policyholders. Laugfs Super Markets were added to our existing third party premium collection portfolio which includes Cargills Super Markets, Abans outlets and many Commercial Banks providing convenience to our Policyholders in premium payments. Technological developments were made to enable on-line real time payment updating mechanisms where premiums paid at third party outlets. Annual Report 2013 29 In operations, process improvements are vital for its success. A team representing all business units across the Company was responsible in introducing a new Life Administration System to bridge gaps and provide much faster processing time and ease of use. Seven key members from the Life Operations team were released to this project and many members from Life Operations continued to provide their valuable technical and operational input throughout the year to see the birth of a robust system. Operations staff was empowered to make decisions within their authority limits whilst taking responsibility and accountability. Individual talents were identified and matching job roles were assigned to gain the maximum output whilst ensuring job satisfaction. Employee engagement was maximised through the launch of ‘Mission Vie Project’ where seven teams representing the entire Life operations team were set up to achieve seven key objectives within a time span of four years. Objectives are depicted in the following chart. persistency enhancement managing pending requirements promoting inflation guard feature promoting standing order premium collection management of surrenders Maturity retention scanning of all life documents The Company was committed to creating and sustaining a green environment. The 5s initiative was successfully implemented throughout the Company. As part of the ‘Mission Vie Project’ scanning of all life insurance documents from the inception commenced with the objective of creating a paperless office. In addition the introduction of the iPoS operation also laid a foundation towards a paperless point of sale. The communication network was expanded with more messages reaching the Policyholders via SMS rather than on printed paper. Further Staff were continuously made aware of the importance of saving energy and water in their office premises. Life Operations contributed to achieving operational excellence throughout the year and look forward to make a remarkable contribution towards the growth of the economy in the journey of becoming a pre-eminent Life Insurer. Non-life Operations The Non-life business continued on a steady course in spite of the immense pressure on pricing and escalation in claims costs. In the area of Motor insurance the challenge seemed to be controlling of process costs through proactive involvement at all levels, with appropriate stakeholder engagement, whilst in the Non-motor area it was mainly the strict adherence to acceptance criteria and good risk management. All of these proved successful for the business unit at the final whistle. Re-insurance change One of the key milestones for Non-life in 2013 was to ensure the year ended with the correct follow-on re-insurance treaty which would ensure continuity of business, post 30 November 2013. It was imperative that such a treaty was in place in time to ensure seamless transition from previous Shareholder’s re-insurance arrangements to the current arrangement. This was achieved well in advance of plan timeline. Sales Distribution In the area of sales distribution the Non-life Division focused on profitable growth irrespective of business channel. The agency channel more specifically the Direct Sales Force (DSF) came up trumps in the achievement of budgeted topline with other channels chipping in. With a view to further strengthening distribution the business unit embarked on a controlled expansion of resources with profitable growth in mind. This initiative was followed up with realigning of senior distribution resources in order to strategically achieve the required growth with the emphasis on profitability. Claims management Effective claims management was a prerogative for the business unit in terms of actual control of claims costs without compromising on the quality and efficiency and service delivery. In the Motor area a greater efficiency was achieved through the technology driven, state of the art street to office automation of the claims assessment and approval process. Whilst in the Non-motor area the focus was the fast settlement of liable claims. 30 AIA Insurance Lanka PLC Management Discussion and Analysis The business recorded better settlement efficiency in claims in comparison with previous years, an initiative which will be carried forward for the ensuing years. Customers Enhancing the customer focus was positively approached by formalising the customer complaints procedure. This process is tracked on a regular basis by senior managers with a view to track trends and eliminate customer dissonance. Key IT enhancements in year 2013 The core life policy administration system was replaced in 2013 with a new system called ‘Integral Life’ from CSC Technology Singapore Pte Limited, Singapore. The system implementation was named ‘Project IRIS’ and was successfully completed meeting its expectations. With the newly implemented system platform, AIA Sri Lanka is well equipped to facilitate efficient business and service delivery in the life insurance business. As such, the Company is proficient to step a mileage to offer superior service to its customers even better. The aggressive business expansion plans of the Company demanded a greater stability and robustness of the IT system platforms. Further more, it was time up to upgrade the previous system infrastructure at a costly investment due to technology obsolesces which had resulted over time. Hence, after a careful evaluation process, it was decided to replace the prevalent life system with Integral Life System. AIA group having chosen the Integral Life system as its preferred system platform has endorsed the decision taken by AIA Sri Lanka in year 2012. Whilst ensuring the robustness of the core life policy administration system, AIA Sri Lanka insistently embarked itself in the Point-of-Sales systems space by introducing iPoS. With the successful implementation of the iPoS system, AIA empowered its Insurance Agency force with the ability to electronically complete the insurance proposal forms with a facility to capture on-screen signature of the clients enabling the submission of the entire document set to the Life Operational back-office directly to commence the underwriting and policy issuance processes. This process is electronically driven and resulted in cost effectiveness, convenience, reliability and speed to the entire functional process thereby moving on a global platform of professionalism. The new breed of AIA Wealth Planners carry AIA branded iPads with pride where the iPoS system has made a paradigm shift in the way insurance selling is carried out in Sri Lanka. As a part of transition to the AIA Group, all IT systems were modified to accommodate the brand change. This process included the name change for all system interface output and correspondence. Simultaneously, a mandatory requirement to closely align to the AIA group systems was delivered for the purpose of maintaining consistency of best practices and corporate governance across the Company. Annual Report 2013 31 Financial Review Group results The Group completed the first year under the flagship of the AIA brand and the results were commendable compared to the previous year. Revenue increase of 2.9% to LKR 13.0Bn in 2013 (2012; LKR 12.6Bn) was heightened by the Investment income performance for the year. Execution of prudent investment strategies resulted in a positive growth in Investment returns. Company results Profit The Group recorded a post-tax profit of LKR 499.3Mn for the year compared to LKR 847.9Mn in 2012. Net profit after tax (LKR Mn) Growth Figure 16 2012 2013 1,919 23% 2,729 42% 2,674 -2% 2,682 0% 3,836 43% 731 58% 600 -18% 692 15% 848 23% 499 -41% Life Non-Life 6,863 Growth 2011 6,496 Operating expenditure (LKR Mn) 2010 9,655 15,187 12,933 12,630 12,994 33% 57% -15% -2% 3% 7,846 Growth 2009 2,847 Group Results Revenue (LKR Mn) 2,673 Figure NOn-Life15 GWP 2,400 Total Revenue The combined GWP increased to LKR 9.5Bn in 2013 recording a growth rate of 7.2% over LKR 8.9Bn recorded in 2012. This achievement is praiseworthy given the fact that challenging market conditions affected the entire insurance industry. Life insurance performance had a direct impacted the disposable income in a slowing economy and Non-life insurance performance was affected by the increasing price competition. 2,692 2013 7,784 2012 2,504 2011 4,632 2010 Income statement analysis Gross written premium (LKR Mn) 2009 12,994 12,630 12,933 9,655 (LKR Mn) 15,187 Turbulent market conditions affected the performance on the Group and resulted in a lower net earned premium to LKR 8.2Bn. Lack lustre performance in the equity market channelled the Company trajectory to invest on relatively secure markets including government bonds. Revenue increase of 2.9% to LKR 13.0Bn in 2013 (2012; LKR 12.6Bn) was heightened by the Investment income performance for the year. Execution of prudent investment strategies resulted in a positive growth in Investment returns. 2009 2010 2011 2012 2013 Total GWP Staff Age Analysis of Employees (*excluding Consultants) Figure 17 Gross written premium of Life and Non-Life businesses recorded positive growths in 2013 to 5.7% and 11.4% respectively. 32 AIA Insurance Lanka PLC 2012 Available-for-sale Reinsurance Premium Ceded Investment income The Company reported a gross reinsurance premium of LKR 948.0Mn in 2013 and it was LKR 814.4Mn in 2012. Reinsurance premium ceded as a percentage of GWP slightly increased to 9.9% in 2013 from 9.2% in 2012. Investment Income Figure 18 Change in unearned premium reserve LKR 394.3Mn has been transferred to the unearned premium reserve from premium income in the current year. This is an accounting adjustment which is used to match the premium income over the insurance cover period. In 2012, LKR 162.4Mn was released to income statement from the unearned premium reserve. The Company reported a Net Earned Premium (NEP) of LKR 8,193.7Mn in 2013 which was a decrease of 0.6% compared to 2012. In 2012, the Company reported a NEP of LKR 8,244.2Mn. Despite the growth in composite GWP by 7% NEP has slightly declined. This was driven by factors such as product mix. Investment Income Investment income of the Company recorded a growth of 9.4% compared to 2012. In 2013, investment income increased by LKR 380.4Mn from LKR 4.0Bn in 2012 to LKR 4.4Bn in 2013. The detailed analysis of investment strategy and investment performance is presented in page 35. The company earned its investment income through interest income, dividend income, unrealised gains/ losses and realised gains/losses. Interest income is the prime investment income source in both 2013 and 2012 which accounted for LKR 3.9Bn in 2012 and increased to LKR 4.1Bn in 2013. The dividend income also increased by 46% amounting to LKR 144.6Mn in 2013 (2012 – LKR 98.9Mn). As the Company maintains its financial investments in Fair Value through Profit or Loss (FVTPL), Loans and Receivables, Available-for-sale clusters, the following graph illustrates how each financial asset cluster generated investment income in 2012 and 2013. FVTPL 1968 1,565 268 172 2013 2,172 The Non-life business performance was satisfactory compared to the previous year which recorded a historically positive underwriting result. Soft market rates and the relatively slow market movement in the motor vehicle ownership restricted the plan achievement for the year. 2,290 Company trajectory to introduced new product suite in 2011 to the protection product portfolio, with four new products on protection and saving introduced in 2013 further strengthened the selling capability of the Company to face challenging market fluctuations. (LKR(LKR Mn) Mn) Management Discussion and Analysis Loans and receivables Other Income Other income increased by 10% over last year from LKR 357.5Mn in 2012 to LKR 393.0Mn in 2013. In 2013, 72% of the other income was derived from policy loans and in 2012 it was 68%. Net benefits and claims Gross benefits and claims and net benefits and claims of the Company increased by 65% and 61% respectively. Gross claims have increased from LKR 4.4Bn in 2012 to LKR 7.2Bn in 2013 where net claims also have increased from LKR 4.2Bn in 2012 to LKR 6.8Bn in 2013. Transfer to the long term insurance fund In 2013 the Company transferred LKR 754.0Mn to the Long term Insurance fund which belongs to life policy holders. In 2012, transferred amount was LKR 3.7Bn. The increase in life benefits and claims was the main reason to reduce transfer to the long term Insurance fund during the current year. Net acquisition Expenses Net acquisition expenses includes commissions paid to intermediaries, franchise fee and reinsurance commission on reinsurance premium paid. Gross acquisition expenses of the Company increased by 0.7% compared to last year. A change in Deferred Acquisition Cost and increase in reinsurance commission resulted in the year on year decrease of net acquisition expenses. Expenses The Company’s operating and administrative expenses grew significantly in the year under review owing to brand migration. The 43% increase in the expenses to LKR 3.8Bn in 2013 (2012; LKR 2.7Bn) included one off expenses utilised on the brand migration and other expenses on aligning the business under new ownership. Continuous efforts in effective cost management lead by the top management on streamlining the procurement process, adapting a new branch model resulted in significant cost savings over the year. Annual Report 2013 33 2,726 2,672 2,682 8.2% 3,836 AIA Insurance’s stability is reflected in the value of assets, liabilities and shareholders’ equity which are presented in the statement of financial position. During the year under review AIA’s financial position became stronger and it surpassed the LKR 44.2Bn milestone (2012- LKR 40.9Bn) with total assets growing by 8% over the previous year. The total asset base of life insurance business accounted for LKR 35.4Bn in comparison with LKR 33.3Bn in 2012. The Non-life business asset base was LKR 8.7Bn in comparison with LKR 7.7Bn in year 2012. 2010 2011 2012 1,918 (LKR Mn) 8.0% Analysis of Statement of Financial Position 2009 2013 Operating expenses Financial Assets Figure 19 expenses LKR Mn Operating Profit after tax Post-tax profit of the Company recorded LKR 498.5Mn compared to LKR 840.2Mn in 2012. Life business surplus contribution for the year is LKR 200.0Mn compared to LKR195.Mn in 2012, backed by the admissible assets after having adequately met the required solvency margins and supported by prudent reserving. Post-tax profit of the Non life business accounted for LKR 298.5Mn compared to LKR 645.2Mn in 2012. A first and final dividend of LKR 2.00 per share totalling to LKR 60.0Mn was proposed inline with the future growth strategy. Company Results Revenue (LKR Mn) Growth Operating expenditure (LKR Mn) Growth Net profit after tax (LKR Mn) Growth Figure 20 2009 2010 2011 2012 Financial Assets accounted for 82% of the total asset base which was LKR 36.4Bn (2012 – LKR 34.3Bn). The details of investments and the performance is set out in the investment review on page 35 to 36. Fair value through profit or loss (FVTPL) A financial asset is classified as fair value through profit or loss if it is held for trading or is designated as such upon initial recognition. Financial assets are designated at fair value through profit or loss if the Company manages such investments and makes purchase or sales decisions based on their fair value in accordance with the AIA’s investment strategy. AIA’s unit linked equity securities are classified as FVTPL amounted to LKR 3.6Bn as at 31st December 2013 (LKR 3.0Bn -2012) and the chart below provides a sector analysis of the equity investments. 2013 9,703 15,186 12,933 12,629 12,995 34% 57% -15% -2% 3% 1,918 23% 2,726 42% 2,672 -2% 2,682 0% 3,836 43% 787 77% 602 -24% 694 15% 840 21% 499 -41% FVTPL Investments by industry Figure 21 Loans & receivables (L & R) Loans & receivables are financial assets with fixed or determinable payments that are not traded in an active market. AIA’s investments in L & R category include corporate debts, repurchase agreements and bank deposits. The change in L & R investments over 2013 are illustrated in the following graph. 34 AIA Insurance Lanka PLC Management Discussion and Analysis 589 669 82% Reinsurance assets % 2013 Corporate debt listed Corporate debt unlisted Repurchase agreements 6% 22% 33% 1% 0% 11% 45% 2012 Bank deposits L-R Investments by category L & R investments by category Figure 22 The total loans and receivables were LKR 18.6Bn as at 31st December 2013 and it was a 28% increase over the previous year. The maturity profile of L & R investments was changed from 92%-current and 8%-non current to 54%-current and 46%-non current due to expectation of reduction in short term interest rates. Available for sale financial assets (AFS) AFS assets are financial assets that are not classified in any of the previous categories. AFS debt securities include Sri Lanka Government treasury bills and treasury bonds with fixed interest rates. In comparison with year 2012, current year AFS investments recorded a decrease of LKR 2.5Bn which was 15%. The maturity profile of AFS investments was changed from 41%-current and 59%-non current to 2%-current and 98%-non current due to expectation of reduction in short term interest rates. The accounting policies and detail notes with regard to the above financial assets are presented in 170 & 172 to the financial statements. Property, Plant & Equipment (PPE) Net book value of property, plant and equipment as at 31st December 2013 was LKR 303.5Mn in comparison with the LKR 203.4Mn in previous year. Computer equipment and furniture and fittings accounted for LKR 142.6Mn and LKR 65.8Mn respectively for 31st December 2013 net book value. The accounting policies and detailed notes with regard to above property, plant and equipment are presented in 172 & 173 to the financial statements. Intangible Assets Net book value of intangible assets as at 31st December 2013 was LKR 754.3Mn in comparison to the LKR 402.1Mn in the previous year resulting mainly through acquisition of new state of the art software/hardware solution for life insurance business amounting to LKR 272.2Mn. Reinsurance assets comprise of LKR 818.2Mn as reinsurers’ share of outstanding claims and LKR 286.5Mn as reinsurers’ share of policy liabilities as at 31st December 2013. Adequate provision has been made in the financial statements for reinsurance receivables where recovery is considered doubtful. The total reinsurance assets recorded an increase of 30% over the previous year amounting to LKR 252.3Mn. Life Insurance Fund The Life insurance fund includes the reserves created to satisfy future claim obligations and maturity value payables to life insurance policyholders. Gross Life insurance fund as at the 31st December 2013 was LKR 33.8Bn including claims payable in comparison with LKR 32.0Bn in previous year. The Company has appointed Mr. Frank Munro as the independent appointed actuary for the Life insurance to conduct the valuation of the life fund and his report appears on page 150 Adequate provisions, including those for bonuses and dividends to life policyholders, solvency margins and other required reserves have been made from the life fund as recommended by the consultant actuary. Non-life Insurance Fund The Non-life Insurance Fund mainly consists of premium reserves and claims reserves relating to the Nonlife Insurance business. Those are categorised as the Unearned Premium Reserves, Reserves for Claims Outstanding, Incurred But Not Reported (IBNR) Claims Reserves and Incurred But Not Enough Reported (IBNER) Claims Reserves. The Gross Non-life insurance fund was LKR 2.8Bn as at 31st December 2013 in comparison with LKR 2.3Bn over previous year recording a growth of 19%. AIA ensures that adequate provisioning for claims outstanding including IBNR are maintained. AIA has appointed M/s NMG Financial Services Consulting Pte Limited. as the independent actuary for Non-life business. The growth of Life insurance and Non-life insurance funds are detailed out in following table. Fund 2009 2010 2011 2012 2013 Life (LKR Mn) 18,048 25,955 28,864 32,017 33,812 Non-life (LKR Mn) Total (LKR Mn) 1,866 19,914 2,526 28,481 2,486 31,350 2,326 34,343 2,756 36,568 91% 91% 92% 93% 92% 9% 9% 8% 7% 8% Mix Life Non-life Figure 23 Annual Report 2013 35 4.01 2013 3.78 2012 5.62 4,538 4,017 Times 2011 4.09 2010 4.68 2009 3,547 As at 31st December 2013, the admissible assets in Nonlife insurance business amounted to LKR4,019.3Mn While the total liabilities amounted to LKR 2,431.5Mn, resulting an available solvency margin of LKR1,587.8Mn Since the required solvency margin (RSM) in Non-life insurance amounted to LKR 395.7Mn, the Company was able to surpass the RSM by 4.01 times. 2,907 Shareholders’ equity of the Company has increased from LKR 4,017.5Mn to LKR 4,538.5Mn in 2013 recording a growth of 13%. The stated capital of AIA remained at LKR 300.0Mn during the year and growth of revenue reserves were LKR 521.0Mn amounting to 14% growth over the previous year, contributed mainly through profitability for the year under review. 2,575 Non-life Insurance Solvency Margin (LKR Mn) Shareholders’ Equity 2009 2010 2011 2012 2013 Total Equity Non-life insurance solvency margin Equity24 performance Figure GI Solvency Ratio Figure 26 Investment Performance Solvency Margins As a regulatory requirement of the Insurance Board of Sri Lanka (IBSL). Also insurance companies are suppose to maintain the stipulated solvency margins. AIA maintained the required solvency margin throughout the year in both life as well as non life insurance businesses. A healthy solvency margin is an indicator of the financial stability. Life Insurance Solvency Margin 1.51 1.50 1.79 2.53 2.89 Times AIA recorded a solvency margin ratio of 2.89 times in life insurance (2012- 2.53 Times) as at 31st December 2013, by having an available solvency margin of LKR 3,421.6Mn Where as the required solvency margin was LKR 1,182.2Mn The total admissible assets of life insurance business were LKR 28,969.8Mn (2012- LKR 26,445.0Mn) and the total liabilities amounted to LKR 25,548.2Mn (2012- LKR 23,615.0Mn) 2009 2010 2011 2012 2013 Life insurance solvency margin Figure 25 Life Solvency Ratio Investment Strategy The Company maintains a prudent investment strategy for its investments in line with the investment philosophy and investment policy which are designed with the primary objective of providing peace of mind and prosperity to its policyholders, shareholders and other stakeholders. The Company therefore focuses on a long term investment strategy and ensures that its investments are made in high grade financial instruments as regards the fixed income investment strategy with duration strategy being the key focus and in listed liquid blue chip counters as regards the equity investment strategy with sound fundamentals being the key focus. Since mid 2012 the Company has not maintained an exposure to quoted equity in its conventional Life Policyholders fund and both Shareholder funds in line with the risk appetite of the respective portfolios and against a backdrop of volatile and weak equity performances. Exposure into quoted equity is maintained at present in 2 unit linked funds that maintain exposure to equity in line with their policyholder expectations and requirements and prudent investment management has ensured that these funds beat their dynamic benchmark over 2013. The Company anticipated the decline in interest rates over 2013; notably a decline in the benchmark 364-day Treasury bill yield by 340 bps to stand at 8.39% by year-end and the decline 36 AIA Insurance Lanka PLC Management Discussion and Analysis in the 5 year bond by 264 bps, and accordingly lengthened the duration of the conventional Life Policyholders’ fund deploying funds into longer tenure Treasury bonds as well as listed corporate debt instruments. The Company was selective in its exposure to listed corporate debt instruments choosing high grade investments issued by licensed commercial banks and sound non-bank financial institutions. The asset allocations of the Company’s investments for the Life and Non-Life businesses as at 31 December 2013 are given in figures 27 and 28. Detailed processes are in place to ensure adequate oversight at Board of Directors and its sub-committee level as well as at management level for the sake of good governance. Investment Performance The investment performance as discussed below is a result of the timely execution of investment strategy against the backdrop of a steep decline in interest rates. A combination of the lock-in of attractive interest rates despite the steep decline in market interest rates coupled with the increase in the portfolio size resulted in the growth in investment income. Although the volatility of the equity market continued into 2013, prudent decisions taken in relation to the unitlinked equity portfolios safe guarded and minimised the impact and also ensured that the unit-linked policyholders benefitted by the positive equity market returns. This resulted in a turnaround in the portfolio equity returns in 2013 compared to the previous year which added to the investment income for the year Life Investment Portfolio - 2013 Asset Allocation Figure 27 Life Insurance GWP 6,863 2011 6,496 7,846 2010 2012 2013 4,632 7,784 Non-Life Investment Portfolio - 2013 Asset Allocation (LKR Mn) Top-line performance of the Life business was affected by the decreasing wallet size of the customers in a slowing economy of the country. Hence the GWP achievement of the business segment is praiseworthy for 2013 of LKR 6.9Bn, 6% increase over 2012 GWP of LKR 6.5Bn. Figure 28 2009 Prudent investment strategy and timely execution has ensured satisfactory returns for the portfolios over 2013, and has secured the foundation for sustained stable income over the medium term. The Company is able to thereby declare attractive policyholder dividends for 2013. To ensure that the investment funds are managed within a sound governance framework on par with international best practice, the Company develops detailed investment policy and individual investment mandates by which its investment funds are managed. Life GWP Figure Life GWP29 Product mix The Conventional products accounted for 71% of Life GWP on 2013, being the dominant product category in the Company product mix. Category recorded a 22% growth over 2012. The Company offer mix of Unit link and Universal Life products to the customers and the focus Annual Report 2013 37 four new products were introduced under the Universal product belt. These new products contributed to the growth of the 2013 GWP and accounted to LKR 39.2Mn of the total GWP. Claims and benefit Claims and benefits increased significantly during the year led by high surrenders and maturities. A recent voluntary study involving a number of Sri Lankan insurers including AIA revealed that customer persistency may be higher in certain other Asian markets. This is in line with AIA Sri Lanka’s experience compared with other AIA Group companies in those markets. Policyholder persistency is the result of a complex interaction between customers’ understanding of the need for insurance, affordability, economic and fund performance, to name but a few and AIA will be working within our business and the wider industry to increase customer persistency in this regard. Product mix comparison Non-life Insurance Figure 30 GWP A number of Bancassurance partnership alliances were attached to the operation in 2013 strengthening the Banca operation. Strategic alliance with NDB bank was incorporated in December 2012 and in 2013 the Company signed with Commercial and Union bank. 2,673 2,400 2,692 2,847 2,504 The Company operation in Life Business is built upon three distribution pillars, namely Agency, Bancassurance partners and Corporate Solution channel. Out of these three pillars Agency leads the distribution followed by the Bancassurance partners and the Corporate Solution channel. Agency channel accounts for 94% of the Company Life GWP and the number of agents who have been rebranded as the Wealth Planners in 2010 are increasing in numbers and in quality. The Non-life GWP achievement was directly affected by the prevalent drop in the motor industry in 2013. However 2013 GWP achievement is praiseworthy and it recorded a growth of 11% to LKR 2.7Bn compared to LKR 2.4Bn in 2012. Company trajectory to focus on retail business via agency force added more value to the bottom line results. (LKR Mn) Channel mix 2009 2010 2011 2012 2013 Non -Life GWP NOn-Life32 GWP Figure Class mix The largest contributor to the Non Life insurance GWP was the Motor business which accounted for 56% of the total GWP for 2013 (2012;58%). Motor volume increased in 2013 compared to the previous year and the Company effort to meet the set target for the year was a challenging exercise. The prevalent soft market rates and capture leasing insurer has made it tough in retaining the Company position in the market. Channel mix Figure 31 38 AIA Insurance Lanka PLC Management Discussion and Analysis Claims Net claims paid for the year 2013 grew by 8% to LKR 1.1Bn compared to LKR 1.0Bn in 2012. The total claims figure is driven by the Motor claims which accounted for 75% in 2013 and 74% in 2012. Marine claims recorded a negative grow in the year under review compared to Fire and Accident which recorded a growth of 54% and 13% respectively. Class mix Figure 33 Fire class in non motor segment grew by 13% and contribution to the total GWP increased to 21% in 2013 compared to 20% in 2012. Accident class contribution followed by the Fire class recorded a 2% increase in contribution to the overall GWP for 2013 with the highest growth rate of 30% in GWP achievement compared to 2012. Claims contribution Channel mix Figure 35 Tied Agents in Non-life insurance business is the key selling arm among the other two channels namely Broker and Bancassurance. Tied agents who were rebranded as the Wealth Planners spread island wide, focus on retail motor business. They have been the largest contributor to the Company Motor business portfolio in 2013. Agency channel contributions for the 2013 recorded at 47% compared to the 43% in 2012 and the other channels recorded a negative growth in contribution. The Company was able to achieve the majority of the GWP shortfall through the dedication and commitment of the Non-life distribution team. Ratios The Company challenge was to maintain a healthy loss ratio throughout the year and control the Net Combined Ratio as a whole. Prudent and effective claims management processes implemented within the Company helped in achieving a Loss ratio of 58.4% in 2013 compared to 51.9% in 2012. Motor loss ratio increased by 7% and this achievement is commendable comparing the increase in motor accidents and increase in spare parts prices witnessed in 2013. Fire, and Accident classes recorded a growth in loss ratios as a result of higher claims figures recorded for the year. Combined Operating Ratio (COR) Figure 34 2013 51.9% Expense Ratio 45.5% 44.9% Combined Operating Ratio (COR) 97.4% 103.3% Figure 36 Channel mix 2012 Claims Ratio 58.4% Annual Report 2013 39 Social People Above All Building an environment where high quality people are excited to work and motivated to achieve, is our priority. Our vision is to become the pre-eminent life insurance provider in Sri Lanka. In Non-life insurance we strive to be niche’ and profitable. The quality and professionalism of our employees are paramount to us in ensuring that we are well positioned to fulfil our ambitions, meeting our customers’ needs and achieving sustained Shareholder value. That is why people development is one of our key strategic imperatives. Our Operating Philosophy is “Doing the Right Thing, In the Right Way, With the Right People”. This is central to how we define ourselves and our behaviour in all our interactions. It is supported by 12 guidelines we call our Operating Principles, which set the tone for the way we conduct our business and ensure that we operate within a value system of the highest calibre. We were successful in completing the full roll out of Operating Principles, the guidelines that set the foundation of our Group’s culture and our new brand positioning ‘Real Life’ across the Company, through workshops, storytelling and recognition programmes. Our Group’s signature management development programme, ‘AIA Manager’ was a key feature of management content development for 2013. The Organisation and People Review (OPR), the talent management process included mapping out career and development goals for 32 key successors in the senior management. We aligned the performance management processes by completing the Job Evaluations and the Career Band mapping the AIA way. Most of our main business divisions including Agency and Bancassurance sales went through major organisational restructuring to prepare for tomorrow’s business ambitions. Amidst all this, AIA’s Got Talent went in search of AIA Sri Lanka’s best of talents, reality show style, creating a high level of staff interaction and fun. The Company participated in the Employee Engagement Survey conducted across our Group (by Gallup, a qualified international research agency) with 100% participation and 53% engagement score - the third highest in our Group. Our company was also adjudged to be within 15 Great Places to Work for in Sri Lanka. Strengthening Leadership Capabilities Culture and Synergy Enhancing People Development Fostering an Engaging Workplace “We want AIA employees to feel genuinely happy, to enjoy the workplace and their colleagues when they come to work every day.” ~ Mark Tucker AIA Group Chief Executive and President1 Source: AIA Annual Planning Workshop (HR) 2013 Our people strategy focuses primarily on growing future leaders from within, providing top-quality technical development, engaging and enhancing performance management. “We can all make a difference to our own lives as well as those of others. As Tony Fernandez (of Air Asia fame) said at the recent AIA Leadership conference, we really only have one life that we know of, so why not give it our best shot and really live it? Why wait for things to happen when we can make things happen?” • “I feel connected and proud to be part of AIA” • “I grow professionally and personally during my time in AIA” • “I respect and learn from my leaders” 2013 has been a year of transition for us at AIA Sri Lanka in becoming a member of the AIA Group Hong Kong (our Group) where HR played a key enabling role. Our aim was not just to ‘introduce’ the name AIA to our people but to build a foundation upon which the best of AIA HR practices can flourish in Sri Lanka in the years to come. In doing so, we carefully selected critical aspects of the Human Capital Roadmap of our Group to lay building blocks of AIA HR in Sri Lanka. ~ Gordon Watson Regional Chief Executive / Chairman AIA Insurance Lanka PLC2 A Great Place to Work – 2013 A great workplace is a happy place to work with a culture that encourages synergy and one where people truly aspire to make a difference to themselves and to those around them. It is a place where you trust the people you work with, have pride in what you do, and enjoy the environment. 1. AIA new employee orientation presentation - 2013 2. “Turning Inspiration into Action” posted on AIA Wave - 2014 40 AIA Insurance Lanka PLC Management Discussion and Analysis The Company was among the best 15 companies to work for in 2013. This study was done by Great Place to Work Institute in partnership with Ceylon Chamber of Commerce via an on line survey and a culture audit. Online survey took measurements of credibility, respect, fairness, pride and camaraderie while culture audit focussed on how we hire, inspire, speak, listen, thank, develop, care, celebrate and share in the work place. Some of the highly commended best practices show cased during the study were our unique recognition schemes, state-of-art employee benefits, leadership development and employee led charity programmes. This endorsement stands as a testimony of the solidity of the culture and togetherness in the Company even in a year of major change. continuously invest in measuring our people’s engagement level as an important factor for our business. Employee Engagement Survey Our Employee Engagement Survey results speak volumes of the success of our engagement initiatives in year 2013. AIA Sri Lanka scored a Grand Mean of 4.14 out of 5 points scale marking the 70th percentile on the global Finance & Insurance (F&I) industry database and well above the Group average. The Employee Engagement Survey results highlighted that we have built a strong foundation on role clarity of expectations, providing right materials and equipment and the opportunity for people to do their best. Question Mean Score Percentile (Out of 5) Ranking Q01. Know what is expected of me at work 4.58 93rd Q03. At work, I have the opportunity to do what I do best every day 4.22 88th * Survey was conducted by Gallup * Percentile ranks are based on Grand Mean and ranked against Gallup’s 2013 Finance & Insurance Workgroup Database In the Employee Engagement Survey 2013, a strong Company Advocacy rate of 4.42 and a Brand Ambassadorship score of 4.45, amplified our successful efforts in taking the AIA brand to the employees. Engagement & Communication Engaging Employees in Business “It is one thing to have a consistent and sustained set of strategic priorities for a business and quite another to make it happen. We build ownership and connection to our strategic priorities by truly engaging our employees in the journey and the celebration.” ~ Shah Rouf Chief Executive Officer The Company’s success is indeed dependent on the quality of people working within the organisation. We attach a great importance in measuring commitment to deliver individual performance goals and the spirit of ‘engagement’ within the AIA community. At AIA Sri Lanka we define engagement as the extent to which each employee is connected to our Group’s vision and purpose; knows ‘What’ one is doing to contribute to the vision and knows ‘How’ one makes a difference. Hence we We keep our employees up to date with business information and Company activities as a way of engaging them to win their contribution. Annual Company Conference is the focal gathering held each year hosted by the Chief Executive Officer to share with the employees, the details of financial performance highlights of the previous year, upcoming activities and celebrate successes. In 2013, a number of Town Hall meetings with Q&A sessions were also conducted with the presence of our Group’s senior management members in their visits to AIA Sri Lanka. This facilitated close communications between employees and the top management team and established a shared understanding of the business priorities and how it links with our Group. Annual Report 2013 41 Talent Attraction and Retention “Our people processes and employer brand have ensured that we are successful not only in retaining our internal talent but also in attracting the best from the market.” ~ Upul Wijesinghe Deputy Chief Executive Officer Our management attrition ratio was around 10% in 2013 with no exits of critical talent. While providing positions for our leaders from within, we also gave opportunities for the best in the market to find their career path in our Company. With the exponential business growth in 2013 we strengthened our talent pool focussing mainly in Bancassurance and Agency Direct Sales channels. In our recruitment drive we increased the Bancassurance headcount by 143. These employees were placed with our existing and new Bancassurance partners. 1000 881 600 1020 800 2012 400 0 Permanent Fixed Term Insurance Contract Trainee 13 10 200 50 2013 50 Encouraging employees’ artistic and literary creativity and representing the demographical presence of a ‘Y Gen’ employee base, we produce an in-house publication, titled ‘Round Up’. This journal features interviews with employees, captures the important personal milestones of their lives and provides news regarding successes. It also recognises those who stepped up the career ladder and provide information on health and other aspects of interest. This magazine is also often commended by family members of our people. Our People at a Glance 21 Roundup We even enriched our life insurance call centre with ‘new blood’ to go the extra mile of support for our customers. 18 We re-introduced company’s intranet ‘Egoz’ with a new AIA look and feel ensuring speedier and smoother dissemination of information to our people at all levels. Egoz continues to be our primary mode of internal communication keeping employees updated current and real time, on business and people, policies and announcements, achievements and messages from the CEO. 936 Egoz During the year, we also strengthened our Agency Direct Sales channel with 100 placements establishing our footprint through the expanded regional branch network. 803 There were also many other key information dissemination methods used. Career guidance trainees Total Total Employee Category Breakdown Total Employee Category Breakdown(Excluding Consultants) 400 300 2012 20 years 21- 30 & below years 2013 41-50 years 51-60 years 1 1 25 19 121 31- 40 years 146 273 38 100 240 200 0 The online platform brings us closer together and fosters a better sense of community among AIA people in all 17 AIA countries. 480 500 20 Wave is our Group’s social network that empowers to engage colleagues, enable collaboration and embrace innovation within our Group. It encourages teams / individuals to work together across our Group in a more fun way and allows employees to stay connected to people and information in an effective manner. 537 600 Wave 60 years & above Age Analysis Staff Age Analysis of Employees (*excluding Consultants) 42 AIA Insurance Lanka PLC Management Discussion and Analysis At AIA, performance management is a core people management process to align individual and team goals with the organisation’s vision and strategic priorities. We achieved great results together by being real in setting performance expectations in terms of ‘results’ and ‘behaviours’. 80% of the performance evaluation is based on the business goals which are stretched and aligned to our vision and 20% of the evaluation is on the expected behaviours of employees based on 3 critical capabilities. This process also looks at career aspirations and development needs in order to determine the kind of support and environment employees need to perform at their best. It is our way of ensuring that employees’ ambitions are in line with the Company’s success. Gender Breakdown - 2012 ‘Performance Development Dialogue (PDD)’, is the new term that describes our performance management process. This is not just to have a conversation on how our employees are achieving results but also how our managers can help employees to grow and develop through coaching and feedback. Goal setting, mid-year review and year-end review are the three formal milestones in this process. But we also emphasise the importance of having on-going performance dialogues throughout the year. This is supported by our Human Resources Information System, where all employees are able to record their performance related information online. Gender Breakdown - 2013 800 500 Permanent 669 600 589 700 Fixed Term Contract 400 Insurance Trainee 0 2012 Male 2013 Male 267 2012 Female 01 22 12 08 07 20 28 01 100 18 42 03 200 214 300 Career guidance trainees 2013 Female Total employees - Gender Breakdown 2012 vs. 2013 Staff Age Analysis of Employees (*excluding Consultants) Performance Development Dialogue “We believe in measuring strength and growth within; our new performance management tool has enabled us to have meaningful discussions with our employees in getting to this outcome.” ~ Kelum Senanayake Director Operations Source: AIA HR Guidelines, Principles and Standards Handbook - 2013 The success of this process is demonstrated by each manager taking responsibility to deliver employee performance and support individual development through a culture of open and candid discussions. Annual Report 2013 43 Talent and Leadership Continuity Reward “In AIA, the pursuit of ambitious and sustainable growth creates opportunity and a place for young leaders to succeed.” “We reward superior performance financially and non-financially; this has ensured the success of our Bancassurance sales team.” ~ Indika Prematunga Chief Financial Officer ~ Amal Perera Director Partnerships Our talent management process titled the ‘Organisation and People Review (OPR)’ is an annual occurrence which aims to address capability requirements across the business by providing a systematic means of assessing the Company’s current and future leadership capability needs and ability to meet them. The review encourages a proactive approach to resourcing, development and succession planning to ensure leadership continuity for the future. Our total rewards philosophy is built upon the principles of providing an equitable, motivating and market-competitive remuneration package to foster a strong performanceoriented culture within an appropriate overall risk management framework. It aims to ensure that individual rewards and incentives relate directly to the performance of individuals, the operations and functions in which they work and the overall performance of the business entity. The OPR takes into account the impacts of external environmental conditions, AIA’s strategic priorities, leadership requirements and resourcing challenges. It also reviews current workforce capabilities to deliver business goals and action plans to address capability deficiencies. This process assists in the identification of individuals with high potential to be developed for key management positions and recognises common leadership development needs and solutions. Our total rewards comprise of both financial and nonfinancial aspects ranging from benefits and remuneration, to career development and overall working experience, offering the flexibility needed to realise career aspirations. The scope and depth of total rewards is indicative of the Company’s intent to nurture long-term and sustained development of our people. During the year, we had a healthy pool of senior leaders who were ‘Operating well’ or ‘New’ in their positions or have demonstrated readiness to take on bigger roles. Regular follow ups on their development programmes were conducted. Around 38% of the Executive Committee positions are with ‘Ready Now’ Successors and 62% positions are with ‘Ready Later’ successors who will be groomed in about 1 – 2 years to take over higher responsibilities. We conduct regular annual salary surveys to ensure that our total compensation package remains competitive and fair to attract, retain and motivate the type of people the Company needs. We believe that both individual and business performance should be recognised when determining pay decisions. Salary reviews, variable pay, and non-financial reward decisions are driven by talent / performance discussions. Employer Provider Employee Provides Financial Rewards Fixed Pay Variable Pay Business Goals Benefits Non-Financial Rewards Performance and recognition Development and career opportunities Source: AIA HR Guidelines, Principles and Standards Handbook - 2013 Work life environment Time Talent Effort Contributions Business Results 44 AIA Insurance Lanka PLC Management Discussion and Analysis Job Evaluation During 2013, we carried out a job evaluation project in order to secure internal equity in rewards management. All the jobs of the Company were reviewed and evaluated by Mercer evaluation system which helped to benchmark all the positions of the Company and align them with our Group’s ‘Entity Career Band’ structure. This allows us to compare job roles across the Company as well as within the Group. Once the job role is evaluated, the grade and salary range is determined. We consider pay practices within and outside the industry to ensure that we are competitive. Recognition “To us recognition symbolises pride – a ‘change over’ in the magnitude of Project IRIS Life Insurance System, would not have sustained if the people involved did not feel that the Company recognises their efforts.” ~ Chandana Jayasooriya Chief Information Officer Our recognition framework is multi-tiered and allows our managers at all levels to appreciate their people for superior contributions to the Company. Annual Managing Director’s Special Award, Living our Values Award Short-term Monthly On the spot / peer to peer appreciations Splendour Recognition, Best Quality Sales Award Star Employee Award Rainbow cards, Esthuthi The flagship occasion in the employee events calendar is the ‘Annual Company Conference’; an event of communication, recognition and camaraderie. At the 2013 Company Conference, 10 outstanding individual performers were recognised with the most prestigious ‘Managing Director’s Special Award. We encourage people to continuously ‘live’ our values and recognised those who championed them. 114 of our people were recognised during 2013 with the ‘Living Our Values’ award. The ‘Splendour recognition scheme’ recognises significant individual contributions of people working in project teams. We launched the ‘Best Quality Sales Award’ in 2013 to recognise the Bancassurance Sales Executives’ sales achievements in every quarter. The new monthly recognition scheme ‘Star Employee Award’ was introduced to recognise demonstrations of Operating Principles. Managers are encouraged to reward outstanding employees on the spot with ‘Rainbow Cards’, a pack of cards readily available with our managers with a personalised gift marked on each card. Development “Our Group Chief Executive Mark Tucker is quoted to have said “… I was looking not just to grow business … but to grow people”- This to me epitomises and encapsulates how these two critical aspects comes together at AIA to underpin sustainable success.” ~ Gavin D’ Rosairo Chief Investment & Risk Officer The learning architecture provides the parameters where learning tools and resources can best support the delivery of the Company’s strategic priorities enhancing the development of organisational capabilities. As an organisation known for people development we invest in our people so that their skills are relevant in our business. Our main focus for 2013 was to revalidate our learning curriculum to support the Company’s strategic business initiatives whilst drawing the best from our Group’s Annual Report 2013 45 learning and development methodologies. As a result we aligned our inductions and orientation programmes to that of our Group. The 2013 training calendar comprised of technical and soft skill trainings which enhanced the capability of our employees via internal as well as external programmes helping them to gain more knowledge and exposure. (LKR Mn) A total of 20,559 training hours were recorded during 2013 as compared to a total of 15,467 hours in 2012. 2013 Internal External Foreign No of training 2012 vs 2013 No of training 2012 vs 2013 (LKR Mn) Following are some of our signature developmental programmes of 2013. AIA Operating Principles Workshop We invested a great deal of time and energy to articulate our Operating Philosophy – The ‘How’ and ‘What’ of, “Doing the Right Thing, in the Right Way, with the Right People”. Our 12 Operating Principles portray how we should interact within our teams, with our customers, Shareholders, other stakeholders and the community at large. AIA Operating Principles were learnt workshop style, via activity based experiential programmes helping our people to understand and relate them to our day to day work. We were fortunate to have the presence of AIA Group HR Director Shu Khoo to launch the Operating Principles during January 2013 at which 60 senior managers participated. Subsequently 13 programmes covering 785 employees were conducted in different locations around the country. 25 41 58 43 43 80 2012 Members of the management and supervisory cadre were given the opportunity to attend various management and development programmes overseas. During the year over 82 people attended programmes conducted at different business units within our Group. 2013 Internal External 37 82 257 180 932 2,523 2012 Foreign No of participants 2012 vs 2013 (LKR Mn) No. of Participants Internal External 14,807 2012 23,411 4,296 1,838 7,811 8,393 2013 Foreign Total training investment 2012 vs 2013 (LKR’000) No. of Participants The AIA Manager Programme AIA Manager programme was developed by our Group with the assistance of an external consultant and was delivered across all 17 AIA countries. 2 of our Managers were trained and certified by our Group to facilitate the programme locally. 46 AIA Insurance Lanka PLC Management Discussion and Analysis This two day experiential programme targeted managers who lead teams at AIA. Its content helps them to understand the AIA culture, our strategic priorities, different personality types, and their role in leading a team to achieve the Company’s objectives. We successfully completed 6 programmes covering 109 managers during 2013. This knowledge sharing journey will continue to improve the capabilities of the rest of the management team. Here are some of the highlights; ‘AIA’s got Talent – Sri Lankan Extravaganza’ ‘AIA’s got Talent – Sri Lankan Extravaganza’ was this year’s grand talent show that unearthed the hidden artistic, dancing and musical talents of our people. The event took two phases to select the best performers out of 50 contestants. All the participants were adjudged by a professional panel of renowned singers and dancers. The grand finale was indeed a glittering event where our teams / individuals showcased their best of best talents. 3 teams and an individual contestant competed in the dancing category whilst 2 teams and an individual competed in the singing category at the finals. Team Beat Breakers was adjudged winners in the dancing category and the duo P & P won the singing category trophy. Beat Breakers was the winning team to fly the flag of AIA Sri Lanka to compete with the 17 AIA countries across Asia. Apart from these finalists, few others also got the opportunity to perform at the Grand Finale. E- Learning This is a tool used to gain knowledge and gather information outside a class room set up. During the year, 5 e-learning modules were successfully launched to all the employees. The Connection Beyond Just Work It is not just work and more work at AIA – There is work, life and family synergy, going hand in hand bringing a balance to the busy lives of our employees. We recognise that our employees’ quality output depends on their ability to contribute outside work and involve their families in it. The Company Sports Club consisting of 16 leaders voluntarily appointed year on year play a key role, together with HR in creating this connection beyond work. In the year 2013 many programmes were introduced to engage and connect our people and their families with the Company. Traditional Blessings to Start the Year The first working day for 2013 began with a ceremonial breakfast with traditional dances and lighting of the oil lamp. Blessings from all 4 religions were evoked to bring strength to achieve challenges of 2013. Upul Wijesinghe, Deputy CEO addressed the employees and outlined the strategic path for the year. A traditional breakfast was laid out with an exciting spread to start the year in good spirits. The event proved to be a wonderful platform for employees to wish each other, mix and mingle. Annual Report 2013 47 The winners were chosen from each age category on Arts and Crafts by Mr. Jagath Raveendra a renowned artist in Sri Lanka. All the children were recognised with certificates at the awards ceremony by Shah Rouf the Chief Executive Officer. Annual Trip for the Whole Family During the year employees enjoyed a 5-star weekend with their families. They had a choice of two luxury hotels Cinnamon Bey- Beruwala or Cinnamon Lodge - Habarana. The employees were given the option of picking a weekend from August to November. It was a great opportunity for friends in the workplace to get together with their families. The Sports Club ensured that everyone truly had a wonderful weekend. AIA Little Hands ‘AIA Little Hands’ was a colourful event held in November to recognise the creative work of AIA kids. More than 70 wonderful creations were received from the children of our employees. There were drawings and crafts in different themes. Kiddies Christmas Party A fun filled kiddies’ party themed ‘A Merry Time’ was held in December at 80 Club Colombo. The party made a difference by having a number of games not only for kids but also for the parents. It was an opportunity for the parents and the kids to enjoy together. The spirit of Christmas was alive throughout the party with the presence of Santa, fun games, magic shows, love and warmth. 48 AIA Insurance Lanka PLC Management Discussion and Analysis Bargains on Pay Day Every month a ‘pay day operation’ was held where our people had the opportunity to purchase essential household items ranging from milk powder to spices at surprisingly low prices. This benefit was appreciated and accepted positively. Fun Fair Offering Fantastic Bargains Another event of December was the ‘Fun Fair’ which was held for the first time and offered our people a range of exciting bargains from reputed brands of household products, mobile phones, high-tech items, food, stylish ready-mades and shoes. It was a great opportunity for the year-end holidays and enhanced the festive spirit with the array of goods available under one roof. Looking Ahead...... “In 2013, we continued to build on the strength of our people with the best of class guidance of our Group. We believe ours is a work environment where merit leads to recognition and advancement. With performance, capability and governance as our key theme, we continue our journey saluting and engaging our people so that they can say with pride... “the best of me is called and the best of me is able to respond…everyday.” ~ Chathuri Munaweera Director HR & Legal Annual Report 2013 49 Agency Force Nurturing the trust in the Agency Force The agency force is a vital element in promoting sustainable business practices. Our training and development programmes have helped Wealth Planners to keep ahead of market trends. Awards for top performing Wealth Planners The Company rewarded top performances at the annual Graduation & Sales Convention for over 700 Wealth Planners. Wealth Planners and Wealth Planners’ Managers were bestowed with titles – Premier, Privileged and Senior - based on a stringent appraisal process at the Graduation. The Graduation Ceremony was followed by the spectacular Sales Convention. Those who proved their high calibre by qualifying to participate in the world’s most prestigious event for insurance sales professionals – the Million Dollar Round Table Conference as well as the Wealth Planners who received the coveted LIMRA International Quality Awards were recognised for their accomplishments. There were 17 MDRT members and 19 IQA winners. The highlights of the evening were the awarding of the topmost awards amidst great fanfare and applause. Mrs D.G.A. Swarna from Anuradhapura Region was adjudged Best Wealth Planner – Life, for the fifth consecutive year. She had also attained the commendable position of ‘Top of the Table’ at the Million Dollar Round Table. The Best Wealth Planners’ Manager - Life was Sanjeewa Undatiyawala from Kalutara (Agency 2). The Best Wealth Planner – Non-life Insurance was Mapa Herath attached to the Kandy Regional Office while Upali Tennakoon from Kurunegala Regional Office was adjudged the Best Wealth Planners’ Manager - Non-life. The Best Distribution Unit Head was Milanka Silva from Moratuwa Region 2. The Best Area Development Manager was Bandara Yatigammana from Mawanella. Road to MDRT MDRT is the highest ranking international recognition a life insurance advisor can achieve. Sales Training and Development initiated a concept “Road to MDRT” to help eligible candidates to groom themselves to be eligible for MDRT. MDRT (Million Dollar Round Table) the premier association of financial professionals, and is an international, independent body with 38,000 members from 74 nations. MDRT membership illustrates sales and financial advice excellence on par with the best in the world. D.G.A Swarna, became ‘Top of the Table’. To attain the status of ‘Top of the Table’ a MDRT member has to obtain 6 times the base requirement. International Quality Award (IQA) In a rare demonstration of collective excellence and passion for customer care, a considerable number of our Wealth Planners have qualified for the globally recognised International Quality Award (IQA) from LIMRA, USA. IQA, established to promote quality selling in the Life insurance profession across the world is one of the most sought-after awards in the insurance industry. To qualify for the award, it is required to achieve over 90% persistency, (a measure of customer loyalty and satisfaction) among several other requirements. 50 AIA Insurance Lanka PLC Management Discussion and Analysis A 20 year tie up with NDB National Development Bank PLC (NDB), one of Sri Lanka’s highest capitalised private sector commercial banks entered into a historic 20-year bancassurance partnership with AIA Insurance. The bancassurance agreement further strengthens the close association the two entities have enjoyed for over a decade. The agreement was formalised with the participation of the two CEOs, Shah Rouf of AIA and Russel De Mel of NDB. Indrajit Wickramasinghe, COO of NDB Bank and Amal Perera, Director Partnerships at AIA were among those present. Value-adding partnership with Commercial Bank AIA Insurance entered into a Bancassurance partnership with Commercial Bank to bring the bank’s customers the convenience of insuring themselves, as an extension of the comprehensive banking services offered. The bancassurance partnership was formalised by the Memorandum of Understanding signed by Shah Rouf, Chief Executive Officer of AIA Insurance and Ravi Dias, Managing Director/Chief Executive Officer of Commercial Bank. The largest private bank in Sri Lanka and the only Sri Lankan Bank to be listed two years consecutively in the world’s Top 1,000 Banks, Commercial Bank operates a network of 232 branches and service points in Sri Lanka and a network of 563 ATMs in Sri Lanka. The Bank also operates 18 outlets in Bangladesh. The Bank has been adjudged the Best Bank in Sri Lanka by Global Finance magazine for a record 15 consecutive years and has also won multiple awards as the country’s best bank from ‘The Banker,’ ‘FinanceAsia,’ ‘Euromoney’ and ‘Trade Finance’ magazines. A bancassurance partnership with Union Bank Union Bank joined hands with AIA Insurance to bring bancassurance services to its customers. Union Bank is one of the fastest growing banks, and supports the development and growth of the Small and Medium Enterprise (SME) sector with a range of comprehensive financial solutions. The new partnership with AIA is an important forward step in strengthening the bank’s innovative range of technology-driven products and services geared to achieve growth in its SME portfolio. Premier agency through AIA way of life With the completion of our first year as AIA Sri Lanka, growth with sustainability has become the utmost priority of the business. A lot of emphasis has been put into the system to ensure quality in every step taken towards becoming the pre-eminent agency force in the country. AIA Group has identified ‘Premier agency’ as its number one strategic priority and took many initiatives in 2013 to create the environment for that purpose. With one giant step forward in creating a paperless point of sale, the introduction of iPad and iPos technology is expected to play a major role in contributing to future growth of AIA. Currently we possess around 700 Wealth Planners and Wealth Planners’ Managers using the cutting edge technology around the country with the expectations of expanding the usage to over 4000. Training and Development Partnership with NDB AIA Sales Training and Development through Centre for Excellence We truly believe in developing the competencies of our Wealth Planners to support the customer in the decision making process which resulted in a tremendous growth in sales during the year. Partnership with Commercial Bank Partnership with Union Bank In addition to the required product and service knowledge, Wealth Planners were driven through a winning behavioural change by Sales Training and Development in the year 2013. Innovative professional development programmes were implemented during the year, to develop Wealth Planners to the expected “AIA” standard. Annual Report 2013 51 During year 2013 , approximately 2400 new comers were inducted to the regional level Induction training programmes. In order to ensure the effective professional development of the new comers in the first three months, the Induction was structured in three stages as Induction 1,2 and 3. Training Summary at a glance 300 250 261 Inductions for newly recruited Wealth Planners and Wealth Planners’ Managers 200 - Knowledge to complete a sale using the iPos system 133 No of Programmes 3000 2597 2500 2000 1500 1000 500 0 Training for Newly Recruited WPs and WPMs Training & Development for Existing WPs and WPMs Total Training Hours 10000 9493 - Technical knowledge to use iPad system throughout the Sales process and Total 931 In order to enhance the technical savvy of the sales force ‘iPoS on iPad‘ a technical training programme series was conducted to endow Wealth Planners with: 0 8000 6000 4000 4894 Today technology and innovation are the greatest tools in selling. Advances of the technology used and the adoption of the best suitable innovations make the sales process effective and fast. Training & Development for Existing WPs and WPMs 50 1666 ‘iPoS on iPad’ training Training for Newly Recruited WPs and WPMs 100 4599 Approximately 90 Wealth Planners’ Managers received a three month familiarisation programme and demonstrated early success in their career change. 128 150 In order to consolidate the professional development and business focus, newly recruited and promoted Wealth Planners’ Managers are required to go through a series of familiarisation programmes for three consecutive months, one day a month. Training for Newly Recruited WPs and WPMs Training & Development for Existing WPs and WPMs 2000 0 No of Participants Total 52 AIA Insurance Lanka PLC Management Discussion and Analysis Training System Launch Approximately 3,200 new recruitments and over 100 regional locations together contributed to create thousands of training hours hence justified the need to launch an internet based system in 2013. This newly developed Sales Training system was implemented to monitor and record all training activities. The sales training system ensures, - The timely nomination process - Wealth Planners training records - Budget and time management of the training Club 21 To review the quarterly performance with a pledge to perform better in the future with clearly set goals, a training focused programme named ‘Club 21’ was conducted at Zonal level for all the Wealth Planners’ Managers. Club 21 programme supported the distribution by motivating the mangers to achieve their recruitment targets. It contributed to the Company completing the year with 1,382 net recruitments. The uniqueness of the Club 21 is that it is a review as well as learning. Certificate from Wayamba University The Department of Insurance and Valuation of the Faculty of Business Studies and Finance of Wayamba University of Sri Lank offers the ‘Certificate of Financial Management’ (CPFM) responding to a request of AIA Insurance to enhance the competency of the Wealth Planners of the Company. This Certificate course provides a basic understanding in the areas of Preparation of Personal Financial Statements, Personal Taxation, Risk Management, Time Value of Money and Investment and Retirement Planning. Two batches have successfully completed the course so far. The second batch to complete the course requirements are awaiting in anticipation of their certification in 2014. Continuing Professional Development Training A series of Continuing Professional Development training programmes was conducted in order to enhance Knowledge and Skills of high performing Wealth Planners and Wealth Planners’ Managers. “Growth Plan” related training played a major role to guide the sales force through a planned and monitored progress in achieving their goals. Specially designed, unique and effective training material for Orientation and Induction programmes were provided to enhance the Wealth Planners selling knowledge and Sales Kits to be used during the sales process as value addition tools. Zonal Top 100 programme was highly commended by the Wealth Planners & Wealth Planners’ Managers who participated because it was a unique activity based outdoor learning experience for around 700 performers. Exposure to Grow The high level of exposure the AIA Group has opened up to AIA Sri Lanka agency force is another avenue to expand our future growth story. AIA Presidents Club AIA President’s Club is the most prestigious event in the AIA calendar. Participation is exclusively for the top Wealth Planners and Wealth Planners’ Managers in AIA. 10 high performing Wealth Planners and Wealth Planners Managers qualified with their exclusive performance in year 2013, to participate in this prestigious event which will be held in Berlin. Annual Report 2013 53 Annual Overseas Tours The performance driven culture of AIA continues to incentivize our agency force through annual overseas tours for achieving the stated sales targets. 36 of life Wealth Planners qualified for an all expenses paid tour to Berlin, 41 of Wealth Planners to Dubai and around 90 Wealth Planners to Chennai in year 2014 based on their performance achievements in year 2013. Hall of Fame Prestigious members of the Hall of Fame who have made an indelible mark in the history of the Company were commended for enhancing the image and reputation of the Company. Their accomplishments are highlighted in the Hall of Fame as an inspiration for up and coming Wealth Planners. The Hall of Fame is a fitting tribute to exemplary Wealth Planners and a lasting repository showcasing their accomplishments that have enriched the Company. DSF Non-life Training Sales Training and Development conducted Licensing programmes on a monthly basis to support the planned new recruitments of the channel with a 85% pass rate. In addition to the basic products & selling training for new comers , the special leadership building programme which was held in Kithulgala for regional OICs was a highlight of the year. 54 AIA Insurance Lanka PLC Management Discussion and Analysis Our customer-centric endeavours Our focus on engaging the customer is now more single-minded and stronger than ever before. This has resulted in triggering a positive response at all touchpoints and we have been able to harvest excellent results. 100 lucky kids receive laptops For the second consecutive year, 100 children of Life policyholders received laptops at a glittering presentation ceremony after a lucky draw was held to select the recipients as part of the on-going customer engagement initiative. Press ads featuring the children who received the laptops created an added interest to motivate current and potential policyholders. The laptop winners were presented with a keepsake family photo to make their experience memorable. Launch of iPoS We became the first insurer in Sri Lanka to introduce the iPoS System (Interactive Point of Sale) for Wealth Planners equipped with iPads. The advanced application provides a complete sales process on the iPad, making it possible for AIA Wealth Planners to serve customers with amazing speed and efficiency anytime, anywhere. This is a major change in the insurance industry enriching the customer’s purchase experience. Commitment to Customer Satisfaction An important aspect of our commitment to customer satisfaction is our customer management strategy. This has several important elements including continuous process improvements, needs based products, customer engagement & rewards and a systematic process of obtaining and responding to customer feedback. We carry out research studies to identify customer needs, especially emerging requirements and have the following on-going systems to track changing dynamics. 1. Transactional Net Promoter Score (T-NPS) – Evaluates & measures customer recommendation levels at relevant customer touch-points and necessary steps are initiated to improve, if necessary. 2. Relationship Net Promoter Score (R-NPS) – Measures customer loyalty level and benchmarks against key competitors in the market. This is an annual exercise and results are evaluated against pre-set targets. 3. Brand health and communication effectiveness – Monthly tracking of Brand health. Findings are reviewed and necessary actions are taken at functional level. Major concerns are escalated to top management. Annual Report 2013 55 4. Pre & Post communication evaluation – Identifies the effectiveness of mass media communications reaching different customer segments. 5. Strategic research – All key marketing decisions are supported by research findings and customer insights. Research is conducted in wide ranging areas of customer need identification, market understanding, brand strength & equity, concept testing, campaign testing whenever a need arises. Our needs based portfolio of products Addressing the problem faced by anxious parents in an increasingly competitive world, we launched an Education Plan to reassure them. Parents who dream of a world class education for their little one can ensure that the child would receive a fund for higher education, even if they are not around. AIA also launched two other new products – FundBuilder10 and Protected Savings - that are both designed with builtin protection benefits to meet emerging customer needs for secure fund building and safeguarding the future of loved ones, in case the worst happens. In 2013 we introduced three needs based products designed to fulfil the emerging expectations of customers. Our portfolio of products in brief Name of product Target market Special Features AIA PensionsPlus For executives, businessmen, entrepreneurs & blue collar workers who are not eligible for a state funded retirement income. • A monthly pension up to a period of 10 – 30 years upon reaching the retirement age. • A monthly pension for the spouse or children should the unforeseen occur. • The retirement fund increases based on an annually guaranteed rate of return • An inbuilt life cover up to two times the annual basic premium. • Ability to withdraw funds in an emergency AIA Pensions For individuals who seek to build a substantial retirement fund and have a higher risk return appetite • All features offered by AIA PensionsPlus with additional Investment choice to invest the Pension Fund in investment options ranging from Treasury Bills to the Stock Market. AIA Education Plan Individuals who have children and the need for a guaranteed education fund • Inbuilt Life Cover of up to 15-165 times the annual basic premium • A loyalty reward of 200% initial annual basic premium at the 10th policy anniversary • The education fund increases based on an annually guaranteed rate of return • A guaranteed education fund at maturity even if the main life has ceased AIA Protected Savings Individuals who are married and have children and have the need for a guaranteed savings fund • Inbuilt Life Cover of up to 15-165 times the annual basic premium • A loyalty reward of 200% initial annual basic premium at the 10th policy anniversary • The savings fund increases based on an annually guaranteed rate of return • A guaranteed savings fund at maturity even if the main life has ceased AIA SavingsPlus For individuals who seek both insurance and financial solutions under one package • An inbuilt life cover that’s worth up to 15 times the annual basic premium • Ability to ‘Top-up’ existing savings fund • The fund increases based on an annually guaranteed rate of return • A tax free maturity value maximising savings returns • Ability to withdraw funds in an emergency 56 AIA Insurance Lanka PLC Management Discussion and Analysis Name of product AIA SavingsPlan AIA InvestmentPlan Target market Special Features For individuals who seek both insurance and financial solutions under one package and have a higher risk return appetite to build a Savings Fund • All features offered by AIA SavingsPlus with additional Investment choices to build a fund. Individuals who wish to build a Savings Fund in a short term • A single premium unit linked product with flexibility to switch between funds to maximise returns • Opportunity to invest the Savings Fund in investment options ranging from Treasury Bills to the Stock Market. • A life cover of 110% of one-off investment • Ability to top-up the existing investment • A tax free maturity value AIA Health Insurance AIA Fund Builder 10 For individuals who are seeking long term protection benefits • Built in Life Cover Individual who seek both fund building and protection needs • Simple product structure • Built in Critical Illness, Adult Surgery and per day Hospital Cash Benefit • Ability to cover spouse and child under one policy • Inbuilt natural & accidental death benefits • In the event of death, the available fund balance and the Life Cover will be paid. • A loyalty reward of 200% initial annual basic premium at the policy maturity • The savings fund increases based on an annually guaranteed rate of return Additional Benefits Additional Benefit Description Accident Benefit Provides additional life cover in the event of accidental death. This benefit will also provide the policyholder with financial assistance in the event of a Permanent Disability due to accidents Hospitalisation Benefit Provides a daily cash payment of up to LKR 10,000 per day from the first day onwards if the life assured is hospitalised for over three days. This sum is doubled if admitted to the Intensive Care Unit. Adult Surgery Benefit Provides financial support for the life assured and spouse for over 250 surgeries performed in Sri Lanka, India or Singapore Critical Illness Cover Financial assistance for life assured and spouse for 22 listed critical illnesses. Ability to choose the cover up to a maximum of LKR 3 Mn Income Protection Benefit In the unforeseen event of the death of the main life assured or total permanent disability, the dependents will be provided a monthly income during the term of the policy for a maximum period of 10 years Spouse Life Cover Provides a life cover for spouse Child Health Care Benefit Financial Support for 250 listed surgeries performed in Sri Lanka, India or Singapore. In addition, it also provides cash for hospitalisation and a special allowance if a parent stays over with a child under 12 years of age. Annual Report 2013 57 Non-life products for individuals Product Name Description AIA Motor Insurance AIA Motor Insurance offers an extensive range of benefits and value additions from an attractive emergency travel allowance to hospitalisation cover and a No Claim Bonus of up to 65% AIA Home Protect A comprehensive Home Insurance plan to cover home and belongings from a range of perils AIA Home Insurance Plan AIA Home Insurance Plan is a hassle-free way to protect homes from many perils such as flood, fire, lightning, burglary, and even malicious damage AIA Title Insurance An assurance for a clear title AIA eTravel A comprehensive travel insurance against; • Emergency Medical Treatment • Loss of Baggage • Loss of Passport • Emergency Financial Assistance • Personal Liability • Personal Accident Insurance solutions for businesses • AIA Employee Benefit Plan • Surgical and Hospitalisation • Workmen’s Compensation • Asset Protection Engineering Class Fire Class Miscellaneous Class Marine Class • eMarine Continuous quality improvements - Net Promoter Score (NPS) – a process which measures AIA and industry’s key competitors customer satisfaction cum recommendation via direct customer feedback. In 2012 we scored an NPS of 16 achieving the status ‘ahead of upper quartile’ for the first time. - Customer Model Headings & Key Customer Parameter Review – a framework with customer model heading action plans to monitor customer related initiatives. All key parameters and KPIs are measured and reviewed at Executive Committee level and corrective measures are taken. - Customer Feedback and Complaint Management System – Customers can enter complaints via the corporate website and all complaints are resolved by teams assigned to the task. The system also enables employees with intranet access to lodge a complaint on behalf of a customer and progress the status of the complaint being resolved. - Customer satisfaction measures – Regular surveys conducted over the phone, at focus group discussions, via letters on special occasions such as the completion of the first policy year help to build and enhance the rapport we have with our customers. Customers selected at random are invited to sought after movies or dramas. - Facilitating informed purchase decision – Our improved website with enhanced product information help customers to make an informed purchase decision. Sales personnel too are trained and equipped to provide customers with the advice to make an informed decision. 58 AIA Insurance Lanka PLC Management Discussion and Analysis Corporate Responsibility We are a responsible business with a strong belief in adding value to the community and the environment we live in. Our ‘people led’ Corporate Responsibility (CR) initiatives contribute to build our people’s pride and emotional bond towards the Company. It is our Operating Principle to contribute positively to the social and economic development of the community in which we operate. During the year our community focus was on ‘Education, Safety, Welfare and Healthy living’. Company’s Employee Voluntary Leave Scheme provides an opportunity for our people to give back to the community, by engaging in charity activities. Poson Safety Programme Higher Education Scholarships for Year 5 Highfliers The company presented scholarships to the students who topped the batch in each of the 25 districts in Sri Lanka in the year 5 government scholarship examinations. This scholarship scheme was initiated in 1994 to motivate the nation’s most promising children and inspire their academic excellence. This is one of the Company’s most important CR endeavours with a national relevance. The chief guest at the presentation of the scholarship 2013 was Emeritus Professor J.B. Disanayaka, a leading authority of the Sinhala language and prolific writer in Sinhala and English. The number of scholarships offered since the scheme commenced 20 years ago has grown to 475 with this newest batch. The trust fund set up with LKR 10 Mn has grown six-fold through prudent investments, ensuring the continuity of the scheme. Our nationally relevant signature CR endeavour – the Poson safety programme was conducted for the 20th consecutive year in 2013. Over a million pilgrims visit Anuradhapura every year to commemorate the introduction of Buddhism to Sri Lanka. The Company facilitated the presence of around 600 lifeguards from the Police, Navy and the Life Saving Association of Sri Lanka on site and also conducted an extensive safety awareness campaign in the sacred city and surrounding areas. Lifeguards deployed by the Company rescued 7 pilgrims in danger of drowning while bathing in the reservoirs and tanks. In addition to ensuring the safety of pilgrims, the devotees were also provided with a special free shuttle train service, the Poson Vandana train, between Anuradhapura and Mihintale for the 4th consecutive year. This year for the first time, we also offered a wheel chair service for the devotees who are elderly or feeble. A pleasant surprise for those in need. Scholarship for Outstanding Performance in Insurance Studies For the 4th consecutive year, we partnered with Wayamba University of Sri Lanka to offer a scholarship for excellence in insurance studies. In 2013, the scholarship was awarded to Ms. Denushika Wijenayake, the most outstanding final year student in Insurance & Valuation degree programme of the university. She received a 6 month internship programme at the Company supported further with a monthly allowance. Annual Report 2013 59 AIA Career Guidance Training Programme - 2013 AIA Career Guidance Training programme provides undergraduates an opportunity to work and learn in order to prepare themselves to take up job roles in the corporate world. During this year, we have given opportunities for 29 undergraduates. The programme contains a 6 months ‘work and learn’ exposure, 2 skill development workshops and final certification. This gives them the opportunity to receive on the job exposure and development of their soft skills to make them more employable. During the workshops we covered areas such as skills to face a job interview, leadership development, customer service skills, developing career paths, business etiquette, professional grooming, business communication and personal finance literacy. Voluntary Leave Scheme Our Employee Voluntary Leave Scheme encourages our people to give back to the community by engaging in charity based activities. All employees are granted up to 2 days paid leave per annum to volunteer for the Company’s charity programmes. During the year we have completed over 500 hours of voluntary service. AIA Voluntary Hospital Cleaning Project Around 60 company employees got together and volunteered to clean up the Lady Ridgway Childrens’ Hospital. Our enthusiastic set of colleagues spent an entire day at the hospital and painted the walls of the children’s wards and cleaned the garden area of the premises. AIA Career Guidance Workshop 2013 Our 7th Operating Principle ‘Enhancing AIA’s premier reputation through each and every interaction’ was well received via the AIA Career Guidance Workshop creating opportunities for more than 100 undergraduates from Kelaniya, Sri Jayewardenepura, Sabaragamuwa and Wayamba Universities. The main focus of this programme was also to develop their soft skills to meet the demand of the job market. The workshop included sessions on how to face job interviews and effectively leading self and others. 60 AIA Insurance Lanka PLC Management Discussion and Analysis Apart from this, they got involved in beautification of the waiting areas and made it very attractive by pasting animated stickers on the walls. This indeed demonstrated our brand promise, The Real Life Company. The confidential survey was in the form of a series of statements requiring participants to rate themselves depending on whether they agree or disagree with the information sought. This included a number of statements to evaluate perceptions, lifestyle, health level, attitude towards health, exercise, food, medical check-ups, sleep, pollution, impact of electronic devices on health and how the Company can help people to lead healthier lives. Some of the questions were aimed at ascertaining people’s awareness of issues such as cancer and stress. In Sri Lanka, some of our employees and Wealth Planners were required to participate in the survey. The research findings from 15 out of AIA’s 17 markets in pan Asia including Sri Lanka shed light to interesting revelations that would help improve healthy living. AIA Foster Parenting The Company organised this initiative with a view of providing financial assistance through foster parenting for deserving children to support their education in collaboration with the Department of Probation and Child Care Services (DPCC), Sri Lanka. Under this initiative, 40 students were financially supported on a monthly basis for a period of one year. 38 of our people contributed to this worthy cause. Our Way of Making Kids Smile - ‘Yes I Can’ Developing people for tomorrow has always been one of the hallmarks of the Company. This year we extended that to the kids of the AIA family. The programme was aimed at developing the thinking ability of our own kids via a very interactive one day workshop. During the first phase of the programme the little ones got the inspirational thoughts on how changing lives can be meaningful to the community. During the second phase, kids applied what they learnt during the first phase to inspire kids of the Sanhinda home. Around 25 kids took part in this event. This was positively commended by most of the parents. Research into Healthy Living Our Group conducted a survey across all AIA markets to evaluate the healthy living index as a part of the Group’s Healthy Living initiative. The survey covered over 10,000 interviews of which over 300 were in Sri Lanka. The target group in each market was the general population aged 18 to 65 years across all income and education levels. The survey revealed the drivers that made a big impact on people’s fitness and life expectancy. This was of great relevance to Sri Lanka where research findings reveal that people are living longer than in most other Asian countries. AIA Health Ride The sight of over 100 employees of the Company led by the Company’s top executives cycling along Colombo’s busy streets waving red flags and banners, dressed in bright red t-shirts, turned heads. They were promoting ‘Healthy Living’ demonstrating our Group’s innovative Operating Principle of ‘Being a role model for the industry’. Annual Report 2013 61 Environment Across pan Asia, AIA has a strong focus on managing risk and protecting people – in good times and hard times. This is an integral part of how we conduct our business. As a result, concern and care for the environment has increasingly become a core segment in our day-to-day operations. This is reflected in our commitment to ecofriendly activities that help to manage and preserve the earth’s precious resources for the future. Eco-friendly practices • New recruits are made aware of the Company’s environmental policy • All windows are tinted for energy conservation • Central air conditioners are switched off at 5 pm • Energy saving bulbs used in all AIA offices • LCD monitors used for energy conservation • Most of the staff are equipped with laptops • Eco-friendly disposal of electronic items. • Regular maintenance and service of the Company’s fleet to reduce emission. Educating new recruits & staff New recruits are made aware of the Company’s environmental policy at the induction stage. Eco-friendly practices have been introduced as an important induction module. Employees are regularly exposed to messages that motivate them to reduce the use of electricity and paper through stickers on printers and e-mails. Staff members are encouraged - not to take printouts and e-mail instead; - print on both sides of the paper; - use tele-conferencing rather than fly; - use of e-communications wherever possible. Other environmentally friendly activities As a multinational global company we are deeply concerned with environmental issues from a worldwide perspective and contribute in a consistent manner to preserving the environment. Reducing resource usage • A Company policy statement in place on the environment • 36,000 kg of paper recycled in 2013. • Inter-building 3-wheeler shuttle service minimises fuel consumption. • Sending reminders to customers to pay premium by SMS. • ‘Think before you print’ campaign, rationalised paper usage and double sided printing to reduce paper consumption. • Call conferencing to reduce air travel. • Replacing point of sale material with digital presentations to customers, save paper usage. • Every quarter we monitor usage of our electricity, water and other resources with the objective of reducing usage as much as possible. We are intensifying our water conservation efforts company wide and aim to reduce water use. Our water reduction target is part of our commitment to reducing consumption. • We aim for our written communications to be concise, recycle paper waste and use online tools as far as possible. Through these endeavours we have managed to reduce total paper consumption. • All waste paper, shredded paper and cardboard are collected from each floor in a box placed for the purpose and entrusted to a supplier who disposes 62 AIA Insurance Lanka PLC Management Discussion and Analysis the material in a responsible manner by supplying to recycled paper manufacturers or incinerating. More than 15,000 kg of paper is incinerated annually. • • We have a garbage disposal system in the company canteen with different garbage bins for wet garbage, lunch sheets, paper and plastic. This trains our people to be mindful of how garbage should be disposed of in a systematic, eco-friendly manner that facilitates recycling where possible. The company uses around 200 toners, 400 printer ribbons, 30 printer cartridges and 40 refill toners a year. These items are disposed of in an environmentally friendly manner by the original suppliers who collect, refill and recycle the components. The suppliers are appointed on the understanding that the IT waste would be recycled. Providing drinking water for villagers Clean water was made available to school children through a tube well in the first phase of a CR project completed in 2011 to improve the infrastructure facilities of Rathugala primary school in a remote part of Moneragala district. The tube well provided drinking water not only to the school children but the villagers as well. Once Rathugala primary school was selected to benefit from this Corporate Responsibility project the company entered into an understanding with the Department of Probation and Child Care Services coming under the Ministry of Education to improve the infrastructure and welfare of the school. Regional workshops to protect the environment Regional workshops were held in Matale and in the region for selected customers on how best to maintain motor vehicles to help reduce environmental pollution, enhance fuel efficiency and reduce carbon emission. The workshops were conducted by a prominent motor engine specialist, Lal Alawatta. This was part of the company’s strategy of enhancing customer’s awareness on environmental issues and best practices. From a Group perspective Because a clean environment is essential for the health and well-being of everyone, AIA throughout Asia implemented a series of environmentally friendly initiatives. To help raise awareness about the growing problem of electronic waste (e-waste) AIA in Hong Kong and the Chinese University of Hong Kong (CUHK) cosponsored a landmark survey of 1,200 adults in Hong Kong, where approximately 70,000 tonnes of electrical and electronic waste are generated each year. Part of a larger collaboration between AIA and CUHK to raise awareness about e-waste, the survey was supported with the launch of the WeCareAboutEwaste.com website and the distribution of more than 3,500 “Breathe new life into your old e-devices” posters. Collaborating with CUHK – with its 20,000 students and eventual access to hundreds of secondary schools – means we are not just helping the next generation of business leaders to become more environmentally conscious but also the generation after that. In China, AIA employees and their families helped plant trees in the suburbs of Beijing for the fourth consecutive year. In Hong Kong and in Macau employees are encouraged to ‘go green” in their daily lives through regular online “green” reminders. In China, the new AIA Financial Centre will be the first commercial building in Foshan to be certified a “green building” by the well-recognised green building authority Leadership in Energy and Environmental Design (LEED). In Thailand, the two commercial buildings AIA is investing in – the AIA Capital Centre (to be completed in 2014) and AIA Sathorn Tower in Bangkok (to be completed in 2015) – are both designed to meet “green building” certification by LEED. In 2012, the AIA Central headquarters building in Hong Kong became the first Grade A commercial building to receive the Silver Certification for Existing buildings: Operations & Maintenance from LEED for its ongoing environmentally friendly initiatives. In every AIA office around the region, AIA regularly encourages conservation activities, including electricity and water conservation through the use of motionsensitive devices and the reduction of lift services after office hours. Annual Report 2013 63 GRI Compliance Index 64 AIA Insurance Lanka PLC GRI Compliance Index Annual Report 2013 65 66 AIA Insurance Lanka PLC GRI Compliance Index Annual Report 2013 67 68 AIA Insurance Lanka PLC GRI Compliance Index Annual Report 2013 69 Real life. Real relationships. 71 Life is a series of moments….the happy times and difficult ones. We’re there for you through all of it. Because we build real relationships for real life. 72 AIA Insurance Lanka PLC Board of Directors Gordon Timmins Watson Chairman - Non Executive Director Manoj Ramachandran Non Executive Director Mitchell David New Non Executive Director Ms. Sally Yuen Wai Wan Non Executive Director Annual Report 2013 73 Heerak Basu Non Executive Independent Director Deepal Sooriyaarachchi Non Executive Independent Director 74 AIA Insurance Lanka PLC Directors’ Profiles Gordon Timmins Watson Chairman - Non Executive Director Mitchell David New Non Executive Director Appointed to the Board of Directors of the Company on 28 June 2013. Mr. Gordon Timmins Watson is the Regional Chief Executive responsible for AIA Group’s businesses operating in Hong Kong, Macau, Korea, Philippines, Australia, New Zealand, India, Indonesia, Vietnam and Sri Lanka as well as the Group Corporate Solutions business, the Group’s partnership distribution and the Vitality initiative. Appointed to the Board of Directors of the Company on 28 June 2013. Mr. Mitchell David New is the Group General Counsel for Hong Kong listed AIA Group Limited. He has held various senior management positions in the operations of leading multinational life insurers in Asia and North America during his 18 years in the insurance business. Prior to joining the insurance industry, Mr. New practiced law at the Canadian law firm Fasken Martineau where his clients included a number of domestic and international banks, trust and insurance companies. Mr. Watson’s deep and broad knowledge of the AIA Group and its operations, together with his track record in managing businesses and executing strategic change, make him a valuable member of the Group Executive Committee. Mr. Watson has been with AIG / AIA for over 28 years in various leadership positions New York, London, Africa, the Middle East, Japan, Korea and Hong Kong. Prior to rejoining AIA Group in January 2011, he was Global Vice Chairman and Regional CEO of ALICO Japan and Asia. In addition to overseeing the Japan operation – ALICO’s largest region – Mr. Watson also had responsibility for global marketing, distribution, strategy, corporate solutions across 54 countries. Prior to this role, he was ALICO’s Global Chief Operating Officer. Mr. Watson has also played a key role in the completion of the sale of ALICO to MetLife. Before joining ALICO, Mr. Watson was the Deputy President of AIA with responsibilities for Hong Kong, Singapore, Thailand, Malaysia, Indonesia and Vietnam. Prior to this role, he was President and CEO of AIG Life Korea. Under his leadership, AIG Korea delivered strong results with market share surpassing a number of foreign insurers. Mr. Watson holds an MBA from University of Hull in the UK and is a Fellow of the Chartered Insurance Institute and a Fellow of the Chartered Institute of Marketing. He is a graduate of the Faculty of Law at the University of Western Ontario and holds a Masters Degree in Business Administration and a Bachelor of Commerce Degree from McMaster University. He is a qualified Barrister and Solicitor and a member of the Law Society of Upper Canada. Manoj Ramachandran Non Executive Director Appointed to the Board of Directors of the Company on 04 December 2012. Mr. Manoj Ramachandran serves as the Group Senior Regional Counsel of AIA Group where he has responsibility for legal matters related to a number of the markets of operation of the AIA Group. Prior to joining the AIA Group Mr. Ramachandran served as the Head of Legal, Asia, for Fidelity International, a global investment management company. Mr. Ramachandran has over 16 years experience in the financial services industry, principally in the Asia-Pacific region. He graduated summa cum laude from the University of California and also holds a Juris Doctor degree. He is admitted as an Attorney-atLaw in the State of California, USA and as a Solicitor in Hong Kong. Annual Report 2013 75 Ms. Sally Yuen Wai Wan Non Executive Director Deepal Sooriyaarachchi Non Executive Independent Director Appointed to the Board on 06 February 2013. Ms. Sally Yuen Wai Wan, is the Head of Group Financial Reporting and Analysis of the AIA Group. She is responsible for overseeing the AIA Group’s finance and accounting activities, including external and internal reporting, budgeting and forecasting, and the Group’s accounting policy. She has more than 16 years experience in the finance and accounting profession and her previous experience includes working as the Chief Financial Officer in Allianz Fire and Marine Insurance Japan Limited and Manager in KPMG Hong Kong. She joined the AIA Group in May 2007 as the Assistant Vice President of Group Finance, before becoming the Head of Group Financial Reporting and Analysis in 2008. Ms. Wan received a Bachelor of Commerce in accounting and finance in 1997 from University of New South Wales Australia and qualified as Certified Practicing Accountant in 2000. Appointed to the Board on 17 May 2005. Mr. Deepal Sooriyaarachchi functioned as the Managing Director until end February 2010 and continues as a Director from March 2010 onwards. He is the Chairman of the Sri Lanka Inventors Commission and is also a Director of Sampath Bank, Panasian Power PLC and Hemas Manufacturing (Pvt) Ltd. He is a member of the National Administrative Reforms Commission (NARC). Presently he works as a Management Consultant. He is a Fellow of the Chartered Institute of Marketing, UK, Chartered Marketer and has a Masters in Business Administration from the University of Sri Jayawardenepura. Heerak Basu Non Executive Independent Director Appointed to the Board of Directors of the Company on 05 December 2012. Mr. Heerak Basu serves as the Appointed Actuary for Tata AIA Life Insurance Company Ltd, India. Prior to joining Tata AIA Mr. Basu worked as a consulting actuary with Watson Wyatt (now part of Towers Watson) in Singapore consulting to countries in South East Asia. He has also worked as an actuary with a multinational bank in India and also with a Life insurer in the United Kingdom where he started his career. Mr. Basu is a Fellow of the Institute and Faculty of Actuaries of the United Kingdom and a Fellow of the Institute of Actuaries of India. He also holds a MA degree in Mathematics from the University of Cambridge and a MBA from the University of Strathclyde. 76 AIA Insurance Lanka PLC Senior Management Team Annual Report 2013 77 1. Shah Rouf - Chief Executive Officer 2. Upul Wijesinghe - Deputy Chief Executive Officer/ Chief Agency Officer 3. Chandana Jayasooriya - Director Information Technology / Chief Information Officer 4. Indika Prematunga - Chief Financial Officer 5. Chathuri Munaweera - Director Human Resources & Legal 6. Kelum Senanayake - Director Operations 7. Amal Perera - Director Partnerships 8. Gavin D’ Rosairo - Chief Investment & Risk Officer 4 2 7 3 8 1 6 5 78 AIA Insurance Lanka PLC Senior Management Team Shah Rouf Chief Executive Officer Indika Prematunga Chief Financial Officer Mr. Shah Rouf serves as the Chief Executive Officer of the Company. He has also functioned as the Managing Director of the Company from March 2010 to June 2013. He counts over 20 years of experience in the industry, having held senior management positions in both Life and Non-life insurance in the UK, Middle East, India and continental Europe. Prior to his appointment in the Company, he was the CEO of Aviva Romania and Chief Distribution Officer, Central and Eastern Europe for Aviva. He concluded his academic studies at the London School of Economics and has a BA (Hons) and a M.Sc. degree in Economics. He is an Associate of the Chartered Insurance Institute, UK. He heads the Finance Division of the Company as Chief Financial Officer. He holds a BSc special degree in Accountancy and Finance with a First Class honours and a Masters in Business Administration from the Postgraduate Institute of Management of the University of Sri Jayawardenepura. He is a Fellow member of the Chartered Institute of Management Accountants, UK (FCMA /CGMA) and a finalist in the Chartered Institute of Marketing, UK. He counts over 13 years of management experience in many fields including insurance, finance, shipping and telecommunication sectors. Upul Wijesinghe Deputy Chief Executive Officer/ Chief Agency Officer He heads the Direct Sales Distribution Division of the Company for Life insurance business. He also functions as the Deputy Chief Executive Officer and Principal Officer. He holds a Bachelor of Science degree with honours from the University of Colombo and is an Associate of the Chartered Insurance Institute, UK. He also holds a Postgraduate Diploma in Actuarial Science. He is an Alumni of the International Center for Management Development, Switzerland. He was the President, Sri Lanka Insurance Institute in 2002 and 2003. He counts over 24 years of management experience in insurance. Chandana Jayasooriya Director Information Technology / Chief Information Officer He heads the Information Technology function of the Company. He holds a Masters degree in Information Technology (MSc IT) from the Keele University, UK and is an Associate of the Bankers Institute of Sri Lanka (AIB). He is a passed finalist of Certified Information Security Manager (CISM) from the Information Systems Audit and Control Association (ISACA), USA and a Project Management Professional (PMP) from the Project Management Institute (PMI), USA. He is a member of the Computer Society of Sri Lanka (CSSL) and Professional Member of the British Computer Society (BCS). He counts 29 years of overall experience in information technology in the banking and insurance sectors. Chathuri Munaweera Director Human Resources & Legal She functions as Director Human Resources and Legal and is the Company Secretary. She holds a Postgraduate Certificate in Human Resource Management from the University of Sri Jayawardenepura. She has a Bachelor of Laws and a Master of Laws of the University of Colombo and is an Attorney-at-Law. She has successfully completed the International Diploma in Compliance of the International Compliance Association, UK. She was the Chairperson of the HR Sub Committee of the Insurance Association of Sri Lanka for the years 2011 and 2012. She counts over 17 years management experience in the fields of human resources, corporate law, litigation, compliance, company secretarial practice and business operations. Kelum Senanayake Director Operations He is responsible for Operational functions of the Company covering Life and Non-life insurance from underwriting, servicing to claims management. He also oversees the logistics management function. He holds a Diploma in Business Management from World View Institute and a Masters Degree in Business Administration from the University of Western Sydney. He counts over 31 years of management experience in Life and Non-life insurance business management, infrastructure and operations. Annual Report 2013 79 Amal Perera Director Partnerships As Director Partnerships, he is responsible for the development and implementation of the Company’s bancassurance and partnership distribution function. He is also the appointed Company Spokesman. He holds a Masters in Business Administration from the Postgraduate Institute of Management (PIM) of the University of Sri Jayawardenepura. He is a Chartered Marketer and a member of the Chartered Institute of Marketing, UK. He counts over 17 years of management experience in the Company and has wide exposure in the fields of product, marketing, strategy development, corporate planning and sales. Gavin D’ Rosairo Chief Investment & Risk Officer He leads the Investment and Risk functions of the Company and supports the Chief Executive Officer on strategy. He counts 13 years experience as a fund manager managing both fixed income and equity investment portfolios, and over 4 years experience in the insurance industry in the areas of investments, risk, strategy and finance. His academic and professional exposure encompasses economics, investments, capital markets and finance. He is an Associate member of the Chartered Institute of Management Accountants (UK) and has a Bachelors degree in Commerce from the University of Sri Jayawardenepura with honours, specialising in international trade. 80 AIA Insurance Lanka PLC The Annual Report of the Board of Directors on the Affairs of the Company The Board of Directors (the Directors / the Board) of AIA INSURANCE LANKA PLC (the Company / AIA Sri Lanka) has pleasure in presenting their Annual Report on the affairs of the Company in respect of the financial year ended 31 December 2013 together with the audited financial statements for the year ended 31 December 2013 of the Company and the Group. The audited financial statements of the Company and of the Group for the said year and the Report of the External Auditors thereon are set out on pages 159 to 219 of the Annual Report. Vision A statement of the Corporate Vision is given on the inner cover of the Annual Report. The Company’s business activities have been and are carried out within the framework of the objectives of the Corporate Vision Statement and in pursuance of the continued nurturing of business and work practices of the highest ethical standards. Principal Activities of the Company and of its Subsidiary The principal activity of the Company which is insurance, remained unchanged during the financial year under review. Rainbow Trust Management Limited, which remains a fully owned subsidiary of the Company, continued to provide trustee services during the year under review. Voluntary Offer made by AIA Company Limited in 2013 As at 01 January 2013 AIA Company Limited (AIA) based in Hong Kong, effectively held (directly and indirectly together with AIA Holdings Lanka (Private) Limited - AIAHL) 92.27% of the issued and fully paid up shares of the Company. AIA declared a Voluntary Offer (the Offer) on 26 February 2013 to acquire all the remaining issued and fully paid up ordinary voting shares of the Company, that were not directly or indirectly owned by AIA at the time of the Offer. AIA and the Company announced the Offer via a joint announcement to the market. The Offer was extended to existing Shareholders (excluding AIAHL and AIA) via the offer document. The Offer was closed on 09 April 2013 with AIA acquiring a further 4.88% direct shareholding in the Company bringing AIA’s total effective holding in the Company to 97.15%. AIA is part of the AIA Group of companies. AIA Group comprises of the largest independent publicly listed panAsian life insurance group in the world. It has presence in 17 markets in Asia-Pacific. The public holding of the Company is 2.85% which is distributed among the minority Shareholders of the Company as at 31 December 2013. The Company’s shareholding structure as at 31 December 2013 is as follows: To the best of the knowledge of the Board, neither the Company nor its aforementioned subsidiary engaged in any activities which contravened relevant local laws and regulations. Review of Performance and Future Developments An overview of the Company’s and of the Group’s financial and operational performance for the year ended 31 December 2013 and of future developments is contained in the Chairman’s Review and the Chief Executive Officer’s Review with a detailed review being provided in the Management Discussion and Analysis segment on pages 12 to 62 of the Annual Report respectively. These reports together with the audited financial statements, reflect the state of affairs of the Company and of the Group as at 31 December 2013. AIA Company Limited 100% AIA Holdings Lanka (Private) Limited 9.88% 87.27% AIA Insurance Lanka PLC 100% Rainbow Trust Management Limited Annual Report 2013 81 Corporate Name Change of the Company The corporate name of the Company was changed to AIA Insurance Lanka PLC effective 15 February 2013 pursuant to becoming part of the AIA Group. The Company secured the requisite statutory approvals and received the Certificate of Incorporation issued by the Registrar General of Companies confirming the name change. Stated Capital & Reserves The Company’s Stated Capital as at 31 December 2013, was LKR 300,000,000 (Sri Lankan Rupees Three Hundred Million) represented by 30,000,000 (Thirty Million) Ordinary Shares. The financial statements, duly signed by the Directors are published on pages 160 to 219 and the External Auditors Report thereon is provided on page 159 of the Annual Report. Financial Results The results of the Group for the year ended 31 December 2013 and the state of Group’s affairs at that date are set out in the financial statements on pages 160 to 219 of the Annual Report. Revenue The Revenue of LKR 13 Bn comprises of income generated from Life and General insurance businesses, and trustee services. There was no change in the Stated Capital during the year under review. Dividends The total capital and reserves for the Group stood at LKR 4,585 Mn as at 31 December 2013 (LKR 4,064 Mn as at 31 December 2012), details of which are provided in notes 25 to 27 of the financial statements. The Board of Directors has recommended a first and final dividend of LKR 2/- per share for year 2013 for declaration by the Shareholders. The Directors have confirmed that the Company satisfies the solvency test requirement under section 56 of the Companies Act No. 07 of 2007 for the dividend proposed. Shareholding The Company had 1779 registered Shareholders, as at 31 December 2013. The distribution of shareholding, the Public holding percentage and the details of the 20 largest Shareholders, are given on page 225 of the Annual Report. The dividend will be paid out of dividends received by the Company. The dividend will not be subjected to withholding tax. Share Information The significant accounting policies applied by the Group in preparing its consolidated financial statements are disclosed in pages 168 to 180 of this Annual Report. These policies have been constantly applied except for the change in accounting policy on defined benefit obligations in note 3.1.a to the financial statements on page 168. Information relating to share valuation and share performance is given on page 226 of the Annual Report. Interim Financial Results The interim financial results were prepared in conformity with the Sri Lanka Accounting Standards (SLFRS / LKAS) and submitted to the relevant regulators within specified time lines. Financial Statements contained in the Annual Report The financial statements of the Company and of the Group, have been prepared in conformity with the requirements of the Sri Lanka Accounting Standards (SLFRS / LKAS), the Companies Act No. 7 of 2007 and to the extent applicable, by the Regulation of the Insurance Industry Act No. 43 of 2000 (as amended). Accounting Policies Life Surplus and Policyholders’ Dividends The Board of Directors received and adopted the Report of the Company’s Chief Actuary Mr. Frank Munro, for Life insurance recommending the dividends that are payable to Policyholders and of the transfer of the surplus thereof to the Income Statement. This is set out on page 150 of the Annual Report. Property, Plant and Equipment As at the date of Statement of Financial Position, the net book value of property, plant and equipment of the Group amounted to LKR 303 Mn. 82 AIA Insurance Lanka PLC The Annual Report of the Board of Directors on the Affairs of the Company During the financial year the capital expenditure on property, plant and equipment for the Company and the Group amounted to LKR 177 Mn. The details of the Company’s property, plant and equipment and the movement in their values during the year are given in note 12 to the financial statements on page 199 of the Annual Report. Provisions The Board of Directors has taken all reasonable steps to ensure adequate provisioning for unearned premiums, unexpired risks and claims, including for claims incurred but not reported. Market Value of the Company’s Property, Plant and Equipment The Board of Directors has also arranged for a Consultant Actuary to value the General Insurance claims and premium liabilities and for the Chief Actuary to review the Life Fund valuations. (Please refer pages 150 to 151 for the policies adopted for provisioning and the basis thereof). The market values of the Company’s property, plant and equipment are not materially different to the book values as given in the notes to the financial statements on page 200 of the Annual Report. As at the date of the Report, the Board of Directors is not aware of any circumstances which would render inadequate amounts provided for in the financial statements. The Company owns 13.40 perches of freehold land at No. 76, Kew Road, Colombo 2 and 12.09 perches of freehold land at No. 80, Kew Road Colombo 2. These properties were subject to a valuation during the year 2007 and the revaluation surplus of LKR 39.9 Mn has been included in the accounts in that year. The Company’s policy is to revalue properties once in every five years. The properties were subject to a revaluation in 2012 in accordance with the Company policy and the revaluation surplus of LKR 32.2 Mn was included in the financial statements of 2012. As per the Valuer’s report for 2013 there is an increase in the market value of the property of LKR 6.37 Mn. However this increase has not been accounted for, based on prudence as the Company’s policy is to revalue properties once in every five years. The purpose of obtaining a letter confirming the value at the end of every financial year is to ensure that there is no decline in value that needs to be accounted for. The details of the extents, locations, valuations of the Company’s land holdings are given in note 12 to the financial statements on page 200 of the Annual Report. Investments A detailed description of the investments held as at the date of Statement of Financial Position is given in note 7 to the financial statements on pages 195 and 197 respectively. Donations The Board of Directors having due consideration to the best interests of the Company as a good corporate citizen, resolved to ratify that a total sum of LKR 6.6 Mn which was utilised as charitable donations for the year 2013. This amount is within 1% of the average profits after tax for the preceding three years. No donations or any other form of payments or facilities have been made to political parties or for politically oriented purposes. Reserves The total reserves of the Group as at 31 December 2013, amounted to LKR 4,285 Mn consisting of the Resilience Reserve, Available for Sale Reserve, and Retained Earnings, all being revenue reserves and a Revaluation Reserve being a capital reserve. Movements in these reserves are given in the Group Statement of Changes in Equity set out on page 163 of the Annual Report. Provision for Taxation Provisions for Taxation for the Company and its subsidiary have been computed at the rates given in note 36 to the financial statements and are set out on page 215 of the Annual Report. Our People 2013 has been a year of transition for AIA Sri Lanka where our people played a key role in ensuring its success. During the year, the Company successfully implemented the key people processes of the Human Capital Roadmap of AIA Group, building a steady foundation upon which the Company’s HR practices can be sustained in the future. AIA Sri Lanka took part in the Employee Engagement Survey conducted by Gallup Research Consultants with 100% participation to be among the third highest in the engagement score within the AIA Group. The Company was adjudged by another external research agency to be within 15 Great Places to work in Sri Lanka. The Board of Directors are confident that the Company is well placed to do, ‘the right thing the right way’ supported by ‘the right people’ to take the Company forward to its vision. As at the date of the Statement of Financial Position, the Company provided direct employment to 1020 and income generation opportunity to 4,813 individuals. Annual Report 2013 83 Outstanding Litigation In the opinion of the Board of Directors and the Company’s lawyers, pending litigation against the Company will not have a material impact on the reported financial results or future operations of the Company. b) Directors’ dealings with the shares of the Company i. Disclosures in respect of shares held during the year ended 31 December 2013: Events After the Balance Sheet Date The Board of Directors have recommended a first and final dividend of LKR 2/- per share for the year 2013 for declaration by the Shareholders. There have been no events subsequent to the Balance Sheet date that would have any material effect on the Company or the Group which would require adjustment or disclosure in the financial statements. The Directors have, in pursuance of section 200 of the Companies Act No.7 of 2007, made appropriate disclosures at Board Meetings regarding their interests in the Company’s shares, including of acquisitions or disposals of such shares. ii. Disclosures in respect of shares of the Company which have been acquired during the year: None of the Directors who held Directorships of the Company as at 31 December 2013 have acquired shares of the Company during the year under review. Corporate Governance and Internal Controls iii. Disclosures in respect of shares of the Company which have been disposed during the year: The Board of Directors of the Company, acknowledges the responsibility of conducting the business activities of the Company in conformity with accepted good governance practices. Having reviewed the effectiveness of the internal control systems, the Board of Directors is of the considered view that the Company has taken necessary precautions to safeguard the interests of its stakeholders. c) Use of Company information by the Directors Statutory Payments The Board of Directors confirms that to the best of their knowledge and belief, due payments to all relevant regulatory and statutory authorities, have been paid or provided for by the Company where necessary. A Statement of Compliance by the Board of Directors in relation to statutory payments is included in the Directors’ Statement of Responsibilities on Financial Reporting, on page 158 of the Annual Report. Interests Register In compliance with the requirements of the Companies Act No. 07 of 2007, the Company maintains an Interests Register. The particulars of entries made in the Interests Register during the financial year under review, are as stipulated below: a) Directors’ interests in transactions with the Company Directors’ interests in transactions of the Company, both direct and indirect, during the year under review are included in note 39.3 in the related party disclosures to the financial statements, set out on page 219 of the Annual Report. These interests have been duly disclosed in compliance with the section 192(2) of the Companies Act No 07 of 2007 and further declared at Board meetings and captured herein as appropriate. None of the Directors who held Directorships of the Company as at 31 December 2013 have disposed their shares in the Company during the year under review. This information is recorded in the Interests Register in pursuance of the provisions of section 197 of the Companies Act No.7 of 2007. Subject matter of information Date of authorisation by the Board Authorisation granted at a Board meeting / by circular resolution None None None d) Details of remuneration and other benefits paid to the Directors The remuneration and fees of the Executive Director/s is/are duly determined by the Company’s Remuneration Committee and approved by the Board of Directors. Efforts are made to secure a balance between the suitability of the remuneration so determined and of its fairness in relation to the Company’s interests. Directors’ fees paid to Non-Executive Directors are made in accordance with the specified scales of payments as may be determined by the Remuneration Committee and approved by the Board from time to time. 84 AIA Insurance Lanka PLC The Annual Report of the Board of Directors on the Affairs of the Company Details of the Directors’ fees and emoluments paid during the financial year 2013, which have been duly approved by the Board of Directors, are stated below. Disclosure of interests of the key management personnel representing the senior management team of the Company The senior management team of the Company (the key management personnel) consists of the Chief Executive Officer, Deputy Chief Executive Officer / Chief Agency Officer, Director Information Technology / Chief Information Officer, Director Human Resources & Legal, Director Operations, Chief Financial Officer, Director Partnerships and the Chief Investment & Risk Officer. Disclosures recorded in the Interests Register of the Company of the key management personnel are those on whom the Board of Directors via the Chief Executive Officer, has entrusted senior managerial responsibilities in the day-to-day business operations of the Company. Such records in the interest register are as following : Consolidated Fees 2013 LKR ‘000 * Directors' Emoluments Directors' fees 2012 LKR ‘000 95,449 102,078 1,410 2,250 * The term “Director” referred under emoluments includes the Chief Executive Officer as well. e) Loans to the Directors No loans have been granted to any Director of the Company or of any related entity, during the year under review. The Company has not provided any guarantee or any other form of security in connection with a loan made by any person to a Director of the Company or of any related entity. f) Insurance and Indemnity coverage provided to Directors and/or Officers of the Company and of its subsidiary The Directors’ and Officers’ Liability Insurance Policy (D & O) effected for its past and present Directors and Officers of the Company and of its subsidiary via Insurance Policy bearing number 06-HO-DOL-1194337 was effective since 01 December 2011 upto 30 November 2012. An Extended Risk Policy (ERP) was further granted to cover the respective Directors and Officers of said entities till 31 December 2014. In addition to the afore mentioned ERP in force till December 2014, AIA Group wide D & O cover has also been in effect to cover the Directors and Officers of the Company, its holding Company and the subsidiary respectively. This D & O cover was effected via endorsement No.10 attaching to and forming part of ACE elite IV Directors and Officers Insurance Policy No. HCL0578667/12. The afore stated AIA Group cover is yearly renewable and currently in force. In terms of applicability, AIA Group D & O cover has got two operating components. Together with the specific cover worth USD 25 Mn and the Global access cover worth USD 275 Mn, each business unit which includes the Company and its subsidiary and the holding Company has access to a comprehensive cover worth of USD 300 Mn. a) Interests in transactions with the Company The key management personnel have made requisite disclosures in interests in transactions both direct and indirect, to the Board of Directors of the Company and details arising from such disclosures are stated under relevant related party disclosures of the Annual Report. b) Dealings with the shares of the Company or interests in shares of the Company There have been no dealings in the shares of the Company by key management personnel during the period under review except for the disposal of the following shares held by the key management personnel named below, prior to 01 January 2013. Name of key Management Personnel Number of shares as at 31 December 2012 Details of Disposal of shares during the year Upul WijesingheDeputy Chief Executive Officer 148 Disposed by accepting the Voluntary Offer extended by AIA Company Limited Chathuri MunaweeraCompany Secretary 618* Disposed by accepting the Voluntary Offer extended by AIA Company Limited. Proceeds were deposited in a Company Bank Account in order to utilise same for any corporate responsibility activity to be initiated by the Company. * shares held in trust for the Company, being fractional shares issued in the name of the Company Secretary during the Bonus issue made prior to 2013. Annual Report 2013 85 C) Details of the Emoluments paid to the Key Management Personnel Details of the remuneration paid to the key management personnel are as follows: 2012 LKR ‘000 Emoluments paid 120,400 101,051 Related party dealings of the key management personnel are further disclosed in notes to financial statements as set out on page 218 of the Annual Report. Directors’ Meetings Set out below are the number of Directors’ meetings (including meetings of the Sub Committees of the Board), which have been held during the year under review and the number of such meetings that have been attended by each Director of the Company during the period, correlated to the period during which each such Director actually held office within the year under review: Date of Resignation/ Date of ceasing to be a Director Date of Appointment Name of Director Consolidated Fees 2013 LKR ‘000 Directors during the Year/Changes Shah Rouf* 22-Jan-10 28-Jun-13 Deepal Sooriyaarachchi 17-May-05 - Huynh Thanh Phong 04-Dec-12 21-Oct-13 Richard Bates 04-Dec-12 28-Jun-13 Manoj Ramachandran 04-Dec-12 - Heerak Basu 05-Dec-12 - Khor Hock Seng 05-Dec-12 06-Feb-13 Sally Yuen Wai Wan 06-Feb-13 - Gordon Timmins Watson* 28-Jun-13 - Mitchell David New 28-Jun-13 - * Mr. Gordon Timmins Watson was appointed as the Chairman/Director of the Company effective 28 June 2013. * Mr. Shah Rouf Managing Director/Chief Executive Officer stood aside from his Board position effective 28 June 2013 and continues as the Chief Executive Officer since then. In accordance with Article 30 of the Articles of Association of the Company, Messrs. Manoj Ramachandran and Heerak Basu shall retire by rotation at the Annual General Meeting and being eligible, are recommended by the Board for re-election. Director Directors’ Meetings Audit & Compliance Committee Meetings Investment Committee Meetings Remuneration Committee Meetings A B A B A B A B Shah Rouf* 2 2 - - 4 4 - - Deepal Sooriyaarachchi 3 4 3 4 - - 2 2 Huynh Thanh Phong 2 3 - - - - 2 2 Richard Bates 1 2 - - - - - - Manoj Ramachandran 4 4 - - - - - - Heerak Basu 4 4 3 4 - - 2 2 Sally Yuen Wai Wan 2 3 4 4 - - - - Gordon Timmins Watson 2 2 - - - - - - Mitchell David New 2 2 - - - - - - Gavin D’ Rosairo* - - - - 4 4 - - Benjamin Deng* - - - - 4 4 - - A = Number of meetings attended B = Number of meetings held during the time the Director held office during the period * Not a Director on the main Board 86 AIA Insurance Lanka PLC The Annual Report of the Board of Directors on the Affairs of the Company Related Party Transactions Group The Directors also declare that in terms of the Rule 7.6 (xvi) and item 29 of Appendix 8A of the Listing Rules of the Colombo Stock Exchange that there were no related party transactions which exceeded the lower of 10% of equity or 5% of the total assets of the Company as at 31 December 2013 to be disclosed hereof. Compliance in the Adoption of Code of Best Practices on Related Party Transactions (the Code) 2013 LKR ‘000 2012 LKR ‘000 Audit and related services 5,127 6,092 Non-Audit services 1,835 1,447 Messrs PricewaterhouseCoopers does not have any relationship with the Company or with its subsidiary, other than that of Auditors of the Company and its subsidiary. The Company has not voluntarily adopted the Code introduced by the Securities & Exchange Commission of Sri Lanka effective from 01 January 2014. However the Company shall continue to comply with Rule 7.6 (xvi) and item 29 of Appendix 8A of the Listing Rules of the CSE in respect of disclosures pertaining to related party transactions until the requirement to comply with the Code is made mandatory. Annual Report Going Concern The Board of Directors has approved the audited financial statements of the Company and the Group together with the Reviews and other Reports which form part of the Annual Report on 10 February 2014. An appropriate number of copies of the Annual Report will be submitted to the Colombo Stock Exchange, the Insurance Board of Sri Lanka, the Sri Lanka Accounting and Auditing Standards Monitoring Board and the Registrar General of Companies, within applicable time frames. The Board of Directors has, consequent to due inquiry and having taken into account the financial position and future prospects of the Company, a reasonable expectation that the Company has adequate resources to continue to be in operational existence for the foreseeable future. For this reason, the Company continues to adopt the going concern basis in the preparation of its financial statements. Environmental Protection The Company has used its best endeavours to comply with the relevant environmental laws and regulations applicable in the country. The Company has not, to the best of the knowledge of the Board of Directors, engaged in any activity which is or which would be harmful or hazardous to the environment. Equitable Treatment to Stakeholders The Board of Directors has constantly endeavoured to ensure that operations are conducted in a manner which will secure equitable treatment to all stakeholders of the Company. Re-appointment of External Auditors The present Auditors Messrs. PricewaterhouseCoopers Chartered Accountants, who were appointed at the last Annual General Meeting to hold office during the year under review, having signified their willingness to continue in office will be proposed for re-election and a resolution to this effect will be proposed at the Annual General Meeting to authorise the Directors to fix their remuneration. External Auditor’s Remuneration The remuneration paid to Messrs. PricewaterhouseCoopers the present Auditors, for both Audit and Non Audit services rendered for the year under review are stated below. The information provided herein is in pursuance of the requirements of the Companies Act No. 7 of 2007 and the Listing Rules of the Colombo Stock Exchange. In the preparation of this Report, recourse has also been made to other recommended best practice reporting guidelines. In terms of the applicable provisions of the Listing Rules of Colombo Stock Exchange, the Board of Directors has duly resolved to issue the Annual Report of the Company in CDROM format to all Shareholders. Annual General Meeting The Annual General Meeting will be held on Thursday, 27 March 2014, at 10.00 a.m, at “Ball Room 1”, Hilton-Colombo, No. 2, Sir Chittampalam A Gardiner Mawatha, Colombo 2. The Notice of the Annual General Meeting, setting out the business which will be transacted thereat appears on page 236 of the Annual Report. By order of the Board Mitchell David New Director Colombo 10 February 2014 Heerak Basu Director Chathuri Munaweera Company Secretary Annual Report 2013 87 Corporate Governance Corporate Governance is undoubtedly one of the most important features of a corporate which distincts it from competitors in the eyes of investors and other key stakeholders. A corporate with high standards of governance would necessarily provide the comfort to stakeholders that the conduct of its business is carried out and maintained at a high ethical and professional standard. The Company as a licensed insurer listed in the Colombo Stock Exchange (CSE) is subject to various statutory and other requirements in relation to its governance and operations. As such it is required to abide by the following statutes. The list is not exhaustive. 1. 2. 3. 4. 5. 6. 7. 8. 9. 10. 11. 12. 13. The Companies Act No. 7 of 2007 Regulation of Insurance Industry Act No. 43 of 2000 (as amended) National Insurance Trust Fund Act No. 28 of 2006 (as amended) Securities and Exchange Commission of Sri Lanka Act No. 36 of 1987 (as amended) Inland Revenue Act No. 10 of 2006 (as amended) Shop and Office Employees Act Employee Provident Fund Act (as amended) Employers Trust Fund Act (as amended) Payment of Gratuity Act (as amended) Various other laws that govern the tax regime for companies and individuals in Sri Lanka Financial Transactions Reporting Act (as amended) Prevention of Money Laundering Act Exchange Control Act (as amended) It is also required inter alia to comply with the following rules, regulations and guidelines. 1. 2. 3. 4. 5. Circulars issued by the Insurance Board of Sri Lanka (IBSL) Directives issued by the IBSL Guidelines issued by the IBSL Listing Rules of the CSE Rules, regulations and guidelines issued by the Securities and Exchange Commission of Sri Lanka Statement of Compliance AIA Insurance Lanka PLC (the Company) has always been recognised for its high standards of corporate governance and continues to maintain and improve on them year on year. The Company believes that the demonstration of transparency of its business is a must for any stakeholder to reach informed decisions about the Company. As such the corporate governance report of the Company provides information above and beyond the minimum requirements specified by applicable legal and regulatory provisions. The Company is compliant with the applicable provisions of the Listing Rules of the Colombo Stock Exchange. The status of compliance together with relevant commentaries is provided in this Report. In addition to the mandatory compliance requirements, the Company complies substantially with the principles laid down in the Code of Best Practice on Corporate Governance, jointly issued by the Securities and Exchange Commission of Sri Lanka and the Institute of Chartered Accountants Sri Lanka in December 2013. A detailed analysis of the Company’s status of compliance in relation to applicable principles is provided within the report as a voluntary disclosure. The Company continued its transition commenced in the latter part of the year 2012 in becoming a fully integrated member of the AIA Group Hong Kong. In line with this integration process, various new policies were introduced to achieve a more sustainable governance structure. Further information on this is provided in page 95 of this Report. Year 2013 has seen a year of change not only in the operations of the business but also in the regulatory environment. The Company’s responses to changing regulations are detailed in page 24 of this Report. The Company is committed to steadfastly ensure that its operations are embedded within a sound corporate governance culture which provides substantial assurances to all the stakeholders of ethical and professional corporate performance. AIA Insurance Lanka PLC Governance Structure The governance structure of the Company continued to be strengthened during the year under review. The integration process with the AIA Group evidenced changes in the governance structure. As a result, a new independent Compliance function was established to monitor compliance with regulatory requirements as well as the Group led corporate governance policies. Accordingly, the new Compliance function was elevated to the second line of defense where the first line remained as the line management and the third line, Internal Audit. 88 AIA Insurance Lanka PLC Corporate Governance The corporate governance structure of the Company is graphically illustrated below. Audit & Compliance Committee Code of Conduct Executive Committee HR, Legal & Regulatory Affairs Logistics Third Line of Defence Second Line of Defence Internal Distribution Oversight Committees 1. Agency DSF Distribution Review Committee 2. Banca Distribution Review Committee 3. GI Distribution Review Committee Risk Oversight Committees 1. Operational Risk Committee 2. Pricing Committee 3. Investment Operations Committee 4. Health & Safety Committee 5. BCM Committee Listing Rules Finance and Actuarial Services Internal Audit IT Marketing Investments First Line of Defence GI Operations Compliance Committees GI Distribution Life Operations Business Oversight Committees Life Distribution Bancassurance Risk Oversight Committees Risk Management Distribution Oversight Committees Group Policies Committee ToRs IT Policies HR Policies Compliance External Audit Management Committee Inland Revenue Act Financial Risk Committee Labour Laws Investment Committee AML and CTF laws Chief Executive Officer Companies Act Remuneration Committee Other Rules & Regulations Board of Directors Insurance Board of Sri Lanka, Registrar of Companies, Department of Inland Revenue, & Other Regulators Operating Principles Vision RII Act Shareholders External Business Oversight Committees 1. Customer Review Forum 2. Life Product Development Committee 3. General Insurance Management Committee 4. Corporate Solutions Management Committee 5. Procurement & Outsourcing Committee Compliance Committees 1. Market Conduct Committee 2. Anti Money Laundering Committee Annual Report 2013 89 Five new governance committees were established to ensure that all areas of operations are well within a structured framework of controls. Information on governance committees are provided on page 92 of this Report. The Board of Directors The Board of Directors has the overall responsibility of the direction of the Company and engaged the services of a Managing Director till 28 June 2013 to ensure that the Company maintained its focus on given objectives and strategic initiatives. The position of Chief Executive Officer (CEO) was brought within the Articles of Association of the Company with approvals duly received from the Shareholders at the AGM held on 27 March 2013, giving effect to the governance changes established post the ownership change in 2012. The CEO dedicates himself towards the day to day operations of the Company in achieving its strategic and operational objectives. He is answerable to the Board of Directors via the Chairman of the Board. Further information about the Board of Directors is given in the pages 72 to 75 of this Report. The Board of Directors has delegated its authorities to a number of Primary and or Sub Board Committees to support the Board in the discharge of its governance and oversight responsibilities. The governance and oversight of audit & compliance and remuneration are thus supported by the function of the Board’s Audit & Compliance Committee and Remuneration Committee respectively. These Board Committees report their activities on a quarterly basis to the Board of Directors. The Investment Committee and the Financial Risk Committee are the other Committees appointed by the Board which too report their activities to the Board on a quarterly basis. The reporting by the Board Committees cover update of activities of regular meetings and decisions taken or recommendations made. The functions of the Board of Directors and Board Committees are regulated primarily by the Articles of Association, Board Terms of Reference, the respective Board Committee Terms of Reference and where applicable, rules, regulations and legislations in force. The Audit & Compliance Committee The Audit & Compliance Committee is a regulated committee appointed by the Board carrying out objectives as per the Listing Rules of the CSE and the Terms of References of the Board. In addition to such objectives, the Committee is also entrusted with ensuring that the regulatory compliance requirements, Group compliance and reporting requirements are also met. In addition, the Committee has the responsibility in evaluating and monitoring the risk management function of the Company. The Audit & Compliance Committee adheres to a set of Terms of References approved by the Board of Directors. It meets at least once a quarter and conducts its meetings according to a formal agenda. The following table provides a synopsis of the functions carried out by the Committee during the year 2013. Routine Agenda Items Special duties carried out during the year -Review of Chief Risk Officer’s -Continuous review of progress of the report on a quarterly basis implementation of new life -Review of Regulatory Review policy administration system Report on a quarterly basis -Review of results and -Review of Internal Audit management comments Report on a quarterly basis in relation to the onsite -Review of Interim Financial inspection carried out by the Statements on a quarterly IBSL basis -Review of Annual Financial Statements -Approve the Internal Audit Plan for the year -Review independence of External Auditor -Conduct private meetings with External Auditor and Internal Auditor -Review of Audit results The information on the membership and their specific duties are given in page 137 of this Report and the report of the Committee is given in page 146 of this Report. The Remuneration Committee The Remuneration Committee is also a regulated committee of the Board and is responsible for determining the overall Remuneration Policy of the Company. 90 AIA Insurance Lanka PLC Corporate Governance The following table provides a synopsis of the functions carried out by the Committee during the year 2013. Routine Agenda Items -Remuneration Policy -CEO's compensation -Bonus payments to Executive Committee -Review & approve Director's fees Special duties carried out during the year -Recommend the introduction of the AIA restricted Share unit schemes in operation within AIA Group to form part of the total reward strategy of the Company, subject to approval of the Controller of Exchange. Further details in relation to the composition, duties and responsibilities and other material information in respect to the Remuneration Committee is given in page 138 of this Report. Further information on scope and functions of the Investment Committee is detailed on page 138 of this Report. Financial Risk Committee The Financial Risk Committee (FRC) is a Board appointed Management Committee within the executive authority of the CEO. It is responsible for financial and operational risk management. The FRC provides the platform for the Company to review and better align to the local Risk Based Capital [RBC] regulations. Following table provides a synopsis of the functions carried out by the Committee during the year 2013. Routine Agenda Items -Credit Risk -Market Risk The report of the Remuneration Committee is given in page 148 of this Report. -Liability Risk The Investment Committee -Concentration Risk In addition to the mandatory Board Committees, the Board of Directors has established the Investment Committee including in its membership, experts with international know how to oversee the investment management function of the Company. This emphasizes the due cognizance placed by the Board to ensure that the investment function of the Company is well looked after within a framework of specialism. The following table provides a synopsis of the functions carried out by the Committee during the year 2013. Routine Agenda Items Special duties carried out during the year -Economic and market review -Investment Mandates -Investment Policy and outlook -Investment strategy -Performance Review -Asset exposures and profile of the funds -Portfolio information including asset duration, yields & capital movements -Compliance to Investment Mandate/Policy -Exposure to counterparties/ investments -Stock universe -Operational Risk -Liquidity Risk -Foreign Exchange Risk -Impairment Review -Fund performance -Maturity profile and duration strategies of funds -Interest Rate Guarantees Special duties carried out during the year -Updating the Liquidity Risk Management Framework -Updating the Capital Risk Management Framework -Liquidity Coverage Ratio [LCR] was redefined and LCR trigger levels along with escalation process and action plans were updated -Updating the FRC Terms of Reference -Reviewing the RBC results during the IBSL RBC road test Further information on scope and functions of the FRC is detailed on page 138 of this Report. The Chief Executive Officer The Articles of Association of the Company and the Board Terms of Reference recognise the role and position of the Chief Executive Officer (CEO) of the Company and the duties and obligations of the role. They entrust such responsibilities on the CEO as the senior most executive officer of the Company. The CEO reports to the Chairman and answerable to the Board via the Chairman on all matters pertaining to the management of the Company’s business, its direction and operations in accordance with the policies and objectives set by the Board. Annual Report 2013 91 The Executive Committee The Management Committee The Executive Committee falls within the purview of the CEO, and discharges the management and governance responsibilities of the Company as delegated by the CEO. The CEO heads the Executive Committee. He leads the collective decision making process of the Executive Committee in relation to the day-to-day management of the Company’s business and its operations within the governance framework and objectives defined by the Board. The Terms of Reference for the Executive Committee provide for designated invitees to the Committee. Thus when the Executive Committee functions together with the designated invitees, it functions under the reference of Management Committee. The Chief Actuary, Head of Marketing, Heads of Sales and a number of other key senior management members are considered as designated invitees and their expertise of their specialised areas are recognised as important to evaluate day-to-day functions of the Company in the execution of the Company Plan. The Executive Committee functions within its Terms of Reference in collectively and individually supporting the CEO in operational, business and strategic decisions and the execution of the Company Plan. The Management Committee meets every other week with a structured agenda and reviews the performance of the Company against the Company Plan. Permanent members of the Executive Committee are; 1. 2. 3. 4. 5. 6. 7. 8. Chief Executive Officer Deputy Chief Executive Officer / Chief Agency Officer Director Human Resources & Legal Director IT / Chief Information Officer Director Operations Director Partnerships Chief Financial Officer Chief Investment and Risk Officer Expertise of Management Committee The Management Committee membership is well represented ensuring the presence and participation of key areas of operations of the Company. The expertise of the Committee is graphically illustrated below. 92 AIA Insurance Lanka PLC Corporate Governance Other Governance Committees Information on other governance committees are provided in the below table. Committee Responsibility Membership ToR/ Charter Number of Meetings held CEO (Chair) ü 10 ü 4 ü 12 ü 3 ü 7 Committees operational throughout the year 1 Operational Risk Committee Responsible for reviewing, monitoring and providing oversight to the key risks of the business. Key forum for the identification and escalation of current and emerging key risks of the business 2 Pricing Committee Responsible for providing oversight to management decisions and activities that may impact the Company’s revenue stream, operating expense base or capital base or result in a significant operating expense or capital investment commitment or lead to a potential liability. Members of the Management Committee The Risk function Chief Financial Officer (Chair) CEO Nominated members of management and functional experts representing actuarial, risk, legal functions; the budget owner/ initiator of incentive/ benefit/ expense. Responsibilities include reviewing, evaluating, recommending and approving margins, incentive schemes, marketing expenses; evaluating and recommending the pricing policy, underwriting policy and claims policy. 3 4 5 Investment Operations Committee Responsible for reviewing, monitoring and providing oversight to the investment portfolios, especially on investment strategy, investment exposures and investment performance. Health & Safety Committee Responsible for providing oversight to the physical safety and security within scope of the Company’s business operations, and carrying out measures to ensure that relevant risks are identified, measured, monitored and managed. CEO (Chair) Customer Review Forum Responsible for providing oversight to the management of customer interactions and customer feedback. Responsible for reviewing customer feedback, providing solutions for issues, identifying and implementing proactive measures to mitigate customer dissonance and improve satisfaction and identifying actions to improve agreed customer experience measures. Head of Marketing (Chair) Chief Investment & Risk Officer (Chair) Nominated members of management and functional experts representing finance, actuarial, risk and compliance based on scope of the Committee. Invitees - representatives from NDB Wealth Management Ltd [External AMC] Director Human Resources & Legal, Director IT, Director Operations and nominated members of management representing different locations. Director - Operations Deputy CEO Nominated members of management and functional experts representing distribution, marketing and customer management and operations. Annual Report 2013 93 6 ToR/ Charter Number of Meetings held Chief Actuary (Chair) Nominated members of management and functional experts representing marketing and customer management, actuarial, life operations, distribution, sales training, risk, compliance, legal, IT and finance. ü 10 ü 16 ü 12 ü 12 ü 11 Committee Responsibility Membership Life Product Development Committee Responsible for identifying, developing/ modifying, launching and withdrawing Life product propositions. Responsible for reviewing and updating of the product development process, reviewing product propositions, ensuring that products are developed within relevant Group, Company and regulatory requirements and processes. 7 Procurement & Outsourcing Committee Chief Financial Officer (Chair) Responsible for oversight to the procurement and outsourcing activities of CEO the Company. Nominated members of Responsibilities include setting out management and functional procurement guidelines for the Company, experts representing actuarial, selecting and approving of Company risk, legal functions; the budget procurements within threshold limits, owner, beneficiary department, evaluating contractual terms and and technical support divisions. conditions vis-à-vis impact on capital resources. 8 Life Distribution Review Forum Responsible for providing oversight to sales and performance of the Agency Direct Sales Force (agency channel). Deputy CEO (Chair) Senior management of the direct sales force distribution channel Responsibilities include the setting of goals of the Agency Direct Sales Force together with the stipulated key performance indicators and defined performance metrics. 9 Bancassurance Sales Review Committee Responsible for providing oversight to sales and performance of the bancassurance distribution channel. Responsibilities include the setting of goals of the bancassurance distribution together with the stipulated key performance indicators and defined performance metrics. 10 GI Distribution Review Forum Responsible for providing oversight to sales and performance of the General insurance distribution. Responsibilities include the setting of goals of the General insurance distribution together with the stipulated key performance indicators and defined performance metrics. Director Partnerships (Chair) Senior management of bancassurance channel and selected members of sales team DGM Bancassurance & General Insurance Distribution (Chair) Channel heads and Unit managers of General insurance distribution Channel Invitees - Nominated members of management and functional experts representing operations, actuarial, finance and distribution based on scope of the committee 94 AIA Insurance Lanka PLC Corporate Governance Committee Responsibility Membership ToR/ Charter Number of Meetings held CEO (Chair) ü 1 ü 7 ü 7 ü 1 ü 1 Committees commenced operations during the year 2013 11 Business Continuity Management Committee Responsible for ensuring the BCM programme of the business is complete and effective. The committee monitors risks pertaining to business continuity and identify/ recommend procedure and controls for mitigating the risks. Director HR & Legal Director IT Director Operations CFO Chief Investment & Risk Officer Head Risk Management & Engineering Claims Head of Marketing 12 13 14 General Insurance Management Committee Responsible for implementing the business plan for the General insurance (GI) business ensuring that decision making with regard to GI business remains consistent with the overall objective of optimising top line and profitability of the GI business. These responsibilities include monitoring the distribution performance, monitoring key risks and agreeing on action plan. CEO (Chair) Corporate Solutions Management Committee Responsible for implementing the business plan for the Corporate Solutions business developing and growing the Corporate Solutions channel and business line. These responsibilities include monitoring the distribution performance, monitoring key risks and agreeing on action plan. CEO (Chair) Market Conduct Committee Responsible for implementing the penalty Voting Members table and actions to be effected according Chief Investment and Risk to the penalty table in substantiated Officer (Chair) intermediary mis-conduct incidents. Director Operations Senior management of GI business Senior management of CS and nominated members of management and functional experts representing finance, actuarial, marketing, risk and strategy. General Counsel Corporate Law & Regulatory Affairs Non-voting membersCompliance function 15 Anti-money laundering Committee Responsible for reviewing and approving high risk transactions, as per anti-money laundering practices of the group. Director Operations (Chair) Head of Investment Operations Chief Compliance Officer MLRO During the year under review the Company took many novel initiatives towards advancement of corporate governance and transparency. Some of the material changes are highlighted in this Report. Annual Report 2013 95 Establishment of a dedicated Compliance function as a second line of defence The Company believes in building a culture that encourages ethical conduct, compliance with laws, regulations and ethical standards and procedures. The Compliance function is responsible in promoting and establishing a culture of compliance within the Company. The position of the Chief Compliance Officer (CCO) is identified in the overall compliance of the Company recognising the statutory / regulatory purposes of the role arising from the insurance regulations and Financial Intelligence Unit (FIU) established under the Central Bank of Sri Lanka. The insurance regulations recognise the function of a CCO and the FIU recognises role and the responsibility of the CCO to ensure compliance in terms of the Anti-Money Laundering regulations arising out of the Financial Transactions Reporting Act No. 6 of 2006. The CCO’s function is also responsible to the Group’s Compliance function on matters arising from the operations of the Company. The Compliance function of the Company maintains the second line oversight responsibility on the following areas. The Sales Compliance Sales Compliance focuses on improving the quality of selling as well as the product development process. During the year under review, the Compliance function adopted the AIA Group’s Market Conduct Guidelines for sales intermediaries as a part of the sales training process. The Market Conduct Committee is a disciplinary committee established in 2013, to take appropriate disciplinary actions relating to market misconduct incidents committed by sales intermediaries. To support this, a Penalty table which details out the type of market misconduct incident and the relevant penalty for such incident was introduced. The Compliance function collates market conduct statistics on a monthly basis to identify agents’ behaviours and patterns of conduct. All these initiatives have placed a solid foundation in improving the quality of sales process and behaviours of sales intermediaries. Another area of focus of sales compliance is in relation to the product development process. The Compliance function acts as the oversight function of the product development process to ensure that all key actions prior to the product launches are completed. All product and marketing materials including agents’ training materials are reviewed by the Compliance function to ensure that the Company adheres to regulatory and Group requirements ensuring customer fairness and reasonable expectations of policyholders. Investment Compliance Insurance entities invest policyholders’ money in various investment instruments ranging from government securities, corporate debts, equities, etc to provide a return for the policyholders. Ensuring a robust governance framework on how the investments are managed in the Company, ultimately results in increase in wealth as well as protection for the money invested. Investment Policy and the Investment Mandates provide the scope and boundary of investment management. The investment compliance program focuses on how the investment management and operations are carried out, what controls and procedures are in place, how to ensure adherence to the laid down procedures and the implementation of best practices. One of the key controls in investment management is to identify and monitor the persons who are privy to investment information known as Investment Access Persons so that such persons do not gain an undue advantage as a result of having access to sensitive information. During the year, Code of Ethics for Investment Access Persons was adopted and trainings were provided across the Company. In addition, the personal trading of the Investment Access Persons is monitored by the Compliance function. Another key milestone achieved during the period was the monitoring and compliance with AIA Group’s Restricted List for securities and the introduction of the Restricted List of Investment Committee members. In terms of investment operations, on day-to-day basis, the violations caused against the investment parameters are monitored. The Compliance function ensures that all such violations / breaches are addressed in a timely manner to close any weaknesses / issues by relevant parties. Anti-Money Laundering and Counter Terrorist Financing AIA Group is committed to ensure that all its business units take action to prevent businesses from being used as conduits for money laundering and terrorist financing activities. In line with Group requirements and local regulations the Company has given special emphasis to “Know Your Customer”, “Know Your Transaction” principles, and the due diligence concept which form the core part of the Anti-Money Laundering (AML) /Counter Terrorist Financing (CTF). The Company has adopted a Risk Based Approach as the basis on which acceptance of customer policies are made and to perform customer due diligence and ongoing monitoring of customers in response to combating of money laundering and terrorist financing. The risk identification and assessment process involves evaluating risk factors including the background of the customer, product, transaction or service used by that customer. In addition a Risk Assessment Matrix is created to determine the risk profile of a customer, which 96 AIA Insurance Lanka PLC Corporate Governance is followed by all operations of the Company. Education and awareness programmes have been conducted for operational staff to maintain accuracy of all procedures. The Company has taken all reasonable endeavours to ensure compliance with all applicable economic sanctions, laws and regulations via screening exercises. Prospective customers (including the proposed insured, owners / controllers of legal entities, etc) are screened against the Global Watch Lists (“GWLs”) and Politically Exposed Persons (PEP) lists provided by Bankers Accuity. It is the Company’s policy to reject the business or to freeze the customer’s transaction in the event of confirmed matches against the sanctions lists. In addition, where a high risk customer is identified, a Risk Assessment Form is filled and submitted to the AML Committee for consideration and opinion on further action via the Money Laundering Reporting Officer (MLRO). The Chief Compliance Officer is responsible to ensure that the Company reports transactions that exceed the stipulated threshold as well as suspicious transactions to the Financial Intelligence Unit. Regulatory Compliance The emphasis of regulatory compliance revolves around ensuring compliance with the regulatory and legislative requirements of the regulators such as the Insurance Board of Sri Lanka, Central Bank of Sri Lanka, Department of Inland Revenue and such other regulatory bodies. In addition, timely identification of regulatory developments and changes is an essential part of the regulatory compliance programme of the Company whilst assessing the readiness of the Company to meet such changes. During the year under the review, the Company developed an escalation protocol to identify new regulatory development and changes. Records Management The AIA Group Records Management sets out minimum standards on how records should be created, organised, secured, maintained, and disposed in a way that enhances AIA Group’s business, facilitating and sustaining day-today operations and complying with applicable laws and regulations. Records Retention Schedules are planned for all departments. Further, appropriate measures have been taken to safeguard Company records in the event of a disaster. For instance, offsite storage facilities are in place to keep custody of duplicate information to ensure continued operation at any situation. Records Management ensures all confidential records are securely maintained, controlled and protected to prevent unauthorised access. Data Privacy Data Privacy is the relationship between collection and dissemination of Personal Data and the associated regulatory/legal issues. Privacy concerns exist wherever Personal Data is collected, used, stored, transferred or disposed in digital form or otherwise. The protection of Personal Data encompasses data and information security, software, hardware and human resources. The Company is in the process of implementing the requirements of the Data Privacy Policy of AIA Group. One of the key developments during the year was to introduce Personal Information Collection statement to new employees at the time of recruitment which stipulates why personal information is collected and how such information is used. Anti-Fraud, Anti- Corruption and Whistle Blowing programme Anti-Fraud, Anti-Corruption and Whistle Blowing programs are key parts of the Financial Crime compliance programme of the Company. During the year AIA Groups’ Anti-Fraud Policy and Anti-Corruption Policy was implemented within the Company. Whistle Blowing Policy of the Company took a new dimension with the introduction of “Whistle Blowing Hotline” which is a tri-lingual telephone service where any person can report a financial crime. This is a group wide initiative of AIA and the service is provided by an independent firm which guarantees utmost confidentiality. In addition, employees are encouraged to directly access AIA ethics website to file reports against any financial crime activity taking place. Raising awareness of compliance Raising awareness of compliance is a key component in establishing a culture of compliance in the Company. During the year the Compliance function with the support of the HR function, rolled out the following 5 Group e-learning modules which were mandatory for all employees. 1. Anti-Money Laundering and Counter Terrorist Financing Compliance Programme 2. AIA Data Privacy Compliance Programme 3. Social Media and E mail Awareness 4. AIA Anti-Corruption Compliance Programme 5. IT Security Awareness Training Employees were expected to study the contents of the e-learning module and answer the questions in order to secure the certification. The Compliance function also provides training and education on compliance for all new employees as part of the induction and familiarisation programmes. Annual Report 2013 97 Risk Management information on the system implementation project is captured on page 30 of this Report. The governance structure of the Company recognises the three lines of defence model under risk management framework. Accordingly, the line management is considered as the first line of defence while the risk management and compliance function act as the second line. The Internal Audit function is identified as the third line of defence. Further information on how the risk management function and the three lines of defence model supplement the corporate governance structure is provided under the Risk Management Review on page 140 of this Report. The Company believes that a ‘state of the art’ IT structure is an inevitable tool in the way forward for insurance business in Sri Lanka and has implemented many IT based services to its stakeholders such as Wealth Planners and end customers. The SMS alert system and the iPOS system are the first ever fully paperless Point Of Sale (POS) systems introduced during the year. Further information on IT related developments and activities are given in page 30 of this Report. In achieving the benefits of technology it is important that our systems are dependable and governed in a sustainable manner. Different systems deployed for different functions must interface accurately in order to provide a seamless service to the stakeholders. Such seamless operations ensure accuracy of data and information captured and generated through these systems. The Company has deployed a comprehensive IT governance framework which is graphically illustrated below. IT Governance and Implementation of new life policy administration system One of the key development projects for the Company during the year was the implementation of a new life policy administration system. The project continued throughout the year and was successfully sanctioned for operations in December 2013. The new system provides additional benefits to policyholders as well as the Company with a higher level of dependability and adaptability. Further Information Security O t h e r S y st e m s S u p p or t Systems Di Act re iv ct e or y l ai m E- Life Quotation Supp S y ste m s re p o r t S y st e m s Sup h Ot Co o r t S y s te m s ems re S y ste m s y st Co s SMS IT Governance Disaster Recovery r em Claims Management System S ys t Motor Document System Complaint Management s Life Document Management System Finance (SAP) Motor Frontend system Ot h e Sales Activity Management Life General Insurance Insurance (Integral Life) (I90) p o r t S yst e m iWealth Planner Sup S er HRIS e S y ste m Cor s e S y ste m Cor s IT Risk Management iPoS 98 AIA Insurance Lanka PLC Corporate Governance Regulatory Interactions Shareholder Interactions The Company’s interactions with regulators were maintained at high ethical standards where proactive engagements were encouraged and indeed adopted. The year 2013 was a year with higher shareholder interactions than the usual which primarily resulted from the Voluntary Offer. During the year under review, the Company actively engaged in correspondences with the Securities and Exchange Commission of Sri Lanka [SEC] in relation to the Voluntary Offer made by AIA Group Limited to the minority Shareholders of the Company. Key shareholder communications during the year are summarised below. Date The IBSL conducted an Onsite Inspection at the Company which the Company welcomed as a positive initiative by the regulator. The scope of the inspection was designed to assess the risk profile of the Company’s operations using the CARAMELS framework. Thus the focus was on Capital, Assets, Reinsurance, Actuarial Liabilities, Management, Earnings, Liquidity and Subsidiaries. There were extensive document reviews and one to one interviews with key Executive Committee members and Internal and External Auditors. 22.01.2013 Circular to Shareholders to approve the corporate name change and the amendments to the Articles of Association (AOA) via circular resolutions 31.01.2013 Circular to Shareholders confirming the approvals received adopting the corporate name and the changes to the AOA 26.02.2013 Joint announcement circulated to the Shareholders by the Offeror Company and Offeree Company declaring the Voluntary Offer 04.03.2013 Dispatch of Annual Report 2012 to the Shareholders consisting the ordinary and special resolutions to be passed 20.03.2013 Dispatch of Independent advisors’ opinion to Shareholders on Voluntary Offer The report addressed the areas relating to; a) Compliance with the RII Act and IBSL requirements b) Internal controls c) Best Practices The Company provided its comments for the matters highlighted in the report and further actions are being taken with regards to the recommendations made. The Company organised a seminar for the insurance industry with the support of the IBSL on the implementation of Risk Based Capital, bringing down international expertise which AIA Group possesses in the subject, to Sri Lanka. The Company actively engaged in discussions with the IBSL with respect to key regulatory changes being implemented during the year. Material changes included the segregation of composite insurance companies and the Company made its representation through the industry body, the Insurance Association of Sri Lanka, as well as individually with respect to matters which are sensitive for the Company. Further information on Company’s responses to changing regulations are covered on page 24 of this Report. Overview of material regulatory communications is provided on page 108 to 113 of this Report. Subject The Company is required to comply with the continuing listing rules specified under Section 7 of the Listing Rules of the CSE. Annual Report 2013 99 The status of Compliance with Section 7 of Listing Rules of the Colombo Stock Exchange At a glance The Company is compliant with the applicable requirements of the Section 7 of the Listing Rules (continuing listing requirements) and a status of compliance at a glance is graphically illustrated below. Complied b Not Applicable 7.1 a c 7.2 7.2 7.3 7.3 7.4 a b 7.5 a b c d 7.6 i ii iii 7.7 7.7 7.8 7.8 7.9 7.9 7.10 a b c 7.11 1 2 3 7.12 a b d Not Complied e f g iv v vi vii viii ix x xi xii xiii xiv xv xvi 1.a 1.b 1.c 2.a 2.b 3.a 3.b 3.c 3.d 4 5.a 5.b 5.c 6.a 6.b 6.c A detailed commentary on the requirements to be complied under Section 7 of the Listing Rules of the Colombo Stock Exchange is given below. Requirement 7.1 Status of Compliance Comment Dividend Payment Announcement to the Exchange 7.1.a 7.1.b The Entity shall, immediately upon authorising a dividend distribution, make an announcement to the Exchange with specified information. Complied Unless the Entity’s Articles of Association provides otherwise, upon the Board of directors’ authorising a dividend distribution, the Shareholders must approve such distribution by an ordinary resolution. Complied The announcement (with required information) was made with respect to the dividend payment for the year 2012, on 07 February 2013. The announcement for the dividend payment for the year 2013 was made on 11 February 2014. Shareholder approval for the dividend distribution for the year 2012 was obtained by way of an ordinary resolution at the Annual General Meeting held on 27 March 2013 as required by the Articles of Association of the Company. The Board of Directors have authorised the dividend distribution for the year 2013 at the meeting held on 10 February 2013. An ordinary resolution is proposed for the Annual General Meeting to be held on the 27 March 2014 to obtain Shareholder approval for same. 100 AIA Insurance Lanka PLC Corporate Governance Requirement Status of Compliance Comment 7.1.c Date of dispatch of dividend payment when the approval of the shareholders is required; the date of dispatch of the dividend payment shall be within seven (7) Market Days from and excluding the date on which the related resolution is passed by the shareholders at a meeting. The Entity shall promptly notify the Exchange of the date of dispatch of the dividend payment. Complied The dividend payment was made on 08 April 2013 which was within the specified time period and the CSE was notified of the date of dispatch on 07 February 2013. 7.1.d Date of dispatch of dividend payment when the approval of the shareholders is not required; the date of dispatch of the dividend payment shall be within seven (7) Market Days from the ‘XD’ date. Not Applicable This requirement is not applicable to the Company as the Shareholder approval is required for dividend distribution as per the Articles of Association. 7.1.e Once a dividend distribution has been announced an Entity shall not alter the dividend per share without consulting the Exchange. Not Applicable This requirement is not applicable to the Company as the dividend per share approved by the Shareholders at the Annual General Meeting held on 27 March 2013 was not altered afterwards. 7.1.f Solvency Certificate Complied The Company has forwarded a certified copy of the Solvency Certificate issued by the External Auditors of the Company to the CSE on 14 March 2013. The Entity shall forward to the Exchange a certified copy of the certificate of solvency issued by a firm of auditors as soon as the same is issued and in any event prior to dispatching the dividend payment. 7.1.g Dividend distribution by way of a scrip dividend Not Applicable This requirement was not applicable for the Company as there was no scrip dividend declared for the year 2013. 7.2 RESOLUTIONS Complied Details of resolutions proposed and passed during the year are provided on page 98 of this Report and the CSE was notified as required. Complied Details of circulars dispatched to the Shareholders during the year are provided on page 98 of this Report and were submitted to the CSE as required. Complied The Company has submitted the quarterly Financial Statements to the CSE in line with the requirements specified in terms of the formats, number of copies and within the specified time limits. The Exchange must be notified at the same time as shareholders regarding any resolution to be voted on at any members’ meeting. The Exchange shall be notified immediately after the meeting whether the resolution was passed or not. 7.3 CIRCULARS TO SHAREHOLDERS Fifty (50) copies of circulars to shareholders should be sent to the Exchange at the same time as they are dispatched to the holders of Listed Securities. 7.4 INTERIM FINANCIAL STATEMENTS 7.4.a A Listed Entity shall give to the Exchange, an Interim Financial Statement prepared on a quarterly basis, as soon as the figures have been approved by the board of directors of the Entity and in any event not later than forty five (45) days from the end of the first, second and third quarters and two (2) months from the end of the fourth quarter. Annual Report 2013 101 Requirement 7.4.b A Listed Entity shall ensure that the Financial Statements fulfill the specified requirements. Status of Compliance Complied 7.5 CIRCULATION OF ANNUAL REPORT 7.5.a A Listed Entity shall ensure that the annual Complied report is issued to the Entity’s shareholders and given to the Exchange within a period not exceeding five (05) months from the close of the financial year of the Listed Entity. The Audited Financial Statements shall be published in accordance with the Sri Lanka Accounting Standards. 7.5.b A Listed Entity may issue its annual report in a CD-ROM to its shareholders provided that the Entity complies with the specified requirements. Complied Comment The Quarterly Financial Statements of the Company complied with the specified requirements including but not limited to statements to the effect that such financial statements are not audited and carried signatures of two Directors. The financial year of the company closes on 31 December and the Annual Report for the year 2012 was issued to the shareholders within the stipulated time lines and required copies were submitted to the CSE. The Audited Financial Statements published within the Annual Report were prepared in accordance with the Sri Lanka Accounting Standards. The Annual Report for the year 2012 was issued in a CD-ROM. The Company has complied with the specified requirements applicable for such issuance as follows. Provided printed copies to Shareholders upon written requests. A designated person was made available to attend to requests for printed copies of the Annual Report. Printed copies of the Annual Report forwarded to Shareholders who have requested for the same within 8 market days from the date of receipt of such request. A note with required statements/information sent to the Shareholders along with the CD-ROM. 7.5.c The Entity shall give to the Exchange thirty Complied five (35) copies of the annual report in printed form and one (1) copy in a CD-ROM. 7.5.d If an Entity prior to circulating the annual report, files copies of financial statements with the Registrar General of Companies in compliance with Section 170 (1) of the Companies Act, the Entity shall also simultaneously submit such financial statements to the Exchange. 7.6 CONTENTS OF ANNUAL REPORT Complied The Company has submitted the required number of copies of the Annual Report of year 2012 to the CSE in the required formats. The Company has submitted its financial statements with the Registrar General of Companies and the CSE as required. A Listed Entity must include in its annual report and accounts, inter alia; i Names of persons who during the financial year were directors of the Entity. Complied This information is provided on page 87 of this Report. ii Principal activities of the Entity and its subsidiaries during the year and any changes therein. Complied The principle activities of the Company have been to engage in general and long term insurance business as per the license issued by the IBSL. There was no change to the activities during the year under review. Further details of the activities of the Company are highlighted in the pages 82 in this Report. 102 AIA Insurance Lanka PLC Corporate Governance Requirement Status of Compliance Comment iii The names and the number of shares held by the 20 largest holders of voting and non-voting shares and the percentage of such shares held. Complied This information is provided on page 225 of this Report. iv The Public Holding percentage. Complied This information is provided on page 224 of this Report. v A statement of each director’s holding and Chief Executive Officer’s holding in shares of the Entity at the beginning and end of each financial year. Complied This information is provided on page 85 of this Report. vi Information pertaining to material foreseeable risk factors of the Entity. Complied This information is captured in Management Discussion and Analysis in page 12 of this Report. vii Details of material issues pertaining to employees and industrial relations of the Entity. Complied The Company did not have any material issues pertaining to employees and industrial relations during the year under review. Further information on HR practices of the Company is provided on page 39 of this Report. viii Extents, locations, valuations and the number of buildings of the Entity’s land holdings and investment properties. Complied This information is provided on page 84 and 200 of this Report. ix Number of shares representing the Entity’s stated capital. Complied This information is provided on page 224 of this Report. x A distribution schedule of the number Complied of holders in each class of equity securities, and the percentage of their total holdings in specified categories. This information is provided on page 225 of this Report. xi Specified ratios and market price information. Following information are provided on page 223 of this Report. Complied 1. Dividend per share 2. Dividend pay out 3. Net asset value per share 4. Market value per share - highest and lowest values recorded during the financial year - value as at the end of financial year xii Significant changes in the Entity’s or its subsidiaries’ fixed assets and the market value of land, if the value differs substantially from the book value. Complied There was no significant changes in the Company’s or its subsidiary’s fixed assets. Further information on this is provided on page 200 of this Report. xiii Specified information, Not Applicable This requirement is not applicable as the Company did not raise funds during the year from any of the specified methods. Not Applicable The Company did not operate any Employee Share Option Schemes in relation to shares of the Company. In the event during the year the Entity has raised funds either through a public issue, Rights Issue, and private placement. xiv Employee Share Option Schemes. Annual Report 2013 103 Requirement Status of Compliance Comment xv Disclosures pertaining to Corporate Governance practices in terms of Rules 7.10.3, 7.10.5 c. and 7.10.6 c. of Section 7 of the Rules. Complied These disclosures are provided in pages 105, 106 and 107 of this Report. xvi Specified information on Related Party transactions exceeding 10% of the Equity or 5% of the total assets of the Entity as per Audited Financial Statements, whichever is lower. Complied This information is provided on page 217 of this Report. Complied The Company actively encourages the dematerialisation of shares in line with the guidelines of the SEC. Complied The Company has procedures in place to make these immediate disclosures. However, there were no such disclosures made during the year as none of the Directors disclosed any dealings of shares of the Company. Complied The Company has procedures in place to make these notifications as and when required. Specified details of investments in a Related Party and/or amounts due from a Related Party to be set out separately. 7.7 SECURITIES CERTIFICATES Listed Entities shall issue Definitive Certificates in respect of Securities which are listed in the Exchange. 7.8 DISCLOSURES OF DEALINGS BY DIRECTORS A Listed Entity shall make an immediate announcement to the Exchange of disclosures made by a director in terms of Section 200 of the Companies Act, of any acquisition or disposal of a relevant interest in shares issued by the Entity. 7.9 LOSS OF CERTIFICATES The entities shall inform the CDS as and when a report is lodged with the Entity on any loss of certificates or when the Entity discovers a forgery in a certificate of the Entity. 7.10 CORPORATE GOVERNANCE Compliance 7.10.a Complied A Listed Entity shall publish in the annual report relating to the financial year commencing on or after 01st April 2007 a statement confirming that as at the date of the annual report they are in compliance with the Corporate Governance Rules and if they are unable to confirm compliance, set out the reasons for its inability to comply. 7.10.b A Listed Entity shall comply with these Corporate Governance Rules with effect from the financial year commencing on or after 01st April 2008 and the annual report must contain the relevant affirmative statements. Complied The Company is compliant with the Corporate Governance Rules of the Listing Rules. The statement is published in page 87 of this Report. The Company is in compliance with the Corporate Governance Rules and respective affirmative statements and the statement of compliance is provided in this Report. 104 AIA Insurance Lanka PLC Corporate Governance Requirement Status of Compliance Comment Not Applicable The Company has not requested for any exemption nor did the CSE grant any exemptions for the Company with respect to the Corporate Governance Rules in full or in part. 7.10.1.a Two or such number equivalent to one third of the total number of Directors, whichever is higher should be NonExecutive Directors. directors whichever is higher. Complied There are six members in the Board of Directors all of whom are Non-Executive Directors. 7.10.1.b The total number of directors is to be calculated based on the number as at the conclusion of the immediately preceding Annual General Meeting. Complied As at the last Annual General Meeting held on 27 March 2013, there were seven members in the Board. Therefore, the requirement under rule 7.10.a is fully complied with. 7.10.1.c Any change occurring to this ratio shall be rectified within ninety (90) days from the date of the change. Complied During the year the number of Directors has been reduced from seven to six. Relevant disclosures were made to the regulators in this connection as applicable. 7.10.2 INDEPENDENT DIRECTORS 7.10.2.a Two or one third of the Non-Executive Directors appointed to the Board of Directors, whichever is higher shall be “independent”. Complied There are six members in the Board of Directors and two are classified as Independent Non-Executive Directors. 7.10.2.b The board shall require each nonexecutive director to submit a signed and dated declaration annually of his/ her independence or non-independence against the specified criteria. Complied 7.10.c Where a Listed Entity is required by any law applicable to such Listed Entity to comply with rules on Corporate Governance promulgated under such law, the board of directors of the Exchange may exempt such Listed Entity from the requirement to comply with these Corporate Governance Rules either in full or in part. Such Listed Entity shall make disclosures of compliance with Corporate Governance Rules applicable to that sector and the annual report must contain the relevant affirmative statements. 7.10.1 NON – EXECUTIVE DIRECTORS Details of Independent, Non-Executive Directors as at 31 December 2013 are given in page 72 of this Report. The Board has obtained signed and dated declarations from each Non-Executive Director on their independence or non-independence against the said criteria upon their appointment to the Board and also on an annual basis in terms of declaration specified in Appendix 7A of the CSE Listing Rules. Annual Report 2013 105 Requirement 7.10.3 Status of Compliance Comment DISCLOSURES RELATING TO DIRECTORS 7.10.3.a The board shall make a determination annually as to the independence or nonindependence of each Non-Executive Director based on such declaration and other information available to the board and shall set out in the annual report the names of directors determined to be ‘independent’. Complied The Board of Directors determined the independence or non-independence of each Non-Executive Director. The names of such Independent Non-Executive Directors served on the Board during the financial year under review are given below with their tenure as a member of the Board. During the year Messrs. Deepal Sooriyaarachchi and Heerak Basu were declared as Independent NonExecutive Directors. Mr. Heerak Basu is an employee of a company within the AIA Group but the Board is of the view that this is not a disqualification to be classified as an Independent Non-Executive Director on the Board of the Company within the criteria defined for independence in terms of the Listing Rules and the written clarifications of the CSE. Mr. Heerak Basu functioned as an Independent NonExecutive Director of the Company with effect from 05 December 2012 and Mr. Deepal Sooriyaarachchi was declared as an Independent Director with effect from 15 August 2012. Both these Directors continue to function in the same capacity to date. 7.10.3.b In the event a director does not qualify as ‘independent’ against any of the criteria set out below but if the board, taking account all the circumstances, is of the opinion that the director is nevertheless ‘independent’, the board shall specify the criteria not met and the basis for its determination in the annual report. Complied No such determination has been made by the Board during the year under review. 7.10.3.c Complied A brief resume of each Director is given on page 74 of this Report. 7.10.3.d Upon appointment of a new director to its board, the Entity shall forthwith provide to the Exchange a brief resume of such director for dissemination to the public. Such resume shall include information on the matters itemised in paragraphs (a), (b) and (c) above. Complied The Company had 03 new appointments to the Board during the year under review and has provided a brief resume of such appointed Directors to the CSE as required. 7.10.4 Complied The two Directors who are classified as ‘Independent’ fulfill the criteria specified in determining their independence. In addition to disclosures relating to the independence of a director set out above, the board shall publish in its annual report a brief resume of each director on its board which includes information on the nature of his/her expertise in relevant functional areas. CRITERIA FOR DEFINING ‘INDEPENDENCE’ 106 AIA Insurance Lanka PLC Corporate Governance Requirement 7.10.5 Status of Compliance Comment REMUNERATION COMMITTEE 7.10.5.a COMPOSITION Complied The remuneration committee shall comprise; of a minimum of two independent nonexecutive directors (in instances where an Entity has only two directors on its Board); The Remuneration Committee consists of three NonExecutive Directors two of whom are independent NonExecutive Directors. The Company has a separate Remuneration Committee. Mr. Huynh Thanh Phong was the Chairman of the Remuneration Committee till his resignation from the Board. Mr. Mitch New was appointed as the Chairman of the Committee since August 2013. Mr. Phong and Mr. New were both Non-Executive Directors of the Company. or of non-executive directors a majority of whom shall be independent, whichever shall be higher. One non-executive director shall be appointed as Chairman of the committee by the board of directors. 7.10.5.b FUNCTIONS Complied The Remuneration Committee recommends to the Board the remuneration payable to the Chief Executive Officer based on the performance ratings obtained at the annual performance appraisal, the market standard applicable to foreign and local Chief Executive Officers and the value of the role to the Company. The Board placing due consideration of such criteria, makes the final decision. Complied Names of the Directors who are members of the Remuneration Committee are given on page 138 of this Report. A statement of the remuneration policy is given under the Remuneration Committee report on page 148 of this Report. Disclosure of remuneration paid to Directors is given on page 86 of this Report. Additional information on Remuneration Committee is provided on page 138 of this Report. Complied The Audit Committee of the Company is named as Audit & Compliance Committee and consists of three NonExecutive Directors two of whom are Independent NonExecutive Directors. The Remuneration Committee shall recommend the remuneration payable to the executive directors and Chief Executive Officer of the Listed Entity and/or equivalent position thereof, to the board of the Listed Entity which will make the final determination upon consideration of such recommendations. 7.10.5.c DISCLOSURE IN THE ANNUAL REPORT The annual report should set out the names of directors (or persons in the parent company’s committee in the case of a group company) comprising the remuneration committee, contain a statement of the remuneration policy and set out the aggregate remuneration paid to executive and non-executive directors. 7.10.6 AUDIT COMMITTEE 7.10.6.a COMPOSITION The audit committee shall comprise; of a minimum of two independent nonexecutive directors (in instances where a Entity has only two directors on its board); or of non-executive directors a majority of whom shall be independent, whichever shall be higher. One non-executive director shall be appointed as Chairman of the committee by the board of directors. The Chief Executive Officer and the Chief Financial Officer of the Listed Entity shall attend audit committee meetings. The Chairman or one member of the committee should be a Member of a recognised professional accounting body. The Company has a separate Audit & Compliance Committee. The Chairman, Mr. Heerak Basu is an Independent NonExecutive Director. The Chief Executive Officer and the Chief Financial Officer are considered as permanent invitees for the meetings of the Committee. Mr. Sally Wan, a member of the Audit and Compliance Committee is a member of the Australian Society of Certified Practicing Accountancy. Annual Report 2013 107 Requirement 7.10.6.b FUNCTIONS Status of Compliance Complied Overseeing of the preparation, presentation and adequacy of disclosures in the financial statements of a Listed Entity, in accordance with Sri Lanka Accounting Standards. Oversees the Company’s compliance with financial reporting requirements, information requirements of the Companies Act and other relevant financial reporting related regulations and requirements. Oversees the processes to ensure that the Company’s internal controls and risk management are adequate, to meet the requirements of the Sri Lanka Auditing Standards. Overseeing the processes to ensure that the Entity’s internal controls and risk management are adequate, to meet the requirements of the Sri Lanka Auditing Standards. Assesses the independence and performance of the Company’s External Auditors. Makes recommendations to the Board pertaining to appointment, re-appointment and removal of External Auditors and to approve the remuneration and terms of engagement of the External Auditors. Assessment of the independence and performance of the Entity’s external auditors. To make recommendations to the board pertaining to appointment, re-appointment and removal of external auditors and to approve the remuneration and terms of engagement of the external auditors. DISCLOSURE IN THE ANNUAL REPORT Further information about the Committee and its functions are given on page 137 of this Report. Complied The names of the directors comprising the audit committee should be disclosed in the annual report. Audit & Compliance Committee Report is given on page 146 of this Report. The annual report shall contain a report by the audit committee, setting out the manner of compliance by the Entity in relation to the above, during the period to which the annual report relates. 7.11.1 The names of the Directors who are members of the Audit & Compliance Committee are given on page 137 of this Report. The Committee determined the independence of the External Auditors and the basis of such determination is referred in the Audit & Compliance Committee Report on page 146 of this Report. The committee shall make a determination of the independence of the auditors and shall disclose the basis for such determination in the annual report. 7.11 The Terms of Reference of the Committee captures the required functions in addition to many other functions assigned by the Board. Accordingly, the Committee, Oversees the preparation, presentation and adequacy of disclosures in the financial statements of the Company in accordance with the Sri Lanka Accounting Standards. Overseeing of the Entity’s compliance with financial reporting requirements, information requirements of the Companies Act and other relevant financial reporting related regulations and requirements. 7.10.6.c Comment RE- PURCHASE / REDEMPTIONS / MINORITY BUYOUTS Not Applicable The Company did not take any actions relating to repurchase its own shares or redemptions of shares or minority buyouts. Therefore, this requirement was not applicable for the Company during the year under review. RATINGS / REVISIONS IN RATINGS ASSIGNED TO DEBT SECURITIES Not Applicable The Company does not have any debt securities listed in a Stock Exchange; hence this requirement is not applicable. 7.11.2 7.11.3 7.12 7.12.a 7.12.b 108 AIA Insurance Lanka PLC Corporate Governance Status of Compliance with Section 7 of Listing Rules of the Colombo Stock Exchange No of requirements 58 Complied 47 Not complied 0 Not Applicable 11 Complied 47 Not Applicable 11 Not Complied 0 In addition to the mandatory disclosures required by applicable rules and regulations, the Corporate Governance Report of the Company covers a wider area of disclosures. These disclosures are provided in the report on a purely voluntary basis to assist the stakeholders to grasp a deeper understanding on the operations of the Company. The Company is required to make disclosures and announcements and submit reports to various regulators on a routine basis and as and when required. A synopsis of such announcements and submissions are listed below. Details of Material Communications with Regulators and Colombo Stock Exchange The Registrar of Companies Routine Submissions 01 Submission Specified deadline for submission Actual Date of Submission Status of Compliance Annual Return of the Company 13 May 2013 09 May 2013 Complied Non-Routine Submissions Date Submission Details Applicable Rule 01 01 February 2013 Filing of Form 3 Notifying the name change of the Company Section 8(2) of the Companies Act No. 7 of 2007 02 01 February 2013 Filing of Form 39 Notifying the special resolution with the receipt of approval from Shareholders to changes in Articles of Association The Companies Act No. 7 of 2007 03 04 March 2013 Registration of Financial Statements Annual Report of the Company containing the financial statements for the year ended 31 December 2012 Section 170 of the Companies Act No. 7 of 2007 04 06 March 2013 Filing of Form 20 Resignation of Mr. Khor Hock Seng from the Board of Directors and appointment of Ms. Wan Yuen Wai Sally as Director Section 223(2) of the Companies Act No. 7 of 2007 05 02 April 2013 Filing of Form 39 Notifying the special resolution with the receipt of approval from Shareholders for changes in Articles of Association The Companies Act No. 7 of 2007 06 09 July 2013 Filing of Form 20 Resignation of Messrs. Shah Jahan Rouf and Richard Allan Bates from the Board of Directors and appointment of Messrs. Gordon Timmins Watson and Mitchell David New as Directors Section 223(2) of the Companies Act No. 7 of 2007 07 12 November 2013 Filing of Form 20 Resignation of Mr. Huynh Thanh Phong from the Board of Directors Section 223(2) of the Companies Act No. 7 of 2007 Annual Report 2013 109 The Colombo Stock Exchange Routine Submissions Submission Specified deadline for submission Actual Date of Submission Status of Compliance 01 Unaudited Interim Financial Statements for Q4 of 2012 28 February 2013 07 February 2013 Complied 02 Unaudited Interim Financial Statements for Q1 of 2013 15 May 2013 07 May 2013 Complied 03 Unaudited Interim Financial Statements for Q2 of 2013 15 August 2013 13 August 2013 Complied 04 Unaudited Interim Financial Statements for Q3 of 2013 15 November 2013 14 November 2013 Complied Non-Routine Submissions Date Submission Details Applicable Rule 01 22 January 2013 Copy of the circular Informing the corporate name change & change of particular sections of Articles of Association Section 7.2 & 7.3 of the listing rules of the CSE 02 31 January 2013 Notification to CSE Confirming the receipt of approval received from Shareholders Section 7.2 & 7.3 of the listing rules of the CSE 03 07 February 2013 First and final dividend announcement for the year 2012 First and final dividend of LKR 2.50/- per share on 30,000,000 (thirty million) ordinary shares in issue subject to the approval of the Shareholders of the company at the AGM scheduled for 27th March 2013 Section 7.1. (a) of the listing rules of the CSE 04 07 February 2013 Reconstitution of the Board of Directors Appointment of Ms. Sally Yuen Wai Wan to the Section 8.1 (a) of the listing rules of the Board of Directors in place of Mr. Khor Hock CSE Seng effective 06th February 2013 05 18 February 2013 Notification of the name change of the Company Receipt of the Certificate of Incorporation issued by Registrar of Companies Section 8 (1) of the Companies Act No. 7 of 2007 06 26 February 2013 Joint Announcement on Voluntary Offer Filing the Joint Announcement on Voluntary Offer Section 8.1 of the listing rules of the CSE 07 11 March 2013 Notification to CSE Informing the payment of first & final dividend to all shareholders including the reserve account holders Listing Rules of CSE 08 14 March 2013 First and final dividend announcement for the year 2012 Copy of the certificate signed by the Board of Directors approving the dividend payment Listing Rules of CSE 09 20 March 2013 Notification to CSE The views, comments and advice of the board of directors of AIA Insurance Lanka PLC and independent advisor’s report on the Voluntary Offer by AIA Company Limited to purchase all the remaining ordinary shares of AIA insurance Lanka PLC Listing Rules of CSE 110 AIA Insurance Lanka PLC Corporate Governance Non-Routine Submissions Date Submission Details Applicable Rule 10 28 March 2013 Announcement made to the CSE in compliance with Listing Rules Resolutions that were circulated to the Shareholders via the Notice of meeting dated 06 February 2013 included in the Annual Report 2012 which was dispatched to them on 04 March 2013 Section 7.2 of the listing rules of the CSE 11 29 June 2013 Reconstitution of the Board of Directors 1. Appointment of Gordon Timmins Watson as the Chairman of the Company, subject to the approval of the IBSL of his position of Director Section 8.1 (a) of the listing rules of the CSE 2. The step down of former Chairman Mr. H.T. Phong from his position as Chairman facilitating the appointment of the new Chairman 3. Shah Rouf the Chief Executive Officer/ Managing Director of the Company whilst continuing in the position of Chief Executive Officer, stepped down from his position as a Board member 4. Resignation of Richard Bates and appointment of Mitchell David New as a Director of the Board 5. Upul Wijesinghe, the former Deputy Managing Director taking over the position as Deputy chief Executive Officer 12 13 August 2013 Notification to CSE Confirming the receipt of approval from IBSL for appointment of Messrs. Gordon Timmins Watson & Mitchell David New as Directors of the Company Listing Rules of CSE 13 12 November 2013 Reconstitution of the Board of Directors Resignation of Mr. Hyung Thanh Phong effective 21 October 2013 Section 8.1 (a) of the listing rules of the CSE Annual Report 2013 111 The Insurance Board of Sri Lanka Routine Submissions Submission 01 Quarterly Return For Q4 2012 For Q1 2013 For Q2 2013 For Q3 2013 Specified deadline for submission Actual Date of Submission Status of Compliance On or before 15 February On or before 15 May On or before 15 August On or before 15 November 15 February 2013 14 May 2013 14 August 2013 14 November 2013 Complied Complied Complied Complied 02 Annual Statutory Return for the year 2012 On or before 30 June 01 July 2013 Not Complied The Company missed the deadline by one day due to the due date falling on weekend. 03 Actuarial Abstracts On or before 30 June 01 July 2013 Not Complied The Company missed the deadline by one day due to the due date falling on weekend. 04 Compliance Certification For Q4 2012 For Q1 2013 For Q2 2013 For Q3 2013 On or before 15 February On or before 15 May On or before 15 August On or before 15 November 15 February 2013 15 May 2013 14 August 2013 14 November2013 Complied Complied Complied Complied Advertising Certification For Q4 2012 For Q1 2013 For Q2 2013 For Q3 2013 On or before 15 February On or before 15 May On or before 15 August On or before 15 November 15 February 2013 15 May 2013 14 August 2013 14 November 2013 Complied Complied Complied Complied Statement of Facultative Reinsurance arrangements For Q2 2013 For Q3 2013 On or before 15 August On or before 15 November 14 August 2013 14 November 2013 Complied Complied 05 06 07 Statement of Reinsurance arrangements and submission of copies Reinsurance Treaties for the year 2013 As soon as possible but before 15 March 15 February 2013 Complied 08 Further Returns and Risk Assessment Summary for the year 2012 On or before 31 March 28 March 2013 Complied 09 Management Letter issued by External Auditors One week from the date of receipt of the report 14 June 2013 Complied 10 Circular 29 certification by External Auditors On or before 30 June 01 July 2013 Not Complied The Company missed the deadline by one day due to the due date falling on weekend. 11 Audited Annual Financial Statements On or before 30 June 04 March 2013 Complied 12 Biannual Compliance Certification for six months ended on 31 December 2012 15 February 15 February 2013 Complied 112 AIA Insurance Lanka PLC Corporate Governance The Insurance Board of Sri Lanka Non-Routine Submissions Date Submission Details Applicable Rule 01 05 February 2013 Prior approval letter Approval regarding a person sought to be appointed, elected or nominated as a Director Section 33(B) (1) of the Regulation of Insurance Industry Act No. 43 of 2000 02 07 February 2013 Interim financial statements Interim financial statements for the 04 quarter ended 31 December 2013 The Regulation of Insurance Industry Act No. 43 of 2000 03 18 February 2013 Name change of the Company Notification of the Name change of the Company The Regulation of Insurance Industry Act No. 43 of 2000 04 04 March 2013 Annual Report Annual Report for the year ended 31 December 2012 Section 47(2) of the Regulation of Insurance Industry Act No. 43 of 2000 05 18 March 2013 Approval regarding a person sought to be appointed, elected or nominated as a Director Re-election of Messrs. Deepal Sooriyaarachchi and Richards Bates as Directors of the Company Section 33(B) (1) of the Regulation of Insurance Industry Act No. 43 of 2000 06 07 May 2013 Interim financial statements Interim financial statements for the quarter ended 31 March 2013 The Regulation of Insurance Industry Act No. 43 of 2000 07 26 June 2013 Approval regarding a person sought to be appointed, elected or nominated as a Director Appointment of Messrs. Gordon Timmins Watson and Mitchell David New effective 28 June 2013, as Directors Section 33(B) (1) of the Regulation of Insurance Industry Act No. 43 of 2000 08 26 June 2013 Governance Changes 1. Appointment of Gordon Timmins Watson as the Chairman of the Company, subject to the approval of the IBSL of his position of Director 2. The stand aside of former Chairman Mr. H.T. Phong from his position as Chairman facilitating the appointment of the new Chairman 3. The stand aside of Shah Rouf from the position of Managing Director of the Company whilst continuing in the position of Chief executive Officer 4. Resignation of Richard Bates and appointment of Mitchell David New as a Director of the Board 5. Upul Wijesinghe, the former Deputy Managing Director taking over the position as Deputy chief Executive Officer The Regulation of Insurance Industry Act No. 43 of 2000 09 13 August 2013 Interim financial statements Interim financial statements for the quarter ended 30 June 2013 The Regulation of Insurance Industry Act No. 43 of 2000 10 12 November 2013 Interim financial statements Interim financial statements for the quarter ended 30 September 2013 The Regulation of Insurance Industry Act No. 43 of 2000 11 30 December 2013 Proposal on Company Segregation model The proposal of the Company on the model to be adopted for segregation of long term and general insurance business As per the guidelines on segregation of insurance companies Annual Report 2013 113 The Department of Inland Revenue Routine Submissions Submission Specified deadline for submission Actual Date of Submission Status of Compliance 01 Income Tax 30th November of the following year 30th November of the following year Complied 02 Value Added Tax 15th of the Following month 15th of the Following month Complied 03 Withholding Tax 15th of the Following month 15th of the Following month Complied 04 Stamp duty – life / GI / Salaries 01st Instalment – 15th January 02nd Instalment – 15th April 03rd Instalment – 15th July 04th Instalment – 15th October 01st Instalment – 15th January 02nd Instalment – 15th April 03rd Instalment – 15th July 04th Instalment – 15th October Complied Complied Complied Complied 05 Nation Building Tax 20th of the following month 20th of the following month Complied 06 PAYE Tax 15th of the Following month 15th of the Following month Complied Non-Routine Submissions to Regulators Submission 01 CESS – Life / GI IBSL 02 Annual Payment IBSL 03 Specified deadline for submission 01st Instalment – 30th January 02nd Instalment – 30th April 03rd Instalment – 30th July 04th Instalment – 30th October Actual Date of Submission Status of Compliance 01st Instalment – 30th January 02nd Instalment – 30th April 03rd Instalment – 30th July 04th Instalment – 30th October Complied Complied Complied Complied 14th March Complied Road Safety – National Council of Road Safety 15th of the Following month 15th of the Following month Complied Motor Tax – Luxury and Semi Luxury Tax - Commissioner of Motor Traffic 15th of the Following month 15th of the Following month Complied 114 AIA Insurance Lanka PLC Corporate Governance Code of Best Practice for Corporate Governance The Company has not formally adopted the Code of Best Practice for Corporate Governance issued jointly by the Securities and Exchange Commission of Sri Lanka and the Institute of Chartered Accountants Sri Lanka in its previous version issued in the year 2008 or the latest version issued in December 2013. However, the Company as a good practice in Shareholder communications, continued to make voluntary disclosures of compliance in terms of the said Code during the past years. Going ahead with the same practice, the Company provides below a glance of its status of voluntary compliance with the Principles of Corporate Governance stipulated in the Code in its latest version, December 2013. Complied Partially Complied Not Complied Principle Not Applicable Status of Compliance Principle A.1 A.1.1 A.1.2 A.1.3 A.1.4 A.1.5 A.1.6 A.1.7 Principle A.2 A.2.1 Principle A.3 A.3.1 Principle A.4 A.4 Principle A.5 A.5.1 A.5.2 A.5.3 A.5.4 A.5.5 A.5.6 A.5.7 A.5.8 A.5.9 Principle A.6 A.6.1 A.6.2 Principle A.7 A.7.1 A.7.2 Principle A.8 A.8.1 A.8.2 Principle A.9 A.9.1 A.9.2 Principle A.10 A.10.1 Principle A.11 A. 11.1 A.11.2 Principle B.1 B.1.1 B.1.2 B.1.3 B.1.4 B.1.5 Principle B.2 B.2.1 B.2.2 B.2.3 B.2.4 B.2.5 B.2.6 B.2.7 B.2.8 B.2.9 Principle B.3 B.3.1 Principle C.1 C.1.1 C.1.2 C.1.3 C.1.4 C.1.5 Principle C.2 C.2.1 C.2.2 C.2.3 C.2.4 C.2.5 C.2.6 C.2.7 D.1.5 D.1.6 D.1.7 G.1.5 G.1.6 G.1.7 A.7.3 A.9.3 Principle C.3 C.3.1 Principle D.1 D.1.1 D.1.2 D.1.3 D.1.4 Principle D.2 D.2.1 D.2.2 D.2.3 D.2.4 Principle D.3 D.3.1 D.3.2 D.3.3 D.3.4 Principle D.4 D.4.1 D.4.2 Principle D.5 D.5.1 Principle E.1 E.1.1 Principle E.2 E.2 Principle F.1 F.1 Principle F.2 F.2 Principle G.1 G.1.1 G.1.3 G.1.4 G.1.2 A.5.10 Total number of requirements 90 Not applicable 03 Fully Complied Total number of applicable requirements 87 Partially Complied 7% Fully complied 75 Partially complied 06 Not complied 06 Not Complied 86% 7% Annual Report 2013 115 Although the Company has not formally adopted the Code, it complies substantially with the requirements of the Code. A detailed discussion on each requirement under the relevant principle against the status of compliance is given below. Principle / Requirement Section 1 The Company A DIRECTORS Principle A.1 THE BOARD Every public company should be headed by an effective Board, which should direct, lead and control the Company. Commentary Status of Compliance The Articles of Association of the Company specified that a minimum of 5 and a maximum of 7 members should comprise the Board of Directors of the Company. The Board is accountable to the Company, its Shareholders and the stakeholders at large that the business is conducted in an appropriate manner and the financial and non-financial targets of the Company are achieved. The Board Terms of Reference stipulates the specific duties of the Board. Following are some key matters which come under review and approval of the Board; Complied - Company strategy and business plan - Financial reporting and controls - Financial performance - Shareholder dividends - Policyholder dividends and surplus transfers from the Longterm Insurance Fund - Changes to the Company’s capital structure - Company’s risk profile and risk map - Regulatory compliance - Constitution and performance of the Board Committees A.1.1 The Board should meet regularly. Board meetings should be held at least once in every quarter of a financial year, in order to effectively execute board’s responsibilities, while providing information to the board on a structured and regular basis. At least one Board meeting was held each quarter. Additional meetings were convened when necessary. Decisions were also approved through circular resolutions when deemed appropriate as provided for in the Articles of Association of the Company. During the year 2013, the Board has maintained an excellent record of attendance at the meetings. The attendance of Directors at the Board meetings during the year is detailed under the Directors’ report on page 85 of this Report. Complied 116 AIA Insurance Lanka PLC Corporate Governance Principle / Requirement A.1.2 Commentary Complied The Board’s role is to provide entrepreneurial leadership of the Company within a framework of prudent and effective controls which enables risk to be assessed and managed. In performing its role, the Board should be responsible for matters including: • ensuring the formulation and implementation of a sound business strategy; Status of Compliance The Board provides guidance and direction to the management to form the Company’s strategic and business plan which is reviewed and approved by the Board. Accordingly, the Board of Directors reviewed and approved the strategic and business plan 2014 - 2016. • ensuring that the Chief Executive Officer (CEO) and management team possess the skills, experience and knowledge to implement the strategy; The CEO is not a member of the Board. He is vested with the executive management responsibility of the Company and heads the Executive Committee. He reports to the Board via the Chairman of the Board. The Executive Committee members possess relevant skills, qualifications as well as decades of experience in their respective functional areas. • ensuring the adoption of an effective CEO and Key Management Personnel succession strategy; The HR function of the Company maintains an effective succession strategy for the senior management. During the year under review a comprehensive evaluation of the succession plan via a methodology called “Organisation and People Review,” was conducted mapping 32 key succession roles. The Board of Directors reviews the succession plan through CEO. • ensuring effective systems to secure integrity of information, internal controls, business continuity and risk management; The Board sanctioned an effective risk management model during the year under review and the risk management of the Company is constantly being monitored by the Audit and Compliance Committee. Quarterly reports from the Chief Risk Officer are reviewed by the Audit and Compliance Committee of the Board. • ensuring compliance with laws, regulations and ethical standards; The Board receives a Regulatory Review Report from the management quarterly, through the Audit and Compliance Committee. This Report captures the Company’s status of compliance with the relevant laws and regulations as well as updates on changing regulations and plans for ensuring compliance. Further, the Audit and Compliance Committee is sanctioned with the responsibility in reviewing and approving the regulatory compliance monitoring plan developed, refreshed and implemented each year. Annual Report 2013 117 Principle / Requirement A.1.3 A.1.4 A.1.5 Commentary • ensuring all stakeholder interests are considered in corporate decisions; The Board believes that all stakeholders must be considered in corporate decisions and that it is a vital requirement for the sustainability of the business. • recognising sustainable business development in Corporate Strategy, decisions and activities; The Board recognises sustainable business development and ensures same by reviewing and approving the three year rolling business plan each year. • ensuring that the Company’s values and standards are set with emphasis on adopting appropriate accounting policies and fostering compliance with financial regulations; and The Board ensures that the Company sets and maintains high values and standards in accounting policies and encourages and mandates compliance with all the applicable financial regulations. • fulfilling such other Board functions as are vital, given the scale, nature and complexity of the business concerned. The Board Terms of Reference (BTOR) captures the high level responsibilities, accountabilities and functions of the Board. The BTOR is aimed at having in place a healthy and effective management process within the Company ensuring that the functions and decisions of the Company are taken with transparency and in fairness to all stakeholders. The Board collectively, and Directors individually, must act in accordance with the laws of the Country, as applicable to the business enterprise. There should be a procedure agreed to by the Board of Directors, to obtain independent professional advice where necessary, at the Company’s expense. The Board conducted its business in compliance with the laws and regulations applicable to a listed insurance company. All Directors should have access to the advice and services of the Company Secretary, who is responsible to the Board in ensuring that Board procedures are followed and that applicable rules and regulations are complied with. Any question of the removal of the Company Secretary should be a matter for the Board as a whole. The members of the Board have unfettered access to the Company Secretary regarding any matter relevant to the Company. All Directors should bring independent judgment to bear on issues of strategy, performance, resources (including key appointments) and standards of business conduct. Executive responsibilities of the Company were vested upon the CEO who is directly responsible for day-to-day business operations of the Company and achievement of the key strategic objectives. Status of Compliance Complied The Board members collectively and/or individually are permitted to obtain independent professional advice from third parties at the expense of the Company, as deemed necessary. Such third parties include but are not limited to Company’s external lawyers and auditors. Complied The Company Secretary possesses the required qualifications and expertise and advises the Board on matters concerning the Companies Act and other relevant rules, regulations and regulatory guidelines. All governance activities are coordinated by the Company Secretary on behalf of the Board. The Company Secretary is accountable to the Board through the Chairman. The Company Secretary is provided with adequate resources to perform her role. Non-Executive Directors do not have any business interest that could materially interfere with the exercise of their independent judgment. Complied 118 AIA Insurance Lanka PLC Corporate Governance Principle / Requirement Commentary Status of Compliance A.1.6 Every Director should dedicate adequate time and effort to matters of the Board and the Company, to ensure that the duties and responsibilities owed to the Company are satisfactorily discharged. It must be recognised that Directors have to dedicate sufficient time before a meeting to review Board papers and call for additional information and clarification, and after a meeting to follow up on issues consequent to the meeting. This should be supplemented by a time allocation for familiarisation with business changes, operations, risks and controls. The Board members dedicate adequate time for the affairs of the Company by attending Board Meetings, Board Committee meetings and making decisions via circular resolutions. Additional meetings and discussions are held with the management whenever deemed necessary. Complied A.1.7 Every Director should receive appropriate training when first appointed to the Board of a company, and subsequently as necessary. Training curricula should encompass both general aspects of directorship and matters specific to the particular industry/company concerned. A Director must recognise that there is a need for continuous training and an expansion of the knowledge and skills required to effectively perform his duties as a Director. The Board should regularly review and agree the training and development needs of the Directors. The Company does not provide formal training to Directors. The Board members are however updated with relevant information pertaining to the Company, its business and regulatory and market environment at the time of appointment and also from time to time where developments take place. Principle A.2 CHAIRMAN AND CHIEF EXECUTIVE OFFICER (CEO) Complied The roles and responsibilities of the Chairman and the CEO are segregated and clearly defined in the Board Terms of Reference guaranteeing a balance of power and division of duties in strategic and operational decisions of the Company. There are two key tasks at the top of every public company – conducting of the business of the Board, and facilitating executive responsibility for management of the Company’s business. There should be a clear division of responsibilities at the head of the Company, which will ensure a balance of power and authority, such that no one individual has unfettered powers of decision. Connected papers with relevant information relating to the matters to be discussed at Board meetings are delivered to the members with sufficient time and in advance to allow them to review and call for any additional information and/or clarifications. Information on the Board meetings and attendance of members for each meeting including Committee meetings are given in page 85 of this Report. The CEO’s priority is the management of the Company in accordance with the mandate defined by the Board. He is accountable for the achievement of the financial and non-financial objectives as stipulated in the Company plan. Partially Complied Annual Report 2013 119 Principle / Requirement Commentary Status of Compliance A.2.1 A decision to combine the posts of Chairman and CEO in one person should be justified and highlighted in the Annual Report. No such decision is taken. Complied Principle A.3 CHAIRMAN’S ROLE The Chairman is responsible for the leadership of the Board, managing of Board Meetings and the business undertaken thereat. Complied A.3.1 The Chairman’s role in preserving good Corporate Governance is crucial. As the person responsible for running the Board, the Chairman should preserve order and facilitate the effective discharge of Board functions. The Chairman, together with the Company Secretary is responsible in ensuring all relevant issues are on the Board agenda and Directors receive appropriate information and documentation in a timely manner, thus facilitating the Directors to contribute at the deliberations. Complied The Chairman should conduct Board proceedings in a proper manner and ensure, inter-alia, that: • the effective participation of both Executive and Non-Executive Directors is secured; The Chairman ensures that all the members of the Board have adequate opportunity to participate in the meeting discussions and make note of the deliberations they made. As the Board comprises of expertise from diverse avenues, it is considered that participation of all the members regardless of their status as Executive or Non-Executive add much value to the prudent of decisions made. • all Directors are encouraged to make an effective contribution, within their respective capabilities, for the benefit of the Company; The Chairman, having a sound understanding of the expertise of each Director always encourages the members to contribute to the deliberations ensuring that the Company is benefitted from the knowledge, skills and the experience of each and every Director. • a balance of power between There was only one Executive Director in the Board until 28 Executive and Non-Executive June 2013 being the Managing Director. All the other members, including the Chairman were Non-Executive Directors. Directors is maintained; With effect from 28 June 2013, there are no Executive Directors in the Board. • the views of Directors on issues under consideration are ascertained; and The Chairman ensures that each matter being considered within the Board is deliberated by all the Directors. He actively encourages the members to deliberate on the matters. • the Board is in complete control of the Company’s affairs and alert to its obligations to all shareholders and other stakeholders. The Board had four physical meetings during the year. Board circulars were also used at many occasions to provide timely information to the Board and to seek Board input to the strategic and or material decisions to be taken by the management. In addition to the formal communications, the Chairman and the members of the Board, regardless of their status of independence or Non-Independence kept constant communications with the management of the Company. 120 AIA Insurance Lanka PLC Corporate Governance Principle / Requirement Commentary Status of Compliance Principle A.4 FINANCIAL ACUMEN The Board comprises of members who have extensive exposure in business management, financial and or insurance expertise globally as well as dedicated to the Asia Pacific region. This brought a much valued Asian experience to the Company. Complied Principle A.5 BOARD BALANCE As explained above, the Board had only one Executive Director until 28 June 2013 and all the other members are Non-Executive Directors. After 28 June 2013 the Board does not have any Executive Directors. Therefore, no individual or small group can dominate the Board’s decisions. Complied A.5.1 The Board should include NonExecutive Directors of sufficient calibre and number for their views to carry significant weight in the Board’s decisions. The Board should include at least two Non-Executive Directors or such number of Non-Executive Directors equivalent to one third of total number of Directors, whichever is higher. As explained above, the Board had only one Executive Director until 28 June 2013 and all the other members are Non-Executive Directors. After 28 June 2013 the Board does not have any Executive Directors. Complied A.5.2 Where the constitution of the Board of Directors includes only two Non-Executive Directors, both such Non-Executive Directors should be ‘independent’. In all other instances two or one third of Non-Executive Directors appointed to the Board of Directors whichever is higher should be ‘independent’. The Board consisted of required number of Directors as stipulated by the Articles of Association of the Company. The Company ensured compliance throughout, of the required ratio of independent Directors who were drawn from and out of the NonExecutive Directors of the Board during the period under review. Complied A.5.3 For a Director to be deemed ‘independent’ such Director should be independent of management and free of any business or other relationship that could materially interfere with or could reasonably be perceived to materially interfere with the exercise of their unfettered and independent judgment. The Board is of the view that the independent Directors fulfill the criteria considered for determination of ‘Independence’ in terms of the Listing Rules of the CSE, based on the disclosures duly made to the regulators and in the Annual Report of the Company in relation to the basis for classifying them as independent in terms of the said criteria. Complied A.5.4 Each Non-Executive Director should submit a signed and dated declaration annually of his/her independence or non-independence against the specified criteria. Independent Directors have submitted the signed and dated declarations confirming their status as ‘Independent’ against the specified criteria. Complied The Board should ensure the availability within it of those with sufficient financial acumen and knowledge to offer guidance on matters of finance. It is preferable for the Board to have a balance of Executive and Non-Executive Directors such that no individual or small group of individuals can dominate the Board’s decision-taking. Mr. Heerak Basu and Mr. Deepal Sooriyaarchchi were classified as the independent Directors from and amongst the Non-Executive Directors of the Board and they continue in their office as at date. Annual Report 2013 121 Principle / Requirement Commentary Status of Compliance A.5.5 The Board should make a determination annually as to the independence or nonindependence of each NonExecutive Director based on such a declaration made of decided criteria and other information available to the Board. The Board should specify the criteria not met and the basis for its determination in the annual report, if it determines that a Director is independent notwithstanding the existence of relationships or circumstances which indicate the contrary and should set out in the Annual Report the names of Directors determined to be ‘independent’. Based on the declarations made by Messrs. Heerak Basu and Deepal Sooriyaarachchi and the Board’s due considerations on the criteria of independence the Board determined that the two Directors were ‘Independent’ for the purposes of the regulatory requirements. Complied A.5.6 If an alternate Director is appointed by a Non-Executive Director such alternate director should not be an executive of the Company. If an alternate Director is appointed by an independent Director, the person who is appointed also should meet the criteria of independence and the provision on minimum number of independent Directors also should be satisfied. There were no appointments made to the Board in the capacity of alternate Director during the year under review. Complied A.5.7 In the event the Chairman and CEO is the same person, the Board should appoint one of the independent Non- Executive Directors to be the “Senior Independent Director” (SID) and disclose this appointment in the Annual Report. The Chairman and the CEO is not the same person; hence this requirement does not arise. Not Applicable A.5.8 The Senior Independent Director There was no requirement for the Company to appoint a Senior Independent Director; hence this requirement does not arise. should make himself available for confidential discussions with other Directors who may have concerns which they believe have not been properly considered by the Board as a whole and which pertain to significant issues that are detrimental to the Company. Not Applicable 122 AIA Insurance Lanka PLC Corporate Governance Principle / Requirement Commentary Status of Compliance A.5.9 The Chairman should hold meetings with the NonExecutive Directors only, without the Executive Directors being present, as necessary and at least once each year. As explained earlier, the Board did not have any Executive Directors from 28 June 2013. Therefore, this requirement is met for all the meetings held after 28 June 2013 in the ordinary cause of business. Complied A.5.10 Where Directors have concerns about the matters of the Company which cannot be unanimously resolved, they should ensure their concerns are recorded in the Board Minutes. The Board always took decisions unanimously after individual concerns been addressed via extensive discussions and deliberations. Complied Principle A.6 SUPPLY OF INFORMATION The Management ensures that the Board is provided with all and timely background information in relation to any decision to be taken by the Board. Complied A.6.1 Management has an obligation to provide the Board with appropriate and timely information, but information volunteered by management may not be enough in all circumstances and Directors should make further inquiries where necessary. The Chairman should ensure all Directors are properly briefed on issues arising at Board meetings. The Chairman ensures that all Directors are briefed on issues arising at Board Meetings. Board members are constantly apprised of the industry trends, market dynamics and information pertaining to same. Complied A.6.2 The minutes, agenda and papers required for a Board Meeting should ordinarily be provided to Directors at least seven (7) days before the meeting, to facilitate its effective conduct. The Directors receive comprehensive reports of all Board papers and any other additional information requested by the members of the Board, well in advance of the Board meetings. Complied APPOINTMENTS TO THE BOARD The appointment of Board members is specified in the Articles of Association of the Company. The Company Secretary provides guidance on the procedure and ensures that the said procedure is followed to the letter. Principle A.7 The Board should be provided with timely information in a form and of a quality appropriate to enable it to discharge its duties. There should be a formal and transparent procedure for the appointment of new Directors to the Board. Board meetings were conducted based on a formal agenda which covers the main routine business and regulatory functions as well as special business matters and responsibilities of the Board. In addition to the Articles of Association, the appointments of Board members shall comply with the provisions of the RII Act. The Company Secretary ensures that such procedure is accurately followed. Complied Annual Report 2013 123 Principle / Requirement Commentary Status of Compliance A.7.1 The Company does not have a Nomination Committee. A Nomination Committee should be established to make recommendations to the Board on all new Board appointments. Terms of Reference for Nomination Committees are set out in Schedule A. The Chairman and members of the Nomination Committee should be identified in the Annual Report. A.7.2 The Nomination Committee or in the absence of a nomination committee, the Board as a whole should annually assess Board-composition to ascertain whether the combined knowledge and experience of the Board matches the strategic demands facing the Company. The findings of such assessment should be taken into account when new Board appointments are considered and when incumbent Directors come up for re-election. The Board is satisfied with its composition and is of the considered view that the combined knowledge of the Board matches the strategic demands of the Company. Not Complied Complied Being an insurance company, the Board viewed the necessity of having actuarial experience in addition to financial expertise within the Board; hence it is always ensured that a qualified actuary is present within the composition of the Board. The combined experience and qualifications of the Board members cover a wide area of business administration including finance, marketing, law, business management, insurance and actuarial science. The spread of combined experience and qualifications of the Board is graphically illustrated below. Management Insurance Marketing Law Finance Accounting Actuary A.7.3 Upon the appointment of a new Director to the Board, the Company should forthwith disclose to shareholders: The necessary communications were made in respect to new Board appointments to the shareholders via disclosures made to the CSE. Accordingly, following Board appointments were notified with brief resumes and other required information. • a brief resume of the Director; Ms. Sally Yuen Wai Wan – appointed on 06 February 2013 • the nature of his expertise in relevant functional areas; • the names of companies in which the Director holds directorships or memberships in Board committees; and • whether such Director can be considered ‘independent’. Mr. Gordon Watson – appointed on 28 June 2013 Mitchell New – appointed on 28 June 2013 Complied 124 AIA Insurance Lanka PLC Corporate Governance Principle / Requirement Commentary Status of Compliance Principle A.8 RE-ELECTION The Articles of Association of the Company requires that 1/3rd of the Directors retires and are eligible to be re-elected by the Shareholders at the Annual General Meeting. The Directors to so retire in a year shall be those who have served the longest in office since their last election. However, as between persons who were appointed Directors on the same day, those to retire shall unless they otherwise agree among themselves, be determined by lot. Complied A.8.1 Non-Executive Directors should be appointed for specified terms subject to re-election and to the provisions in the Companies Act relating to the removal of a Director, and their re-appointment should not be automatic. Non-Executive Directors are required to submit themselves for re-election as per the Articles of Association. All the appointments to the Board are primarily governed by the Companies Act No. 7 of 2007. Complied A.8.2 All Directors including the Chairman of the Board, should be subject to election by shareholders at the first opportunity after their appointment, and to re-election thereafter at intervals of no more than three years. The names of Directors submitted for election or re-election should be accompanied by a resume minimally as set out in paragraph A.7.3 above, to enable shareholders to make an informed decision on their election. Directors and Chairman are appointed by the majority Shareholder/s and are not required to be elected by all the Shareholders at the first opportunity after their appointment according to the Articles of Association. However, they are required to submit themselves for re-appointment by rotation at the AGM as per the provisions of the Articles of Association of the Company. Complied Principle A.9 APPRAISAL OF BOARD PERFORMANCE The Company does not have a formal procedure for the evaluation of Board performance. Not Complied All Directors should be required to submit themselves for reelection at regular intervals and at least once in every three years. Boards should periodically appraise their own performance in order to ensure that Board responsibilities are satisfactorily discharged. A.9.1 The Board should annually appraise itself on its performance in the discharge of its key responsibilities. As the Company does not have a formal procedure for the evaluation of the Board performance, this requirement does not apply. Not Complied A.9.2 The Board should also undertake an annual self-evaluation of its own performance and that of its Committees. Same as above. Not Complied Annual Report 2013 125 Principle / Requirement Commentary Status of Compliance A.9.3 The Board should state how such performance evaluations have been conducted, in the Annual Report. Same as above. Not Complied Principle A.10 DISCLOSURE OF INFORMATION IN RESPECT OF DIRECTORS Shareholders are kept updated of the new appointments to the Board by way of disclosures made to the CSE with brief resumes of each newly appointed Director duly disclosed. Complied Brief resume capturing the material information of each Director who is functioning in the Board as at the date of this Report is given in following sections of this Report. Partially Complied Shareholders should be kept advised of relevant details in respect of Directors. A.10.1 The Annual Report of the Company should set out the specified information in relation to each Director. • name, qualifications and brief profile – Page 74 • the nature of his/her expertise in relevant functional areas – page 74 • whether Executive, Non-Executive and/or independent Director – page 72 • names of other companies in which the Director concerned serves as a Director.– page 74 • number/percentage of Board meetings of the Company attended during the year – page 85 • names of Board Committees in which the Director serves as Chairman or a member – page 138 • number/percentage of committee meetings attended during the year – page 85 Principle A.11 APPRAISAL OF CHIEF EXECUTIVE OFFICER (CEO) Performance of the CEO is assessed by the Board. Complied The Board should be required, at least annually, to assess the performance of the CEO. A. 11.1 At the commencement of every fiscal year, the Board in consultation with the CEO, should set, in line with the short, medium and long-term objectives of the Company, reasonable financial and nonfinancial targets that should be met by the CEO during the year. The CEO’s financial and non-financial objectives are set at the beginning of each year by the Board in consultation with the CEO. Complied A.11.2 The performance of the CEO should be evaluated by the Board at the end of each fiscal year to ascertain whether the targets set by the Board have been achieved and if not, whether the failure to meet such targets was reasonable in the circumstances. CEO’s performance is evaluated at the end of the year by the Chairman. A performance rating is obtained and submitted to the Remuneration Committee which in turn recommends the compensation, perquisites and allowances of the CEO to the Board. The Board after consideration of the recommendation takes the final decision. Complied 126 AIA Insurance Lanka PLC Corporate Governance Principle / Requirement B DIRECTORS’ REMUNERATION Principle B.1 REMUNERATION PROCEDURE Companies should establish a formal and transparent procedure for developing policy on executive remuneration and for fixing the remuneration packages of individual Directors. No Director should be involved in deciding his/ her own remuneration. Commentary Status of Compliance The Remuneration Committee is responsible for defining the Remuneration Policy of the Company. None of the Directors are involved in deciding his/her own remuneration. Complied Details of the Remuneration Committee are given on page 138 of this Report. Complied To avoid potential conflicts of interest, the Board of Directors should set up a Remuneration Committee to make recommendations to the Board, within agreed terms of reference, on the Company’s framework of remunerating executive directors. The Board has established a Remuneration Committee to inter alia review and recommend the Remuneration Policy. The Committee carries out its duties and functions within the Terms of Reference set up by the Board and places its recommendations for the approval of the Board. B.1.2 Remuneration Committees should consist exclusively of Non-Executive Directors, and should have a Chairman, who should be appointed by the Board. There are three members from the Board of Directors appointed as members of the Remuneration Committee. All the members of the Committee are Non-Executive Directors. Complied B.1.3 The Chairman and members of the Remuneration Committee should be listed in the Annual Report each year. The details of membership of the Remuneration Committee and its Chairman are given in page 138 of this Report. Complied B.1.4 The Board as a whole, or where required by the Articles of Association the shareholders, should determine the remuneration of Non-Executive Directors, including members of the Remuneration Committee, within the limits set in the Articles of Association. The Board is ultimately responsible in approving the remuneration and fees of Directors. Complied B.1.5 The Remuneration Committee should consult the Chairman and/or CEO about its proposals relating to the remuneration of other Executive Directors and have access to professional advice from within and outside the Company, in discharging their responsibilities. The Remuneration Committee is provided with the proposal for the Remuneration Policy by the Chief Executive Officer and Head of HR. Complied B.1.1 The Remuneration Committee Report is given in page 148 of this Report. The Committee has the liberty to seek professional advice from within and outside the Company in making decisions in relation to the remuneration or fees of Directors. Annual Report 2013 127 Principle / Requirement Commentary Status of Compliance Principle B.2 The majority of Directors did not get any remuneration from the Company. However, the Company continues to remunerate selected Non-Executive Directors where the Board is of the opinion that such payment is necessary to attract the individual Director. Reviews of Directors fees / remunerations are subject to market surveys conducted by external market research agencies. Complied THE LEVEL AND MAKE UP OF REMUNERATION Levels of remuneration of both Executive and NonExecutive Directors should be sufficient to attract and retain the Directors needed to run the Company successfully. A proportion of Executive Directors’ remuneration should be structured to link rewards to corporate and individual performance. B.2.1 The Remuneration Committee should provide the packages needed to attract, retain and motivate Executive Directors of the quality required but should avoid paying more than is necessary for this purpose. The Remuneration Committee provides its recommendation to the Board in relation to compensation packages needed to attract Executive Directors where such positions exist within the Company. Complied B.2.2 The Remuneration Committee should judge where to position levels of remuneration of the Company, relative to other companies. The Remuneration Committee is provided with necessary information regarding the remuneration levels of the industry based on external market surveys and such information are reviewed by the Committee when determining the Remuneration Policy of the Company. The Company convenes at least two market compensation surveys a year. Complied B.2.3 The Remuneration Committee should be sensitive to remuneration and employment conditions elsewhere in the Company or Group of which it is a part, especially when determining annual salary increases. The Remuneration Committee considers the employment conditions and levels of remuneration applied in the market before determining salary increases, based on market surveys conducted. The Committee did not have any other member companies to consider in setting salary increases for the Company for the financial year 2012/13. However, the best practices in deciding the total rewards of its parent Shareholder AIA Group is considered and adopted as appropriate. Complied B.2.4 The performance-related elements of remuneration of Executive Directors should be designed and tailored to align their interests with those of the Company and main stakeholders and to give these Directors appropriate incentives to perform at the highest levels. Performance related elements of the remuneration package of Executive Directors where such positions exist, is directly linked to the overall achievement of the Company’s strategic objectives and individual performance objectives. Complied B.2.5 Executive share options should not be offered at a discount. The Company does not have any share option schemes of its own shares at present. Not Applicable 128 AIA Insurance Lanka PLC Corporate Governance Principle / Requirement Commentary Status of Compliance B.2.6 The Remuneration Committee substantially follows the provisions in the Code. Annual performance related incentives for the CEO and the members of the Executive Committee have direct links to the overall achievement of the objectives of the Company as well as achievements of individual objectives. Complied In designing schemes of performance-related remuneration, Remuneration Committees should follow the provisions set out in the Code. The Company does not have any share option schemes at present. B.2.7 Remuneration Committees should consider what compensation commitments (including pension contributions) their Directors’ contracts of service, if any, entail in the event of early termination. The Remuneration Committee is empowered through the Remuneration Policy to determine the terms and conditions, financial package and retirement plan of the Executive Directors and such decisions are reviewed and approved by the Board of Directors. Complied B.2.8 Where the initial contract does not explicitly provide for compensation commitments, Remuneration Committees should, within legal constraints, tailor their approach in early termination cases to the relevant circumstances. Remuneration for Non-Executive Directors where applicable is determined in line with market practices. There are no early termination commitments for Non-Executive Directors. Complied B.2.9 Levels of remuneration for Non-Executive Directors should reflect the time commitment and responsibilities of their role, taking into consideration market practices. As explained above the remuneration for Non-Executive Directors where applicable are determined in line with market practices. Complied DISCLOSURE OF REMUNERATION This statement is given in page 148 of this Report. Complied Information of the members of the Remuneration Committee is provided in page 138 of this Report. Complied Principle B.3 Remuneration for Non-Executive Directors does not include share options. The Company’s Annual Report should contain a Statement of Remuneration Policy and details of remuneration of the Board as a whole. B.3.1 The Annual Report should set out the names of Directors (or persons in the parent company’s committee in the case of a group company) comprising the remuneration committee, contain a statement of remuneration policy and set out the aggregate remuneration paid to Executive and NonExecutive Directors. The statement of Remuneration Policy and the Report of the Remuneration Committee is given in page 148 of this Report. Aggregate of the remuneration paid to Directors are given in page 84 of this Report. Annual Report 2013 129 Principle / Requirement Commentary C RELATIONS WITH SHAREHOLDERS Principle C.1 CONSTRUCTIVE USE OF THE ANNUAL GENERAL MEETING (AGM) AND CONDUCT OF GENERAL MEETINGS Boards should use the AGM to communicate with shareholders and should encourage their participation. Status of Compliance Complied The Company had its last AGM on the 27 March 2013 where the Board and the Chairman encouraged and had formal and informal discussions with the Shareholders. The Board of Directors encourages its Shareholders to attend and actively participate at the AGM. The Chairman of the Board of Directors invites the External Auditors and lawyers to be present at the AGM to answer any queries raised by shareholders. C.1.1 Companies should count all proxy votes and should indicate the level of proxies lodged on each resolution, and the balance for and against the resolution and withheld, after it has been dealt with on a show of hands, except where a poll is called. The resolutions proposed at the AGM were passed unanimously. The count of proxies were taken but was not necessary to declare at the AGM as the resolutions were passed unanimously. Complied C.1.2 Companies should propose a separate resolution at the AGM on each substantially separate issue and should in particular propose a resolution at the AGM relating to the adoption of the report and accounts. The Company proposes separate resolutions on each significant issue. Complied C.1.3 The Chairman of the Board should arrange for the Chairmen of the Audit, Remuneration and Nomination Committees to be available to answer questions at the AGM if so requested by the Chairman. The Chairman of the Board of Directors arranges the Chairmen and/or members of the Board Sub-Committees to be available at the AGM to answer queries raised by shareholders. Complied C.1.4 Companies should arrange for the Notice of the AGM and related papers to be sent to shareholders as determined by statute, before the meeting. The Company circulates the Notice of AGM, summary of the procedures governing voting at the AGM and the Annual Report together with any other relevant and required documents to the Shareholders 15 working days prior to the AGM as per the requirements of the Companies Act and Articles of Association of the Company. Complied C.1.5 Companies should circulate with every Notice of General Meeting, a summary of the procedures governing voting at General Meetings. The form of Proxy captures the summary of procedure governing voting at the AGM. Complied COMMUNICATION WITH SHAREHOLDERS The Board has implemented effective communications with Shareholders through the Company Secretary and via disclosures made to the CSE. Principle C.2 The Board should implement effective communication with shareholders. There was a separate resolution proposed for the adoption of the report and the accounts. There were no physical General Meetings held during the year under review except the AGM. Complied 130 AIA Insurance Lanka PLC Corporate Governance Principle / Requirement Commentary Status of Compliance C.2.1 There should be a channel to reach all shareholders of the Company in order to disseminate timely information. The Board ensured that all Shareholders were provided with timely information via Shareholder circulars as and when applicable and via constant communications through public disclosures. Complied C.2.2 The Company should disclose the policy and methodology for communication with shareholders. The Company does not have a specific policy for Shareholder communications other than the requirements specified on relevant laws, rules and regulations. However, the Company continued with media releases on all material activities of the Company throughout the year under review. Partially Complied C.2.3 The Company should disclose how they implement the above policy and methodology. As the Company does not have a specific policy or methodology for Shareholder communications this requirement does not arise. Not Complied C.2.4 The Company should disclose the contact person for such communication. The contact person for Shareholder communication is the Company Secretary. Partially Complied C.2.5 There should be a process to make All the material communications from the Shareholders receive all Directors aware of major issues consideration and approval of the Board prior to circulation. and concerns of shareholders, and this process has to be disclosed by the Company. C.2.6 The Company should decide the person to contact in relation to shareholders’ matters. The Company Secretary is the person to contact in relation to Shareholders’ matters. Complied C.2.7 The process for responding to shareholder matters should be formulated by the Board and disclosed. The Board instructs the Company Secretary to respond to Shareholders as and when required. The Company Secretary is responsible to carry out such instructions from the Board. Complied Principle C.3 MAJOR AND MATERIAL TRANSACTIONS The Company did not carry out any Major Transactions as defined in the Companies Act No. 7 of 2007, during the period under review. Complied There was no such transaction took place during the year under review except the matters relating to the Voluntary Offer made by the majority Shareholder to acquire the total shareholding of the Company. The Company discharged its obligations towards its Shareholders within the requirements as specified in relevant laws, rules and regulations. Complied Directors should disclose to shareholders all proposed material transactions, which if entered into, would materially alter/vary the Company’s net assets base or in the case of a Company with subsidiaries, the consolidated group net asset base. C.3.1 Directors should disclose to shareholders the purpose and all material facts of such transaction and obtain shareholders’ approval by ordinary resolution at an extraordinary general meeting. It also applies to transactions or series of related transactions which have the purpose or effect of substantially altering the nature of the business carried on by the Company. Partially Complied Annual Report 2013 131 Principle / Requirement D ACCOUNTABILITY AND AUDIT Principle D.1 FINANCIAL REPORTING The Board should present a balanced and understandable assessment of the Company’s financial position, performance and prospects. Commentary Status of Compliance The Directors take responsibility for preparation of the financial statements in accordance with the Sri Lanka Financial Reporting Standards. They are also responsible for maintaining proper accounting records which are intended to disclose, with reasonable accuracy, the financial position of the Company. Complied Some of their specific responsibilities with regard to financial statements include; • Selection of suitable accounting policies and bases, applying them consistently and making disclosure in the financial statements. • Present information in a relevant, reliable and comparable manner. • State that the Company has complied with the applicable Sri Lanka Financial Reporting Standards, subject to any material deviations disclosed and explained in the financial statements. • After making adequate inquiries, make a declaration that the Company has adequate resources to continue as a going concern. D.1.1 The Board’s responsibility to present a balanced and understandable assessment extends to interim and other price-sensitive public reports and reports to regulators, as well as to information required to be presented by statutory requirements. The Annual Report and Interim Financial Statements, which are principle tools of communication with shareholders, consist of the Company’s financial position and the operating results with comprehensive details over and above the statutory and regulatory requirements are published and circulated to shareholders within the required time period. The statutory accounts comply with the requirements of the Sri Lanka Financial Reporting Standards and the requirements of the CSE and the Companies Act. Copy of the Annual Report for the year 2012 has been uploaded to the Company’s website for the benefit of the stakeholders. Media releases were published in leading newspapers providing financial results and other important developments of the Company. In terms of the Listing Rules of the CSE, soft copies of the financial statements were also provided to the CSE in order to publish them in the CSE website for the benefit of investors. A negative assurance audit was carried out by external auditors on the financial statements for the half year ending 30th June 2013. Complied 132 AIA Insurance Lanka PLC Corporate Governance Principle / Requirement Commentary Status of Compliance D.1.2 The Directors’ Report given in page 80 of the report contains the following declarations as required by the Code. Complied The Directors’ Report, which forms part of the Annual Report, should contain declarations by the Directors. the Company has not engaged in any activity which contravenes laws and regulations the Directors have declared all material interests in contracts involving the Company and refrained from voting on matters in which they were materially interested the Company has made all endeavours to ensure the equitable treatment of Shareholders the business is a going concern, with supporting assumptions or qualifications as necessary they have conducted a review of the internal controls, covering financial, operational and compliance controls and risk management, and have obtained reasonable assurance of their effectiveness and successful adherence therewith. D.1.3 D.1.4 The Annual Report should contain a statement setting out the responsibilities of the Board for the preparation and presentation of financial statements, together with a statement by the Auditors about their reporting responsibilities. Further, the Annual Report should contain a Report/ Statement on Internal Control. Statement setting out the responsibilities of the Board for the preparation and presentation of financial statements is given in page 158 of this Report. The Annual Report should contain a “Management Discussion & Analysis”. This requirement is captured in page 12 of the report and it contains inter alia the following matters as specified by the Code. Complied The statement by the Auditors about their reporting responsibilities is given in page 159 of the report. The report / statement on Internal Control is given in page 83 of this Report. Complied industry structure and developments opportunities and threats risks and concerns; internal control systems and their adequacy social and environmental protection activities carried out by the Company financial performance material developments in human resource prospects for the future D.1.5 The Directors should report that the business is a going concern, with supporting assumptions or qualifications as necessary. This declaration is made under the Director’s Report in page 86 of this Report. Complied Annual Report 2013 133 Principle / Requirement Commentary Status of Compliance D.1.6 This is a very remote risk to the Company. In the event the net assets of the Company fall below 50% of the value of the Company’s shareholders’ funds, the Directors shall forthwith summon an Extraordinary General Meeting of the Company to notify shareholders of the position and of remedial action being taken. D.1.7 The Board should adequately and accurately disclose the related party transactions in its Annual Report. The Company has not adopted the Code of Best Practices for Related Party Transactions issued in December 2013. The Company will be taking steps to adopt the same in the future where such adoption becomes mandatory. The Company has complied with the disclosure requirements on related party transactions as specified in Listing Rules of CSE. Partially Complied Principle D.2 INTERNAL CONTROL The Board ensures the maintenance of sound system of risk management and internal control through the Risk management function and Internal Audit function respectively. Complied The Board should have a process of risk management and a sound system of internal control to safeguard shareholders’ investments and the Company’s assets. Complied The risk management function has a direct link with the risk management function of the AIA Group for knowledge and best practice framework. The Chief Risk Officer provides quarterly reports to the Audit and Compliance Committee. The Internal Audit function directly reports to the Audit and Compliance Committee. Head of Internal Audit has direct unfettered access to the Board through Audit and Compliance Committee. D.2.1 The Directors should, at least annually, conduct a review of the risks facing the Company and the effectiveness of the system of internal controls. Internal audits are carried out according to an annual risk based audit plan which is approved by the Audit and Compliance Committee. Progress against the annual audit plan as well as results of audits are continuously monitored by the Audit and Compliance Committee. Complied The Committee had private meetings with Internal Auditors without any management representative to ensure independence and the Committee constantly reviews the resource adequacy for the Internal Audit function. Internal Audit function submits quarterly reports to the Audit and Compliance Committee with outcome of the audits completed thereby allowing the Committee to review the effectiveness of the Company’s system of internal controls quarterly. The Committee in tern submits its views to the Board. D.2.2 Companies should have an internal audit function. The Company has an Internal Audit function. Complied D.2.3 The Board should require the Audit Committee to carry out reviews of the process and effectiveness of risk management and internal controls, and to document to the Board and Board takes the responsibility for the disclosures on internal controls. The Audit and Compliance Committee reviews the process and effectiveness of the risk management and internal controls and reports to the Board. The Board takes the responsibility for disclosures on internal controls. Complied 134 AIA Insurance Lanka PLC Corporate Governance Principle / Requirement Commentary D.2.4 There should be a Statement of Internal Control by the Board. The Board complied substantially with the requirements in Not implementing and monitoring effective risk management and internal Complied control procedures. However, a statement of Internal Control in line with this Code is not published within the Annual Report. Principle D.3 AUDIT COMMITTEE The Company achieves this through its Audit and Compliance Committee. The Company’s Audit Committee is named thus as the Committee is entrusted with reviewing of the status of regulatory compliance and risk management of the Company. D.3.1 The Audit Committee should be comprised of a minimum of two independent Non-Executive Directors (in instances where a Company has only two directors on its Board) or exclusively by Non-Executive Directors, a majority of whom should be independent, whichever is higher. There are three members in the Audit and Compliance Committee Complied and all of them are Non-Executive Directors. The duties of the Audit Committee should include keeping under review the scope and results of the audit and its effectiveness, and the independence and objectivity of the Auditors. The duties of the Audit and Compliance Committee are detailed in page 137 of this Report. D.3.3 The Audit Committee should have a written Terms of Reference, dealing clearly with its authority and duties. The Committee has a Terms of Reference and it captures the duties and responsibilities of the Committee. D.3.4 DISCLOSURES The disclosures required by the Code are given in the report as follows. Complied D.3.2 The Board should establish formal and transparent arrangements for considering how they should select and apply accounting policies, financial reporting and internal control principles and maintaining an appropriate relationship with the Company’s Auditors. Status of Compliance Complied Two out of the three members are Independent Directors and one of them is the Chairman of the Committee. Complied All the non-audit services of the Auditors were pre-approved by the Committee. Complied Names of the Directors comprising the Audit and Compliance Committee – This is given in page 137 of this Report Determination of the independence of the Auditors – Information on this determination is given within the Report of the Audit and Compliance Committee given in page 146 of the Report. Report of the Audit and Compliance Committee – This is given in page 46 of the Report. Principle D.4 CODE OF BUSINESS CONDUCT & ETHICS Companies must adopt a Code of Business Conduct & Ethics for Directors and Key Management Personnel and must promptly disclose any waivers of the Code for Directors or others. The Company has a Business Ethics Code which requires all employees to maintain highest standards of integrity and honesty in performing duties. In addition to the above, a separate Code of Ethics and Standards of Conduct is available for the members of the sales force and they are required to make a pledge to uphold this code of ethics and standards of conduct. Complied Annual Report 2013 135 Principle / Requirement Commentary Status of Compliance D.4.1 The Company has a Business Ethics Code and several policies which forms part of its standing instructions which all the employees are covered with. Such Ethics code and policies cover the areas of; Complied All Companies must disclose whether they have a Code of Business Conduct & Ethics for Directors and Key Management Personnel which covers specific areas • conflict of interest; • bribery and corruption; • entertainment and gifts; • accurate accounting and record-keeping; • corporate opportunities; • confidentiality; • fair dealing; • protection and proper use of company assets; • compliance with laws, rules and regulations (including insider trading laws); and • encouraging the reporting of any illegal or unethical behaviour. D.4.2 The Chairman must affirm in the Company’s Annual Report that he is not aware of any violation of any of the provisions of the Code of Business Conduct & Ethics. This affirmation is given in page 06 of this Report. Complied Principle D.5 CORPORATE GOVERNANCE DISCLOSURES The extent to which the Company adheres to the Corporate Governance Principles mandated by regulatory requirements is specified in this Report. Complied The Company has not formally adopted the Code but the Company’s status of compliance against the principles of the Code is discussed here as a good governance practice. Complied 92.27% of the voting rights of the Company was controlled by AIA Group Limited as at the 01 January 2013. After the conclusion of the Voluntary Offer to the minority Shareholders, AIA Group Limited controls 97.15% of voting rights of the Company. Complied Directors should be required to disclose the extent to which the Company adheres to established principles and practices of good Corporate Governance. D.5.1 The Directors should include in the Company’s Annual Report a Corporate Governance Report, setting out the manner and extent to which the Company has complied with the principles and provisions of this Code. 2 Shareholders E INSTITUTIONAL INVESTORS Principle E.1 SHAREHOLDER VOTING Institutional shareholders have a responsibility to make considered use of their votes and should be encouraged to ensure their voting intentions are translated into practice. The Annual Report and Interim Financial Statements being the main communication to the Shareholders, the Company ensured that all the material decisions are disclosed to the CSE in order that the Shareholders are made aware of such developments. 136 AIA Insurance Lanka PLC Corporate Governance Principle / Requirement Commentary Status of Compliance E.1.1 As explained above the majority shareholding of the Company is vested with one major Shareholder. The rest of the public shareholding comprises of minority stakes of institutional as well as individual Shareholders. Please refer page 225 for largest Shareholders. Complied A listed company should conduct a regular and structured dialogue with shareholders based on a mutual understanding of objectives. The Board welcomed any suggestion or comment from the public shareholders regardless of whether such shareholder is an institutional or an individual investor. Principle E.2 EVALUATION OF GOVERNANCE DISCLOSURES This Corporate Governance Report adequately discloses the corporate governance structure of the Company. Complied The Annual Report contains sufficient information about the Company to make informed decisions regarding investing / divesting decisions. Complied All Shareholders receive equal treatment from the Company and equally encouraged to participate, to engage in discussions and to vote at the AGM. Complied When evaluating Companies’ governance arrangements, particularly those relating to Board structure and composition, institutional investors should be encouraged to give due weight to all relevant factors drawn to their attention. F OTHER INVESTORS Principle F.1 INVESTING/ DIVESTING DECISION Individual shareholders, investing directly in shares of companies should be encouraged to carry out adequate analysis or seek independent advice in investing or divesting decisions. Principle F.2 SHAREHOLDER VOTING G SUSTAINABILITY REPORTING G.1 Principles of Sustainability Reporting G.1.1 Principle 1 – Economic sustainability This principle is captured and information with respect to the Company’s actions during the year provided on page 18 of this Report. Complied G.1.2 Principle 2 – The Environment This principle is captured and information with respect to the Company’s actions during the year provided on page 61 of this Report. Complied G.1.3 Principle 3 – Labour Practice This principle is captured and information with respect to the Company’s actions during the year provided on page 39 of this Report. Complied G.1.4 Principle 4 – Society This principle is captured and information with respect to the Company’s actions during the year provided on page 58 of this Report. Complied Individual shareholders should be encouraged to participate in General Meetings of companies and exercise their voting rights. Annual Report 2013 137 Principle / Requirement Commentary Status of Compliance G.1.5 Principle 5 – Product Responsibility This principle is captured and information with respect to the Company’s actions during the year provided on page 54 of this Report. Complied G.1.6 Principle 6 – Stakeholder identification, engagement & effective communication This principle is captured and information with respect to the Company’s actions during the year provided on page 14 of this Report. Complied G.1.7 Principle 7 – Sustainable reporting and disclosure should be formalised as part of the Company’s reporting processes and take place on a regular basis. This principle is captured and information with respect to the Company’s actions during the year provided on page 12 of this Report. Complied The sustainability reporting of the Company is in compliance with the Global Reporting Initiative Guidelines. Information on Board Committees and other Committees as appointed by the Board Board Sub-Committees Audit & Compliance Committee Chairman Heerak Basu (Independent Non-Executive Director) Members Deepal Sooriyaarachchi (Independent Non-Executive Director) Sally Wan (Non-Executive Director) Secretary Thusara Ranasinghe Agenda Available Invitees CEO Chief Financial Officer Chief Actuary Internal Auditor External Auditors Other Officials as required Frequency of Meetings Quarterly Professional Advice Available Terms of Reference Available 138 AIA Insurance Lanka PLC Corporate Governance Objectives - To review and make recommendations to the Board with regard to the approval of the annual report and accounts of the Company, including of the interim financial statements - To review and report to the Board on the effectiveness of the systems of internal controls and risk management - To review the quality of internal and external audits and to secure the timely implementation of audit recommendations - To ensure that the Internal Audit function is adequately resourced and has an appropriate standing and to also ensure co-ordination between the Internal and External Auditors - To determine the fees to be paid to the External Auditors’ and to make recommendations to the Board with regard to their appointment and also with regard to their ceasing to hold office. -To review reports from the External Auditor on significant issues arising from the audit of the Company’s financial statements and on the Company’s internal control environment, as well as to review regular updates on related matters -To review the effectiveness of the corporate compliance framework with financial services and other relevant legislation. -To review the scope of each annual audit and its cost effectiveness with the External Auditors and the Management -To perform an independent supervisory role in securing corporate compliance with the Regulation of the Insurance Industry Act and related regulations as well as with other applicable statutes and regulations Remuneration Committee Chairman Mitchell New (Non-Executive Director) Members Heerak Basu (Independent Non-Executive Director) Deepal Sooriyaarachchi (Independent Non-Executive Director) Secretary Chathuri Munaweera Agenda Available Invitees CEO Director HR Frequency of Meetings As and when required Professional Advice Available Terms of Reference Available Objectives - To review and approve the remuneration policy applicable to employees of the Company - To recommend to the Board the remuneration to be paid to Directors, including the CEO, their perquisites and allowances - To review and to approve the grant of employees’ stock options (if and when applicable) subject to the approval of the Board Annual Report 2013 139 Board appointed sub committee comprising of Non-Board Members Investment Committee Chairman Shah Rouf (CEO) Members Benjamin Deng (Head of Derivatives & Analytics from AIA Group investment function) Gavin D’Rosairo (Chief Investments & Risk Officer) Secretary Zarah Juriansz Agenda Available Invitees Chief Financial Officer Chief Actuary Independent Consultant Actuary Other Officials as required Frequency of Meetings Quarterly Professional Advice Available Terms of Reference Available Objectives - To set policy guidelines for the management of investment portfolios - To monitor investment performance and recommend appropriate investment strategies - To ensure that portfolios are managed to achieve their investment objectives whilst adhering to the regulatory requirements - To review the Company’s Investment Policy and place the same before the Board for its approval thereof - To implement the investment policy as approved by the Board - To apprise the Board periodically on the committee’s activities - To liaise with the Insurance Regulator in connection with regulations pertaining to investments and to provide information to define the framework for the management of insurance portfolios Board Appointed Management Committee Financial Risk Committee Chairman Indika Prematunga Chief Financial Officer Members Shah Rouf CEO Frank Munro Chief Actuary Gavin D’Rosairo Chief Investment & Risk Officer Secretary Tharaka Abeynanda Agenda Available Invitees Manager Investments Manager- Enterprise Risk Management Frequency of Meetings Quarterly Professional Advice Available Terms of Reference Available Objectives -To oversee the aggregate financial risk exposure of the business -To manage the optimisation of capital and the risk and return profile of the business 140 AIA Insurance Lanka PLC Risk Management Review 2013 was a year of transition for AIA Sri Lanka with every aspect of the business being aligned to AIA Group, and Risk Management was no exception. The challenge for the Risk Function was to ensure a smooth transition to AIA Group’s risk frameworks whilst ensuring that the risk dialogues, risk culture, risk awareness, risk ownership, risk forums, risk governance and best practices which were embedded within AIA Sri Lanka over the years continue with no disruption or diminution in effectiveness. It was also vital that risk management continued to perform its role of “critical friend” adding business value to the entity. With the view of achieving the above objectives, AIA Sri Lanka has put in place a risk management framework and a risk management process that runs across different levels of management and functions. Risk management framework outlines the scope, boundaries and limitations that the business unit needs to stay within whilst operating its business. Risk management process is a mechanism which operates in different cycles with different frequencies, and is able to run independently, and to continuously feed information to the decision making process. In this context maintaining the risk management frameworks and quarterly risk assessment process with sufficient flexibility to adapt to the changing environment was a priority for AIA Sri Lanka Risk Function during 2013. The change in ownership necessitated changes to the risk management framework and the focus and operations of the Risk Function, and the ensuing segments capture in essence the key features of AIA Sri Lanka’s risk management during 2013. The core business of any insurer is to accept, pool and effectively manage risks to the benefit of policyholders and shareholders. Effective risk management therefore is at the heart of an insurer’s business and operation, and is the key driver in creating value to all stakeholders. This is recognised and appreciated at AIA Sri Lanka and as such, effective risk management is woven into the fabric of the Company as an integral part of the culture lending support to ensure financial stability and long-term sustainability of the business. This risk report will discuss AIA Sri Lanka’s risk management framework and processes, highlight the key activities completed during 2013 to further embed risk management within AIA Sri Lanka and provide a brief overview of the work envisioned to be carried out during 2014. Note 5 - “Risk Management” on page 181 in the notes to the financial statements of this Annual Report provides a comprehensive view and insight into the insurance and financial risks of AIA Sri Lanka. Risk management framework AIA Insurance Lanka PLC’s risk Insurance Lanka PLC’s risk management framework is management objectives can be outlined AIA founded on seven broad themes or core principles i.e. as: • Embed the culture of risk management throughout the business with clear understanding of risk appetites and accountability to operate within these • Allocate capital where it will make the highest returns on a risk adjusted basis • Maintain sufficient capital buffer to ensure that AIA Sri Lanka fulfills its obligation to customers, investors and regulators • Ensure the business has internal readiness in terms of resources and processes to mitigate the negative impacts emanating from inadequate or failed internal processes, people and systems, or from external events 1. 2. 3. 4. 5. 6. 7. Three lines of defence First line ownership of risk management Governance committee oversight Risk appetite statements Risk policies and risk standards Delegated limits of authority Risk governance and risk reporting Annual Report 2013 141 2013… BU Governance Committee Structure •Shift away from UK’s Solvency II based framework Financial Risk Policies Business Risk Policies LI Risk Policy GI Risk Policy Liquidity Capital Risk Policy Risk Policy Credit Risk Policy Market Risk Policy Risk Appetite DLoA Risk Management Framework Policy Operational Risk Policy Operational Risk Event Reporting Risk Standards 1. Three lines of defence The three lines of defence model is a structure and framework for risk management within the organisation that is designed to ensure clear ownership of roles in risk management. Each outer line of defence ramparts the inner line of defence, to provide assurance to management that the framework is effective and is free from material weaknesses. First line of defence – is line management who are directly involved in the day-to-day decision making and running of the business. Within the three lines of defence model the first line is responsible to identify, measure, manage, monitor and report risks within the business, and especially for their respective functional units. Second line of defence – comprises the independent Risk Function and independent Compliance Function. The Risk Function is responsible to review and challenge first line’s activity and provide “critical friend” support to the first line. The Risk Function is part of the management team, and maintains a degree of independence from first line activity in order that the review, challenge and support role of the second line is made effective. The Compliance Function’s prime responsibility is to ensure compliance with regulatory and with AIA Group standards pertaining to investments, sales, market conduct and ethics. Third line of defence – is the independent internal audit function that provides independent assurance to the Board of Directors. 2. First line ownership of risk management The first line ownership in risk management is arguably the most critical component in a business’ risk management framework as first line functions are best placed to identify and manage risks. At AIA Sri Lanka, the responsibility in managing risks pertaining to the business is assumed by line management or the first line of defence. Therefore, the first line is entrusted with ownership of and responsibility to implement risk policies and risk standards, risk appetite statements and running of the governance committee structure in an effective manner. First line ownership of risk management is evidenced in the local standard owner’s governance certificate, and is established via first line’s active participation in the risk governance and risk reporting processes such as the quarterly risk assessment, quarterly Financial Risk Committee (FRC), monthly Operational Risk Committee (ORC), functional key risk registers and weekly operational risk event reporting. •Incorporate “AIA Sri Lanka customer model” within Risk Function scope •Align definitions to AIA Group 2013… •Second line enhanced with independent Compliance Function •Compliance Function independently assesses compliance regulatory and with AIA Group standards 2013… •Maintained risk frameworks in transition year •“first line ownership of risks” not disrupted throughout the transition 142 AIA Insurance Lanka PLC Risk Management Review 3. Governance committee oversight The governance committee oversight is an important part of risk governance within the business as it facilitates management oversight over the various aspects and functioning of the business operations and exposures. The governance oversight structure is built on defined governance committees and these encompass committees at Board of Directors’ level and management level. Approved and effective Terms of Reference that define the scope and functioning of the respective committee are available for all committees of the Company. The committees meet at regular intervals and the frequency is stipulated in the respective Terms of Reference. Frequency ranges from quarterly to weekly depending on the specific oversight requirement, with standard agendas to support its effectiveness. Details of the Company’s governance committees are described in the Corporate Governance report on page 92 of this Annual Report. 4. Risk appetite statements The risk appetite statements communicate the parameters and boundaries within which the business unit has opted to operate in relation to the identified risks. At AIA Sri Lanka, the risk appetite framework has expressed the business unit’s appetite in terms of capital risk, liquidity risk, credit risk and market risk. The exposures and management information pertaining to these four risk aspects are within scope of identified governance committees based on the required technical expertise to provide oversight and input. Management information to review and monitor the risks is provided to these governance committees that convene as per their defined frequency of review. 5. Risk policies and risk standards Risk policies and risk standards are the foundation for a robust risk management culture within the organisation as these help raise the level of awareness of risk management within the business and help maintain constant focus on key controls. Risk policies and risk standards define the minimum level of controls that are recommended to ensure that inherent risks of the function or activity are managed effectively. At AIA Sri Lanka, risk policies are owned by the Board of Directors and are delegated to the Chief Executive Officer to implement and operationalise. Risk standards sit underneath the risk policies to address a component of activity, action or function that falls within the ambit of the risk policy. Risk standards are cascaded to Local Standard Owners (LSOs) to own and implement based on their respective functional responsibility. Therefore at AIA Sri Lanka, Executive Committee members take ownership for risk standards in line with their responsibility for that activity, action or function. 2013… •Risk Management Committee transformed to Operational Risk Committee and Asset Liability Committee transformed to Financial Risk Committee to align to AIA group structure and facilitate focus on different types of risks •ToR’s of governance committees refreshed to cater to new framework •Market Conduct Committee and Anti Money Laundering Committee constituted in line with Compliance Function requirements 2013… •Risk appetite statements refreshed to suit new risk world, and in anticipation of shift to RBC solvency regime 2013… •Risk policies and risk standards refreshed to suit the new framework, and to avoid overlap with scope of Compliance Function Annual Report 2013 143 Risk Management Framework Life Insurance Risk Policy General Insurance Risk Policy Capital Risk Policy Liquidity Risk Policy Credit Risk Policy Market Risk Policy RCSA LI Product Development & Pricing GI Product Development & Pricing Capital Liquidity Credit & Collateral Market Financial Reporting Regulatory LI Technical Provisions GI Technical Provisions Foreign Exchange Tax IT & BP LI Operations GI Operations Procurement & Outsourcing People External Auditor Brand & Communications LI In-force & Customer Management Asset Valuation & Matching Strategy & Planning Investment Management Distribution 6. Delegated limits of authority The delegated limits of authority framework communicate the authority, responsibility and accountability for business decisions and resources of the Company. This is a key enabler to a robust governance and internal control environment within the Company. At AIA Sri Lanka, the business maintains current and effective delegated limits of authority document that cascades the limits of authority within the Company to an appropriate level of management and functional oversight. The delegated authority to the Chief Executive Officer flows through the Terms of Reference from the Board of Directors and this in turn is delegated in an appropriate manner to the Executive Committee by the Chief Executive Officer. 7. Risk governance and risk reporting The risk governance and risk reporting within the Company is crucial to ensure that the process of risk escalation is both effective and independent. The primary independent report from the Risk Function is the comprehensive CRO Report that is prepared and submitted every quarter to the Board Audit and Compliance Committee. The CRO Report covers all relevant information and details to provide an independent overview of the key risks of the business and an independent review of the effectiveness of the business unit’s risk management and reporting processes and frameworks. Risk management process Risk management processes at AIA Sri Lanka are designed to provide insight into risks emanating from the external environment and from within the organisation so that the Company is able to act early and decisively to mitigate or manage these risks. These processes are cascaded across the organisation encompassing all levels of management, and the different components of the risk framework. Operational Risk Policy Unit Pricing 144 AIA Insurance Lanka PLC Risk Management Review CRO Report EC Actions List Every week Operational Risk Event Reporting EC Summary Report Every month - ORC CRO Report Functional KRR Functional KRI’s LSO Governance Certificate KCI Risk Assessment BU KRR [Top 10] CRO Report Every other month - Functional Risk Meetings Every quarter FRC CRO Report ORC MI FRC MI FRC Actions List CRO Report Every quarter - Risk Assessment Operational risk event reporting Operational risk event reporting process feeds information pertaining to operational risk events into the business unit’s decision making process and is elementary in identifying the Company’s status in terms of controls that prevent operational risk events and their effectiveness. The robustness of the process lies in the simplicity of reporting which takes place every week, the outcome of which is reviewed and followed up by the Risk Function and reported to the Executive Committee. 2013… •Operational risk event reporting re-designed to harmonise with the classifications and definitions of AIA group Monthly Operational Risk Committee meeting Operational Risk Committee is the primary management level forum dedicated solely for the review and discussion on the risks faced by the business unit. The ORC convenes every month, is chaired by the Chief Executive Officer and comprises Executive Committee members. The Risk Function coordinates and maintains minutes of the Operational Risk Committee, with the business unit’s Chief Risk Officer functioning as the secretary to the committee. The Risk Function compiles the standard defined Operational Risk Committee management information deck to support an effective review and discussion. The committee allocates adequate time and focus to monitor progress of actions to mitigate and manage the key risks of the business unit. Functional risk assessment and functional risk review meetings Functional risk assessment is important to ensure risk management is appropriately cascaded throughout the business unit by engaging management at all levels to participate in the risk management framework and processes. This helps raise the level of risk awareness, risk consciousness and appreciation of the individual’s role in managing risks of the business. The risks faced by each function may differ from one function to another, and the bottom-up functional risk assessment process provides the opportunity to the first line to identify their operational level risks. The functional risk assessment is implemented via the functional risk review meetings, which is chaired, convened and coordinated 2013… •ORC convened on 10 occasions during the year with active engagement and participation by members •ORC management information refreshed to suit ORC needs and requirements 2013… •Two new functional key risk registers added given the business needs Annual Report 2013 145 by the Executive Committee member responsible for the functional area. This forum takes ownership for the functional key risk register and the functional key risk indicator tracker. Quarterly risk assessment Quarterly risk assessment is a bottom-up risk assessment of the business unit by way of appraising adherence to minimum controls stipulated in the individual local risk standards, risk reporting processes, robustness of the control framework and the effectiveness of governance around the functional areas that fall within scope of each risk standard. To accomplish the above task, each local standard owner is expected to complete key control assessments which are designed primarily to test compliance with the standards and other criteria mentioned earlier, the outcome of which is the risk rating to each of the risk standards. The assessment, rating and justification is reviewed and challenged by the Risk Function and any gaps identified are addressed. Actions emanating from the risk assessment are followed up until closure by the Operational Risk Committee. 2013… •Quarterly risk assessment completed for 2013 •Key control indicators aligned to the new risk policies and risk standards In tandem with the risk standards assessment, the first line LSOs complete the sign-off every quarter of their governance certificate to evidence completion of the risk assessment, adherence to risk reporting processes and to sign-off on the robustness of the control framework to support the risk standard. Based on and supported by the individual LSO risk assessment and governance certificates, the business unit completes its risk assessment for the business as a whole taking in to consideration all macro and micro level risks that affect the going concern of the business. The business unit risk assessment covers an assessment of risk in terms of the strategic plan, risk exposures, key business projects and business processes. Quarterly Financial Risk Committee meeting Whilst the overall task of managing risks rests with the ORC, Financial Risk Committee looks into specific risks of capital, credit, liquidity and market risks with expertise specifically into those areas. FRC adopts the risk appetites for capital and liquidity risks and monitors the exposures against the agreed limits. Outlook for 2014 2014 will witness the completion in the transition of AIA Sri Lanka’s risk management frameworks and risk management processes in aligning to AIA Group. As of the date of this Annual Report, the Company has completed adopting the AIA Group’s Risk and Control Self-Assessment (RCSA) process to replace the existing quarterly risk standard risk assessment, and the Governance Committee structure has undergone review and changes with a view to segregating between “Committees” set up to ensure governance oversight and “Steering Groups” set-up to oversee efficient execution of projects, processes or business strategies. Areas of focus over 2014 will encompass financial and insurance risk aspects predominantly and will lead to strengthening of the FRC’s role and scope in risk management within AIA Sri Lanka. Focus will also continue on strengthening engagement and interactions with customers to ensure that Policyholder Reasonable Expectations (PRE) and Treating Customers Fairly (TCF) are better embedded within the business operations of AIA Sri Lanka. As regards risk management, challenges in 2014 will be no less than those in 2013. The business sets itself ambitious targets in expansion and breaking new grounds in insurance which would necessitate the assistance and support of the “critical friend” within the organisation more than ever. With the strong risk culture and framework embedded in the business, AIA Sri Lanka is confident that the challenges would be met and overcome with success. 2013… •FRC convened on 3 occasions during the year with active engagement and participation by members •FRC management information refreshed to shift away from UK’s Solvency II focus to RBC Solvency regime focus 146 AIA Insurance Lanka PLC Audit & Compliance Committee Report This Report provides details of the Audit and Compliance Committee (the Committee) of AIA Insurance Lanka PLC and the responsibilities entrusted upon the Committee by the Board of Directors (the Board) during the year under consideration. Objective The purpose of the Committee is primarily to assist the Board in discharging its responsibilities for overseeing the preparation, presentation and the integrity of disclosures of the Company’s financial statements as a public listed Company in accordance with the applicable accounting standards upheld, to overlook the compliance of the Company in terms of financial reporting requirements required by any other applicable laws and regulation to assess the effectiveness of the control environment and ensuring the objectivity and independence of external and internal auditors. In addition the Committee is entrusted with the duties on regulatory compliance related matters such as monitoring the status of regulatory compliance of the Company, the effectiveness of compliance monitoring programs and successful implementation of new regulatory requirements. Apart from the above, the Committee also has the responsibility on overview of risk and governance framework of the Company as well. The Committee functions according to the Terms of Reference approved by the Board of Directors. Composition The membership of the committee at present is detailed below. 1. Mr. Heerak Basu – Chairman (Independent NonExecutive Director) 2. Mr. Deepal Sooriyaarachchi – Member (Independent Non-Executive Director) 3. Ms. Sally Wan – Member (Non-Executive Director) Mr. Richard Bates functioned as a member of the Committee until 06 February 2013 and Ms. Sally Wan was appointed as a member of the Committee in place of Mr. Richard Bates with effect from 06 February 2013. Ms. Sally Wan is a member of the Australian Society of Certified Practicing Accountants. The members of the Committee who have been drawn from and out of the non executive Directors serving on the Board possess the required knowledge and expertise to perform their duties on the Committee. Meetings The Committee held four formal meetings during the year under review and the Chief Executive Officer and the Chief Financial Officer attended these meetings as permanent invitees. The Internal and External Auditors attended the four meetings. The Committee had private meetings with Internal and External Auditors without the presence of any management staff. Other members of the senior management attended as invitees as and when required. Apart from the formal meetings there were numerous communications between the Chairman, Members of the Committee and Members of the Executive Committee of the Company. Functions and Proceedings The Committee recommends the quarterly financial statements, annual accounts and connected documents for approval of the Board as and when due. It focuses on a fair presentation and disclosure, reasonability of estimates and judgmental factors and appropriateness of significant accounting policies adopted in preparation of financial statements. The Committee also reviews the annual plans of the Company’s internal audit function and the Company’s Regulatory Monitoring function. In addition to the routine functions, the Committee had actively reviewed the implementation of the new life policy administration system by the Company during the year 2013. This project was completed in December 2013 and the Committee received comprehensive updates from the Management throughout. The Insurance Board of Sri Lanka (the IBSL) conducted an onsite inspection during the year 2013 and the Committee having been provided with regular updates by the management on the regulatory inspection, closely reviewed the process and monitored the final outcome of same and made necessary recommendations to the Board giving due cognizance to the findings of the audit. Further, the Committee reviewed the proposals of the Company submitted to the IBSL in relation to the model to be adopted for fulfillment of statutory requirement to segregate the Company’s Life and Non-life insurance businesses. The Board receives a copy of the minutes of each meeting of the Committee. The External Auditors were given adequate access by the Committee to ensure independence and objectivity. The Management Letter issued by the External Auditors for the year 2012 was received by the Committee. The Committee Annual Report 2013 147 also reviewed the comments and undertakings by the Management with regards to recommendations made by External Auditors. carrying out their duties independently with the support and facilitation of the management during the period under consideration. Internal Control and Compliance Having duly noted the willingness of the External Auditors to continue in office, the Committee recommends to the Board that Messrs. PriceWaterhouseCoopers, Chartered Accountants be re-appointed as Statutory Auditors of the Company for the financial year ending 31 December 2013, subject to the approval of the Shareholders at the forthcoming Annual General Meeting. The Committee will approve the terms of engagement of the auditors for 2014 subject to the approval of their re-appointment by the Shareholders of the company, and necessary recommendations to be made to the Board as regards for their remuneration for 2014. The Committee is satisfied that the internal controls and procedures in place for assessing and managing risks are adequately designed and operate effectively and is of the view that they provide reasonable assurance that the Company’s assets are safeguarded and that the financial statements of the Company are reliable. Reports on all internal audit assurances carried out during the period were tabled and reviewed by the Committee. Progress on implementation of internal audit recommendations were regularly analysed by the Committee to ensure operating of effective internal control and enhancement of the overall control environment. The Committee reviews the Quarterly Regulatory Review Reports submitted and observes that the Company’s regulatory compliance framework provides reasonable assurance that all relevant laws, rules, regulations, code of ethics and standard of conduct have been followed. In addition, other assurance reports pertaining to Control Exceptions, Fraud and Malpractice and Anti-Money Laundering and other significant matters were tabled and reviewed by the Committee. The Committee further appraised the action in place to control any issues identified in these reports. The Committee received the quarterly reports from the Chief Risk Officer which dealt with the key risks faced by the business in achievement of its objectives and reviewed the mitigating actions continuously. Independence of the External Auditors and their Appointment During the year under review Messrs. PriceWaterhouseCoopers, Chartered Accountants functioned as the Statutory Auditors of the Company. The Committee had continued communications with the Auditors. The Committee is of the view that Messers. Pricewaterhousecoopers, Chartered Accountants who are the present External Auditors of the Company do not have any other relationship with the Company. Its parent company and its subsidiary other than that of the External Auditors of the respective entities and they have been The Committee has conducted its affairs in compliance with the applicable requirements specified in the Listing Rules of the Colombo Stock Exchange. Heerak Basu Chairman, Audit and Compliance Committee 10 February 2014 148 AIA Insurance Lanka PLC Remuneration Committee Report The Remuneration Committee of AIA Insurance Lanka PLC is appointed by the Board of Directors from and amongst the Directors of the Company. Composition The Remuneration Committee comprises of three Non Executive Directors, two of whom are classified as independent Directors in terms of the requirements of the Corporate Governance provisions stipulated in the Listing Rules of the Colombo Stock Exchange. As at 31 December 2013, the Committee comprised of the following Directors. 1. Mitchell David New (Non-Executive Director /Chairman of the Committee) 2. Deepal Sooriyaarachchi (Independent/ Non-Executive Director/ Committee Member) 3. Heerak Basu (Independent/ Non-Executive Director/ Committee Member During the year under review Director Mr. Huynh Thanh Phong also held responsibilities as the Chairman of the Committee. Scope and Objectives The overall Objectives and Functions of the Remuneration Committee are: 1. to review and to approve the Remuneration Policy of the Company; 2. to recommend to the Board of Directors, the remuneration to be paid to the Chief Executive Officer and fees payable to the Directors, their perquisites and allowances; 3. to review and to approve the grant of employees’ stock options (if and when such schemes are applicable) subject to the necessary approvals including the approval of the Board of Directors. Remuneration Policy of the Company The Remuneration Policy sets out a total reward framework which allows the Company to align itself with the best people reward and recognition practices of the AIA Group and reward superior performance and high potential in a market competitive manner within the Company’s capacity to pay. In setting its guidelines, the policy endeavours to be in line with the local statutory and regulatory obligations. Proceedings & Reporting The Remuneration Committee is empowered to invite the Chief Executive Officer and Director Human Resources to its meetings to offer support in its discussions and considerations and to seek external independent professional advice on matters within the purview of the Committee. Neither the Chief Executive Officer nor any other Directors are involved in the Committee meetings when determinations are made in relation to own remunerations of the respective Directors or the Chief Executive Officer. The Remuneration Committee meets not less than two times a year. The Committee reports on its deliberations, activities, matters reviewed, recommendations and decisions reached to the Board of Directors of the Company for advice, approval and or ratification. In 2013, the Committee held two meetings in order to discharge its businesses. Disclosures The Remuneration Committee makes disclosures in the Annual Report as required by the Listing Rules of the Stock Exchange. Mitchell David New Chairman, Remuneration Committee 10 February 2014 Annual Report 2013 149 Investment Committee Report The Investment Committee of AIA Insurance Lanka PLC is appointed by the Board of Directors of the Company and comprises of 03 members. The functions of the Investment Committee are defined in the Terms of Reference for the Investment Committee. Scope and Objectives The Investment Committee bears oversight responsibility as regards investments and investment management by the Company and designs the Investment Policy and investment governance framework of the Company. The objectives of the Investment Committee include: Members The following members served on the Investment Committee during the year. Period Member Shah Rouf (Chairman from 5 December 2012) • Monitor investment performance and recommend appropriate investment strategies To 05 December 2012 To date Gavin D’ Rosairo (Chairman from 14 August 2012 to 4 December 2012) Benjamin Deng • Define framework and set policy guidelines for the management of investment portfolios From 14 August 2012 To date 05 December 2012 To date 05 May 2011 To date Zarah Juriansz (Secretary from 5 May 2011) Meetings and Attendance • Ensure that the portfolios are managed to achieve their investment objectives whilst adhering to the regulatory requirements The Investment Committee meets at least 4 times during the year and the Chief Financial Officer, Chief Actuary and the Fund Manager attends the meeting on invitation by the Committee. • Design and review the Company’s investment policy and place same before the Board of Directors for approval The Investment Committee convened on 04 occasions during 2013 and given below is the members’ attendance at the meetings. • Implement the investment policy as approved by the Board of Directors Attendance • Apprise the Board of Directors periodically on the Committee’s activities • Liaise with the Insurance Regulator in connection with regulations pertaining to investments and provide information to help define the framework of investment management of insurance portfolios The Committee has the authority to seek external professional advice on matters falling within the purview of the Committee and is also authorised to invite professional advisers or others with relevant experience to assist it in its duties. Member Shah Rouf Gavin D’Rosairo Benjamin Deng 06-Feb 2013 07-May 2013 06-Aug 2013 07-Nov 2013 ü ü ü ü ü ü ü ü ü ü ü ü Reporting The Investment Committee reports at every meeting of the Board of Directors of the Company on its deliberations, activities, matters reviewed, recommendations made and decisions reached. Shah Rouf Chairman, Investment Committee 07 February 2014 150 AIA Insurance Lanka PLC Actuary’s Report Life Insurance Annual Report 2013 151 Actuary’s Report Non-life Insurance 22nd January 2014 To the shareholders of AIA Insurance Lanka PLC Actuarial invesgaon of AIA Insurance Lanka PLC's Policy Liabilies as at 31 December 2013 In accordance with the engagement leer dated 28 October 2013, NMG Financial Services Consulting (“NMG”, “we”, “us”) has conducted an investigation into the valuation of the general insurance Policy Liabilities as required under paragraph 3 of the Solvency Margin (General Insurance) Rules 2004, and confirms that the valuation is in accordance with the requirements stipulated in the Insurance Regulations. We have examined the actuarial assumptions used in determining the loss reserves for AIA Insurance Lanka PLC (AIA). We have based our analysis on both gross and net of reinsurance bases in Sri Lanka Rupee currency. We have also been asked by AIA to calculate a level of prudential margin for the Claim Liabilities. There are no established requirements in Sri Lanka to calculate these items as at 31 December 2013. However, AIA guidelines dictate that the margin, together with the Central Estimate of Claim Liabilities, should produce a 75% probability of adequacy of the Claim Liabilities and we have estimated the margin as such. This is also in line with the incoming RBC requirements in Sri Lanka. In our opinion, the policy liabilities as at 31 December 2013 based on the data provided by AIA: are computed in accordance with generally accepted loss reserving standards and principles; and make a reasonable provision for all unpaid insurance losses and external claim management expenses of the Company. In particular, we have assumed that Unallocated Loss Adjustment Expenses (“ULAE”) represent 5% of the net Central Estimate of the Claim Liability. In making these assumptions, we have assumed that the Company would continue as a going concern over this period. We have calculated the Unexpired Risk Reserve at both the Central Esmate and at the 75% probability of adequacy. The 75% Unexpired Risk Reserve on a net of reinsurance basis is less than the net Unearned Premium Reserve amount. Therefore the Company is holding the Unearned Premium Reserve as the Premium Liability as at 31 December 2013. We have not been advised, at this stage, of AIA's reinsurance arrangements as of 1 January 2014 onwards. Our calculation of the Premium Liability assumes that a similar programme will be adopted with high quality reinsurers, and we therefore have not considered the non-recoverability from reinsurers. Yours sincerely, Mahew Maguire Partner, NMG Consulng T: +65 6325 9855 E: [email protected] www.NMG-Group.com 65 Chulia Street #37-07/08, OCBC Centre, Singapore 049513 152 AIA Insurance Lanka PLC Statement of Solvency The statement of solvency for Non-life insurance and Life insurance has been prepared in accordance with the solvency margin (General insurance) rules - 2004 and solvency margin (Long Term Insurance) rules - 2002 as amended from 1 April 2011 and is in line with the formats stipulated by the Insurance Board of Sri Lanka. Accordingly Government securities have been marked to market. Life* As at 31 December 2013 LKR Mn 2012 LKR Mn 1. Value of Admissible Assets 28,970 26,445 2. Value of liabilities 2.1 Policy liabilities 23,645 22,400 2.2 Other liabilities 1,903 1,215 3. ASM (Value of Admissible Assets minus amount of liabilities) 3,422 2,831 4. Factor 5%5% 5. RSM (Required Solvency Margin) 1,182 1,120 6. Solvency Ratio (ASM/RSM) 2.89 2.53 * Includes conventional, non-unit and guaranteed unit-fund. Non-life As at 31 December 1. 2. 3. 4. 5. Value of Admissible Assets Amount of Total Liabilities (i) Technical Reserves (Gross minus reinsurance) (ii) Other Liabilities Available Solvency Margin (Line 01 minus Line 02) Required Solvency Margin Solvency Ratio (Line 03 divided by Line 04) 2013 LKR Mn 2012 LKR Mn 4,019 3,547 1,702 729 1,588 396 4.01 1,516 667 1,364 361 3.78 Annual Report 2013 153 Statement of Approved Assets Determined as per section 25(1) of regulation of Insurance Industry Act of No 43 of 2000 and the determination made by the Insurance Board of Sri Lanka in terms of the said Act as amended in March and October 2011, stipulates that Government Securities be marked to market. Accordingly the requirements as per the amendments made to the Act have been complied with. Life* As at 31 December 1. 2. 3. 4. 5. Approved Assets maintained in Long Term Insurance Business Long Term insurance fund Excess in Approved Assets over Long Term Insurance fund Approved Assets as a % of Long Term Insurance fund Ratio Required * Includes conventional, non-unit and guaranteed unit-fund. Non-life As at 31 December 2013 LKR Mn 2012 LKR Mn 28,970 26,428 2,542 109.6% 100% 26,445 24,345 2,101 108.6% 100% 2013 LKR Mn 2012 LKR Mn 3,625 1,702 1,923 213.0% 100% 3,183 1,516 1,668 210.0% 100% 1. 2. 3. 4. 5. Approved Assets maintained in General Insurance Business Technical Reserve (Gross minus reinsurance) Excess in Approved Assets over Technical Reserve Approved Assets as a % of Technical Reserve Ratio Required Note: The Statement of Solvency and Approved Assets have been certified by the External Auditors of the Company. Real life. Real relationships. The catch is taken and the batsman must change! Life is full of ups and downs and we’ll be there for you through all of it. Because we build real relationships for real life. 156 AIA Insurance Lanka PLC Financial Calendar Interim Results for 2013 First Quarter Second Quarter Third Quarter Fourth Quarter Audited Financial Statements 2012 2013 Dividends 2012 - First and Final Dividend 2013 - First and Final Dividend Annual General Meetings 2012, 27th AGM 2013, 28th AGM 07 May 2013 12 August 2013 11 November 2013 10 February 2014 06 February 2013 10 February 2014 27 March 2013 27 March 2014 27 March 2013 27 March 2014 Annual Report 2013 157 Chief Executive Officer’s and Chief Financial Officer’s Responsibility The financial statements are prepared in accordance with Sri Lanka Accounting Standards (SLFRS & LKAS) and the requirements of the Companies Act No. 7 of 2007 and Regulation of Insurance Industry Act No 43 of 2000 (as amended). They have been prepared under the historical cost convention, as modified by the revaluation of land and buildings, available-for-sale financial assets, and financial assets and financial liabilities at fair value through profit or loss. The Accounting Policies used in the preparation of the financial statements are appropriate and have been consistently applied during the year under review except for the change in accounting policy on defined benefit obligations as described in note 3.1.a in the financial statements on page 168. The Board of Directors and the management of the Company accept responsibility for the integrity and objectivity of these financial statements to the best of our knowledge. Material estimates and judgments of complexity have been made on a prudent and reasonable basis and have been discussed with and approved by the Audit and Compliance Committee and discussed with the External Auditors of the Company in preparation and presentation of the financial statements in order to reflect a true and fair view. The form and substance of transactions, reasonably represent the Company’s state of affairs. To ensure this, the Company has taken proper and sufficient care in maintaining systems and designing and ensuring the effectiveness of key controls as specified in AIA Finance Controls Self Assessment together with all other internal controls and maintenance of accounting records, for safeguarding the assets and for preventing and detecting frauds as well as other irregularities, which are reviewed, evaluated and updated on an ongoing basis. The Internal Auditors have conducted periodic audits to provide reasonable assurance that the established policies and procedures of the Company were consistently followed. However, there are inherent limitations that should be recognised in weighing the assurances provided by any system, processes and internal controls and accounting. The financial statements were audited by M/s PricewaterhouseCoopers Chartered Accountants, the External Auditors of the Company. The audit opinion issued by the External Auditors is provided on page 159. The Audit and Compliance Committee of the Company meets periodically with the Internal Auditors and External Auditors to review the manner in which the auditors carry out their responsibilities in performing their duties and to discuss audit findings, and any deficiencies in internal controls that may impact the accuracy and completeness of the financial reporting process. The Audit and Compliance Committee has reviewed and recommended the scope and fees of audit and non audit services, provided by the External Auditors for approval of the Board of Directors to ensure that the provision of such services do not impair the auditor’s independence and objectivity. To ensure independence, the independent auditors and the internal auditors have full and free access to the members of the Audit and Compliance Committee to discuss any matter of substance. Shah Rouf Chief Executive Officer Indika Prematunga Chief Financial Officer 10 February 2014 158 AIA Insurance Lanka PLC Directors’ Statement of Responsibility on Financial Reporting The Directors are responsible for the preparation of the consolidated financial statements of the Company and of its subsidiary in accordance with applicable laws and regulations. These responsibilities differ from the responsibilities of the External Auditors, which are set out in their Report on page 159 of this Annual Report. The Directors have also taken reasonable steps to establish and maintain appropriate systems of internal controls to safeguard the assets of the Group and to prevent and detect frauds and other irregularities. They have also ensured that proper records are maintained and that the information generated is reliable. In preparing these financial statements the Directors are required to: The Directors are responsible for providing the External Auditors with every opportunity to undertake whatever inspections they consider appropriate to enable them to form their opinion on the consolidated financial statements. • select appropriate accounting policies and bases and apply them consistently subject to any material departures being disclosed and explained; • make judgments and estimates that are reasonable and prudent; • ensure financial statements have been prepared in accordance with applicable accounting standards; and • adopt the going concern basis in preparing the financial statements. The Companies Act No. 07 of 2007 (the Act) requires the Directors to prepare financial statements of the Company and of its subsidiary complying with the requirements of the Act for each financial year comprising of: • an Income Statement (Statement of Comprehensive Income), which presents a true and fair view of the income and expenditure of the Company and of its subsidiary for the financial year under review; • a Balance Sheet (Statement of Financial Position), which represents a true and fair view of the state of affairs of the Company and of its subsidiary as at the end of the financial year under review. The financial statements of the Group are prepared in conformity with the requirements of the Sri Lanka Financial Reporting Standards (SLFRS / LKAS), the Companies Act No. 7 of 2007, to the extent applicable the Regulation of Insurance Industry Act No. 43 of 2000 (as amended) and the Listing Rules of the Colombo Stock Exchange. The Directors are satisfied that all statutory and regulatory payments in relation to all relevant statutory and regulatory authorities which were due and payable by the Company and its subsidiary as at the Balance Sheet date, have been paid or where relevant, provided for. The Directors confirm to the best of their knowledge and belief that: 1. the consolidated financial statements of the Company and its subsidiary which are prepared in accordance with SLFRS / LKAS and other applicable rules and regulations and recommended best practices, give a true and fair view of the state of affairs as at 31 December 2013 and the profits and cash flows for the financial year then ended. 2. all financial and non–financial requirements stipulated under the Companies Act No. 7 of 2007 pertaining to Directors’ duties and responsibilities have been complied with wherever applicable; and 3. the segment headed “Management Discussion and Analysis” included in this Annual Report presents a fair review of the progress and performance of the business and the financial standing of the Company and its subsidiary. By Order of the Board The Directors, having reviewed the business plan for Life and Non life Insurance businesses for the period 2014-2016, are of the considered view that the Company and its subsidiary have adequate resources to continue in operation. The Directors agree with the Long Term Conventional and Unit-linked insurance business provisions for the Company as proposed and recommended by the Chief Actuary following his annual investigation of the Life insurance business. The actuarial valuation takes into account all liabilities including contingent liabilities and is based on assumptions recommended by the Chief Actuary. Chathuri Munaweera Company Secretary Colombo 10 February 2014 Annual Report 2013 159 Independent Auditor’s Report To the shareholders of AIA Insurance Lanka PLC Report on the financial statements We have audited the accompanying financial statements of AIA Insurance Lanka PLC (“Company”), the consolidated financial statements of the Company and its subsidiary which comprise the statements of financial position as at 31 December 2013 and the statements of comprehensive income, changes in equity and cash flows for the year then ended, and a summary of significant accounting policies and other explanatory information. Management’s Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with Sri Lanka Accounting Standards. This responsibility includes: designing, implementing and maintaining internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances. Scope of Audit and Basis of Opinion Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with Sri Lanka Auditing Standards. Those standards require that we plan and perform the audit to obtain reasonable assurance whether the financial statements are free from material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting policies used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit. We therefore believe that our audit provides a reasonable basis for our opinion. Opinion In our opinion, so far as appears from our examination, the Company maintained proper accounting records for the year ended 31 December 2013 and the financial statements give a true and fair view of the Company’s state of affairs as at 31 December 2013 and its profit and cash flows for the year then ended in accordance with Sri Lanka Accounting Standards. In our opinion, the consolidated financial statements give a true and fair view of the state of affairs as at 31 December 2013 and the profit and cash flows for the year then ended, in accordance with Sri Lanka Accounting Standards, of the Company and its subsidiary dealt with thereby, so far as concerns the shareholders of the Company. Report on other legal and regulatory requirements These financial statements also comply with the requirements of Section 151 (2) and Sections 153 (2) to 153 (7) of the Companies Act, No. 7 of 2007. The accounting records of AIA Insurance Lanka PLC have also been maintained by the management in the manner required by the rules made by the Insurance Board of Sri Lanka established under the Regulation of Insurance Industry Act, No. 43 of 2000 so as to clearly indicate the true and fair view of the financial position of the insurer. Chartered Accountants Colombo 10 February 2014 160 AIA Insurance Lanka PLC Statement of Financial Position Group As at 31 December 2013 2012 Note LKR’000 LKR’000 2013 LKR’000 Company 2012 LKR’000 Assets Financial assets 7 36,426,146 34,313,626 36,426,146 34,313,626 Trade and other receivables 8 2,583,929 2,501,741 2,583,844 2,501,545 Reinsurance assets 9, 17 1,104,650 852,306 1,104,650 852,306 Investment in subsidiary 10 - - 1,000 1,000 Investment in associate 11 63,814 63,277 19,384 19,384 Property, plant and equipment 12 303,473 203,439 303,473 203,439 Intangible assets 13 754,328 402,105 754,328 402,105 Other fund assets 14 181,806 188,826 181,806 188,826 Other assets 15 1,989,940 1,783,880 1,989,695 1,783,848 Cash and cash equivalents 16 797,306 683,910 793,810 680,549 Total assets 44,205,392 40,993,110 44,158,136 40,946,628 Liabilities Insurance liabilities 17 36,568,193 34,342,829 36,568,193 34,342,829 Retirement benefit obligations 18 214,627 249,732 214,627 249,732 Deferred tax liability 19 104,068 4,950 104,068 4,950 Other fund liabilities 20 181,806 188,826 181,806 188,826 Trade and other payables 21 970,910 810,285 970,910 810,355 Provisions 22 1,258,996 820,589 1,258,561 820,358 Current income tax liabilities 23 185,512 435,413 185,574 435,183 Deferred revenue 24 80,493 74,508 80,493 74,508 Bank overdraft 16 55,454 2,425 55,454 2,425 Total liabilities 39,620,059 36,929,557 39,619,686 36,929,166 Equity Stated capital 25 300,000 300,000 300,000 300,000 Capital reserves 26 72,096 72,096 72,096 72,096 Revenue reserves 27 4,213,237 3,691,457 4,166,354 3,645,366 Total equity 4,585,333 4,063,553 4,538,450 4,017,462 Total equity and liabilities 44,205,392 40,993,110 44,158,136 40,946,628 The notes on the pages 168 to 219 are an integral part of these financial statements. I certify that the financial statements have been prepared in compliance with the requirements of the Companies Act No 7 of 2007. Indika Prematunga Chief Financial Officer The financial statements on page 160 to 219 were authorised for issue by the Board of Directors on 10 February 2014 and were signed on its behalf. Mitchell David New Heerak Basu Director Director Annual Report 2013 161 Income Statement GroupCompany For the financial year ended 31 December 2013 2012 2013 2012 Note LKR’000LKR’000LKR’000LKR’000 Restated Restated Insurance premium revenue 28 9,122,132 8,990,899 9,122,132 8,990,899 Reinsurance premium ceded 29 (928,372) (746,742) (928,372) (746,742) Net earned premium 8,193,760 8,244,157 8,193,760 8,244,157 Asset management fees and related income 370 1,675 - Investment income 30 4,406,163 4,026,090 4,407,981 4,027,595 Other income 31 393,295 357,812 392,963 357,456 Total revenue 12,993,588 12,629,734 12,994,704 12,629,208 Net benefits and claims 32 (6,750,179) (4,183,654) (6,750,179) (4,183,654) Transfer to the Long Term insurance fund (753,963) (3,672,697) (753,963) (3,672,697) Net acquisition expenses 33 (832,127) (895,426) (832,127) (895,426) Operating and administrative expenses 34 (3,836,333) (2,682,251) (3,835,940) (2,681,787) Share of profit from associate 2,395 8,358 - Profit before tax 35 823,381 1,204,064 822,495 1,195,644 Tax expenses 36 (324,088) (356,157) (323,994) (355,429) Net profit for the year 499,293 847,907 498,501 840,215 Attributable to; - Owners of the parent 499,293 847,907 498,501 840,215 - Non controlling interest - - - Net profit for the year 499,293 847,907 498,501 840,215 Basic earnings per share (in LKR) 37 16.64 28.26 16.62 28.01 Dividend per share (in LKR) 38 2.50 9.00 2.50 9.00 The notes on the pages 168 to 219 are an integral part of these financial statements. 162 AIA Insurance Lanka PLC Statement of Comprehensive Income GroupCompany For the financial year ended 31 December 2013 2012 2013 2012 Note LKR’000 LKR’000 LKR’000 LKR’000 RestatedRestated Profit for the year 499,293 847,907 498,501 840,215 Other comprehensive income Changes in fair value of available for sale financial assets 846,115 (767,686) 846,115 (767,686) Transfer to Long Term insurance fund (802,854) 703,193 (802,854) 703,193 Remeasurement of retirement benefit obligations 54,226 (67,459) 54,226 (67,459) Revaluation of land 12 - 32,180 - 32,180 Total other comprehensive income for the year net of tax 97,487 (99,772) 97,487 (99,772) Total comprehensive income for the year 596,780 748,135 595,988 740,443 Attributable to; - Owners of the parent 596,780 748,135 595,988 740,443 - Non controlling interest - - - Total comprehensive income for the year net of tax 596,780 748,135 595,988 740,443 Items disclosed in the statement above are disclosed net of tax. The notes on the pages 168 to 219 are an integral part of these financial statements. Annual Report 2013 163 Statement of Changes in Equity - Group Capital reserve Revenue reserves Stated Revaluation Resilience Available Retained Total capital reserve reserve for sale earnings equity Note LKR’000LKR’000LKR’000LKR’000LKR’000LKR’000 Balance as at 1 January 2012 Net profit for the period Other comprehensive income Changes in fair value of available for sale financial assets Changes in fair value of available for sale financial assets transferred to the Long Term insurance fund Remeasurement of retirement benefit obligations Revaluation of land 12 300,000 - 39,916 - 289,000 - 36,734 - 2,919,768 847,907 3,585,418 847,907 - - - (767,686) - (767,686) - - - 703,193 - 703,193 - - - 32,180 - - - - (67,459) - (67,459) 32,180 Transactions with owners: Final dividend paid for 2011 38 - - - - (270,000) (270,000) Balance as at 31 December 2012 - restated 300,000 72,096 289,000 (27,759) 3,430,216 4,063,553 Net profit for the period Other comprehensive income Changes in fair value of available for sale financial assets Changes in fair value of available for sale financial assets transferred to the Long Term insurance fund Remeasurement of retirement benefit obligations Transactions with owners: Final dividend paid for 2012 38 Balance as at 31 December 2013 - - - - 499,293 499,293 - - - 846,115 - 846,115 - - - (802,854) - (802,854) - - - - 54,226 54,226 - 300,000 - 72,096 - 289,000 - 15,502 (75,000) 3,908,735 (75,000) 4,585,333 The group equity is fully attributable to the owners of the parent and hence non controlling interest is not applicable in the consolidated Statement of Changes in Equity. The notes on the pages 168 to 219 are an integral part of these financial statements. 164 AIA Insurance Lanka PLC Statement of Changes in Equity- Company Capital reserve Revenue reserves Stated Revaluation Resilience Available Retained Total capital reserve reserve for sale earnings equity Note LKR’000LKR’000LKR’000LKR’000LKR’000LKR’000 Balance as at 1 January 2012 Net profit for the period Other comprehensive income Changes in fair value of available for sale financial assets Changes in fair value of available for sale financial assets transferred to the Long Term insurance fund Remeasurement of retirement benefit obligations Revaluation of land 12 Transactions with owners: Final dividend paid for 2011 38 Balance as at 31 December 2012 - restated Net profit for the period Other comprehensive income Changes in fair value of available for sale financial assets Changes in fair value of available for sale financial assets transferred to the Long Term insurance fund Remeasurement of retirement benefit obligations Transactions with owners: Final dividend paid for 2012 38 Balance as at 31 December 2013 300,000 - 39,916 - 289,000 - - - - - - - - - - 32,180 - - - - (67,459) - (67,459) 32,180 - 300,000 - 72,096 - 289,000 - (27,759) (270,000) 3,384,125 (270,000) 4,017,462 - - - - 498,501 498,501 - - - 846,115 - 846,115 - - - (802,854) - (802,854) - - - - 54,226 54,226 - 15,502 (75,000) 3,861,852 (75,000) 4,538,450 - 300,000 - 72,096 - 289,000 The notes on the pages 168 to 219 are an integral part of these financial statements. 36,734 - 2,881,369 840,215 3,547,019 840,215 (767,686) - (767,686) 703,193 - 703,193 Annual Report 2013 165 Statement of Cash Flows GroupCompany For the financial year ended 31 December 2013 LKR’000 2012 LKR’000 Cash flows from operating activities Premiums / fees received from customers Reinsurance premium (net of commission) paid Benefits and claims paid Reinsurance receipts in respect of claims and benefits Cash paid to and on behalf of employees Interest received Payments to agents Brand change expenses Other operating cash payments Cash flow from operating activities Taxes paid 23 Policy loans granted Policy loan repayments Net cash flow (used in) / from operating activities 9,643,479 (586,762) (6,945,611) 224,614 (1,340,994) 264,565 (1,055,497) (174,250) (1,864,861) (1,835,317) (310) (591,724) 541,365 (1,885,986) 9,226,364 (580,306) (4,420,942) 148,452 (868,085) 205,479 (988,459) - (1,818,068) 904,435 (12,936) (763,045) 564,372 692,826 Cash flows from investing activities Purchase of liquid investments Purchase of other investments Proceeds from sale of liquid investments Proceeds from sale of other investments Investment expenses Interest received Dividend received Purchase of intangible assets 13 Purchase of property, plant and equipment 12 Proceeds from sale of property, plant and equipment Net cash flow from / (used in) investing activities (1,870,095) (54,834,692) 2,691,877 53,066,738 (104,516) 3,437,270 137,307 (327,208) (176,623) 1,295 2,021,353 (1,448,480) (27,926,783) 2,009,985 24,837,091 (110,769) 2,610,558 100,710 (288,336) (36,196) 7,661 (244,559) 38 (75,000) (270,000) (75,000) (270,000) Net cash flow (used in) financing activities Increase in cash and cash equivalents Cash and cash equivalents and bank overdrafts at beginning of the year 16 (75,000) 60,367 (270,000) 178,267 (75,000) 60,232 (270,000) 177,280 681,485 503,218 678,124 500,844 Cash and cash equivalents and bank overdrafts at the end of the year 741,852 681,485 738,356 678,124 Note Cash flows from financing activities Final dividend paid for the previous year 16 The notes on the pages 168 to 219 are an integral part of these financial statements. 2013 LKR’000 2012 LKR’000 9,643,001 9,224,857 (586,762) (580,306) (6,945,611) (4,420,942) 224,614 148,452 (1,340,994) (867,713) 264,233 205,139 (1,055,497) (988,459) (174,250) (1,864,496) (1,817,610) (1,835,762) 903,418 - (12,890) (591,724) (763,045) 541,365 564,372 (1,886,121) 691,855 (1,870,095) (1,448,480) (54,834,692) (27,926,783) 2,691,877 2,009,985 53,066,738 24,837,091 (104,516) (110,769) 3,437,270 2,610,558 137,307 100,710 (327,208) (288,336) (176,623) (36,196) 1,295 7,645 2,021,353 (244,575) 166 AIA Insurance Lanka PLC Long Term Insurance Statement of Financial Position - Supplemental As at 31 December Assets Financial assets Available for sale Investments in debt securities Loans and receivables Investments in debt securities Fair value through profit or loss Investments in equity securities Trade and other receivables Reinsurance assets Investments in associate Other assets Cash & cash equivalents Total assets 2013 LKR ‘000 2012 LKR ‘000 13,050,679 15,236,430 14,839,401 11,233,006 3,569,011 3,039,186 1,775,296 1,805,752 89,239 98,378 6,171 6,171 1,591,117 1,284,375 521,517 547,711 35,442,431 33,251,009 Liabilities Insurance liabilities 33,812,294 32,017,218 Deferred tax liability 124,756 Trade and other payables 690,265 502,028 Provisions 681,010449,460 Current income tax liability 76,320 281,098 Deferred revenue 6,298 Bank overdraft 51,488 1,205 Total liabilities 35,442,431 33,251,009 Annual Report 2013 167 Insurance Revenue Accounts For the financial year ended 31 December 2013 2012 LKR ‘000 LKR ‘000 Restated Non-life insurance Gross written premium 2,673,009 2,400,300 Net earned premium (net of premium ceded to reinsurers) Net benefits and claims Net acquisition expenses Operating and administrative expenses excluding non technical expenses Other technical income Net underwriting result 1,880,651 (1,097,830) (16,131) (829,977) 2,152 (61,135) 1,967,791 (1,020,360) (137,875) (729,454) 40,411 120,513 Investment income and other income excluding other technical income Non technical expenses Profit before tax 635,437 (288,272) 286,030 586,636 (26,655) 680,494 Key ratios - Non-life insurance Net loss ratio Net expense ratio Net combined ratio 58.4% 44.9% 103.3% 51.9% 45.5% 97.4% 6,863,047 6,495,863 Net earned premium (net of premium ceded to reinsurers) Investment income and other income Net benefits and claims Transfer to Long Term insurance fund Net acquisition expenses Operating and administrative expenses Tax expenses Surplus transfer to shareholders’ fund 6,313,109 4,163,355 (5,652,349) (753,963) (815,996) (2,717,691) (336,465) 200,000 6,276,366 3,758,004 (3,163,294) (3,672,697) (757,551) (1,925,678) (320,150) 195,000 Long Term insurance business Gross written premium 168 AIA Insurance Lanka PLC Notes to the Consolidated Financial Statements and Significant Accounting Policies 1. General information AIA Insurance Lanka PLC (the Company) was incorporated as a company with limited liability in Sri Lanka on 12 December 1986 under the Companies Act No. 17 of 1982 and re- registered under the Companies Act No. 07 of 2007 which came to effect from 3 May 2007. The address of its registered office is No.75, Kumaran Ratnam Road, Colombo 02, Sri Lanka under the Company registration number PQ 18. These policies have been consistently applied to all periods presented, except for the change in accounting policy on defined benefit obligations (note 3.1.(a)). 3.1 (a) Amended standards adopted by the Group The Company is listed on the Main Board of the Colombo Stock Exchange under the stock code “CTCE N000”. The Company’s parent entity is AIA Holdings Lanka (Private) Limited. and the ultimate parent entity is AIA Group Limited, incorporated in Hong Kong, persuant to the acquisition effective from 05 December 2012. AIA Insurance Lanka PLC Group (‘the Company’ and its subsidiaries together forming ‘the Group’) underwrite Life and Non-life insurance risks associated with death, disability, health, property and liability. The Group also provides the services in the capacity of a trustee for various funds. Group consolidated financial statements for the year ending 31 December 2013 have been authorised for issue by the Board of Directors on 10th February 2014. Changes in accounting policies LKAS 19, ‘Employee benefits‘ was revised with effect from 01 January 2013. Accordingly, the changes on Group’s accounting policies have been as follows; To recognise actuarial gains and losses from experience adjustments and changes in actuarial assumptions in the other comprehensive income in the period in which such gains / losses arise. Prior to the change in Accounting policy, the experience adjustments and changes in actuarial assumptions were charged/credited to the Income Statement. The revised accounting policy is stated in note 3.12 on page 176 and the changes have been made effective on retrospective basis in accordance with LKAS 8, ‘Accounting policies, changes in accounting estimates and errors’. Impact of change in accounting policy on the financial statements are as follows. Group 2. Basis of preparation Amounts in LKR ‘000 The consolidated financial statements of the Group have been prepared in accordance with Sri Lanka Accounting Standards (SLFRS/ LKAS) effective after 01 January 2012 as issued by the Institute of Chartered Accountants of Sri Lanka (ICASL). Profit after tax- prior to the change Remeasurement of retirement benefit obligations Profit after tax- after the change The consolidated financial statements have been prepared under the historical cost convention, as modified by the revaluation of land and buildings, available for sale financial assets, and financial assets and financial liabilities at fair value through profit or loss. The consolidated financial statements are presented in Sri Lankan Rupees (LKR) and all values are rounded to the nearest thousand (LKR 000), except where otherwise indicated. 3. Summary of significant accounting policies The significant accounting policies applied by the Group in preparing its consolidated financial statements are depicted in notes 3.2 to 4.3. 2013 2012 Company 2013 2012 553,519 780,448 552,727 772,756 (54,226) 67,459 (54,226) 67,459 499,293 847,907 498,501 840,215 (b) New standards and interpretations issued but not yet effective and not adopted SLFRS 9, ‘Financial instruments’, addresses the classification, measurement and recognition of financial assets and financial liabilities. SLFRS 9 requires financial assets to be classified into two measurement categories, those measured at fair value and those measured at amortised cost. The determination is made at initial recognition. The classification depends on the entity’s business model for managing its financial instruments and the contractual cash flow characteristics of the instrument. For financial liabilities, the standard retains most of the LKAS 39 requirements. The main change is that, in cases where Annual Report 2013 169 the fair value option is taken for financial liabilities, the part of a fair value change due to an entity’s own credit risk is recorded in Statement of Other Comprehensive Income rather than the Income Statement, unless this creates an accounting mismatch. The Group is yet to assess SLFRS 9’s full impact and intends to adopt SLFRS 9 no later than the accounting period beginning on or after 01 January 2015. 3.2.2Associates SLFRS 10, ‘Consolidated financial statements’ builds on existing principles by identifying the concept of control as the determining factor in whether an entity should be included within the consolidated financial statements of the parent company. The standard provides additional guidance to assist in the determination of control where this is difficult to assess. The Group is yet to assess SLFRS 10’s full impact and intends to adopt SLFRS 10 no later than the accounting period beginning on or after 01 January 2014. Associates are all entities over which the Group has significant influence but not control, generally accompanying a shareholding of between 20% and 50% of the voting rights. Investments in associates are accounted for using the equity method of accounting. Under the equity method, the investment is initially recognised at cost, and the carrying amount is increased or decreased to recognise the Group’s share of the profit or loss of the investee after the date of acquisition. The Group’s investment in associates includes goodwill identified on acquisition. SLFRS 12, ‘Disclosures of interests in other entities’ includes the disclosure requirements for all forms of interests in other entities, including joint arrangements, associates, special purpose vehicles and other off balance sheet vehicles. The Group is yet to assess SLFRS 12’s full impact and intends to adopt SLFRS 12 no later than the accounting period beginning on or after 01 January 2014. The Group determines at each reporting date whether there is any objective evidence that the investment in the associate is impaired. If this is the case, the Group calculates the amount of impairment as the difference between the recoverable amount of the associate and its carrying value and recognises the amount adjacent to share of profit from associate’ in the Income Statement. Profits and losses resulting from upstream and downstream transactions between the Group and its associate are recognised in the Group’s financial statements only to the extent of unrelated investor’s interests in the associates. Unrealised losses are eliminated unless the transaction provides evidence of an impairment of the asset transferred. Accounting policies of associates have been changed where necessary to ensure consistency with the policies adopted by the Group. 3.3 Foreign currency translation The Group’s consolidated financial statements are presented in Sri Lankan Rupees (LKR) which is also the Company’s functional currency. That is the currency of the primary economic environment in which the Group operates. Transactions in foreign currencies are initially recorded at the functional currency rate prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated at the functional currency rate of exchange ruling at the Balance Sheet date. All differences are taken to the Income Statement. SLFRS 13, ‘Fair value measurement’, aims to improve consistency and reduce complexity by providing a precise definition of fair value and a single source of fair value measurement and disclosure requirements for use across SLFRSs. The Group is yet to assess SLFRS 13’s full impact and intends to adopt SLFRS 13 no later than the accounting period beginning on or after 01 January 2014. 3.2Consolidation 3.2.1Subsidiaries Subsidiaries are those entities (including special purpose entities) which the Group controls by having the power to govern the financial and operating policies. Subsidiaries are fully consolidated from the date of acquisition, being the date on which the Group obtains control, and continue to be consolidated until the date when such control ceases. The financial statements of the subsidiaries are prepared for the same reporting period as the parent company, using consistent accounting policies. All intra-group balances, transactions, unrealised gains and losses resulting from intra-group transactions and dividends are eliminated in full. 170 AIA Insurance Lanka PLC Notes to the Consolidated Financial Statements and Significant Accounting Policies 3.4 Financial instruments 3.4.1 Financial assets 3.4.1.1Initial recognition and measurement The Group classifies its financial assets into the following categories; which are managed and their performance evaluated on a fair value basis, in accordance with a documented risk management or investment strategy. a. Financial assets at Fair Value Through Profit or Loss (FVTPL), b. Loans and Receivables (LR), c. Held To Maturity (HTM) and d. Available For Sale (AFS). The classification is determined by management at initial recognition on the trade-date, the date on which the Group commits to purchase or sell the asset, and recognise initially at fair value plus transaction cost except in the case of financial assets at fair value through profit or loss which is recognised at fair value. Loans and Receivables (LR) Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market other than those that the Group intends to sell in the short term or that it has designated as at fair value through profit or loss or available for sale. Receivables arising from insurance and reinsurance contracts are also classified in this category and are reviewed for impairment as part of the impairment review of loans and receivables. After initial measurement, such financial assets are subsequently measured at amortised cost using the Effective Interest Rate method (EIR), less impairment. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included in other income in the Income Statement. Held To Maturity investments (HTM) Non-derivative financial assets with fixed or determinable payments and fixed maturities are classified as held to maturity when the Group has the positive intention and ability to hold them to maturity. After initial measurement, held to maturity investments are measured at amortised cost using the EIR, less impairment. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The losses arising from impairment are recognised in the Income Statement. The Group did not have any held to maturity investments during the years ended 31 December 2012 and 2013. 3.4.1.2Subsequent measurement Financial assets at Fair Value Through Profit or Loss (FVTPL) Financial assets at fair value through profit or loss include financial assets held for trading and those designated at fair value through profit or loss at inception. Investments typically bought with the intention to sell in the near future are classified as held for trading. When the Group is unable to trade these financial assets due to inactive markets and management’s intention to sell them in the foreseeable future significantly changes, the Group may elect to reclassify these financial assets in rare circumstances. The reclassification to loans and receivables, available for sale or held to maturity depends on the nature of the asset. This evaluation does not affect any financial assets designated at fair value through profit or loss using the fair value option at designation. For investments designated as at fair value through profit or loss at the inception, the following criteria must be met: a. The designation eliminates or significantly reduces the inconsistent treatment that would otherwise arise from measuring the assets or liabilities or recognising gains or losses on a different basis; or b. The assets and liabilities are part of a group of financial assets, financial liabilities or both The Group classified the investments in equity securities and unit trusts in the Non-life insurance fund, Life shareholders fund and Unit linked funds as financial assets at fair value through profit or loss hence those financial assets are managed and performance is evaluated on the fair value basis. Available For Sale financial assets (AFS) Available for sale investments are financial assets that are intended to be held for an indefinite period of time, which may be sold in response to needs for liquidity or changes in interest rates, exchange rates or equity prices or that are not classified as loans Annual Report 2013 171 and receivables, held to maturity investments or financial assets at fair value through profit or loss. d. The disappearance of an active market for that financial asset because of financial difficulties; or After initial measurement, available for sale financial investments are subsequently measured at fair value with unrealised gains or losses recognised as other comprehensive income in the available for sale reserve until the investment is derecognised except in the case of AFS assets of the Life policyholders fund which is transferred to the Long Term insurance liability through Statement of Other Comprehensive Income. e. Observable data indicating that there is a measurable decrease in the estimated future cash flow from a group of financial assets since the initial recognition of those assets, although the decrease cannot yet be identified with the individual financial assets in the Group, including: 3.4.1.3Derecognition of financial assets Financial assets are derecognised when the rights to receive cash flows from them have expired or where they have been transferred and the Group has also transferred substantially all risks and rewards of ownership. The Group, assesses at each Balance Sheet date whether a financial asset or group of financial assets is impaired. The Group first assesses whether objective evidence of impairment exists individually for financial assets that are individually significant, and individually or collectively for financial assets that are not individually significant. If it is determined that no objective evidence of impairment exists for an individually assessed financial asset, whether significant or not, the asset is included in a group of financial assets with similar credit risk characteristics and that group of financial assets is collectively assessed for impairment. Assets that are individually assessed for impairment and for which an impairment loss is, or continues to be, recognised are not included in a collective assessment of impairment. The impairment assessment is performed at each Balance Sheet date. Objective evidence that a financial asset or group of assets is impaired includes observable data that comes to the attention of the Group about the following events: a. Significant financial difficulty of the issuer or debtor; b. A breach of contract, such as a default or delinquency in payments; c. It becoming probable that the issuer or debtor will enter bankruptcy or other financial reorganisation; adverse changes in the payment status of issuers or debtors in the Group; or - national or local economic conditions that correlate with defaults on the assets in the Group. Assets carried at amortised cost If there is objective evidence that an impairment loss on assets carried at amortised cost has been incurred, the amount of the impairment loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows (excluding future expected credit losses that have not been incurred) discounted at the financial asset’s original effective interest rate. The carrying amount of the asset is reduced and the loss is recorded in the Income Statement. If, in a subsequent period, the amount of the impairment loss decreases and that decrease can be related objectively to an event occurring after the impairment was recognised, the previously recognised impairment loss is reversed. Any subsequent reversal of an impairment loss is recognised in the Income Statement, to the extent that the carrying value of the asset does not exceed its amortised cost at the reversal date. Available for sale financial assets The Group assesses at each date of the consolidated Statement of Financial Position whether there is objective evidence that a financial asset or a group of financial assets is impaired. In the case of equity investments classified as available for sale, a significant or prolonged decline in the fair value of the security below its cost is an objective evidence of impairment resulting in the recognition of an impairment loss. In this respect, a decline of 20% or more is regarded as significant, and a period of 12 months or longer is considered to be prolonged. If any such quantitative evidence exists for available for sale financial assets, the asset is considered for impairment, taking qualitative evidence into account. 3.4.1.4Impairment of financial assets - 172 AIA Insurance Lanka PLC Notes to the Consolidated Financial Statements and Significant Accounting Policies The cumulative loss measured as the difference between the acquisition cost and the current fair value, less any impairment loss on that financial asset previously recognised in profit or loss is removed from equity and recognised in the consolidated Income Statement. Impairment losses recognised in the consolidated Income Statement on equity instruments are not reversed through the consolidated Income Statement. If in a subsequent period the fair value of a debt instrument classified as available for sale increases and the increase can be objectively related to an event occurring after the impairment loss was recognised in profit or loss, the impairment loss is reversed through the consolidated Income Statement. are recognised in the Income Statement when the liabilities are derecognised as well as through the Effective Interest Rate method (EIR) amortisation process. 3.4.2.3Derecognition of financial liabilities A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as a derecognition of the original liability and the recognition of a new liability, and the difference in the respective carrying amounts is recognised in the Income Statement. 3.4.2 Financial liabilities 3.4.2.1Initial recognition and measurement Financial liabilities within the scope of LKAS 39 are classified as financial liabilities at fair value through profit or loss, loans and borrowings, or as derivatives designated as hedging instruments in an effective hedge, as appropriate. The Group determines the classification of its financial liabilities at initial recognition. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. 3.4.3 Offsetting of financial assets Financial assets and liabilities are offset and the net amount reported in the consolidated Statement of Financial Position only when there is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis, or to realise the asset and settle the liability simultaneously. 3.4.2.2Subsequent measurement 3.5 Property plant and equipment The measurement of financial liabilities depends on their classification as follows: Financial liabilities at fair value through profit or loss Financial liabilities at fair value through profit or loss include financial liabilities held for trading and financial liabilities designated upon initial recognition as at fair value through profit or loss. Property, plant and equipment is stated at cost or revalued amount less accumulated depreciation and any accumulated impairment in value. Impairment reviews take place when events or changes in circumstances indicate that the carrying value may not be recoverable. Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. All other expenses on repairs and maintenance are charged to the Income Statement during the financial period in which they are incurred. The Group has adopted a policy of revaluing the assets held at valuation every five years. Revaluation is performed on freehold land by a All financial liabilities are recognised initially at fair value and includes directly attributable transaction costs. The Group’s financial liabilities include trade and other payables, bank overdrafts. Gains or losses on liabilities held for trading are recognised in the Income Statement. The Group has not designated any financial liabilities upon initial recognition as at fair value through profit or loss. Loans and borrowings After initial recognition, loans and borrowings are subsequently measured at amortised cost using the effective interest rate method. Gains and losses Annual Report 2013 173 method for an intangible asset with a finite useful life are reviewed at least at each financial year end. Changes in the expected useful life or the expected pattern of consumption of future economic benefits embodied in the asset is accounted for by changing the amortisation period or method as appropriate and are treated as changes in accounting estimates. The amortisation expense on intangible assets with finite lives is recognised in the Income Statement in the expense category consistent with the intangible asset. professionally qualified valuer. Increases in the carrying amount arising on revaluation of land and buildings are credited to the revaluation surplus in shareholders’ equity. Decreases that offset previous increases of the same asset are charged against revaluation reserve directly in equity. All other decreases are charged to the Income Statement. Items of property, plant and equipment are derecognised upon replacement, disposal or when no future economic benefits are expected from its use. Gains and losses on disposals are determined by comparing the proceeds with the carrying amount. These are included in the Income Statement in other income. When revalued assets are derecognised, the amounts included in the revaluation surplus are transferred to retained earnings. Land is not depreciated. Depreciation on other assets is calculated using the straight line method to allocate their cost or revalued amounts to their residual values over their estimated useful lives as follows: No. of years Contractual relationships Computer software Intangible assets with indefinite useful lives are tested for impairment annually either individually or at the cash generating unit level. Such intangibles are not amortised. The useful life of an intangible asset with an indefinite life is reviewed annually to determine whether indefinite life assessment continues to be supportable. If not, the change in useful life assessment from indefinite to finite is made on a prospective basis. Gains or losses arising from derecognition of an intangible asset are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognised in the Income Statement when the asset is derecognised. 3.7 Cash and cash equivalents In the consolidated Statement of Cash Flows, cash and cash equivalents include cash in hand, deposits held at call with banks, other short-term highly liquid financial instruments and bank overdrafts. In the consolidated Statement of Financial Position, bank overdrafts are shown as a separate liability. 3.8 Stated capital Shares are classified as equity when there is no obligation to transfer cash or other assets. Incremental costs directly attributable to the issue of equity instruments are shown in equity as a deduction from the proceeds, net of tax. No. of years Plant and machinery 5 Computer equipment 3-5 Furniture and fittings 5 Motor vehicles 4 The assets’ residual values and useful lives are reviewed at the end of each reporting period and adjusted if appropriate. 3.6 Intangible assets Intangible assets consist primarily of acquired computer software and contractual relationships, such as access to distribution networks. Intangible assets acquired separately are measured on initial recognition at cost. Following initial recognition, intangible assets are carried at cost less any accumulated amortisation and any accumulated impairment losses. The useful lives of intangible assets are assessed to be either finite or indefinite. Intangible assets with finite lives are amortised over the useful economic life on straight line method and assessed for impairment whenever there is an indication that the intangible asset may be impaired. The amortisation period and the amortisation Estimated useful lives of the finite intangible assets are as follows : 5 - 20 2-5 174 AIA Insurance Lanka PLC Notes to the Consolidated Financial Statements and Significant Accounting Policies 3.9 Insurance contracts 3.9.1 Life insurance contract liabilities Life insurance liabilities are recognised when contracts are entered into and premiums are charged. These liabilities are measured by using the net premium method. The liability is determined as the sum of the discounted value of the expected future benefits, claims handling and policy administration expenses, policyholder options and guarantees and investment income from assets backing such liabilities, which are directly related to the contract, less the discounted value of the expected theoretical premiums that would be required to meet the future cash outflows based on the valuation assumptions used. The liability is either based on current assumptions or calculated using the assumptions established at the time the contract was issued, in which case a margin for risk and adverse deviation is generally included. A separate reserve for longevity may be established and included in the measurement of the liability. At each reporting date, an assessment is made of whether the recognised Life Insurance liabilities are adequate, net of related PVIF by using an existing liability adequacy test as laid out under gross premium valuation method. The liability value is adjusted to the extent that it is insufficient to meet future benefits and expenses. In performing the adequacy test, current best estimates of future contractual cash flows, including related cash flows such as claims handling and policy administration expenses, policyholder options and guarantees, as well as investment income from assets backing such liabilities, are used. A number of valuation methods are applied, including discounted cash flows, option pricing models and stochastic modelling. Aggregation levels and the level of prudence applied in the test are consistent with gross premium valuation method requirements. To the extent that the test involves discounting of cash flows, the interest rate applied may be prescribed by gross premium valuation method regulations or may be based on management’s prudent expectation of current market interest rates. Any inadequacy is recorded in the Income Statement, initially by impairing PVIF, subsequently, by establishing a technical reserve for the remaining loss. In subsequent periods, the liability for a block of business that has failed the adequacy test is based on the assumptions that are established at the time of the loss recognition. The assumptions do not include a margin for adverse deviation. Impairment losses resulting from liability adequacy testing can be reversed in future years if the impairment no longer exists, as allowed under gross premium valuation method. 3.9.2 Non-life insurance contract liabilities Non-life insurance contract liabilities are recognised when contracts are entered into and premiums are charged. These liabilities are known as the unearned premium reserve, unexpired risk reserve and outstanding claims provision, which are based on the estimated ultimate cost of all claims incurred but not settled at the Balance Sheet date, whether reported or not, together with related claims handling costs and reduction for the expected value of salvage and other recoveries. Delays can be experienced in the notification and settlement of certain types of claims, therefore the ultimate cost of these cannot be known with certainty at the Balance Sheet date. The liability is calculated at the reporting date using a range of standard actuarial claim projection techniques, based on empirical data and current assumptions that may include a margin for adverse deviation. The liability is not discounted for the time value of money. No provision for equalisation or catastrophe reserves is recognised. The liabilities are derecognised when the contract expires, discharged or cancelled. The provision for unearned premiums represents premiums received for risks that have not yet expired. Generally the reserve is released over the term of the contract and is recognised as premium income. At each reporting date the Group reviews its unexpired risk and a liability adequacy test is performed as laid out under note 4.1.5 to determine whether there is any overall excess of expected claims and deferred acquisition costs over unearned premiums. This calculation uses current estimates of future contractual cash flows after taking account of the investment return expected to arise on assets relating to the relevant Non-life insurance technical provisions. If these estimates show that the carrying amount of the unearned premiums (less related deferred acquisition costs) is inadequate, the deficiency is recognised in the Income Statement by setting up a provision for liability adequacy. 3.9.3 Salvage and subrogation reimbursements Some insurance contracts permit the Group to sell (usually damaged) property acquired in settling a claim (for example, salvage). The Group may also have the right to pursue third parties for payment of some or all costs (for example, subrogation). Annual Report 2013 175 Estimates of salvage recoveries are included as an allowance in the measurement of the insurance liability for claims, and salvage property is recognised in other assets when the liability is settled. The allowance is the amount that can reasonably be recovered from the disposal of the property. Reinsurance assets are reviewed for impairment at each reporting date or more frequently when an indication of impairment arises during the reporting year. Impairment occurs when there is objective evidence as a result of an event that occurred after initial recognition of the reinsurance asset that the Group may not receive all outstanding amounts due under the terms of the contract and the event has a reliably measurable impact on the amounts that the Group will receive from the reinsurer. The impairment loss is recorded in the Income Statement. Ceded reinsurance arrangements do not relieve the Group from its obligations to policyholders. Reinsurance liabilities represent balances due to reinsurance companies. Amounts payable are estimated in a manner consistent with the related reinsurance contract. Premiums and claims are presented in the financial statements on a gross basis for ceded reinsurance contracts. Reinsurance assets or liabilities are derecognised when the contractual rights are extinguished or expire or when the contract is transferred to another party. Subrogation reimbursements are also considered as an allowance in the measurement of the insurance liability for claims and are recognised in other assets when the liability is settled. The allowance is the assessment of the amount that can be recovered from the action against the liable third party. 3.9.4 Insurance receivables outstanding claims provision or settled claims associated with the reinsurer’s policies and are in accordance with the related reinsurance contract. Insurance receivables are recognised when due and measured on initial recognition at the fair value of the consideration received or receivable. Subsequent to initial recognition, insurance receivables are measured at amortised cost, using the effective interest rate method. The carrying value of insurance receivables is reviewed for impairment whenever events or circumstances indicate that the carrying amount may not be recoverable, with the impairment loss recorded in the Income Statement. Insurance receivables are derecognised when the derecognition criteria for financial assets are met. 3.9.5 Deferred acquisition costs (DAC) Those direct and indirect costs incurred during the financial period arising from the writing or renewing of insurance contracts are deferred to the extent that these costs are recoverable out of future premiums. All other acquisition costs are recognised as an expense when incurred. DAC are amortised over the period in which the related revenues are earned. DAC are also considered in the liability adequacy test for each reporting period. DAC are derecognised when the related contracts are derecognised. 3.11 Current and deferred income tax The tax expense for the period comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, the tax is also recognised in other comprehensive income or directly in equity, respectively. The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the end of the reporting period in the countries where the Company’s subsidiaries and associates operate and generate taxable income. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation and establishes provisions where appropriate. Deferred income tax is recognised, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial 3.10 Reinsurance contracts The Group cedes insurance risk in the normal course of business for all of its businesses. Reinsurance assets represent balances due from reinsurance companies. Amounts recoverable from reinsurers are estimated in a manner consistent with the 176 AIA Insurance Lanka PLC Notes to the Consolidated Financial Statements and Significant Accounting Policies statements. However, if the deferred income tax arises from initial recognition of an asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting nor taxable profit or loss, it is not accounted for. Deferred income tax is determined using tax rates (and laws) that have been enacted or substantively enacted by the end of the reporting period and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled. Deferred income tax assets are recognised to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilised. The tax effects of carryforwards unused losses or unused tax credits are recognised as an asset when it is probable that future taxable profits will be available against which these losses can be utilised. Deferred income tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against current tax liabilities and when the deferred income tax assets and liabilities relate to income taxes levied by the same taxation authority on either the taxable entity or different taxable entities where there is an intention to settle the balances on a net basis. Deferred tax related to fair value re-measurement of available for sale investments and cash flow hedges, which are charged or credited directly in other comprehensive income, is also credited or charged directly to other comprehensive income and subsequently recognised in the consolidated Income Statement together with the deferred gain or loss. The liability recognised in the consolidated Statement of Financial Position in respect of defined benefit plans is the present value of the defined benefit obligation at the end of the financial reporting period, together with adjustments for actuarial gains or losses from experience adjustments and changes in actuarial assumptions and past service costs. The defined benefit obligation is calculated annually by a qualified actuaries using the projected unit credit method. The present value of the defined benefit obligation is determined by discounting the estimated future cash outflows using interest rates of high quality corporate bonds that are denominated in the currency in which the benefits will be paid and that have terms to maturity that approximate the terms of the related liability. Actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions are charged or credited to the equity in the Statement of Other Comprehensive Income in the period in which they arise. Past service costs are recognised immediately in income, unless the changes to the defined benefit plan are conditional on the employees remaining in service for a specified period of time (the vesting period). In this case, the past service costs are amortised on a straight-line basis over the vesting period. The Company and employees contribute to the Provident Fund in terms of the Employees’ Provident Fund Act, No. 15 of 1958 as amended. Contributions in respect of permanent and contractual employees are remitted to the Central Bank of Sri Lanka. The Company also contributes to the Employees Trust Fund in terms of the Employees Trust Fund Act, No. 46 of 1980 as amended. The Group has no further payment obligations once the contributions have been paid. The contributions are recognised as employee benefit expenses when they are due. Prepaid contributions are recognised as an asset to the extent that a cash refund or a reduction in the future payments are available. 3.12 Employee benefits The Group has both defined benefit and defined contribution plans. A defined benefit plan is a post employment benefit plan that defines an amount of benefit that an employee will receive on retirement, usually dependent on one or more factors such as age, years of service and compensation. A defined contribution plan is a post employment benefit plan under which the Group pays fixed contributions into a separate entity. The Group has no legal or constructive obligations to pay further contributions if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods. 3.13Provisions Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, and it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a Annual Report 2013 177 reliable estimate can be made of the amount of the obligation. Where the Group expects some or all of a provision to be reimbursed, the reimbursement is recognised as a separate asset but only when the reimbursement is virtually certain. The expense relating to any provision is presented in the Income Statement net of any reimbursement. If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, where appropriate, the risks specific to the liability. Where discounting is used, the increase in the provision due to the passage of time is recognised as a borrowing cost. Life gross written insurance premiums are recognised either where the policy is issued or the instalment falls due. Gross Non life reinsurance premiums written, comprise the total premiums payable for the whole period of cover provided by contracts entered into the period and are recognised on the policy inception date. Premiums include any adjustments arising in the accounting period in respect of reinsurance contracts incepting in prior accounting periods. Unearned premiums are those proportions of premiums written in a year that relate to periods of risk after the Balance Sheet date. Unearned premiums are calculated on a monthly pro rata basis. The proportion attributable to subsequent periods is deferred as a provision for unearned premiums. 3.14Leases The determination of whether an arrangement is, or contains, a lease is based on the substance of the arrangement at the inception date, whether fulfilment of the arrangement is dependent on the use of a specific asset or assets or the arrangement conveys a right to use the asset, even if that right is not explicitly specified in an arrangement. Finance leases which transfer to the Group substantially all the risks and benefits incidental to ownership of the leased item, are capitalised at the commencement of the lease at the fair value of the leased property or if lower, at the present value of the minimum lease payments. Lease payments are apportioned between finance charges and reduction of the lease liability so as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges are recognised in finance costs in the Income Statement. As at the Balance Sheet date, the Group does not have any finance lease contracts. Operating lease payments are recognised as an operating expense in the Income Statement on a straight-line basis over the lease term. 3.15 Revenue recognition 3.15.1 Insurance related revenue The premium income is recognised on accrual basis and net of reinsurance premium. Non-life gross insurance written premiums comprise the total premiums received or receivable for the whole period of cover provided by contracts entered into during the accounting period and are recognised on the date on which the policy is issued. Premiums include any adjustments arising in the accounting period for premiums receivable in respect of business written in prior accounting periods. 3.15.2 Fee income Trust management fees and service charges are recognised on an accrual basis. If the fees are for services provided in future periods then they are deferred and recognised over those future periods. 3.15.3 Investment income Interest income Interest income is recognised on the time proportionate basis using EIR irrespective of the classification under LKAS 39. The amortisation of discount/ premium is also treated as an interest income. Dividend income Dividend income is recognised when the right to receive payment is established, irrespective of its classification of FVTPL or AFS, which is the exdividend date for equity securities. Unrealised gains Unrealised gains on AFS securities are recognised in the Statement of Other Comprehensive Income until such instrument is derecognised or impaired. Unrealised gains on financial assets at FVTPL, are recognised in the Income Statement. Realised gains Realised gains and losses recorded in the Income Statement on investments include gains and losses on financial assets. 178 AIA Insurance Lanka PLC Notes to the Consolidated Financial Statements and Significant Accounting Policies 3.16 Benefits, claims and expenses recognition 3.16.1 Gross benefits and claims Sheet date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes. Gains and losses on the sale of investments are calculated as the difference between net sales proceeds and the original or amortised cost and are recorded on occurrence of the sale transaction. Gross benefits and claims for Life insurance contracts include the cost of all claims arising during the year including internal and external claims handling costs that are directly related to the processing and settlement of claims and policyholder bonuses declared on DPF contracts, as well as changes in the gross valuation of insurance and liabilities with DPF. Death claims and surrenders are recorded on the basis of notifications received. Maturities and annuity payments are recorded when due. Non-life insurance and health claims include all claims occurring during the year, whether reported or not, related internal and external claims handling costs that are directly related to the processing and settlement of claims, a reduction for the value of salvage and other recoveries, and any adjustments to claims outstanding from previous years. Deferred income tax liabilities are recognised for all taxable temporary differences. Deferred income tax assets are recognised for all deductible temporary differences, carry forward of unused tax credits and unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses can be utilised. Deferred income tax assets and deferred income tax liabilities are offset, if a legally enforceable right exists to set off current tax assets against current income tax liabilities and the deferred income taxes relate to the same taxable entity and the same taxation authority. 4. Critical accounting estimates and the use of judgment The Group makes estimates and assumptions that affect the reported amounts of assets and liabilities within the next financial year. Estimates and judgments are continually evaluated and based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. 3.16.2 Reinsurance claims Reinsurance claims are recognised when the related gross insurance claim is recognised according to the terms of the relevant contract. 3.17Taxes The tax expense for the period comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, the tax is also recognised in other comprehensive income or directly in equity, respectively. 3.17.1 Current income tax Current income tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted by the Balance Sheet date. 3.17.2 Deferred tax Deferred income tax is provided using the liability method on temporary differences at the Balance 4.1 Insurance contracts 4.1.1 Product classification SLFRS 4, Insurance Contracts, requires contracts written by insurers to be classified either as insurance contracts or investment contracts, depending on the level of insurance risk. Insurance contracts are those contracts that transfer significant insurance risk, while investment contracts are those contracts without significant insurance risk. Accordingly, the company performs a product classification exercise covering its portfolio of contracts to determine the classification of contracts to these categories. Product classification requires the exercise of significant judgment to determine whether there is a scenario (other than those lacking commercial substance) in which an insured event would require the company to pay significant additional benefits to its customers. In the event the Company has to pay significant additional benefits to its customers, the contract is accounted for as an insurance contract. Annual Report 2013 179 The judgments exercised in determining the level of insurance risk deemed to be significant in product classification affect the amounts recognised in the consolidated financial statements as insurance and investment contract liabilities and deferred acquisition and origination costs. But Not yet Reported (IBNR) at the Balance Sheet date. It can take a significant period of time before the ultimate claims cost can be established with certainty and for some type of policies. The ultimate cost of outstanding claims is estimated by using a range of standard actuarial claims projection techniques, such as Chain Ladder and Bornheutter-Ferguson methods. The main assumption underlying these techniques is that a company’s past claims development experience can be used to project future claims development and hence ultimate claims costs. As such, these methods extrapolate the development of paid and incurred losses based on the observed development of earlier years and expected loss ratios. Historical claims development is mainly analysed by accident years as well as by significant business lines. No explicit assumptions are made regarding future rates of claims inflation. Instead, the assumptions used are those implicit in the historical claims development data on which the projections are based. In addition to the allocated loss adjustment expenses which form a part of the claim provision, a provision is added to allow for the Company’s overhead costs of the claim settlements to arrive at the central estimate of claims reserves. The central estimate of claim reserves are then projected to secure an overall level of sufficiency of not less than 75% statistical confidence. Central estimate of premium liability, which is equivalent to the Unexpired Risk Reserve (URR) on central estimate basis is calculated using a trended ultimate loss ratio for each significant business line and the Unearned Premium Reserve (UPR) that the Company currently holds. A provision is added on top of the central estimate of URR to account for claim handling expenses and other management expenses. This estimate is then projected to secure an overall level of sufficiency of not less than 75% statistical confidence as the final URR. Company reserves for the higher amount of UPR or the URR. 4.1.2 Life insurance liabilities SLFRS 4 permits a wide range of accounting treatments to be adopted for the recognition and measurement of insurance contract liabilities, including liabilities in respect of insurance contracts the Company calculates insurance contract liabilities for traditional Life insurance contracts using a net level premium valuation method, whereby the liability represents the present value of estimated future policy benefits to be paid, less the present value of estimated future net premiums to be collected from policyholders. This method uses best conservative assumptions for mortality, morbidity, expected investment yields, policyholder dividends, surrenders and expenses set at the policy inception date. These assumptions remain locked in thereafter, unless a deficiency arises on liability adequacy testing. Interest rate assumptions can vary by product. Mortality, surrender and expense assumptions are based on actual experience, modified to allow for variations in policy form. The company exercises significant judgment in making appropriate assumptions. For contracts with an explicit account balance, such as universal life and Unit-linked contracts, insurance contract liabilities represent the accumulation value, which represents premiums received and investment returns credited to the policy less deductions for mortality and morbidity costs and expense charges, plus a non-unit reserve to ensure the contracts are self-financing. Significant judgment is exercised in making appropriate estimates of gross profits, which are also regularly reviewed by the Company. The judgments exercised in the valuation of insurance contract liabilities affect the amounts recognised in the consolidated financial statements as insurance contract benefits and insurance contract liabilities. 4.1.3 Non-life insurance liability For Non-life insurance contracts, estimates have to be made both for the expected ultimate cost of claims reported at the Balance Sheet date and for the expected ultimate cost of claims Incurred 4.1.4 Acquisition expenses The Company defers its direct acquisition cost in the Non-life insurance business and the Life insurance business over the period of cover or the period of underlying instalments of the respective policies on a consistent basis in line with the basis used to defer the premium income until the policy is being in force. Deferred acquisition costs are assessed for 180 AIA Insurance Lanka PLC Notes to the Consolidated Financial Statements and Significant Accounting Policies recoverability in the year of policy issue to ensure that these costs are recoverable out of the estimated future margins to be earned on the policy. For example, a market is inactive when there is a wide bid-offer spread or significant increase in the bid-offer spread or there are few recent transactions. Changes in the fair value of financial assets held to back the Company’s Unit-linked contracts result in a corresponding change in insurance contract liabilities. For discounted cash flow analysis, estimated future cash flows and discount rates are based on current market information and rates applicable to financial instruments with similar yields, credit quality and maturity characteristics. Discount rates are influenced by risk free interest rates and credit risk. Changes in assumptions about these factors could affect the reported fair value of financial instruments. The carrying value less impairment provision of trade receivables and payables are assumed to approximate their fair values. The fair value of financial liabilities for disclosure purposes is estimated by discounting the future contractual cash flows at the current market interest rate that is available to the Group for similar financial instruments. The Group classifies fair value measurements using a fair value hierarchy that reflects the significance of the inputs used in making the measurements. The fair value hierarchy has following levels, Level I - quoted prices (unadjusted) in active markets for identical assets or liabilities Level II - inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (ie as prices) or indirectly (ie derived from prices) Level III - inputs for the asset or liability that are not based on observable market data The information regarding fair value hierarchy is given in the note 7.5 to the financial statements. 4.1.5 Liability adequacy testing The Group evaluates the adequacy of its insurance contract liabilities at least annually. Liability adequacy is assessed by portfolio of contracts in accordance with the Group’s manner of acquiring, servicing and measuring the profitability of its insurance contracts. The Group performs liability adequacy testing separately for each lines of business. For traditional Life insurance contracts, insurance contract liabilities, reduced by deferred acquisition costs and value of business acquired on acquired insurance contracts, are compared with the gross premium valuation calculated on a best estimate basis, as of the valuation date. If there is a deficiency, the unamortised balance of value of business acquired on acquired insurance contracts are written down to the extent of the deficiency. If, after writing down deferred acquisition costs for the specific portfolio of contracts to nil, a deficiency still exists, the net liability is increased by the amount of the remaining deficiency. Significant judgment is exercised in determining the level of aggregation at which liability adequacy testing is performed and in selecting best estimate assumptions. The judgments exercised in liability adequacy testing affect amounts recognised in the consolidated financial statements as commission and other acquisition expenses, deferred acquisition costs and insurance contract benefits and insurance and investment contract liabilities. 4.2 Determining the fair value of financial assets The Group determines the fair values of financial assets traded in active markets using quoted prices as of each reporting date. The fair values of financial assets that are not traded in active markets are typically determined using a variety of other valuation techniques including the present value of cash flows. A financial instrument is regarded as quoted in an active market if quoted prices are readily and regularly available from an exchange, dealer, broker, industry group, pricing service or regulatory agency, and those prices represent actual and regularly occurring market transactions on an arm’s length basis. If the above criterias are not met, the market is regarded as being inactive. 4.3 Valuation of retirement benefit obligations The cost of defined benefit plans is determined using actuarial valuations. The actuarial valuation involves making assumptions about discount rates expected rates of return on assets, future salary increases and staff turnover. Due to the long-term nature of these obligations, such estimates are subject to significant uncertainty. Details of the key assumptions used in the estimates are contained in Note 18. Annual Report 2013 181 5. 5.1 Risk management Financial risk management The primary source of financial risk to an insurer arises from its investment exposures and investment activities and as such, the investment portfolios maintain a prudent approach in its investment strategy and investment exposures to ensure that investment returns are optimised on a risk adjusted basis and to ensure the Company operates within its defined risk appetite. Risk appetite statements communicate the parameters and boundaries within which the business unit has opted to operate in relation to the identified financial risks. In the Company, the risk appetite framework has expressed the business unit’s appetite as regards capital risk, liquidity risk, credit risk and market risk. The exposures and management information pertaining to these four risk aspects are within scope of identified governance committees of the business based on the required technical expertise to provide effective oversight. Management information is submitted periodically to review and monitor these risks at these governance committees that convene as per their defined frequency of review. Management of financial risks come under the purview of the Financial Risk Committee, which approves the risk appetites and monitors the overall exposure of the Company to financial risks. Total investments of the Company are managed separately through segregated funds with due consideration to their respective risk profiles, stakeholders and objectives. The following is a high level summary of the investment exposures by the Company’s investment portfolios. The Company keeps investment exposures within the pre-determined strategic asset allocation limits, which are defined in order to generate superior investment returns without excessive exposure to high risk assets. In the case of Unit-linked funds, the policyholder is the decision maker on asset allocation due to the investment choice provided to the policyholder to choose the preferred Unit-linked fund/s to direct policy premium according to their risk appetite. As such the Unit-linked business’ investment portfolios will maintain an exposure to equity investments even during periods of volatile equity markets as long as policyholders opt to remain invested in the Unit-linked Growth Fund and Unit-linked Balanced Fund. Policyholders opt to invest in these two funds to primarily benefit from “Rupee Cost Averaging” over the long term investment horizon. Equity risk of the Unit-linked business is managed by close monitoring of the asset class parameters in each Unit-linked fund and by investing in equity in line with the equity investment philosophy of the Company. The management believes that superior investment returns in equity investments can be secured over the long term investment horizon by investing in fundamentally sound liquid blue-chip counterparties. 5.1.1 Liquidity risk Liquidity risk is the risk that liabilities cannot be met in a timely and cost effective manner as they fall due. Liquidity issues may arise from uncertainty in the value and timing of liabilities (for example, increased claims or redemptions) as Life * LKR’000 Government securities Reverse repurchase agreements Corporate debt Fixed deposits Equity Total 13,913,201 4,825,615 8,721,024 2,941,356 3,569,011 33,970,207 Non-life LKR’000 % % 41 14 26 9 10 100 * Including life shareholder assets NB: The amounts stated above are inclusive of accrued interest where applicable. 713,046 1,256,672 1,365,338 3,335,056 Total LKR’000 21 38 41 100 14,626,247 6,082,287 8,721,024 4,306,694 3,569,011 37,305,263 % 39 16 23 12 10 100 182 AIA Insurance Lanka PLC Notes to the Consolidated Financial Statements and Significant Accounting Policies well as uncertainty in the ability to monetise assets to meet obligations. Where as the liquidity risk over any time period is fundamentally the same (for example, the risk of not being able to meet liabilities cost effectively, as they fall due), there are differences in how the risk is managed over short and long time horizons. In practice, liquidity risk is considered in two components: short term or cash management liquidity and long term liquidity. Controls in place to mitigate liquidity risk - Management of liquidity risk is governed by the Liquidity Risk Management Policy which is a component of the Company’s risk management framework and are incorporated in the Investment Mandates of the business. The Company defines liquidity risk appetite in terms of Liquidity Coverage Ratio which is defined for each core portfolio of the business. The actual exposure against appetite is reported to and monitored by the Financial Risk Committee. - The Company maintains a cash flow maturity profile within the investment portfolios of the Company in tandem with risk appetite of each portfolio and cashflow needs. - Minimum liquidity levels are defined for each investment portfolio based on past experience with stresses for scenarios and based on business plan projections. The management performs a bi-annual review of the minimum liquidity levels for each investment portfolio. - The minimum liquidity levels are incorporated into the investment mandate of each portfolio and are monitored on a daily basis. Liquidity risk over the various time horizons can be defined as follows: - Short term liquidity risk The risk of an adverse financial outcome arising from having insufficient liquid resources to meet day-to-day cash requirements over the ensuing months. The adverse outcome may include financial losses caused by having to realise assets at sub-optimal prices, or the cost of drawing on emergency bank facilities. The adverse outcomes may also be reputational or business related, such as poor customer service from delayed payments and/or negative perceptions around drawing on emergency lines. - Long term liquidity risk The risk of unexpected and potentially adverse business conditions, which may affect the ability to meet future liabilities when they fall due. Typically, the longer term assessment should consider a period of up to three years. However, this will be dependent on the nature of the assets and liabilities within the business. The following table depicts the maturity profile of the investment portfolio which is designed and managed to meet the required level of liquidity as and when liquidity outgo arises taking into consideration the time horizon of the financial liabilities of the business. Annual Report 2013 183 As at 31 December 2013 No stated maturity LKR ‘000 < 1Yr 1Yr - 5 Yrs 5Yrs - 10 Yrs > 10Yrs LKR ‘000 LKR ‘000 LKR ‘000 LKR ‘000 201,285 3,263,852 2,279,779 7,794,130 - 13,539,046 4,825,615 2,756,689 3,523,657 25,000 3,749,678 - 1,200,000 - - 4,825,615 8,473,335 2,781,689 - - - - 3,569,011 3,569,011 324,998 111,707 497,807 8,718,101 112,401 6,924,910 21,404 6,050,861 8,994,130 89,239 1,449,007 5,107,257 324,998 89,239 1,449,007 245,512 497,807 35,795,259 < 1Yr 1Yr - 5 Yrs 5Yrs - 10 Yrs > 10Yrs Life * LKR ‘000 LKR ‘000 LKR ‘000 LKR ‘000 Debt securities Available for sale Government securities 6,251,253 5,860,042 2,078,995 1,665,230 - 15,855,520 10,101,896 498,092 691,223 599,980 25,000 500,000 - - - 10,101,896 1,598,072 716,223 - - - - 3,041,669 3,041,669 119,433 120,549 579,297 18,361,743 106,861 6,591,883 25,175 2,604,170 1,665,230 98,378 1,634,647 4,774,694 119,433 98,378 1,634,647 252,585 579,297 33,997,720 Life * Debt securities Available for sale Government securities Loans and receivables Reverse repurchase agreements Corporate debt Fixed deposits Equity securities At fair value through profit or loss Other loans and receivables Premium receivables Reinsurance assets Policy loans Other receivables Cash and cash equivalents Total LKR ‘000 * Including life shareholder assets. As at 31 December 2012 Loans and receivables Reverse repurchase agreements Corporate debt Fixed deposits Equity securities At fair value through profit or loss Other loans and receivables Premium receivables Reinsurance assets Policy loans Other receivables Cash and cash equivalents * Including life shareholder assets. No stated maturity LKR ‘000 Total LKR ‘000 184 AIA Insurance Lanka PLC Notes to the Consolidated Financial Statements and Significant Accounting Policies As at 31 December 2013 Non-life Debt securities Available for sale Government securities Loans and receivables Reverse repurchase agreements Corporate debt Fixed deposits Other loans and receivables Premium receivables Reinsurance assets Other receivables Cash and cash equivalents < 1Yr 1Yr - 5 Yrs 5Yrs - 10 Yrs LKR ‘000 LKR ‘000 LKR ‘000 No stated maturity LKR ‘000 Total LKR ‘000 150,826 541,651 - - 692,477 1,256,672 1,288,301 - - - 1,256,672 1,288,301 514,498 32,870 240,549 3,483,716 13,710 555,361 3,250 3,250 1,015,410 1,015,410 514,498 1,015,410 49,830 240,549 5,057,737 As at 31 December 2012 Non-life Debt securities Available for sale Government securities Loans and receivables Reverse repurchase agreements Corporate debt Fixed deposits Other loans and receivables Premium receivables Reinsurance assets Other receivables Cash and cash equivalents < 1Yr 1Yr - 5 Yrs 5Yrs - 10 Yrs LKR ‘000 LKR ‘000 LKR ‘000 No stated maturity LKR ‘000 Total LKR ‘000 577,744 332,163 - - 909,907 1,823,499 45,000 221,840 - - - 1,823,499 45,000 221,840 453,526 14,682 98,827 3,235,118 19,789 351,952 6,884 6,884 753,927 753,927 453,526 753,927 41,355 98,827 4,347,881 Annual Report 2013 185 5.1.2 Credit risk Credit risk is the risk of adverse financial impact resulting from fluctuations in credit quality of third parties including default, rating transition and credit spread movements. Credit risk categories include default risk, spread risk and rating migration risk, each of which is defined below. - Spread risk The risk of an adverse financial outcome arising from changes in the level or volatility of third party credit spreads. Credit spread moves can be caused by credit concerns (improving or worsening) on the issuer or from market factors (such as risk appetite and liquidity within the market). - Default risk The risk of an adverse financial outcome arising from one or more third party default events. A default event includes a delay in repayments or interest payments, restructuring of borrower repayments/interest schedule, bankruptcy and repudiation/moratorium (for example, for sovereign counterparties). - Rating migration risk The risk of an adverse financial outcome arising from a change in third party credit standing. As well as having a potential knock-on effect on spreads, rating movements can trigger solvency and accounting impacts (for example, where rules are based on counterparty ratings) and can drive management actions and the realisation of losses (for example, where Investment Mandates set counterparty and portfolio limits based on ratings). Controls in place to mitigate credit risk - The management of credit risk is governed by the Credit Risk Management Policy which is embedded within the Investment Policy and incorporated in the Investment Mandates of the business. - Single counterparty exposures are monitored based on the counterparty exposure in comparison to the net assets of the counterparty - All investments are denominated in LKR and the Company does not maintain any investment exposures to assets held overseas. - Minimum investment grade rating criteria been implemented for determining investment decisions. - The Company maintains a predominant exposure to government securities and high grade corporate debt thus prudently managing credit default risk from these investments - The following proportions were held by the respective portfolios in government securities and corporate debt as at 31 December 2013: Government securities Corporate debt and fixed deposits Life conventional fund 63% 37% Life, excluding conventional fund and linked funds 62% 38% Non-life insurance fund 59% 41% - The exposure to asset classes with high risk such as equity is maintained at a minimum level in portfolios with management discretion. There were no exposures to equity in Life conventional fund and Non-life insurance fund as at the Balance Sheet date. - The Company places corporate debt investment exposures with counterparties with “A” (lka) and above as assigned by Fitch Ratings Lanka - Rating movements on the Company’s corporate debt investments are monitored on a monthly basis by the Investments Operations Committee. - All Company investments are maintained with the custodian bank Deutsche Bank - Government securities, including collateral from reverse repurchase agreements are held at Lanka Secure, which is maintained by the Central Bank of Sri Lanka - All reverse repurchase agreements maintain its exposure to government securities. - The Company has a Collateral Management Policy and maintains a haircut of at least 10% on investments in reverse repurchase agreements. (Refer the table; collateral adequacy on page 187 of the Annual Report). - The Company carries out investment transactions through/with Investment Committee approved intermediaries. 186 AIA Insurance Lanka PLC Notes to the Consolidated Financial Statements and Significant Accounting Policies As at 31 December 2013 Life * Risk free LKR '000 Available for sale Government securities 13,539,046 - - - - - - 13,539,046 4,825,615 18,364,661 * Including life shareholder assets. 554,038 5,580 559,618 5,075,320 2,227,651 425,204 7,728,175 3,398,015 63,358 3,461,373 211 211 - 324,998 89,239 1,449,007 245,512 3,454 2,112,210 4,825,615 8,473,335 2,781,689 324,998 89,239 1,449,007 245,512 497,807 32,226,248 Risk free LKR '000 AAA LKR '000 AA LKR '000 A LKR '000 BB LKR '000 F1 LKR '000 Non rated LKR '000 Total LKR '000 15,855,520 - - - - - - 15,855,520 10,101,896 25,957,416 * Including life shareholder assets. 100,000 53,264 153,264 580,000 377,637 504,401 1,462,038 899,980 238,586 3,233 1,141,799 - 118,092 118,092 119,433 98,378 1,634,647 252,585 18,399 2,123,442 10,101,896 1,598,072 716,223 119,433 98,378 1,634,647 252,585 579,297 30,956,051 Risk free LKR '000 AAA LKR '000 AA LKR '000 A LKR '000 Non rated LKR '000 Total LKR '000 692,477 - - - - 692,477 1,256,672 1,949,149 404,428 3,729 408,157 883,873 208,000 1,091,873 28,010 28,010 514,498 1,015,410 49,830 810 1,580,548 1,256,672 1,288,301 514,498 1,015,410 49,830 240,549 5,057,737 Loans and receivables Reverse repurchase agreements Corporate debt Fixed deposits Premium receivables Reinsurance assets Policy loans Other receivables Cash and cash equivalents AAA LKR '000 AA LKR '000 A LKR '000 BB LKR '000 F1 LKR '000 Non rated LKR '000 Total LKR '000 As at 31 December 2012 Life * Available for sale Government securities Loans and receivables Reverse repurchase agreements Corporate debt Fixed deposits Premium receivables Reinsurance assets Policy loans Other receivables Cash and cash equivalents As at 31 December 2013 Non - life Available for sale Government securities Loans and receivables Reverse repurchase agreements Corporate debt Fixed deposits Premium receivables Reinsurance assets Other receivables Cash and cash equivalents Annual Report 2013 187 As at 31 December 2012 Non - life Available for sale Government securities Loans and receivables Reverse repurchase agreements Corporate debt Fixed deposits Premium receivables Reinsurance assets Other receivables Cash and cash equivalents Risk free LKR '000 AAA LKR '000 AA LKR '000 A LKR '000 Non rated LKR '000 Total LKR '000 909,907 - - - - 909,907 1,823,499 2,733,406 60,000 3,223 63,223 60,000 88,326 148,326 45,000 101,840 298 147,138 453,526 753,927 41,355 6,980 1,255,788 1,823,499 45,000 221,840 453,526 753,927 41,355 98,827 4,347,881 Life* Collateral adequacy 2013 LKR ‘000 Carrying value of investments in reverse repurchase agreements Fair value of collaterals ** Excess value of collaterals Margin Non-life 2012 LKR ‘000 4,825,615 5,741,030 915,415 19% 10,101,896 12,031,195 1,929,299 19% 2013 LKR ‘000 2012 LKR ‘000 1,256,672 1,591,534 334,862 27% 1,823,499 2,201,494 377,995 21% * Including life shareholder assets ** The collaterals against the investments in reverse repurchase agreements are valued inclusive of interest receivable. The following table reflects the credit ratings of the financial assets of the business. 5.1.3.1Interest rate risk The risk of an adverse financial impact due to changes in the absolute level of interest rates, in the shape or curvature of the yield curve or in any other interest rate relationship including volatility and spread between different yield curves. The following table summarises the nature of the interest rate risk associated with financial assets. 5.1.3 Market risk Market risk is the risk of adverse financial impact resulting from fluctuations in the level or volatility of prices of financial instruments and other market factors including interest rates, inflation and foreign exchange rates. Market risk categories include interest rate risk, equity risk, foreign exchange risk, inflation risk, property risk, commodity risk and other risks arising from alternative investments (for example, hedge funds and private equity). The Company’s primary sources of market risks are interest rate risk and equity risk. Although credit and liquidity risks are defined and managed as separate risks, the assessment of market risk does consider the interdependence between market risk, credit and liquidity risks (for example, market losses caused by illiquidity issues, sovereign default or a default of a systemically important counterparty) and also the capital risk arising from market risk. As at 31 December 2013 Fixed interest LKR '000 Variable interest LKR '000 1,529,761 29,539,685 - 80,000 - 164,758 1,694,519 - 29,619,685 324,998 324,998 89,239 89,239 208,258 31,069,446 288,258 * Including life shareholder assets 289,549 497,807 868,544 32,226,248 Life* Financial assets Loans and deposits Debt securities Premium receivable Reinsurance assets Cash and cash equivalents Non interest bearing LKR '000 Total LKR '000 188 AIA Insurance Lanka PLC Notes to the Consolidated Financial Statements and Significant Accounting Policies As at 31 December 2013 Fixed interest Non-life LKR '000 Financial assets Loans and deposits Debt securities Trade receivable Reinsurance assets Cash and cash equivalents Variable interest LKR '000 Non interest bearing LKR '000 Total LKR '000 13,779 3,237,450 - - 36,051 49,830 - 3,237,450 514,498 514,498 1,015,410 1,015,410 3,251,229 41,615 41,615 198,934 240,549 1,764,893 5,057,737 5.1.3.4Sensitivity analysis on market, equity and interest rate risk The sensitivity analysis for interest rate risk illustrates how changes in the fair value or future cash flows of a financial instrument at the reporting date will fluctuate in response to assumed movements in market interest rates. The management monitors the sensitivity of reported fair value of financial instruments on a regular basis by assessing the projected changes in the fair value of financial instruments held by the portfolios in response to assumed parallel shift in the yield curve by +/- 100 basis points. The sensitivity analysis for equity risk illustrates how changes in the fair value of equity securities at the reporting date will fluctuate in response to assumed changes in equity market prices. The management monitors movements in the fair value of equity securities on a regular basis by assessing the projected changes in the fair value of equity securities held by the portfolios in response to assumed equity price movements of +/- 10%. The sensitivity analysis given in the following tables reflect the impact on the Company’s profit before tax and hence the net asset value, arising from 100 basis points parallel shift in the interest rates and arising from a 10% change in equity prices. 5.1.3.2Equity risk Equity risk is the risk of adverse financial impact due to equity market dynamics (for example, individual spot or derivative price moves, index moves, volatility and correlation changes, etc.). This risk applies to direct equity (the holding of equities, embedded equity options in liabilities) and to indirect equity (management fees on equity funds) positions. 5.1.3.3Foreign exchange risk The risk of adverse financial impact due to changes in the spot/forward price levels, volatility and correlations of currency exchange rates. The Company does not maintain foreign currency denominated assets in its investment portfolios and as such is not exposed to foreign exchange risk related to investments. The foreign currency exposures arising from operations are managed through a natural hedging mechanism by maintaining dollar denominated bank account which is used to fund foreign currency payments. Evaluating the impact of market risk, credit risk and liquidity risk are inbuilt into the investment decision making process. The market risk, credit risk and liquidity risk of the investment portfolios are monitored every month by the Investment Operations Committee, a management level governance oversight committee responsible to oversee investments. The Board of Directors level governance oversight committee responsible to oversee investments is the Investment Committee which is a sub-committee of the Board of Directors. The Investment Committee monitors the market risk, credit risk and liquidity risk of the investment portfolios every quarter. The capital risk of the Company is monitored by the Financial Risk Committee that convenes on a quarterly basis. The Financial Risk Committee also reviews the liquidity risk, credit risk and market risk of the investment portfolios. 2013 Life Impact to; 2012 Profit Profit Net asset before Net asset before value tax value tax LKR '000 LKR '000 LKR '000 LKR '000 Interest rate risk + 100 basis points Government securities - 100 basis points Government securities (5,326) - (5,483) - 5,445 - 5,620 - Equity market risk 10% increase in equity market prices 10% decrease in equity market prices - - 248 248 - - (248) (248) Annual Report 2013 189 2013 Interest rate risk + 100 basis points Government securities - 100 basis points Government securities (8,690) - (7,976) - 8,873 - 8,173 - For Life business only Life shareholders fund assets are considered in line with the accounting treatment as movement in asset values of Life policyholders fund and Unit-linked funds are charged to their respective policy liability and does not impact the profit before tax and net asset value of the Company. The proportion of investments in Government securities, corporate debt and fixed deposits by the respective portfolios are given in the table on page 185. The exposure to asset classes with high levels of volatility such as equity is maintained at minimum levels in portfolios except in the case of Unit-linked portfolios of growth fund and balanced fund where equity investments are maintained inline with policyholder expectations and risk appetite. Life conventional fund, Life shareholders’ fund, Non-life insurance fund and non unit fund all held zero exposure as at 31 December 2013 to dealing equity investments inline with investment strategy and risk appetite. The Company does not maintain any investments in commodities and any investments in derivative instruments, structured investment instruments or alternative investments. Controls in place to mitigate market risk - Profit Net Profit Net asset before asset before value tax value tax LKR '000 LKR '000 LKR '000 LKR '000 Non - life Impact to; 2012 The management of market risk is governed by the Market Risk Management Policy which is embedded within the Investment Policy and incorporated in the Investment Mandates of the business. - The Company has defined the appetite for interest rate risk in terms of its impact on the Risk Based Capital solvency which is reviewed on a monthly basis and is rebased and approved at Financial Risk Committee every quarter. - Also the Company sets itself a target asset duration based on the liability profile of the Company, in order to minimise the adverse impact from varying interest rates. - Monitoring of the equity exposures against the risk limits and benchmarks that are defined and refreshed on a periodic basis, depending on the risk appetite and the market conditions. Review of interest rate risk exposure against the risk appetites is included in the investment approval process of the Company. - All investments are denominated in LKR and the Company does not maintain any investment exposure to assets held overseas. Fixed income investments are maintained mainly in government securities which eliminate the credit risk premium volatility from the asset price and in high grade securities with relatively high credit ratings by Fitch Ratings Lanka. 5.2 Insurance risk 5.2.1 Life insurance Frequency and severity of claims For contracts where death is the insured risk, the most significant factors that could increase the overall frequency of claims are epidemics such as AIDS, SARS and a human form of avian flu or widespread changes in lifestyle, such as eating, smoking and exercise habits, resulting in earlier or more claims than expected. For contracts where survival is the insured risk, the most significant factor is continued improvement in medical science and social conditions that would increase longevity. At present, these risks do not vary significantly in relation to the location of the risk insured by the Company. However, undue concentration by amounts could have an impact on the severity of benefit payments on a portfolio basis. For contracts with fixed and guaranteed benefits and fixed future premiums, there are no mitigating terms and conditions that reduce the insurance risk accepted. The Company manages these risks through its underwriting strategy and reinsurance arrangements. The underwriting strategy is intended to ensure that the risks underwritten are well diversified in terms of type of risk and the level of insured benefits. Medical selection is also included in the Company’s 190 AIA Insurance Lanka PLC Notes to the Consolidated Financial Statements and Significant Accounting Policies premium mode. From this investigation, crude persistency rates are derived, allowing for all of paid-up, lapse, surrender and revivals. Next, the twenty four months weighted rates are assessed and smoother assumptions are set. underwriting procedures, with premiums varied to reflect the health condition and family medical history of the applicants. The Company has a retention limit of LKR 1 Mn on any single life insured. The Company reinsures the excess of the insured benefit over LKR 1 Mn for standard risks (from a medical point of view). Medically impaired lives are charged higher insurance premiums. Sources of uncertainty in the estimation of future benefit payments and premium receipts Uncertainty in the estimation of future benefit payments and premium receipts for Long term insurance contracts arises from the unpredictability of long term changes in overall levels of mortality and the variability in contract holder behaviour. The Company uses appropriate base tables of standard mortality according to the type of contract being written. An investigation into the actual experience of the Company over the last five years is carried out and statistical methods are used to adjust the crude mortality rates to produce a best estimate of expected mortality for the future. Where data is sufficient to be credible, the statistics generated by the data are used without reference to a regulatory table. Where this is not the case, the best estimate of future mortality is based on standard regulatory tables adjusted for the Company’s overall experience. For contracts that insure survival, an adjustment is made for future mortality improvements based on trends identified in the continuous mortality investigations performed by independent actuarial bodies. The Company maintains voluntary termination statistics to investigate the deviation of actual termination experience against assumptions. Statistical methods are used to determine appropriate termination rates. An allowance is then made for any trends in the data to arrive at a best estimate of future termination rates. c. Investment returns d. Renewal expense level and inflation Internal investigations covering five year period are conducted by claim type, subdivided by age. From these investigations crude incidence rates are derived. Next, A/E ratios are calculated and accordingly percentage of standard mortality table is used for final assumption. b.Persistency An internal investigation is conducted by entry year and product type, subdivided by Renewal expense levels are set by way of an expense investigation into the expenses of the Company over the last calendar year, with each expense being classified as acquisition/renewal and then being assigned a driver based on how it may develop into the future. The expense assumptions are verified for reasonableness against the latest three year business plan. Inflation margins are set based on an analysis of historic data, comparing the risk free rate of return with the relevant inflation index. Change in assumptions and sensitivity analysis The main insurance risks to the Life business are claims and expense levels. A sensitivity analysis was conducted in 2013 with 2 stresses, 110% claims experience and 110% expense levels. In both cases the impact to the policyholder liabilities of assuming such a change was reflective of future conditions was considered. Increasing claim rates by 10% would lead to an increase in policy liabilities of LKR 160 Mn, 0.72% of the policy liability. Increasing expense rates by 10% would lead to an increase in policy liabilities of LKR 11Mn, 0.05% of the policy liability. The increase due to expenses is lower because the net premium policyholder liability already allows for very prudent expense levels. Process used to decide on assumptions a. Mortality / Morbidity Investment returns are set based on a risk-free basis by considering the valuation date forward rates of government securities in the local market. 5.2.2Non-life Claim liability In estimating the Central Estimate of Claim Liabilities (CE-CL), the Chain Ladder and BornheutterFerguson on paid and reported methods is applied for each class of business. This involves taking a view and making assumptions on the future development of settlement and reporting trends for each policy year. Hence, the major assumption to be tested is an increase or decrease of future development trends. Annual Report 2013 191 The central estimate of the claim reserves are then projected to secure an overall level of sufficiency of not less than 75% confidence. In assessing the claim liability at the 75% confidence level, we have derived a new set of Provision of Risk Margin for Adverse Deviation (PRAD), which was based on a Stochastic Chain Ladder approach. The variables tested were Claims Handling Expenses (CHE), PRAD loadings and Loss Development Factor (LDF) and the impact of those on the 75% IBNR is given below. It was found that a +/-10% change in the LDF has a +/-14.41% impact on the 75% IBNR. And it was found that a 200% increase in the PRAD loading increases the 75% IBNR by 33.5% and a 50% decrease in the PRAD loading reduces the 75% IBNR by 16.7%. A 5% provision has been added to allow for the claims handling expenses such as annual salary and related overhead costs of the claims department. Sensitivity of this assumption is given below. A +/-10% change in the claims handling expenses has a +/-1.5% impact on the 75% IBNR. Premium liability Trended Ultimate Loss Ratio (ULR) for each class has been applied to the UPR to determine the central estimate of the URR. A 5% provision for claims handling expenses and a 15% provision of UPR for management expenses have been added on top of the central estimate of the URR. Hence, claim handling expenses, the management expenses and PRAD loadings are important assumptions for the calculation of the provision for unexpired risks and premium liability. There is no impact to the premium liability in stressing the expense variables since the UPR is higher than the stressed URR and company holds the UPR. However, we observe that the premium liability is affected by a two-fold increase in the PRAD loadings and it is a 2.5% increase. 5.3 Capital management The focus of capital management is to maintain a strong capital base to support the business and business growth, and to satisfy regulatory capital requirements at all times. In view of this the Company has established the following objectives, policies and approach. - To ensure financial and operational stability of the business, thereby providing a degree of confidence to policyholders. - To allocate capital efficiently and support the growth of the business by ensuring that returns on capital employed meets the requirements of capital providers and of shareholders. - To maintain financial strength to support new business growth and to satisfy the requirements of the policyholders, regulators and stakeholders. - To maintain healthy capital ratios in order to support business objectives and optimise shareholder value. The responsibility for capital management is entrusted to Chief Financial Officer (CFO) and as such the CFO is a key participant in discussions and decisions that impacts asset-liability management, strategic asset allocation and solvency management. The Company’s approach to managing capital involves managing assets, liabilities and risks in a coordinated and concerted manner, assessing shortfalls between reported and required capital levels on a regular basis and taking appropriate actions to influence the capital position of the Company in light of changes in economic conditions and risk appetites. The capital requirements are forecasted on a periodic basis, and assessed against both the forecasted available capital and the expected internal rate of return. The Capital Risk Management Policy sets out the risk appetite for capital management, crisis action plan and contingency funding plan for the Company. The Company has complied with the minimum regulatory requirements as prescribed by the regulator, the Insurance Board of Sri Lanka by maintaining the margins well above the prescribed levels for both Life and Non-life businesses. In this respect the Company manages its capital to be on par with minimum required regulatory capital position. Management considers the quantitative threshold of 100% sufficient to optimise shareholders’ return while providing adequate capital to write insurance business for both Life insurance and Non-life insurance. 192 AIA Insurance Lanka PLC Notes to the Financial Statements 6 Segment information Operating segments are reported in a manner consistent with the internal reports provided to the chief operating decision maker. The chief operating decision maker who is responsible for the allocation of resources and assessing performance of the operating segments, has been identified as the Executive Committee that makes strategic decisions. The Executive Committee considers the business from products and services perspective. Accordingly the Group is organised into three operating segments as follows 1. The Life insurance segment offers a range of protection, Unit-linked and universal Life products. 2. The Non-life insurance segment comprises both Non-life insurance and healthcare. Non-life insurance products offered include motor, household, commercial and business interruption insurance. Non-life healthcare contracts provide medical cover to policyholders. 3. The trust management services are provided by a fully owned subsidiary, Rainbow Trust Management Limited. The Executive Committee assesses the performance of the operating segments based on the measure of profit or loss. 6.1Segmental Income Statement For the financial year ending 31 December 2013 Trust Life Non-life managementConsolidation insurance insurance servicesadjustments Group LKR’000LKR’000LKR’000LKR’000LKR’000 Insurance premium revenue Reinsurance premium ceded Net earned premium 6,566,650 (253,541) 6,313,109 2,555,482 (674,831) 1,880,651 - - - - 9,122,132 - (928,372) - 8,193,760 Asset management fees and related income Investment income Other income Total segment revenue - 3,808,401 354,954 10,476,464 - 599,580 38,009 2,518,240 370 - 332 702 - 370 (1,818) 4,406,163 - 393,295 (1,818) 12,993,588 Net benefits and claims Transfer to the Long Term insurance fund Net acquisition expenses (5,652,349) (753,963) (815,996) (1,097,830) - (16,131) - - - - (6,750,179) - (753,963) - (832,127) Depreciation and amortisation Other operating and administrative expenses - (2,717,691) (104,628) (1,013,621) - (393) - (104,628) - (3,731,705) Share of profit from associate Profit before tax Tax expenses Profit for the year ended 31 December 2013 - - - 2,395 2,395 536,465 (336,465) 286,030 12,471 309 (52) 577 (42) 823,381 (324,088) 200,000 298,501 257 535 499,293 Annual Report 2013 193 6.1Segmental Income Statement (contd.) Trust For the financial year ending 31 December 2012 Life Non-life managementConsolidation insurance insurance servicesadjustments Group LKR’000LKR’000LKR’000LKR’000LKR’000 Insurance premium revenue Reinsurance premium ceded Net earned premium Asset management fees and related income Investment income Other income Total segment revenue 6,495,863 (219,497) 6,276,366 - 3,490,753 267,251 10,034,370 2,495,036 (527,245) 1,967,791 - 536,842 90,205 2,594,838 - - - 1,675 - 356 2,031 Net benefits and claims Transfer to the Long Term insurance fund Net acquisition expenses Depreciation and amortisation Other operating and administrative expenses Share of profit from associate (3,163,294) (3,672,697) (757,551) - (1,925,678) - (1,020,360) - (137,875) (96,758) (659,351) - - - - - (464) - - - - - (1,505) - (1,505) 8,990,899 (746,742) 8,244,157 1,675 4,026,090 357,812 12,629,734 - (4,183,654) - (3,672,697) - (895,426) - (96,758) - (2,585,493) 8,358 8,358 Profit before tax 515,150 680,494 1,567 6,853 1,204,064 Tax expenses (320,150) (35,279) (294) (434) (356,157) Profit for the year ended 31 December 2012 195,000 645,215 1,273 6,419 847,907 Management considers its external customers to be the individual policyholders, as such the Group is not reliant on any individual customer. 6.2Segmental Statement of Financial Position Trust As at 31 December 2013 Life Non-life management Consolidation insurance insurance servicesadjustments Group LKR’000LKR’000LKR’000LKR’000LKR’000 Assets Financial assets Trade and other receivables Reinsurance assets Investment in subsidiary Investment in associate Property, plant and equipment Intangible assets Deferred tax assets Other fund assets Other assets Cash and cash equivalents Total assets 31,459,091 1,775,296 89,239 - 6,171 - 39,223 - - 1,551,894 521,517 35,442,431 4,967,055 808,548 1,015,411 1,000 13,213 303,473 715,105 20,688 181,806 437,801 272,293 8,736,393 - 85 - - - - - - - 245 3,496 3,826 Liabilities Insurance liabilities Retirement benefit obligations Deferred tax liabilities Other fund liabilities Trade and other payables Provisions Current income tax liabilities Deferred revenue Bank overdraft Total liabilities 33,812,294 - 124,756 - 690,265 681,010 76,320 6,298 51,488 35,442,431 2,755,899 214,627 - 181,806 280,645 577,551 109,254 74,195 3,966 4,197,943 - - - - - 435 (62) - - 373 - 36,568,193 - 214,627 (20,688) 104,068 - 181,806 - 970,910 - 1,258,996 - 185,512 - 80,493 - 55,454 (20,688) 39,620,059 - - - - 35,442,431 300,000 72,096 4,166,354 4,538,450 8,736,393 1,000 - 2,453 3,453 3,826 (1,000) 300,000 - 72,096 44,430 4,213,237 43,430 4,585,333 22,742 44,205,392 Equity Stated capital Capital reserves Revenue reserves Total equity Total equity and liabilities - - - (1,000) 44,430 - - (20,688) - - - 22,742 36,426,146 2,583,929 1,104,650 63,814 303,473 754,328 181,806 1,989,940 797,306 44,205,392 194 AIA Insurance Lanka PLC Notes to the Financial Statements 6.2Segmental Statement of Financial Position (contd.) As at 31 December 2012 Trust Life Non-life management Consolidation insurance insurance servicesadjustments Group LKR’000LKR’000LKR’000LKR’000LKR’000 Assets Financial assets Trade and other receivables Reinsurance assets Investment in subsidiary Investment in associate Property, plant and equipment Intangible assets Deferred tax assets Other fund assets Other assets Cash and cash equivalents Total assets 29,508,622 1,805,752 98,378 - 6,171 - - - - 1,284,375 547,711 33,251,009 4,805,004 695,816 753,928 1,000 13,213 203,439 402,105 189 188,826 499,473 132,838 7,695,831 - 196 - - - - - - - 106 3,361 3,663 Liabilities Insurance liabilities Retirement benefit obligations Deferred tax liability Other fund liabilities Trade and other payables Provisions Current income tax liabilities Deferred revenue Bank overdraft Total liabilities 32,017,218 - - - 502,028 449,460 281,098 - 1,205 33,251,009 2,325,611 249,732 5,139 188,826 308,349 370,899 154,085 74,508 1,220 3,678,369 - - - - 4 230 230 - - 464 - 34,342,829 - 249,732 (189) 4,950 - 188,826 (96) 810,285 - 820,589 - 435,413 - 74,508 - 2,425 (285) 36,929,557 Equity Stated capital Capital reserves Revenue reserves Total equity Total equity and liabilities 33,251,009 300,000 72,096 3,645,366 4,017,462 7,695,830 1,000 - 2,199 3,199 3,663 (1,000) 300,000 - 72,096 43,892 3,691,457 42,892 4,063,553 42,607 40,993,110 All the Group’s business segments operate in one main geographical area, hence they do not qualify for secondary reporting. - (23) - (1,000) 43,893 - - (189) - (74) - 42,607 34,313,626 2,501,741 852,306 63,277 203,439 402,105 188,826 1,783,880 683,910 40,993,110 Annual Report 2013 195 7 Financial assets Financial assets are summarised by measurement category in the table below. As at 31 December Note Fair value through profit or loss 7.1 Available for sale 7.2 Loans and receivables 7.3 2013 Group/ Company 2012 Carrying value Fair value Carrying value Fair value LKR’000LKR’000LKR’000LKR’000 3,569,011 14,231,523 18,625,612 36,426,146 3,569,011 14,231,523 19,494,726 37,295,260 3,041,669 3,041,669 16,765,427 16,765,427 14,506,530 14,204,699 34,313,626 34,011,795 The fair values of the loans and receivables have been estimated by comparing current market interest rates for similar instruments with the rates offered when the loans were first recognised, together with appropriate market credit adjustments except for the loans and receivables considered to be current of which, fair value approximates the carrying value. 7.1Financial assets at fair value through profit or loss Group/Company As at 31 December 2013 2012 LKR’000 LKR’000 Investments in equity securities - listed 3,569,011 3,569,011 Financial assets at fair value through profit or loss Current Non current 3,569,011 3,041,669 - 3,569,011 3,041,669 3,041,669 3,041,669 Equity securities classified at fair value through profit or loss are designated in this category upon initial recognition. There are no non-derivative financial assets held for trading. 7.2Available for sale financial assets Group/Company As at 31 December 2013 2012 LKR’000 LKR’000 Government securities 14,231,523 16,765,427 14,231,523 16,765,427 Available for sale financial assets Current Non current 352,111 6,828,997 13,879,412 9,936,430 14,231,523 16,765,427 At the reporting date there were no available for sale assets that were overdue but not impaired. 196 AIA Insurance Lanka PLC Notes to the Financial Statements 7 Financial assets (contd.) 7.3Loans and receivables Group/Company As at 31 December 2013 2012 LKR’000 LKR’000 Corporate debt -listed Corporate debt -unlisted Reverse repurchase agreements Bank deposits 8,393,335 1,563,072 80,000 80,000 6,082,287 11,925,395 4,069,990 938,063 18,625,612 14,506,530 Loans and receivables Current Non current 10,127,277 13,381,550 8,498,335 1,124,980 18,625,612 14,506,530 The Group holds collaterals for the reverse repurchase agreements. Generally the collaterals are pledged with an excess of 10% or more of the amortised value of the reverse repurchase agreement in terms of face value of the security pledged. The fair value of those collaterals held are as follows; Group/Company As at 31 December 2013 2012 LKR’000 LKR’000 Financial assetNature of the collateral Reverse repurchase agreements- Government treasury bills 1,040,378 3,508,815 - Government treasury bonds 6,292,185 10,723,874 7,332,563 14,232,689 7.4Movement in the Group’s financial assets are summarised by measurement category: Fair value through profit Available for Loans and or loss sale receivables Total LKR’000LKR’000LKR’000LKR’000 Balance as at 01 January 2013 Purchases (Sales)/ (maturities) Realised gains/(losses) Amortisation of discount /(premium) Fair value gains/ (losses) recorded in the Income Statement Fair value gains/ (losses) recorded in the Statement of Other Comprehensive Income Balance as at 31 December 2013 3,041,669 16,765,427 14,506,530 34,313,626 1,591,228 15,749,612 39,363,947 56,704,787 (1,187,864) (19,599,616) (36,281,460) (57,068,940) 98,911 13,313 - 112,224 - 325,887 1,036,595 1,362,482 25,067 - - 25,067 - 976,900 3,569,011 14,231,523 - 976,900 18,625,612 36,426,146 Annual Report 2013 197 7 Financial assets (contd.) 7.5Determination of fair value and fair value hierarchy Group/Company As at 31 December 2013 2012 LKR’000 LKR’000 Level 1 Financial assets at fair value through profit or loss Equity instruments - listed Level 2 Available for sale financial assets Government securities 3,569,011 3,041,669 14,231,523 16,765,427 17,800,534 19,807,096 8 Trade and other receivables GroupCompany As at 31 December 2013201220132012 LKR’000 LKR’000 LKR’000 LKR’000 Policy loans Agent loans Staff loans Trade receivables Amounts receivable from reinsurers 1,634,647 134,242 106,281 582,473 57,643 2,515,286 1,449,008 189,315 84,981 853,092 25,974 2,602,370 1,634,647 134,242 106,281 582,277 57,643 2,515,090 (Less) Provision for impairment - Agent loans (4,930) (4,226) -Trade receivables (13,596) (9,319) (18,526) (13,545) (4,930) (13,596) (18,526) (4,226) (9,319) (13,545) 1,449,008 189,315 84,981 853,177 25,974 2,602,455 2,583,929 2,501,741 2,583,844 2,501,545 Trade and other receivables Current Non current 984,158 1,599,771 2,583,929 708,385 1,793,356 2,501,741 984,073 1,599,771 2,583,844 708,189 1,793,356 2,501,545 The Group holds the collaterals against the agent loans and staff loans amounting LKR 109,600,000 and 52,950,000 respectively as at 31 December 2013 (2012 - LKR 190,400,000 and LKR 62,000,000). 8.1 Movement in trade and other receivables: Group Company LKR’000 LKR’000 Balance as at 01 January 2013 Revenue receivable from customers Collection of cash from customers Foreign exchange revaluation difference Loans granted during the period Loan repayments during the period Amortisation of discount/ (premium) and deferred benefits Movement in impairment allowance Balance as at 31 December 2013 2,501,741 3,719,309 (3,482,822) 2,548 1,020,261 (1,178,447) 6,318 (4,979) 2,583,929 2,501,545 3,718,924 (3,482,326) 2,548 1,020,261 (1,178,447) 6,318 (4,979) 2,583,844 198 AIA Insurance Lanka PLC Notes to the Financial Statements 8 Trade and other receivables (contd.) 8.2 The reconciliation of the provision for impairment losses on assets classified as loans and receivables is as follows: Group/Company LKR’000 Balance as at 01 January 2013 Additional provision for impairment during the period Reversal of provision for impairment Write off of loans and receivables Balance as at 31 December 2013 13,545 5,042 (61) 18,526 A specific impairment provision has been made against each of the individually impaired financial assets for the full amount of impairment. 9 Reinsurance assets Group/Company As at 31 December 2013 2012 LKR’000 LKR’000 Reinsurers’ share of outstanding claims and expenses Reinsurers’ share of policy liabilities Total assets arising from reinsurance contracts 818,171 286,479 1,104,650 585,460 266,846 852,306 Reinsurance assets Current Non current 1,104,650 - 1,104,650 852,306 852,306 As per the contractual arrangements, the reinsurer is committed to reimburse the losses only upon payment of the claims to the clients and hence no reinsurance asset is past due which may lead to a provision for impairment. Amounts due from reinsurers in respect of claims already paid by the Group on the contracts that are reinsured are included in trade and other receivables (Note 8). The Group does not hold any collateral as security against potential default by reinsurance counterparties. 10 Investment in subsidiary Company As at 31 December 2013 2012 Number of LKR’000 LKR’000 Shares Rainbow Trust Management Limited 100,000 100,000 1,000 1,000 The Company holds 100% of the share capital of Rainbow Trust Management Limited throughout all periods presented. 1,000 1,000 Annual Report 2013 199 11 Investment in associate Group Company LKR’000 LKR’000 As at 01 January 2013 Share of profit - net of tax Dividend received As at 31 December 2013 63,277 2,556 (2,019) 63,814 Investment in associate as at 31 December 2013 include goodwill of LKR 11,276,669 (2012 - LKR 11,276,669). The Group’s interest in its associate, Serendib Land PLC which is a listed company is given below: 19,384 19,384 Assets Liabilities Revenue Profit/ (Loss) % LKR’000LKR’000LKR’000LKR’000 Interest held As at 31 December 2012 As at 31 December 2013 257,845 258,776 24,059 24,606 12,600 13,140 35,811 9,332 22 22 The fair value of the investment in associate is LKR 88,844,800 (2012 - LKR 145,301,632) which is based on the quoted market price prevailed at the date of the Statement of Financial Position. The profit of the associate for the year ending 31 December 2012 include a fair value gain of LKR 17,777,834 on its investment property and reversal of deferred income tax of LKR 8,316,000 on account of the change in fair value of investment property and changes in effective tax rate. 12 Property, plant and equipment Group Plant and Computer Furniture Motor Freehold land machinery equipment and fittings vehicles Total LKR’000LKR’000LKR’000LKR’000LKR’000LKR’000 Cost/ revaluation (Less) Accumulated depreciation Net book value as at 01 January 2013 89,180 - 89,180 29,082 (28,120) 962 Net book value as at 01 January 2013 Additions Disposals Depreciation charge Accumulated depreciation in disposals Net book value as at 31 December 2013 89,180 - - - - 89,180 Cost/ revaluation (Less) Accumulated depreciation Net book value as at 31 December 2013 89,180 - 89,180 Property, plant and equipment includes fully depreciated assets still in use, the gross carrying value of which amounted to LKR 548,276,216 (2012 - LKR 481,046,728) as at the date of Statement of Financial Position. 962 - - (123) - 839 29,082 (28,243) 839 346,819 (303,827) 42,992 243,434 (185,418) 58,016 42,992 144,083 (12,786) (44,356) 12,654 142,587 58,016 32,330 (2,838) (24,401) 2,742 65,849 477,154 (334,567) 142,587 272,699 (206,850) 65,849 129,006 (116,717) 12,289 12,289 210 - (7,481) - 5,018 129,219 (124,201) 5,018 837,521 (634,082) 203,439 203,439 176,623 (15,624) (76,361) 15,396 303,473 997,334 (693,861) 303,473 200 AIA Insurance Lanka PLC Notes to the Financial Statements 12 Property, plant and equipment (contd.) Company Plant and Computer Furniture Motor Freehold land machinery equipment and fittings vehicles Total LKR’000LKR’000LKR’000LKR’000LKR’000LKR’000 Cost/ revaluation (Less) Accumulated depreciation Net book value as at 01 January 2013 89,180 - 89,180 29,082 (28,120) 962 346,546 (303,554) 42,992 243,214 (185,198) 58,016 129,006 (116,717) 12,289 837,028 (633,589) 203,439 Net book value as at 01 January 2013 Additions Disposals Depreciation charge Accumulated depreciation in disposals Net book value as at 31 December 2013 89,180 - - - - 89,180 962 - - (123) - 839 42,992 144,083 (12,786) (44,356) 12,654 142,587 58,016 32,330 (2,838) (24,401) 2,742 65,849 12,289 210 - (7,481) - 5,018 203,439 176,623 (15,624) (76,361) 15,396 303,473 Cost/ revaluation (Less) Accumulated depreciation Net book value as at 31 December 2013 89,180 - 89,180 29,082 (28,243) 839 476,894 (334,307) 142,587 272,478 (206,629) 65,849 129,219 (124,201) 5,018 996,853 (693,380) 303,473 Property, plant and equipment includes fully depreciated assets still in use, the gross carrying value of which amounted to LKR 547,795,346 (2012 - LKR 480,565,858) as at the date of Statement of Financial Position. The Freehold land at No.76 and 80, Kew Road, Colombo 2 was last revalued on 30 November 2012 by independent valuer, Mr. B. L. Ariyatillake - Chartered Valuer approved by IBSL. Valuation was made on the basis of open market value. The revaluation surplus was credited to other reserves in shareholders’ equity (Note 26) If stated on historical cost basis, the value of the land would be LKR 17,084,105 (2012 - LKR 17,084,105) 12.1 Capital commitments - Property, plant and equipment Capital expenditure on property, plant and equipment approved by the Board of Directors is as follows. As at 31 December 2013 2012 LKR’000 LKR’000 Approved and contracted forproperty, plant and equipment 78,234 59,288 Annual Report 2013 201 13 Intangible assets including intangible insurance assets Group / Company Deferred acquisitionContractual Computer costrelationships software Total LKR’000LKR’000LKR’000LKR’000 Cost (Less) Accumulated amortisation Net book value as at 01 January 2013 206,942 (121,736) 85,206 262,480 - 262,480 415,018 (360,599) 54,419 884,440 (482,335) 402,105 Net book value as at 01 January 2013 Acquisition cost for the period Additions (Less) Amortisation charge Net book value as at 31 December 2013 85,206 280,211 - (213,805) 151,612 262,480 - 45,386 (13,124) 294,742 54,419 - 281,822 (28,267) 307,974 402,105 280,211 327,208 (255,196) 754,328 Cost (Less) Accumulated amortisation Net book value as at 31 December 2013 295,539 (143,927) 151,612 307,866 (13,124) 294,742 696,840 (388,866) 307,974 1,300,245 (545,917) 754,328 The useful life of assets relating to contractual relationships are determined by contract type and lie within individual contract terms. Deferred acquisition costs are amortised on the same basis of amortising the unearned premiums through out the term of the Non-life insurance policy. Intangible assets includes fully amortised assets still in use, the gross carrying value of which amounted to LKR 323,218,269 (2012 - LKR 318,151,316) as at the date of Statement of Financial Position. 13.1 Disclosure on reporting of amortisation of intangible assets The amortisation charge of the intangible items is shown in the following categories of expenses in the Income Statement. Item Line item in Income Statement Deferred acquisition cost Net acquisition expenses Contractual relationships Operating and administrative expenses Computer software Operating and administrative expenses 13.2 Capital commitments - intangible assets Capital expenditure on intangible assets approved by the Board of Directors is as follows. As at 31 December 2013 2012 LKR’000 LKR’000 Approved and contracted for intangible assets 46,642 34,931 202 AIA Insurance Lanka PLC Notes to the Financial Statements 14 Other fund assets As at 31 December Government securities Unit trusts Eagle Income Fund Eagle Growth Fund Eagle Gilt Edged Fund Other assets Cash at bank Total Group / Company 2013 2012 Carrying Carrying value Cost value Cost LKR’000LKR’000LKR’000LKR’000 173,389 164,047 171,186 164,952 - 1,873 2,788 59 3,697 181,806 - 1,889 2,785 59 3,697 172,477 12,986 1,683 2,659 - 312 188,826 12,516 1,889 2,647 312 182,316 Carrying value of investments in Government securities and unit trusts are reported at cost plus accrued interest and market value respectively. 15 Other assets GroupCompany As at 31 December 2013201220132012 LKR’000 LKR’000 LKR’000 LKR’000 Inventory Investment debtors Interest and dividend receivable Advance company tax recoverable Withholding tax recoverable Deposits Prepayments and advances Capital work in progress Other receivables 9,945 44,634 1,306,964 66,397 389,203 16,566 151,405 4,826 - 1,989,940 4,835 10,234 791,564 66,397 643,718 15,663 124,895 126,402 172 1,783,880 9,945 4,835 44,634 10,234 1,306,964 791,564 66,397 66,397 389,169 643,686 16,566 15,663 151,194 124,895 4,826 126,402 - 172 1,989,695 1,783,848 16 Cash and cash equivalents GroupCompany As at 31 December 2013201220132012 LKR’000 LKR’000 LKR’000 LKR’000 Cash at bank and in hand Bank overdrafts 797,306 (55,454) 741,852 683,910 (2,425) 681,485 Cash and cash equivalents include the bank overdraft for the purpose of Statement of Cash Flows. 793,810 (55,454) 738,356 680,549 (2,425) 678,124 Annual Report 2013 203 17 Insurance liabilities and related reinsurance assets Group/Company As at 31st December 2013 2012 GrossReinsurance Net Gross Reinsurance Net Note LKR’000LKR’000LKR’000LKR’000LKR’000LKR’000 Long term policy liability 17.1 33,635,105 Life claims provision 17.2 177,189 Total life insurance contracts 33,812,294 Unearned premium reserve 17.3 Claims reported and loss adjustment expenses 17.4 Claims incurred but not reported 17.4 Total Non life insurance contracts Total insurance contract liabilities - 33,635,105 89,239 87,950 89,239 33,723,055 31,812,108 205,110 32,017,218 - 31,812,108 98,378 106,732 98,378 31,918,840 1,375,107 286,479 1,088,628 1,257,580 266,846 990,734 1,008,512 372,280 2,755,899 540,010 188,922 1,015,411 468,502 183,358 1,740,488 822,944 245,087 2,325,611 392,150 94,932 753,928 430,794 150,155 1,571,683 36,568,193 1,104,650 35,463,543 34,342,829 852,306 33,490,523 17.1 Long Term policy liability Group/Company Gross Re insurance Net LKR’000LKR’000LKR’000 Balance as at 01 January 2013 Expected increase in the policy liability during the year Actual experience variance Movement in inadmissible assets Solvency margin & surplus with the market movements Movement in AFS reserve transferred to Long Term insurance fund Balance as at 31 December 2013 31,812,108 1,811,203 (1,012,133) (493,595) 714,668 802,854 33,635,105 - - 31,812,108 1,811,203 (1,012,133) (493,595) 714,668 802,854 33,635,105 17.2 Life claims provision Gross Re insurance Net LKR’000LKR’000LKR’000 Balance as at 01 January 2013 Provisions for claims intimated during the period Liabilities released for benefits paid to clients Balance as at 31 December 2013 205,110 6,376,535 (6,404,456) 177,189 98,378 280,722 (289,861) 89,239 106,732 6,095,813 (6,114,595) 87,950 204 AIA Insurance Lanka PLC Notes to the Financial Statements 17 Insurance liabilities and related reinsurance assets (contd.) 17.3 Provision for unearned premium and unexpired risk GrossReinsurance Net LKR’000LKR’000LKR’000 Balance as at 01 January 2013 Written premiums transferred to unearned premium reserve Released to income statement during the period Increase/(decrease) in unexpired risk provision during the period Balance as at 31 December 2013 1,257,580 2,654,713 (2,537,186) - 1,375,107 266,846 990,734 625,110 2,029,603 (605,477) (1,931,709) - 286,479 1,088,628 These provisions represent the liability for short-term insurance contracts for which the Group’s obligations are not expired at year end. The unexpired risk provision relates to the casualty insurance contracts for which the Group expects to pay claims in excess of the related unearned premium provision. 17.4 Claims and loss adjustment expenses GrossReinsurance Net LKR’000LKR’000LKR’000 Balance as at 01 January 2013 - Notified claims -Incurred But Not Reported (IBNR) 822,944 245,087 1,068,031 392,150 94,932 487,082 430,794 150,155 580,949 Provisions for claims intimated during the period Liabilities released for benefits paid to clients Increase/ (decrease) in provision for IBNR Net movement during the period 1,398,961 (1,213,393) 127,193 312,761 249,222 (101,363) 93,991 241,850 1,149,739 (1,112,030) 33,202 70,911 Balance as at 31 December 2013 - Notified claims - Incurred but not reported 1,008,512 372,280 1,380,792 540,010 188,922 728,932 468,502 183,358 651,860 Annual Report 2013 205 17 Insurance liabilities and related reinsurance assets (contd.) 17.5 Development claim tables In addition to scenario testing, the development of insurance liabilities provides a measure of the Group’s ability to estimate the ultimate value of claims. The top half of each table below illustrates how the Group’s estimate of total claims outstanding for each accident year has changed at successive year ends. The bottom half of the table reconciles the cumulative claims to the amount appearing in the consolidated Statement of Financial Position. An accident year basis is considered to be most appropriate for the business written by the Group. Insurance claims — gross Reporting year 200820092010201120122013 LKR’000LKR’000LKR’000LKR’000LKR’000LKR’000 Estimate of ultimate claims costs: – At end of reporting year – One year later – Two year later – Three year later – Four year later – Five year later 1,519,840 1,389,499 1,376,046 1,390,307 1,385,749 1,472,659 1,240,745 1,165,674 1,149,045 1,137,262 1,135,463 - 2,072,298 1,876,844 1,842,802 1,841,240 - - 1,736,109 1,569,501 1,583,155 - - - 1,386,105 1,294,317 - - - - 1,426,920 - Current estimate of cumulative claims Cumulative payments to date 1,472,659 1,126,168 1,135,463 1,116,857 1,841,240 1,794,823 1,583,155 1,398,589 1,294,317 1,119,087 1,426,920 929,879 Liability recognised in the Statement of Financial Position 346,491 18,607 46,417 184,567 175,230 497,041 Reserve in respect of prior years Total reserve included in Statement of Financial Position 112,440 458,930 477,537 523,955 708,521 883,751 458,930 477,537 523,955 708,521 883,751 1,380,792 Insurance claims — net Reporting year 200820092010201120122013 LKR’000LKR’000LKR’000LKR’000LKR’000LKR’000 Estimate of ultimate claims costs: – At end of reporting year – One year later – Two year later – Three year later – Four year later – Five year later 971,575 901,929 900,732 898,838 893,008 902,301 986,804 906,544 899,904 892,657 890,860 - 1,707,454 1,590,341 1,573,683 1,569,366 - - 1,547,183 1,422,008 1,431,331 - - - 1,217,619 1,125,790 - - - - 1,176,482 - Current estimate of cumulative claims Cumulative payments to date 902,301 846,362 890,860 872,882 1,569,366 1,532,096 1,431,331 1,356,717 1,125,790 1,053,419 1,176,482 878,054 Liability recognised in the Statement of Financial Position Reserve in respect of prior years Total reserve included in Statement of Financial Position 55,940 15,140 17,979 71,080 37,270 89,058 74,614 126,328 72,371 200,942 298,428 353,432 71,080 89,058 126,328 200,942 273,313 651,860 206 AIA Insurance Lanka PLC Notes to the Financial Statements 18 Retirement benefit obligations The Group has a retirement benefit scheme for the gratuity liability of its employees which is wholly unfunded. There is no change in the scheme for the retirement gratuity obligations during the financial year. The retiring gratuity is a statutory requirement in Sri Lanka under the Payment of Gratuity Act No 12 of 1983. Group/Company As at 31 December 2013 2012 LKR’000 LKR’000 Amount of liability recognised in the Statement of Financial Position Amounts recognised in the consolidated Income Statement Amounts recognised in the Statement of Other Comprehensive Income 214,627 47,591 (75,314) 249,732 (71,051) 67,459 The movement in the defined benefit obligation is as follows: Group/Company LKR’000 Balance as at 01 January 2013 249,732 Current service cost 26,364 Interest cost 21,227 47,591 Remeasurements: (Gains)/ losses from change in financial assumptions (17,412) Experience (gains) / losses (57,902) (75,314) Benefits paid (7,382) Balance as at 31 December 2013 214,627 The principal actuarial assumptions used in determining the retirement benefit obligation are as follows: 2013 2012 % per annum % per annum Future salary increases 14.00 16.00 Discount rate 10.00 8.50 Member withdrawal rate 10.00 10.00 Sensitivity analysis of key actuarial assumptions used Group/Company Future salary increases discount rate Member withdrawal rate 1% increase 1% decrease 1% increase 1% decrease 1% increase 1% decrease LKR’000LKR’000LKR’000LKR’000LKR’000LKR’000 The effect on; - The current service cost - Interest cost 2,071 - (1,841) - (1,970) - 2,267 - (550) - 630 - Amounts for the current and previous four periods are as follows: 20132012201120102009 Defined benefit obligation The below table provides the expected maturity analysis of defined benefit obligations. As at 31 December 2013 (LKR ‘000) Defined Benefit obligation 214,627 Less than 1 year 1,192 249,732 1-5 years 41,187 152,358 Above 5 years 172,248 144,561 154,836 Total 214,627 Annual Report 2013 207 19 Deferred tax liability Deferred income tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against current tax liabilities and when the deferred income tax assets and liabilities relate to income taxes levied by the same taxation authority on the taxable entity. Group/Company As at 31 December 2013 2012 LKR’000 LKR’000 Deferred tax assets: Deferred tax asset to be recovered after more than 12 months Deferred tax asset to be recovered within 12 months 60,095 - 60,095 189 189 Deferred tax liabilities: Deferred tax liability to be recovered after more than 12 months (164,163) (5,139) Deferred tax liability to be recovered within 12 months - (164,163) (5,139) Total (104,068) (4,950) The closing balance of deferred tax liability relates to the following; Accelerated depreciation for tax purposes (33,379) (4,950) Deferred tax on post employment benefit obligations 60,095 Movement in fair value of AFS reserves (130,784) (104,068) (4,950) Note LKR’000 The net movement on the deferred income tax account is as follows: As at 01 January 2013 Amounts recorded in the Income Statement 36 Amounts recorded in Other Comprehensive Income As at 31 December 2013 (4,950) 52,754 (151,872) (104,068) 208 AIA Insurance Lanka PLC Notes to the Financial Statements 20 Other fund liabilities A brief description and the movement of each fund is given below. 20.1 Claims fund - Non-life insurance This fund consists of amounts received by AIA Insurance Lanka PLC from Zurich Group Reinsurance on portfolio transfer (on a clean-cut basis). These funds are invested in Government securities and they are to be utilised upon settlement of claims. Group/Company LKR’000 Balance as at 01 January 2013 42,020 Capital withdrawals (26,392) Investment income 3,861 Balance as at 31 December 2013 19,489 20.2 Scholarship fund This fund is created to ensure continuity of the payments committed to Policyholders’ children who have been awarded scholarships under the Company’s Life policy scholarship schemes. The fund invests 100% in Eagle Mutual funds. Group/Company LKR’000 Balance as at 01 January 2013 4,342 Capital withdrawals (162) Investment income 481 Balance as at 31 December 2013 4,661 20.3 Agents superannuation fund This fund is created for the benefit of the Agency Force. The fund accumulates contributions from both the Company and Agents, based on a qualifying performance criteria which is a fixed percentage linked to their commissions. The fund invests 100% in Government securities. Group/Company LKR’000 Balance as at 01 January 2013 142,464 Capital deposits 53,677 Capital withdrawals (56,447) Investment income 17,962 Balance as at 31 December 2013 157,656 Total other fund liabilities As at 31 December 2013 As at 01 January 2013 181,806 188,826 Annual Report 2013 209 21 Trade and other payables GroupCompany As at 31 December 2013201220132012 LKR’000 LKR’000 LKR’000 LKR’000 Policyholders’ advance payments Agency commission payable Franchise fee payable Government taxes and levies Reinsurance payable Other creditors 249,028 286,052 79,600 35,221 210,259 110,750 970,910 239,351 201,804 88,132 34,175 167,270 79,553 810,285 249,028 286,052 79,600 35,221 210,259 110,750 970,910 239,351 201,804 88,132 34,172 167,271 79,625 810,355 946,857 24,053 970,910 766,251 44,034 810,285 946,857 24,053 970,910 766,321 44,034 810,355 Trade and other payables Current Non current 22Provisions GroupCompany As at 31 December 2013201220132012 LKR’000 LKR’000 LKR’000 LKR’000 Provisions for accrued expenses Operating lease payable 1,257,279 1,717 1,258,996 804,674 15,915 820,589 1,256,844 1,717 1,258,561 804,443 15,915 820,358 Provisions Current Non current 1,256,254 2,742 1,258,996 820,341 248 820,589 1,255,819 2,742 1,258,561 820,110 248 820,358 22.1 Movement in the provisions: Group Company LKR’000 LKR’000 Balance as at 01 January 2013 Provisions during the year Payments during the year Reversals during the year Balance as at 31 December 2013 820,589 1,592,642 (970,300) (183,935) 1,258,996 820,358 1,592,088 (969,950) (183,935) 1,258,561 23 Current income tax liabilities Group Company LKR’000 LKR’000 Balance as at 01 January 2013 Provision Payments (Over)/under provisions and set off against ESC & WHT Balance as at 31 December 2013 435 ,413 185,630 (310) (435,221) 185,512 435 ,183 185,575 (435,184) 185,574 210 AIA Insurance Lanka PLC Notes to the Financial Statements 24 Deferred revenue 24.1 The Group defers the commission income from reinsurance and coinsurance arrangements. Group/Company As at 31 December 2013 2012 LKR’000 LKR’000 Deferred reinsurance commission Reinsurance recovered in advance on waiver-of-premium (WOP) claims 74,195 6,298 80,493 74,508 74,508 24.2 Movement in deferred revenue: Group/Company LKR’000 Balance as at 01 January 2013 Reinsurance commission deferred during the period Reinsurance commission released to income statement Reinsurance recovered in advance in WOP claims Balance as at 31 December 2013 74,508 184,289 (184,602) 6,298 80,493 The expected realisation of the deferred revenue is as follows: Current Non current Balance as at 31 December 2013 80,493 80,493 25 Stated capital As at 31 December 2013 2012 No. of shares LKR’000 No. of shares LKR’000 Fully paid ordinary shares 30,000,000 300,000 30,000,000 300,000 26 Capital reserves Revaluation reserve Revaluation reserve consists of the net surplus on the revaluation of property, plant and equipment as described in Note 12. Group/Company 2013 2012 LKR’000 LKR’000 Balance as at 01 January Revaluation surplus arising during the year Balance as at 31 December 72,096 - 72,096 39,916 32,180 72,096 Annual Report 2013 211 27 Revenue reserves 27.1 Resilience reserve A resilience reserve of LKR 65 Mn was established in 2004 with funds appropriated from profits in order to strengthen the capability of the Company to meet temporary variations in asset values of the business. This reserve has been further strengthened by appropriation from profits. GroupCompany As at 31 December 2013201220132012 LKR’000 LKR’000 LKR’000 LKR’000 289,000 - 289,000 Balance as at 01 January Appropriation from profits Balance as at 31 December 289,000 - 289,000 289,000 - 289,000 289,000 289,000 27.2 Available for sale reserve GroupCompany As at 31 December Balance as at 01 January Movement during the year Balance as at 31 December 2013 LKR’000 (27,759) 43,261 15,502 2012 LKR’000 36,734 (64,493) (27,759) 2013 LKR’000 (27,759) 43,261 15,502 2012 LKR’000 36,734 (64,493) (27,759) 27.3 Retained earnings GroupCompany As at 31 December 2013 LKR’000 2012 LKR’000 2013 LKR’000 2012 LKR’000 AIA Insurance Lanka PLC Rainbow Trust Management Limited. Serendib Land Company PLC Total revenue reserves 3,861,852 2,453 44,430 3,908,735 3,384,125 2,199 43,892 3,430,216 3,861,852 - - 3,861,852 3,384,125 3,384,125 4,213,237 3,691,457 4,166,354 3,645,366 28 Insurance premium revenue Group/Company For the financial year ended 31 December 20132012 LKR’000 LKR’000 Life insurance Gross written premium 6,863,047 6,495,863 Change in unearned premium reserve (296,397) 6,566,650 6,495,863 Non-life insurance Gross written premium 2,673,009 2,400,300 Change in unearned premium reserve (117,527) 94,736 2,555,482 2,495,036 9,122,132 8,990,899 212 AIA Insurance Lanka PLC Notes to the Financial Statements 29 Reinsurance premium ceded Group/Company For the financial year ended 31 December 20132012 LKR’000 LKR’000 Life insurance Reinsurance premium (253,493) (219,497) Change in reinsurance on unearned premium (48) (253,541) (219,497) Non-life insurance Reinsurance premium Change in reinsurance on unearned premium (694,464) 19,633 (674,831) (928,372) (594,947) 67,702 (527,245) (746,742) 30 Investment income GroupCompany For the financial year ended 31 December Financial assets at fair value through profit or loss Dividend income Unrealised gains/ (losses) Realised gains/ (losses) Loans and receivables Interest income Available for sale financial assets Interest income Dividend income Realised gains/ (losses) 2013201220132012 LKR’000 LKR’000 LKR’000 LKR’000 142,764 25,067 98,911 86,847 202,116 (117,654) 144,003 25,067 98,911 87,949 202,115 (117,654) 1,967,874 1,565,237 1,967,874 1,565,237 2,158,234 - 13,313 4,406,163 2,311,687 10,520 (32,663) 4,026,090 2,158,234 579 13,313 4,407,981 2,311,687 10,924 (32,663) 4,027,595 Interest income includes the interest from Government securities amounting to LKR 3,304,265,247 (2012- LKR 3,502,008,769). Notional withholding tax included in the interest income is LKR 330,426,524 (2012- LKR 350,200,877) 31 Other income GroupCompany For the financial year ended 31 December Interest income on other loans and receivables Policy loans Other loans Gain on disposal of property, plant and equipment Other technical income Other non technical income Interest income on cash and cash equivalents 2013201220132012 LKR’000 LKR’000 LKR’000 LKR’000 284,099 24,219 1,069 24,236 39,723 19,949 393,295 242,540 29,584 7,009 50,749 10,584 17,346 357,812 284,099 24,219 1,069 24,236 39,724 19,616 392,963 242,540 29,584 6,993 50,749 10,584 17,006 357,456 Annual Report 2013 213 32 Net benefits and claims Group/Company For the financial year ended 31 December 2013 2012 LKR’000 LKR’000 Gross benefits and claims Gross benefits and claims paid- Life insurance Change in claims provision during the year - Life insurance Gross benefits and claims paid- Non-life insurance Change in claims provision during the year - Non-life insurance Reinsurance recoveries on benefits and claims Reinsurance recoveries on paid claims- Life insurance Change in reinsurance on claims provision during the year- Life insurance Reinsurance recoveries on paid claims- Non-life insurance Change in reinsurance on claims provision during the year- Non-life insurance Net benefits and claims (5,781,886) 27,921 (1,163,725) (312,761) (7,230,451) (3,231,824) (30,915) (1,196,247) 65,839 (4,393,147) 110,755 (9,139) 101,915 276,741 480,272 (6,750,179) 94,777 4,668 60,698 49,350 209,493 (4,183,654) 33 Net acquisition expenses Group/Company For the financial year ended 31 December 2013 2012 LKR’000 LKR’000 Gross acquisition expenses Gross acquisition expenses- Life insurance Franchise fees - Life insurance (852,546) (33,228) (803,335) (7,370) Gross acquisition expenses- Non-life insurance Change in gross deferred acquisition expenses- Non-life insurance (214,133) 35,072 (212,035) (18,273) Franchise fees - Non-life insurance Change in franchise fees - DAC - Non-life insurance (10,652) (7,890) (1,083,377) (10,392) (24,369) (1,075,774) Reinsurance commission Reinsurance commission- Life insurance 69,778 53,155 Reinsurance commission- Non-life insurance 181,159 147,025 Change in deferred acquisition expenses (RI)- Non-life insurance 313 (19,832) 251,250 180,348 (832,127) (895,426) 214 AIA Insurance Lanka PLC Notes to the Financial Statements 34 Operating and administrative expenses GroupCompany For the financial year ended 31 December 2013201220132012 NoteLKR’000LKR’000LKR’000LKR’000 Employee benefit expenses 34.1 Administration and establishment expenses Selling expenses Amortisation of intangible assets Depreciation Other expenses 34.2 (1,463,951) (1,094,691) (836,155) (672,467) (1,278,255) (670,126) (28,267) (22,685) (76,361) (74,074) (153,344) (148,208) (3,836,333) (2,682,251) (1,463,951) (835,826) (1,278,255) (28,267) (76,361) (153,280) (3,835,940) 34.1 Employee benefit expenses Salaries and bonus Contribution to defined contribution plans Contribution to defined benefit plans 18 Staff welfare Staff training Others (712,792) (71,598) (47,591) (42,845) (33,964) (555,161) (1,463,951) (712,792) (647,874) (71,598) (66,139) (47,591) 71,051 (42,845) (59,233) (33,964) (30,221) (555,161) (361,903) (1,463,951) (1,094,319) (647,887) (66,139) 71,051 (59,234) (30,225) (362,257) (1,094,691) (1,094,319) (672,375) (670,126) (22,685) (74,074) (148,208) (2,681,787) 34.2 Other expenses GroupCompany For the financial year ended 31 December 2013201220132012 LKR’000 LKR’000 LKR’000 LKR’000 (Increase) /decrease in provision for bad and doubtful debts Other technical expenses Investment expenses Other non technical expenses (4,981) (24,263) (121,588) (2,512) (153,344) 15,268 (46,277) (109,648) (7,551) (148,208) (4,981) (24,199) (121,588) (2,512) (153,280) 15,268 (46,277) (109,648) (7,551) (148,208) 35 Profit before taxation Profit before taxation for the year is stated after charging the following expenses: GroupCompany For the financial year ended 31 December Auditors’ remuneration - Audit - Non Audit Directors’ emoluments Directors’ fees Premium paid for Directors and Officers Liability Policy Legal fees Donations Provision/(reversal) of bad and doubtful debts 201320122013 20112 LKR’000 LKR’000 LKR’000 LKR’000 5,127 1,835 95,449 1,410 1,420 5,185 6,630 4,981 6,092 1,447 102,078 2,250 1,810 2,822 2,986 (15,268) 4,940 1,835 95,449 1,410 1,420 5,185 6,630 4,981 5,922 1,447 102,078 2,250 1,810 3,124 2,985 (15,268) Annual Report 2013 215 36Taxation GroupCompany For the financial year ended 31 December 2013201220132012 NoteLKR’000LKR’000LKR’000LKR’000 Current tax Current tax (expense)/ income Adjustments of prior periods recognised in the period Notional tax unutilised during the year Deferred tax Deferred tax (expense)/ income 19 Amount of previously unused tax losses Total tax expense 36.1 The applicable tax rate was 28% (2012 -28%) (185,673) (5,407) (185,762) (376,842) (435,881) (14,514) 133,327 (317,068) (185,575) (5,411) (185,762) (376,748) (435,153) (14,514) 133,327 (316,340) 52,754 - 52,754 (324,088) (1,633) 52,754 (37,456) (39,089) 52,754 (356,157) (323,994) (1,633) (37,456) (39,089) (355,429) GroupCompany For the financial year ended 31 December 2013201220132012 LKR’000 LKR’000 LKR’000 LKR’000 36.1 Reconciliation of tax charge Profit before tax 823,381 1,204,064 822,495 1,195,644 Applicable tax rate28%28%28%28% Tax at applicable rate 230,547 337,138 230,299 334,780 Add / (less) tax effect of the following items: Expenses not allowable for tax purposes Realised / unrealised gains and losses not subject to tax Brought forward tax losses set off against taxable income Dividend income included in the accounting profit Tax free interest income Insurance related items not subject to tax - Long Term insurance Under provision of income tax in previous year Other income of associate not subject to income tax Un-utilised notional tax for the year Movement in deferred tax asset / liability Tax charge for the year 49,766 (32,215) (30) (40,136) (48,221) 26,097 5,406 (134) 185,762 (52,754) 324,088 8,318 (7,998) (30,588) (27,684) - 156,695 14,514 - (133,327) 39,089 356,157 49,752 (32,215) - (40,136) (48,221) 26,097 5,410 - 185,762 (52,754) 323,994 9,790 (7,998) (30,430) (27,684) 156,695 14,514 (133,327) 39,089 355,429 The Group has utilised the tax losses brought forward from previous financial periods in full as at 31 December 2012. Notional tax credit for withholding tax on Government securities The Inland Revenue Act No.10 of 2006 as amended by subsequent legislation provides that a company which derives interest income from secondary market transactions in Government securities (on or after 01 April 2002 would be entitled to a notional tax credit being one ninth of the net interest income) provided such interest income forms part of the statutory income of the Company. 216 AIA Insurance Lanka PLC Notes to the Financial Statements 36.1 Reconciliation of tax charge (contd.) The notional tax credit available for set off against future tax liability of the Company is as follows. Financial year Notional tax credit available LKR’000 2003 123,980 2004 68,027 2005 74,741 2006 100,114 2007 122,511 2008 171,156 2009 238,462 2010 269,058 2011 289,244 2012 350,201 2013 330,427 2,137,921 Set- off against tax liability upto Y/A 2012/2013 (886,411) Balance available for set-off against future tax liability 1,251,510 37 Basic earnings per share Basic earnings per share is calculated by dividing the profit attributable to equity holders of the Company by the weighted average number of ordinary shares in issue during the year. GroupCompany For the financial year ended 31 December 2013201220132012 Restated Restated Profit attributable to the Company’s equity holders (LKR’000) Weighted average number of ordinary shares in issue (’000) Basic earnings per share (LKR) 499,293 30,000 16.64 847,907 30,000 28.26 498,501 30,000 16.62 840,215 30,000 28.01 38 Dividend per share The dividends paid in 2013 and 2012 were LKR 75Mn (LKR 2.50 per share) andLKR 270Mn (LKR 9 per share) respectively. A dividend in respect of 2013 of LKR 2.00 per share, amounting to a total dividend of LKR 60 Mn, is to be proposed at the Annual General Meeting on 27 March 2014. These financial statements do not reflect this dividend payable. Name of the Company and relationship Rent paid Group recharges Group agency events Dividend (paid) / received Allocation of overheads - - - - - - - - - 2,019 - - - (13,140) 426 1,615 - - (12,600) - - - (3,750) - (15,749) - (68,244) - - (65,455) (235,639) - - - - - - - - - - - (14,626) - - - - - - - - - (7,036) - - - - - - - - - (1,218) - - - - - - - For the financial year ended 20132012201320122013201220132012201320122013201220132012 31 December LKR ‘000 LKR ‘000 LKR ‘000 LKR ‘000 LKR ‘000 LKR ‘000 LKR ‘000 LKR ‘000 LKR ‘000 LKR ‘000 LKR ‘000 LKR ‘000 LKR ‘000 LKR ‘000 Nature of transaction Rainbow Trust AIA Holdings Lanka AIA Shared Services AIA Information Management Limited Serendib Land PLC (private) Limited AIA Company Limited AIA Group Limited (Hong Kong) Limited Technology (Guangzhou) Co.Ltd Subsidiary Associate Immediate parent Parent Ultimate parent Fellow subsidiary Fellow subsidiary 39 Related party disclosures Details of significant related party disclosures are as follows: Transactions with the parent and related entities Annual Report 2013 217 218 AIA Insurance Lanka PLC Notes to the Financial Statements 39.1 Transactions with key management personnel of the Company or parent and their close family members The key management personnel of the Company are the members of its Board of Directors and those of its Parent. a) Key management personnel compensation Directors compensation For the financial year ended 31 December20132012 LKR ‘000 LKR ‘000 Directors remuneration Short term employee benefits Other long term benefits Premiums paid for Directors and Officers Liability policy * Directors’ fees 49,946 38,011 - 1,420 1,410 90,787 82,799 15,888 3,391 1,810 2,250 106,138 Other key management personnel emoluments For the financial year ended 31 December20132012 LKR ‘000 LKR ‘000 Emoluments Short term employee benefits Other long term benefits Termination benefits Premiums paid for Directors and Officers Liability policy * 120,400 - - - - 120,400 101,051 - 101,051 * The insurance policy covers past and present Directors and Officers of the Company and its subsidiaries. b) No loans have been granted to Directors during the year. A sum of LKR 878,478.02 was granted to other Key Management Personnel excluding Executive, Non-executive Directors and Managing Director. c) Other Transactions Business transactions of Key Management Personnel For the financial year ended 31 December 20132012 LKR ‘000 LKR ‘000 Premium paid on insurance policies taken by directors in their individual capacity Claims paid 181 - 181 778 (37) 741 Annual Report 2013 219 39.3 Transactions with other related parties Transactions by Key Management Personnel with other companies (Directors of the Company who are also Directors of the related entities which had transactions with the Company during the year). Company AIA Company Limited Details of financial dealings Mr. Gordon Timmins Watson is a Director of AIA Company Limited. This Company has Intra- Group master services agreement & SOW relating to Group distribution organised events with AIA Insurance Lanka PLC. 39.4 Post employment benefit plans of the Company and its related parties 2013 2012 LKR ‘000 LKR ‘000 Contributions made by the Company to the provident fund in respect of Key Management Personnel compensation* Contributions made by the Company to the Trust Fund in respect of Key Management Personnel compensation * Includes the contributions in respect of Directors emoluments only. 5,994 - 1,498 7,492 - 40 Contingent liabilities 40.1 Outstanding tax assessments The Company has been issued with an assessment by the Department of Inland Revenue on the 23rd of July 2005 under the Value Added Tax Act, in relation to the taxable period ending 31 December 2003 for LKR 43.3Mn. The Company has filed an appeal in August 2005 on the basis that the underlying computation includes items which are exempt/out of scope of the VAT act. The appeal made by the Company was with the Board of Review which was subsequently transferred to the newly appointed Tax Appeals Commission in 2012. The hearing of this case by the Tax Appeals Commission was held during 2012, with the final hearing on the 15th of November 2012. The Company is awaiting the final decision. Additionally the Company has received VAT assessments to the value of LKR 1.6 Mn from the Department of Inland Revenue, in relation to which appeals have been filed. The Company has received an income tax assessment for the year of assessment 2010/2011 from the Department of Inland Revenue, disallowing the management expenses of the Life business and part of the investment management expenses and also on the basis that no credit could be allowed for the withholding tax paid at source. As required by section 56(2) of the Companies Act No. 07 of 2007, the Board of Directors have confirmed that the Company satisfies the solvency test in accordance with section 57 of the Companies Act No. 7 of 2007, and has obtained a certificate from the auditors, prior to declaring a final dividend of LKR 2.00 per share for this year to be paid on first quarter 2014. Company disagreed with this assessment and an appeal has been filed following due process. Based on the information available and expert advice received, the Directors are confident that the ultimate resolution of the above contingency is unlikely to have a material adverse effect on the financial position of the Company. Hence no provision has been made in the financial statements. In accordance with the LKAS 10, ‘Events after the Balance Sheet date’, the final dividend declared has not been recognised as a liability in the financial statements as at 31 December 2013. 40.2 Pending litigation In the opinion of the Directors and the Company’s lawyers, pending litigation against the company will not have a material impact on the reported financial results or future operations of the Company. 41 Events after the Balance Sheet date The Board of Directors of the Company have recommended a declaration of a final dividend of LKR 2.00 per share for the financial year ended 31 December 2013, subject to approval by the shareholders. 220 AIA Insurance Lanka PLC Quarterly Analysis 2013 Group Statement of Income 1st quarter Jan - Mar 13 LKR ‘000 2nd quarter Apr - Jun 13 LKR ‘000 3rd quarter Jul - Sep 13 LKR ‘000 4th quarter Total Oct - Dec 13 Jan - Dec 13 LKR ‘000 LKR ‘000 Insurance premium revenue Reinsurance premium Net earned premium 2,270,388 (218,030) 2,052,358 2,322,067 (231,192) 2,090,875 2,319,458 (229,611) 2,089,847 2,210,219 (249,539) 1,960,680 Asset management fees and related income Investment income Other income Total revenue 73 1,154,965 93,129 3,300,525 67 1,358,702 86,073 3,535,717 117 732,295 87,454 2,909,713 113 370 1,160,201 4,406,163 126,639 393,295 3,247,633 12,993,588 Net benefits and claims Transfer to Long Term insurance fund Net acquisition expenses (1,329,155) (702,788) (230,795) (1,330,983) (965,147) (205,505) (1,997,169) 415,824 (212,686) (2,092,872) 498,148 (183,141) (6,750,179) (753,963) (832,127) Operating and administrative expenses Share of profit from associate (872,887) 612 (951,969) 620 (919,717) (152) (1,091,760) 1,315 (3,836,333) 2,395 Profit before taxation Income tax expenses 165,512 (133,476) 82,733 (91,996) 195,813 (83,993) 379,323 (14,623) 823,381 (324,088) Net profit for the period 32,036 (9,263) 111,820 364,700 499,293 Company Statement of Income 1st quarter Jan - Mar 13 LKR ‘000 2nd quarter Apr - Jun 13 LKR ‘000 3rd quarter Jul - Sep 13 LKR ‘000 9,122,132 (928,372) 8,193,760 4th quarter Total Oct - Dec 13 Jan - Dec 13 LKR ‘000 LKR ‘000 Gross written premium Reinsurance premium Net written premium 2,270,388 (218,030) 2,052,358 2,322,067 (231,192) 2,090,875 2,319,458 (229,611) 2,089,847 2,210,219 (249,539) 1,960,680 9,122,132 (928,372) 8,193,760 Investment income Other income Total revenue 1,154,965 93,047 3,300,370 1,358,702 85,985 3,535,562 734,112 87,368 2,911,327 1,160,202 4,407,981 126,563 392,963 3,247,445 12,994,704 Net benefits and claims Transfer to Long Term insurance fund Net acquisition expenses Operating and administrative expenses (1,329,155) (702,788) (230,795) (872,840) (1,330,983) (965,147) (205,505) (951,891) (1,997,169) 415,824 (212,686) (919,664) (2,092,872) 498,148 (183,141) (1,091,545) (6,750,179) (753,963) (832,127) (3,835,940) Profit before taxation Income tax expenses 164,792 (133,918) 82,036 (91,857) 197,632 (83,719) 378,035 (14,500) 822,495 (323,994) Net profit for the period 30,874 (9,821) 113,913 363,535 498,501 Annual Report 2013 221 Quarterly Analysis 2012 Group Statement of Income 1st quarter Jan - Mar 12 LKR ‘000 2nd quarter Apr - Jun 12 LKR ‘000 3rd quarter Jul - Sep 12 LKR ‘000 4th quarter Total Oct - Dec 12 Jan - Dec 12 LKR ‘000 LKR ‘000 Insurance premium revenue Reinsurance premium Net earned premium 2,260,821 (191,826) 2,068,995 2,175,292 (184,042) 1,991,250 2,214,677 (206,508) 2,008,169 2,340,109 (164,366) 2,175,743 Asset management fees and related income Investment income Other income Total revenue 219 827,803 88,250 2,985,267 84 746,914 89,220 2,827,468 1,167 1,411,693 83,012 3,504,041 205 1,675 1,039,680 4,026,090 97,330 357,812 3,312,958 12,629,734 Net benefits and claims Transfer to Long Term insurance fund Net acquisition expenses (966,131) (928,917) (242,821) (884,353) (852,170) (223,626) (1,095,335) (1,396,600) (188,648) (1,237,835) (495,010) (240,331) (4,183,654) (3,672,697) (895,426) Operating and administrative expenses Share of profit from associate (688,911) 6,465 (670,907) 553 (645,737) 706 (676,696) 634 (2,682,251) 8,358 Profit before taxation Income tax expenses 164,952 (101,603) 196,965 (96,971) 178,427 (75,339) 663,720 (82,244) 1,204,064 (356,157) Net profit for the period 63,349 99,994 103,088 581,476 847,907 1st quarter Jan - Mar 12 LKR ‘000 2nd quarter Apr - Jun 12 LKR ‘000 3rd quarter Jul - Sep 12 LKR ‘000 Company Statement of Income 8,990,899 (746,742) 8,244,157 4th quarter Total Oct - Dec 12 Jan - Dec 12 LKR ‘000 LKR ‘000 Gross written premium Reinsurance premium Net written premium 2,260,821 (191,826) 2,068,995 2,175,292 (184,042) 1,991,250 2,214,677 (206,508) 2,008,169 2,340,109 (164,366) 2,175,743 8,990,899 (746,742) 8,244,157 Investment income Other income Total revenue 827,803 88,195 2,984,993 746,914 89,162 2,827,326 1,411,693 82,888 3,502,750 1,041,185 4,027,595 97,211 357,456 3,314,139 12,629,208 Net benefits and claims Transfer to Long Term insurance fund Net acquisition expenses Operating and administrative expenses (966,131) (928,917) (242,821) (688,533) (884,353) (852,170) (223,626) (670,732) (1,095,335) (1,396,600) (188,648) (645,702) (1,237,835) (495,010) (240,331) (676,820) Profit before taxation Income tax expenses 158,591 (101,458) 196,445 (96,906) 176,465 (75,079) 664,143 (81,986) 1,195,644 (355,429) Net profit for the period 57,133 99,539 101,386 582,157 840,215 (4,183,654) (3,672,697) (895,426) (2,681,787) 222 AIA Insurance Lanka PLC Decade at a Glance For the financial year ended 31 December 2013201220112010200920082007200620052004 Income Statement (Values are to the nearest rupees thousand) Non-life insurance Insurance premium revenue Reinsurance premium ceded Net earned premium 2,555,482 2,495,036 2,768,002 2,875,293 2,097,232 2,012,145 1,651,978 1,273,874 1,115,238 1,044,658 (674,831) (527,245) (522,272) (829,396) (825,280) (878,831) (838,644) (684,575) (649,459) (640,176)) 1,880,651 1,967,791 2,245,730 2,045,897 1,271,952 1,133,314 813,334 589,299 465,779 404,482 Investment income and other income Net claims Net acquisition expenses Operating and administrative expenses Special Tsunami relief expenses Finance costs Profit / (loss) before taxation 637,589 627,047 586,458 987,601 (1,097,830) (1,020,360) (1,454,983) (1,619,182) (16,131) (137,875) (149,720) (101,011) (1,118,249) (756,109) (801,357) (1,015,769) - - - - - - - - 286,030 680,494 426,128 297,536 Long Term insurance Annualised new premium 2,976,393 2,611,006 2,888,782 3,094,196 1,680,094 1,695,791 1,635,644 1,248,905 1,009,258 Insurance premium revenue Reinsurance premium ceded Net earned premium 6,566,650 6,495,863 7,846,447 7,783,925 4,632,490 4,342,218 3,788,103 3,150,042 2,832,541 2,500,131 (253,541) (219,497) (260,263) (235,913) (219,738) (216,400) (214,786) (177,449) (152,449) (132,080) 6,313,109 6,276,366 7,586,184 7,548,012 4,412,752 4,125,818 3,573,317 2,972,593 2,680,092 2,368,051 Investment income and other income Net claims and benefits Net acquisition expenses Transfer to Long Term insurance Fund Operating and administrative expenses Tax expenses Surplus transfer to shareholders’ fund 4,163,355 (5,652,349) (815,996) (753,963) (2,717,691) (336,464) 200,000 Total business (Group) Insurance premium revenue Reinsurance premium ceded to reinsurers Net earned premium Other revenue Benefits, claims and expenses Operating and administrative expenses Share of profit from Associate Special Tsunami relief expenses Finance costs Profit before taxation Tax expenses Net profit for the year 9,122,132 8,990,899 10,614,449 10,659,218 6,729,722 6,354,363 5,440,081 4,423,916 3,947,779 3,544,789 (928,372) (746,742) (782,535) (1,065,309) (1,045,018) (1,095,231) (1,053,430) (862,024) (801,908) (772,256) 8,193,760 8,244,157 9,831,914 9,593,909 5,684,704 5,259,132 4,386,651 3,561,892 3,145,871 2,772,533 4,799,828 4,385,577 3,100,643 5,593,015 3,970,095 2,006,186 1,488,191 1,251,534 1,130,653 955,790 (8,336,269) (8,751,777) (9,211,705) (11,564,185) (6,778,405) (5,095,597) (3,918,659) (3,107,160) (2,729,582) (2,534,076) (3,836,333) (2,682,251) (2,673,751) (2,728,980) (1,918,854) (1,564,900) (1,410,067) (1,167,303) (1,018,972) (838,152) 2,395 8,358 2,163 - - - - - - - - - - - - - - - (89,000) - - - - - - - - - (3,886) 823,381 1,204,064 1,049,264 893,759 957,540 604,821 546,116 538,963 527,970 263,209 (324,088) (356,157) (356,812) (293,591) (227,015) (141,101) (19,035) (15,495) (12,593) (9,545) 499,293 847,907 692,452 600,168 730,525 463,720 527,081 523,468 515,377 253,664 3,758,004 (3,163,294) (757,551) (3,672,697) (1,925,678) (320,150) 195,000 2,514,477 (2,468,068) (943,840) (4,195,094) (1,870,474) (268,185) 355,000 4,604,047 (2,504,366) (939,902) (6,399,723) (1,710,006) (270,269) 327,793 621,252 (902,653) 13,423 (472,438) - - 531,536 3,396,840 (1,758,839) (567,052) (3,563,284) (1,445,233) (155,184) 320,000 331,981 (938,076) 14,347 (402,238) - - 139,328 1,633,746 (1,435,078) (558,772) (2,178,018) (1,157,021) (150,675) 280,000 230,996 222,713 184,125 240,162 (581,669) (430,829) (252,243) (312,811) 38,223 27,299 42,301 36,833 (376,987) (323,431) (304,952) (277,692) - - - (89,000) - - - (3,886) 123,897 85,051 135,010 (1,912) 783,197 1,222,411 999,717 920,132 690,128 (1,105,713) (1,058,236) (917,336) (564,232) (471,145) (375,530) (349,501) (321,321) (1,798,355) (1,269,864) (1,252,803) (1,372,545) (1,020,515) (833,680) (705,584) (550,081) - - - 400,000 435,000 375,000 250,000 The numbers for the period 2013 -2011 are based on the Sri Lanka Financial reporting standards (SLFRS) effective from 01.01.2012 and 2010 -2004 are based on SLAS. Annual Report 2013 223 As at 31 December 2013201220112010200920082007200620052004 Statement of Financial Position (Values are to the nearest rupees thousand) Group Assets Investments Investments - Unit linked Property, plant and equipment Other assets Total assets Equity and liabilities Equity Stated capital Revaluation reserve Special reserve Fund Resilience reserve General reserve Retained earnings Total equity 28,949,638 26,222,740 24,835,175 22,861,118 17,760,977 14,834,964 12,753,342 11,467,119 9,970,620 8,646,435 7,476,508 8,090,885 6,632,277 5,151,489 1,346,150 473,706 241,130 48,436 - 303,473 203,439 209,786 240,562 237,772 376,872 403,431 386,671 296,332 244,336 7,475,773 6,476,046 5,473,419 5,570,890 5,096,277 4,105,475 3,570,828 3,028,835 2,391,279 2,983,017 44,205,392 40,993,110 37,150,657 33,824,059 24,441,176 19,791,017 16,968,731 14,931,061 12,658,231 11,873,788 300,000 300,000 300,000 300,000 300,000 300,000 300,000 300,000 300,000 200,000 72,096 72,096 39,916 39,916 39,916 39,916 39,916 - - - - - - - - 315,510 279,820 268,036 235,588 289,000 289,000 289,000 289,000 289,000 289,000 237,000 161,500 135,000 65,000 - - - - - - 955,000 720,000 541,000 516,000 3,924,237 3,402,457 2,956,502 2,638,079 1,950,561 1,595,036 177,806 281,915 223,231 60,302 4,585,333 4,063,553 3,585,418 3,266,995 2,579,477 2,223,952 2,025,232 1,743,235 1,467,267 1,076,890 Liabilities Insurance provision - Conventional Insurance provision - Unit linked Provision for Life Fund solvency Insurance provision - Non-life Other liabilities Total liabilities 26,174,239 23,892,127 22,195,937 20,824,542 16,686,639 13,989,661 12,063,506 10,453,542 9,238,184 7,985,381 7,638,055 8,125,091 6,668,504 5,130,753 1,361,066 494,760 242,897 54,507 - - - - - 175,000 175,000 - - - 2,755,899 2,325,611 2,486,262 2,526,085 1,865,820 1,447,620 1,088,994 1,122,631 858,759 1,512,900 3,051,866 2,586,728 2,214,536 2,075,684 1,773,174 1,460,024 1,548,102 1,557,146 1,094,021 1,298,617 39,620,059 36,929,557 33,565,239 30,557,064 21,861,699 17,567,065 14,943,499 13,187,826 11,190,964 10,796,898 Total equity and liabilities 44,205,392 40,993,110 37,150,657 33,824,059 24,441,176 19,791,017 16,968,731 14,931,061 12,658,231 11,873,788 Long Term - supplemental Assets Investments Investments - Unit linked Other assets Total assets 25,757,878 23,223,489 20,385,777 19,062,239 14,886,512 12,555,930 11,000,554 9,992,944 8,713,775 7,502,053 7,476,508 8,090,885 6,632,277 5,151,489 1,346,150 473,704 241,130 48,436 - 2,208,045 1,936,635 3,019,814 2,859,079 2,741,474 2,028,136 1,794,460 1,229,112 965,998 947,165 35,442,431 33,251,009 30,037,868 27,072,807 18,974,136 15,057,770 13,036,144 11,270,492 9,679,773 8,449,218 Liabilities Insurance provision - Long Term Insurance provision - Unit linked Other liabilities Total liabilities 26,174,239 23,892,127 22,195,938 20,634,162 16,686,639 13,989,661 12,063,506 10,453,542 9,238,184 7,985,381 7,638,055 8,125,091 6,668,504 5,130,753 1,361,066 494,760 242,897 54,507 - 1,630,137 1,233,791 1,173,426 1,307,892 926,431 573,349 729,741 762,443 441,589 463,837 35,442,431 33,251,009 30,037,868 27,072,807 18,974,136 15,057,770 13,036,144 11,270,492 9,679,773 8,449,218 The numbers for the period 2013 - 2010 are based on the Sri Lanka Financial reporting standards (SLFRS) effective from 01 January 2012 and 2009 - 2004 are based on SLAS. Investor Information Financial year 201320122,011 2010200920082007200620052004 Return on net assets (%) 11.00 20.87 19.31 18.37 28.32 20.85 26.03 30.03 35.12 23.56 Net assets per share (LKR) 152.84 135.45 119.51 108.90 85.98 74.13 67.51 58.11 48.91 35.90* Market price per share - 31 December (LKR) 250.70 329.80 247.40 280.00 178.00 115.00 150.75 135.50 85.00 110.00 Basic earnings per share (LKR) 16.64 28.26 23.08 20.01 24.35 15.46 17.57 17.45 17.18 8.46* Price earnings ratio (times) 15.06 11.67 10.72 14.00 7.31 7.44 8.58 7.77 4.95 13.01* Market capitalisation (LKR Mn) 7,521 9,894 7,422 8,400 5,340 3,450 4,523 4,065 2,550 2,200 Dividend per share (LKR) 2.50 9.00 9.00 9.00 12.50 3.00 9.50 8.25 4.17 5.34* Dividend payout ratio % 15.02 31.85 38.99 44.97 51.33 19.40 54.07 47.28 24.27 63.12 Employee Information Revenue per employee (LKR Mn) 13.88 15.71 16.58 19.47 12.28 10.02 9.21 9.06 9.57 8.30 Net profit per employee (LKR’000) 533 1,055 887 769 929 640 826 986 1,153 565 Number of permanent employees (nos.) 936 804 780 780 786 725 638 531 447 449 * Adjusted for subsequent bonus issues. ** Adjusted as stipulated by SLAS 12 (revised - applicable w.e.f. 01/01/2006). 224 AIA Insurance Lanka PLC Share Information Shareholdings As at 31 December 2013 there were 1,779 registered Shareholders. Distribution of Ordinary Shares Resident Non-Resident Total No. of No. of No. of No. of No. of No. of Shareholding Shareholders Shares % Shareholders Shares % Shareholders Shares % 1 - 1,000 1001 - 10,000 10,001 - 100,000 100,001 - 1,000,000 Over 1,000,000 Total 1,605 358,960 1.19 157 406,599 1.36 4 80,396 0.27 - - - 1 26,182,162 87.27 1,767 27,028,117 90.09 The percentage of shares held by the public 2.85%. Categories of Shareholdings 8 3 - - 1 12 1,570 6,196 - - 2,964,117 2,971,883 0.01 0.02 - - 9.88 9.91 1,613 360,530 1.20 160 412,795 1.38 4 80,396 0.27 - - 2 29,146,279 97.15 1,779 30,000,000 100.00 Resident Non-Resident Total Categories ofNo. of No. of No. of No. of No. of No. of Shareholders Shareholders Shares % Shareholders Shares % Shareholders Shares % Individual Institutional Total 1,710 772,327 2.57 57 26,255,790 87.52 1,767 27,028,117 90.09 10 7,522 2 2,964,361 12 2,971,883 0.03 9.88 9.91 Substantial Shareholdings Name of the Shareholder No. of Shares % AIA Holdings Lanka (Private) Limited AIA Company Limited 26,182,162 2,964,117 87.27 9.88 107,672 100,592 2013 2012 2011 74,372 2010 2009 61,547 36,497 51,722 2008 2007 2006 2005 32,147 31,747 13,197 2001 2004 10,497 2000 Value of LKR. 1,000 invested at AIA IPO 18,297 10,297 1999 Value of LKR 1,000 invested at AIA IPO 2002 11,177 8,597 1998 8,843 1996 1997 12,570 8,655 1995 9,350 1992 1994 6,800 2,750 1991 1993 2,800 1990 1989 1,000 30,000 IPO 1,000 60,000 2003 90,000 54,122 120,000 128,012 LKR 150,000 1988 900 105,032 1,720 779,849 2.60 59 29,220,151 97.40 1,779 30,000,000100.00 Annual Report 2013 225 20 largest Shareholders The 20 largest Shareholders as at 31 December 2013 are given below. Name of the Shareholder AIA Holdings Lanka (Private) Limited AIA Company Limited Mr. R Srikantha Rasaratnam Miss. A S Gunaratne Mr. N W H D Gunaratne Mr. Chandra Jayaratne Dawi Investment Trust (Pvt) LTD Mr. Aravinthan Sivarajah Waldock Mackenzie LTD / Mr. Chamila Damion Kohombanwickramage Mr. Varatharajah Selvaratnam Mr. Sivagnanam Sathasivam Mr. S K Kader / Mrs. N M Kader Mr. P K C P Samarasinghe Mr. J B Hirdaramani Mrs. Thevarajah Sithamparam Mr. N S J Nawaratne Waldock Mackenzie LTD / Dr. Hennedige Srinath Dilanjan Soysa Mr. R T Manatunga / Mrs. C N C Manatunga Mr. A P Perera Dr. H R Wickremesinghe / Mr. V K Wickremesinghe Others Total 31 December 2013 No. of Shares 26,182,162 2,964,117 37,498 15,000 15,000 12,898 10,000 9,650 9,482 7,498 7,498 7,498 7,255 7,048 6,998 6,600 6,510 6,000 6,000 5,600 29,330,312 669,688 30,000,000 % 87.27 9.88 0.12 0.05 0.05 0.04 0.03 0.03 0.03 0.02 0.02 0.02 0.02 0.02 0.02 0.02 0.02 0.02 0.02 0.02 97.72 2.28 100.00 The 20 largest Shareholders as at 31 December 2012 are given below. Name of the Shareholder AVIVA NDB Holdings Lanka (Private) Limited (Now known as AIA Holdings Lanka (Private) Limited) American International Assurance, Company Limited (Now known as AIA Company Limited) Corporate Holdings (Private) Limited HSBC- Mr. Rajaratnam Senathirajah Union Investments (Private) Ltd Colonial Motors Ltd Jacey Trust Services (Private) Limited Merchant Bank of Sri Lanka Limited/ Union Investments Ltd. Union Assurance PLC/ NO-01A/ C Mr. S K Hathiramani Mr. R Srikantha Mr. W R H Perera Waldock Mackenzie LTD / Mr. Chamila Damion Kohombanwickramage Mr T Rodrigo / Mrs. V N Rodrigo Mr. K H Udeshi Waldock Mackenzie LTD / Mr. K H Udeshi Dr. H G P A Ratnaweera The Ceylon desiccated coconut and Oil company (Pvt) Ltd Mr. D Wickremesinghe Mr. J Nawinne Others Total * No. of shares referred above are ordinary shares 31 December 2012 No. of Shares 26,182,162 1,500,000 155,442 150,000 111,300 90,750 84,400 83,700 53,499 38,672 37,498 30,598 30,487 22,300 20,578 19,700 16,999 15,000 15,000 15,000 28,673,085 1,326,915 30,000,000 % 87.27 5.00 0.52 0.50 0.37 0.30 0.28 0.28 0.18 0.13 0.12 0.10 0.10 0.07 0.07 0.07 0.06 0.05 0.05 0.05 95.57 4.43 100.00 226 AIA Insurance Lanka PLC Share Information Share Valuation Share Performance The market value of the Company’s ordinary shares as at 31 December 2013 was LKR 250.70 (31 December 2012 - LKR 329.80) 2013 Record of script Issues No. of transactions Year of Issue Type of Issue No. of shares traded Ratio Total value of shares traded (LKR.) 2,167,581 All Share Price Index - 31 December 5,912.78 5,643.00 AIA Share Price - 31 December (LKR.) 250.70 329.80 AIA Share Price - High (LKR.) 375.00 448.90 AIA Share Price - Low (LKR.) 250.70 141.10 Earnings per share (LKR.) 16.64 28.26 P/E Ratio (times) 15.06 11.67 152.84 135.45 11.00 20.87 Bonus 1:4 AIA market cap. (LKR. Mn) 1996 Bonus 1:4 CSE market cap. (LKR. Mn) 1997 Bonus 1 : 15 2005 Bonus 1: 2 Net assets per share (LKR.) Return on net assets (%) 120 110 100 ASPI 90 80 AIA 70 60 50 Dec 13 Nov 13 Oct 13 Sep 13 Aug 13 Jul 13 Jun 13 May 13 Apr 13 40 Mar 13 75,653,276 1,061,285,435 2,459,897 1995 Feb 13 3,703,103 9,894 CSE Turnover (LKR. Mn) Jan 13 234,800 7,521 1:5 Dec 12 5,522 213,827 Bonus Indexed to 31 December 2012 1,389 199,835 1994 Vs AIAShare Price CSE IndicesCSE vsIndices AIA Share Price 2012 Annual Report 2013 227 Distribution Network Head Office AIA Insurance Lanka PLC No 75 Kumaran Ratnam Road Colombo 2 Tel : 011 231 0300 / 231 0000 Fax : 011 231 0076 E-mail : [email protected] Web : www.aialife.com.lk Hotline : 011 231 0310 Fax : 011 471 5892 Non-life Insurance Division UPTO Building No 95 Sir Chittampalam A Gardiner Mw, Colombo 2 Tel : 011 231 0400 Fax : 011 231 0011 Battaramulla 1006/4/A Pannipitiya Road Battaramulla Tel : 011 288 9809-11 Fax : 011 552 5394 Batticaloa 42/1 Trincomalee Road Batticaloa Tel : 065 222 7975 Fax : 065 222 7988 Chilaw 109/1 Colombo Road Chilaw Tel : 032 222 1217 Fax : 032 222 3027 AIA Life Link No 1 Kumaran Ratnam Road Colombo 2 Tel : 011 231 0310 Fax : 011 471 5892 Colombo Main 101/1 Sir Chittampalam A Gardiner Mw, Colombo 2 Tel : 011 231 0262 / 231 0293 Fax : 011 231 0259 AIA Distribution Network Branch Office Network Ambalangoda 118A/2/1 GMA Building Galle Road Ambalangoda Tel : 091 225 8969 Fax : 091 225 8994 Colombo Region 1 101/1 Sir Chittampalam A Gardiner Mw, Colombo 2 Tel : 011 231 0781 Fax : 011 231 0259 Ambalantota 143 Main Street Ambalantota Tel : 047 222 3359 / 437 9672 Fax : 047 222 5022 Ampara 149 Nidahas Mw Ampara Tel : 063 222 3664 / 222 3663 Fax : 063 222 2554 Anuradhapura 523/7 Maithripala Senanayake Mw Anuradhapura Tel : 025 222 0858 / 223 4150 Fax : 025 222 3102 Avissawella 93/1/1 Rathnapura Road Avissawella Tel : 036 223 2597 Fax : 036 223 3550 Badulla King City 18/1/2 Dharmadutha Road Badulla Tel : 055 222 2848 / 223 0772 Fax : 055 222 5780 Bandarawela 3/126 DFCC Building Main Street Bandarawela Tel/ Fax : 057 222 4869 / 223 3288 Colombo Region 2 101/1 Sir Chittampalam A Gardiner Mw, Colombo 2 Tel : 011 231 0289 / 231 0489 Fax : 011 231 0259 Colombo Region 3 101/1 Sir Chittampalam A Gardiner Mw, Colombo 2 Tel : 011 231 0264 / 231 0272 Fax : 011 231 0259 Colombo Region 4 100 Kumaran Ratnam Road Colombo 2 Tel : 011 231 0006 / 231 0350 Fax : 011 231 0120 Colombo Region 5 101/1 Sir Chittampalam A Gardiner Mw, Colombo 2 Tel : 011 231 0010 / 231 0250 Fax : 011 231 0259 Colombo Region 6 101/1 Sir Chittampalam A Gardiner Mw, Colombo 2 Tel : 011 231 0249 / 231 0265 Fax : 011 231 0259 Colombo Region 8 100 Kumaran Ratnam Road Colombo 2 Tel : 011 231 0721 Fax : 011 231 0120 Dambulla 734/1 Anuradhapura Road Dambulla Tel : 066 228 3335 Fax : 066 228 3336 Kandana No 48/04/1/1 Negombo Road Kandana Tel/Fax : 011 2 226 320 / 011 2 226 146 Embilipitiya 1st Floor Lakmini Supermarket Building 51 Main Street Embilipitiya Tel : 047 223 0416 Fax : 047 226 1919 Kandy Commercial Bank Building 6th Floor 90-92 Kotugodella Veediya Kandy Tel : 081 222 2321 / 220 0100 / 220 0101 / 222 2322 Fax : 081 223 2668 Galle 32 Old Matara Road Pettigala Watta Galle Tel : 091 224 6733 / 223 2261 Fax : 091 223 2261 Galle City No 30-1/1 Sri Dewamitta Road Galle Tel : 091 2226 227 Fax : 091 2226 228 Gampaha 85 Bauddhaloka Mw Gampaha Tel : 033 222 1177 / 222 6840 / 222 7393 / 223 4808 Fax : 033 223 4700 Gampola 8/38/b/1/1 Nawalapitiya Road, Gampola Tel : 0812-353173/273 Fax : 0812-353173 Homagama 113/A/1 Avissawella Road Homagama Tel : 011 285 7155 Fax : 011 285 7160 Horana 135 Panadura Road Horana Tel/ Fax : 034 226 2359 Ja-ela 112/C Negombo Road Ja ela Tel/Fax : 011 224 8222 / 224 8223 / 224 8224 Jaffna 62/6 Stanley Road Jaffna Tel/ Fax : 021 222 1215 / 222 1216 Kalmunai 45 Batticaloa Road Kalmunai Tel : 067 222 5262 Fax : 067 2225 262 Kalutara 183 1/1 Main Street Kalutara Tel : 034 222 2820 / 222 9783 Fax : 034 223 5150 Karapitiya 461 Hirimbura Road Karapitiya Galle Tel : 091 222 6830 Fax : 091 224 6627 Kegalle 447/8 Main Street Kegalle Tel : 035 222 3141 / 222 2835 Fax : 035 223 1780 Kilinochchi 470/2 Kandy Road Kilinochchi Tele : 021 228 5514 Fax : 021 228 5513 Kiribathgoda 412/2 Gaala Junction Kandy Road Kiribathgoda Tel : 011 290 1660 / 290 1664 Fax : 011 290 1666 Kuliyapitiya 149/7 Main Street Kuliyapitiya Tel : 037 228 4222 Tel/ Fax : 037 228 1867 Kurunegala 110/1 Noel Seneviratne Mw Colombo Road Kurunegala Tel/ Fax : 037 222 3540 / 222 7707/ 222 9998 Maharagama 201 Wattegedera Junction High Level Road Maharagama Tel : 011 283 7611 Fax : 011 283 7488 Matale 181 Nimali Bldg Trincomalee Street Matale Tel/ Fax : 066 223 2401-3 Matara 24 E H Cooray Building 3rd Floor Anagarika Dharmapala Mawatha Matara Tel : 041 222 2844 / 222 0674 / 222 6344 Fax : 041 222 7344 228 AIA Insurance Lanka PLC Distribution Network Matara City 192 / 2 Anagarika Dharmapala Mawatha Matara Tel : 0412237041 / 0412237042 Fax : 0412237042 Minuwangoda Sanasa Super Complex First Floor Veyangoda Road Minuwangoda Tel : 0112299364 / 2299374 Moneragala 308A Kachcheri Junction Wellawaya Road Moneragala Tel : 055 227 6496 Fax : 055 227 6211 Moratuwa 529/1 Galle Road Rawathawatte Moratuwa Tel/ Fax : 011 264 8020 / 264 8021 / 264 8022 Mount Lavnia 230, Galle Road,Mt. Lavinia Tel : 011 271 0267 (Gen) Fax : 011 271 0268 Negombo 349/17 Main Street Negombo Tel/ Fax : 031 222 2266 / 223 5115 Nelliady 109/1 Jaffna Road Nelliady Jaffna Tel/ Fax : 021 226 2806 Nuwara Eliya 3rd Floor No 86 Kandy Road Nuwara Eliya Tel/ Fax : 052 222 3478 Polonnaruwa 68/1 Batticaloa Road Polonnaruwa Tel/ Fax : 027 222 3108 Puttlam 17/1 Kurunegala Road Puttalam Tel : 032 226 6955 / 032 226 7112 Ratnapura 23A Bandaranayake Mw Ratnapura Tel : 045 222 4417 Fax : 045 222 2601 Trincomalee 5A Main Street Trincomalee Tel/ Fax : 026 222 7949 / 222 6095-6 Vavuniya 66 Station Road Vairavapuliyankulam Vavuniya Tel : 024 222 5672 Tel/ Fax : 024 222 5673 JAFFNA KILINOCHCHI Wattala No 329/1 Elmo Tower Negombo Road Kerangapokuna Wattala Tel : 0112 945 272 / 1 Tax : 011 294 5271 Welimada No 232 Nuwaraeliya Welimada Tel : 0572 246 8778 / 77 Fax : 057 224 5177 Wennappuwa Chilaw Road Wennappuwa Tel/ Fax : 031 22 55 510 / 22 55 600 Area Development Office Network Akuressa 95 1/1 1st Floor Matara Road Akuressa Tel : 041 228 4544 Angunakolapelessa No. 1 Pragathi Building Middeniya Road Angunakolapelessa Tel : 047 222 9130 Baddegama Hikkaduwa Road Baddegama Tel : 091 229 2150 Bandaragama No 45/1 1st floor Horana Road Bandaragama Tel : 0382 289 664 Dehiattakandiya New Town Dehiattakandiya Tel / Fax : 027 225 0447 Kadawatha No 468/03 Kandy Road Kadawatha Tel : 011 292 0270 Kamburupitiya Pathirana Building 2nd Floor Kirinda Road Kamburupitiya Tel : 041 229 4477 / 229 4818 VAVUNIYA TRINCOMALEE ANURADHAPURA DAMBULLA POLONNARUWA BATTICALOA CHILAW KURUNEGALA KULIYAPITIYA KALMUNAI MATALE KEGALLE AMPARA KANDY GAMPOLA NEGOMBO NUWARA ELIYA JA-ELA GAMPAHA WATTALA BADULLA MAHARAGAMA KIRIBATHGODA HOMAGAMA WELIMADA MONERAGALA COLOMBO AVISSAWELLA BANDARAWELA KOTTE HORANA MORATUWA RATNAPURA KALUTARA AMBALANGODA EMBILIPITIYA BADDEGAMA GALLE ANGUNAKOLAPALASSA AMBALANTOTA MATARA Branch Office Network Mahiyanganaya 11-12 1st Floor Kala Stores Sorabora Junction Girandurukotte Road Mahiyanganaya Tel : 055 225 7774 Mathugama 60 Neboda Road, Mathugama Tel : 034 224 9418 / 224 9955 Mawanella 2nd floor No 257 New colombo Kandy Road Mawanella Tel : 035 322 0550 Middeniya Weeraketiya Road Middeniya Tangalle 08 A Medaketiya Road Tangalle Tel : 047 721 1580 Panadura 721/2/1 Galle Road Nalloruwa Panadura Tel : 038 223 4634 Piliyandala 20B Park Road Piliyandala Tel : 011 303 4090 Tangalle 8A Medaketiya Road Tangalle Tel : 047 224 0166 / 721 1580 Thissamaharama No 173/1 Iresha Building Kachcheriyagama Thissamaharama Tel : 047 223 9096 Warakapola 3rd Floor Udawatte Tower Warakapola Tel : 035 226 7724 / 226 7166 Weliweriya 342A New Kandy Road Weliweriya Tel : 033 352 6888 Wellawaya Aluth Ella Road Wellawaya Tel : 055 227 4303 / 227 4302 Annual Report 2013 229 Glossary Actuary A person who provides solutions to insurance related problems using applied mathematics (in particular, probability) to provide solutions to insurance-related problems. Actuarial techniques are used to design new insurance products and to assess the profitability of new and existing business. Agent An individual who is an independent contractor authorised to carry out transactions on behalf of another, such as the sale of insurance policies. Insurance agents usually earn commission or a fee on the sale of a policy. In Sri Lanka they are tied to a particular insurance company and offer a limited selection of products. Amortisation - Intangible assets Amortisation is the systematic allocation of the depreciable amount of an intangible asset over its useful life. Annualised New Premium (ANP) A method for calculating levels of life, pensions and investment new business levels, to smooth out the effect of large, one-off payments. Annual report An annual report is a comprehensive report a company’s activities through out the preceding year. Annual reports are intended to give shareholders and other intended people information about the company’s activities and financial performance. Annuity Another word for “pension”. An annuity is a regular payment from an insurance company designed to give the policyholder an income for life after retirement. It is paid for by a lump sum saved during the policyholders’ working lifetime. Annuity rates are based on yields on gilt-edged securities at the time of purchase. On death, any remaining investments usually become the property of the annuity provider. Asset An asset is a resource controlled by an entity as a result of past events and from which future economic benefits are expected to flow to the entity. Assurance A term sometimes used instead of “insurance”, generally in connection with Life business, since assurance implies the certainty of an event (such as death) and insurance only the probability. Available for sale financial assets Non-derivative financial assets that are designated as available for sale or are not classified as loans and receivables or as at fair value through profit or loss. Available for sale financial instruments are measured at fair value, with movements in fair value recorded in other comprehensive income. Bancassurance An arrangement whereby banks allow selling of insurance and investment products to their customers by insurers. Benchmark A market index or rate against which an investment fund compares its performance and mix of assets. Beneficiary A person, organisation or estate that receives, or may become eligible to receive, benefits from a will, insurance policy, retirement plan or other contract. Blue chip A description applied to the biggest and most highly regarded companies quoted on the stock market. Shares in such companies are usually considered a reliable and profitable investment. Board of Directors Decision-making body legally responsible for overseeing the management of a company. In a listed company the Directors are elected by the shareholders. Executive Directors are usually employees responsible for managing the day-to-day business of the company. Bond A bond is technically a certificate of debt issued by a government or company in return for a loan from an investor. Bonds are sometimes known as fixed interest securities, as they often have a fixed rate of interest and a predetermined repayment date. Examples include giltedged securities issued by the government of Sri Lanka, and corporate bonds issued by companies as investment products. Broker An individual or firm that acts as an intermediary between a buyer and seller, usually charging commission or a fee. Insurance brokers arrange cover on behalf of their clients and represent the interests of the policyholder. Capital Any form of wealth capable of being employed in the production of more wealth. Capital structure The manner in which a company finances itself, including issuing shares, long term borrowings and retained earnings. Central bank The major regulatory bank in a country, usually controlled by the government. Its role can include setting interest rates, note issue, supervision of commercial banks, management of exchange reserves and the national currency’s value, as well as acting as the government banker. CEO Abbreviation for Chief Executive Officer. The CEO is the head of a company and oversees strategic planning and operational activities. CFO Abbreviation for Chief Financial Officer. The CFO is responsible for a company’s accounting and financial activities, and usually reports to the Chief Executive Officer. Claim Notification to an insurance company of a call by a 230 AIA Insurance Lanka PLC Glossary policyholder to the benefits due under the terms of an insurance policy or scheme. Claims incurred The total of all claims sustained during an accounting period, whether paid or not. Also known as losses incurred. Claims ratio Claims incurred, adjusted for any reinsurance, expressed as a percentage of net premiums earned. Sometimes referred to as loss ratio. Commission Payment made to an agent or other intermediary, normally in return for selling an insurance or investment policy. Compliance The requirement to operate in accordance with statutory or regulatory guidelines. Contract A legally binding document between two parties. In the case of insurance, a common name for a scheme or policy. Credit rating A measure of the ability of an individual, organisation or country to repay debt. The highest rating is usually AAA, and the lowest D. These are usually issued by a credit rating agency or credit bureau. Debenture A fixed interest security issued by a company or government agency, usually secured on its assets, with a long term redemption (repayment) date typically between 5 and 10 years ahead. If a company files for bankruptcy, debenture stockholders are first in line to be repaid before the other stockholders and shareholders. Dependent A person who depends upon another for financial support. A minor (child) is normally a dependent at least until reaching the age of majority. Depreciation Reduction in the worth of an asset in a company’s accounts to reflect its loss of value through age and use. Dividend An amount based on a company’s profits paid out to shareholders for each share they hold based on the profits of a company. Usually paid as cash, but they can also take the form of noncash benefits. Earnings Another word for profit. Broadly calculated as revenues minus costs, operating expenses and taxes, minority interests, extraordinary items and dividends on preference stock. Earnings Per Share (EPS) Net profit attributable to shareholders holding ordinary shares divided by the number of shares issued - is a guide to how well a company is performing. Companies often use a weighted average of shares outstanding over the reporting term. Economic value added A financial performance measure used to evaluate a company’s true profit and the creation of wealth for shareholders. Effective interest method A method of calculating the amortised cost of a financial asset or financial liability and of allocating the interest income or expense over the relevant period. Equity Another word for “share”. Shareholders’ equity is the value of the shares they hold. Exchange rate The rate at which one currency may be converted into another. Often quoted as an indicator of the relative strength of a currency or the attractiveness of the market in which it is used. Expense ratio Expenses associated with running an insurance business, such as commission, professional fees and other administrative costs, expressed as a percentage of premiums. Also the annual operating costs of an investment fund, expressed as a percentage of assets. Fair value The amount for which an asset could be exchanged, or a liability settled, between knowledgeable, willing parties in an arm’s length transaction. Fair value through profit or loss (FVTPL) A financial asset or financial liability that is measured at fair value in the statement of financial position with gains and losses arising from movements in fair value being presented in the consolidated income statement as a component of the profit or loss for the year. Final dividend The dividend paid by a company to shareholders at the end of the financial year. Gilt-edged securities Bonds or securities issued by the Sri Lankan Government to raise funds, and are considered the safest form of Rupee lending. Gross Before tax has been deducted. The opposite of net. Gross Domestic Product (GDP) The total value of all goods and services produced domestically by a country each year. Can be calculated as gross national product minus income from abroad. A key measure of national economic health. Gross written premium The total earnings or revenue generated by sales of insurance products, before any reinsurance is taken into account. Not all premiums written will necessarily be treated as income in the current financial year, because some of them could relate to insurance cover for a subsequent period. Annual Report 2013 231 Health insurance Provides cover against loss from illness or bodily injury. The policy can cover expenses for medicine, visits to the doctor, hospital stays, other medical expenses and loss of earnings, depending on the conditions covered and the benefits and choices of treatment available on the policy. IFRS International Financial Reporting Standards. These are accounting regulations designed to ensure comparable Balance Sheet preparation and disclosure, and are the standards that all public listed companies in the European Union are required to use. In force An insurance policy is “in force” from its start date until the date it is terminated. Index An index is the weighted value of a group of securities used to measure the ups and downs of a market, market sector or asset class, and to provide a performance benchmark against which other investments in that category can be measured. Inflation An increase in the general level of prices over a period of time. Insurance A contract taken out with an insurer to protect against loss from a perceived risk. The person taking out the insurance is called the insured. Payments for the policy are called premiums. Insurance contract A contract under which the insurer accepts significant insurance risk from the policyholder by agreeing to compensate the policyholder if specified uncertain future events adversely affect the policyholder. Insurance premium revenue This includes gross written premium of life and Non-life business and comprised of change in unearned premium reserve applicable for current financial year. Insurance risk The potential loss resulting from inappropriate underwriting, mispricing, adverse expense, lapse, mortality and morbidity experiences. Under IFRS, insurance risk means risk, other than financial risk, transferred from the holder of a contract to the issuer. Intangible assets An intangible asset is an identifiable non monetary asset without a physical substance. Interest The fee charged by a lender for the use of borrowed money, or the return earned on an investment, such as savings in a deposit account. It can also mean part or total ownership of an asset. Interest rate Percentage rate at which money is added to savings or borrowings. The cost of borrowing or lending money. Interim results Figures issued during the financial year to indicate business performance since the last full-year accounts were published. Usually announced quarterly or halfyearly. Intermediary An individual or organisation who introduces business to an insurance company on behalf of a customer and represents them in dealings with the company. Types of intermediaries include financial advisers, agents, brokers, dealers and traders. Investment Buying and holding assets, such as shares, bonds, property and commodities, to earn income or to make capital gains. Investment contract An investment contract is an insurance policy that, whilst structured and regulated as a contract of insurance, does not meet the accounting definition of an insurance contract because it does not transfer significant insurance risk. Investment bank A financial organisation involved in corporate finance, advice on mergers, takeovers and acquisitions, the launch of new stocks and shares and investment management. Investment income Earnings or revenue (such as share dividends and interest payments) arising from the ownership of assets. Liabilities A company’s debts and obligations, shown on the Balance Sheet as claims on its assets. Liability adequacy testing An assessment of whether the carrying amount of an insurance liability needs to be increased or the carrying amount of related deferred acquisition and origination costs or related intangible assets decreased based on a review of future cash flows. Liability insurance Insurance designed to protect the policyholder in the event of a claim by a third party alleging that negligence or inappropriate action has resulted in bodily injury or damage to property. Can cover a range of personal, professional and commercial risks. Life insurance Promises the payment of an agreed sum of money upon the death of the insured within a specified period of time. Also known as Life assurance. Liquidity Ease with which an asset can be bought or sold without significantly affecting its price. A liquid asset is one easily convertible into cash. Liquidity risk The risk of having insufficient cash available to meet payment obligations to counterparties when they fall due. Listed A company whose shares are traded on a stock exchange is said to be listed. It means the same as quoted. Long-term savings Collective term for Life insurance, pensions, 232 AIA Insurance Lanka PLC Glossary savings, investments and related business. Margin Profit margin as a percentage of trading profit. Reflects the underlying profitability of the business, but not whether the company is making money for shareholders. It is calculated before interest charges and tax. Market The place where transactions take place in a particular type of commodity, such as a stock exchange. Market capitalisation The value of a company calculated by multiplying the number of shares the company has in circulation by the market price of those shares. Maturity The date that an insurance policy or other financial contract finishes or “matures”, and the proceeds, sometimes known as the maturity value, become payable. Million Dollar Round Table (MDRT) MDRT is a global professional trade association of life insurance and financial services professionals that recognises significant sales achievements and high service standards. Money supply Total amount of money in circulation in an economy. There are several ways this can be measured such as M0, M1, M2, M2b. Financial authorities use these measures to set targets for monetary growth. Net After tax has been deducted. The opposite of gross. Net asset value The value of a company calculated by subtracting its liabilities from its assets. The difference is the capital, that is, the funds that would be available to ordinary shareholders if the company were wound up. Net Combined Ratio (NCR) A financial measure of insurance underwriting profitability that expresses the total of claim costs, commission and expenses as a percentage of premiums. A NCR below 100% indicates profitable underwriting. Net premiums earned The proportion of net written premiums recognised for accounting purposes as income in a given period. Net written premium Total gross written premium for a given period, minus premiums paid over or “ceded” to reinsurers. Net profit The amount left over after deducting tax, interest, depreciation, fees, minority interests and extraordinary charges from sales revenue. Also known as net earnings, or net income. New business Term used to describe the value of Long Term savings policies sold to new and existing customers. Includes premium increases on existing business. Ordinary share Where ownership of a company is divided into a number of equal parts or “shares”, ordinary shareholders are entitled to a distribution of the profits (known as dividends) and have the right to vote at company meetings. If the company is wound up, ordinary shareholders are entitled to any assets left after all other obligations have been met. These residual assets are known as the equity of the company, hence the term “equities” sometimes used to describe ordinary shares. Ordinary shares rank after debentures and preference shares. Policy document A document that details the full product information and terms and conditions of an insurance policy, and the policy schedule(s) which provides the specific benefits / premiums / payment conditions covered. It provides evidence that a contract exists between the insured and insurer. Portfolio A collection of financial assets - investments in shares, fixed interest stocks, cash and property - held by an investor. Premium The monetary amount paid for an insurance policy. The payment a policyholder makes in return for insurance cover. Usually paid monthly, annually or as a single lump sum. Also, if the market price of a new share is higher than its issue price, it is said to be trading at a premium. Price/Earnings ratio (P / E ratio) Share price divided by earnings per share over the latest 12-month period. The result offers investors a way of comparing companies’ prospects. For example, a high P/E ratio might suggest a company has strong growth potential, and investors will pay more for a share if they think that the company’s earnings will rise rapidly. Profit Excess of income over expenses for a particular period. Figures may be given as gross profit, net profit before tax, net profit after tax, and earnings. Profit and loss account An account compiled at the end of the financial year showing that year’s revenue and expense items, and indicating gross and net profit or loss. Profit before tax All profits earned in a period, including investment gains. Proxy A method by which a shareholder may vote without attending a meeting by appointing someone else to vote on their behalf. Public company A company whose shares are available to members of the public. Annual Report 2013 233 Quoted If a company has a quote (or is “quoted”), its shares can be traded on the stock exchange. It means the same as listed. Rate of return The change in value of an investment over a period of time, taking into account income from it and any change in its market value. Normally expressed as an equivalent annual percentage of the total amount invested. Also the yield from a fixed income security. Recession A period of general economic decline. Specifically, a decline in Gross Domestic Product (GDP) for two or more consecutive quarters. Regulatory body An organisation with statutory powers to lay down a framework within which member companies must operate. Reinsurance A form of insurance bought by insurance companies to protect themselves from the risk of large losses. One insurer pays to place part of an insured risk or an entire book of business with one or more other insurance companies, known as the reinsurers. Return For savings, the difference between the original sum invested and the final value of income or capital growth, given as a percentage. For shares, the overall investment performance based on the movement in the price of the shares (gain or loss) and the dividend income from the shares. Return on Net Assets (RONA) Usually calculated as posttax profit divided by equity (total assets minus total liabilities), expresses as a percentage. Rights issue An invitation from a company to their existing shareholders to buy new shares, usually for less than the prevailing share price, to raise additional capital. Risk The measurable probability of loss or less-thanexpected returns from an investment, asset or business activity. Risk based capital Capital allocated by a company to cover risks arising from the nature of its business and the markets in which it operates, based on an assessment of those risks and the likelihood of adverse developments. For example, banks may be required to set aside capital to cover their exposure to the risk of customers defaulting on the repayment of loans. Sector Part of a market or industry whose components share similar characteristics. Stocks are often grouped into sectors. Securities General term for financial instruments traded on a stock exchange, such as stocks and shares, and the notes, certificates and bearer warrants that signify ownership of them. Securities and Exchange Commission of Sri Lanka (SEC) Official Sri Lankan regulatory body responsible for investor protection and regulation of the securities industry and companies quoted on Colombo Stock Exchanges. Share Common term for equity. Specifically, a certificate conferring ownership rights in a company. Ordinary shares (or common stock) provide voting rights at company meetings and entitle the holder to a proportional share of the profits. Shareholder Someone who owns shares or stock in a company or mutual fund. Shareholders also have the right to declared dividends and the right to vote on company matters, including the Board of Directors. Shareholders’ funds Shareholders’ funds represent the assets that remain once all a company’s liabilities have been accounted for. This also equates to the capital of the company, plus any profits that have been retained by the business. Stakeholder Any individual or organisation with an interest in a company. Statement of Financial Position/Balance Sheet A statement showing the financial position of a business on a specific date by listing its assets (what it owns) and its liabilities (the claims on its assets, or what it owes). Statutory accounts The accounts that every public limited company is required by law to produce and publish. Stock Often used as an alternative word for share, especially in the US. However, it can refer specifically to fixed-interest investments, such as bonds and gilt-edged stocks, which represent a loan to the issuer, rather than shares, which signify part ownership of a company. Stock exchange A marketplace where stocks and shares and other financial instruments can be traded. Sum assured The lump sum benefit payable under an insurance policy or contract in circumstances defined within the policy (usually it represents an amount payable on death or maturity). Surrender The act of cancelling or cashing in the proceeds of an insurance contract before it becomes payable or reaches its maturity date for a surrender value. Sustainability Review A company’s approach to how they engage with issues 234 AIA Insurance Lanka PLC Glossary such as environmental management, local communities, employees, human rights, health and safety at work, suppliers, customers and standards of business conduct. Technical provisions Amounts set aside on the basis of actuarial calculations to meet obligations to policyholders. Treasury bill/Treasury bond Loan or debt securities issued by a government to help pay for its financial needs. Investors receive a guaranteed return over a fixed period. In Sri Lanka, treasury bills (also known as T-bills) are short-term securities issued for up to one year. They are sold at a discount, the difference between the purchase price and the face value representing the holder’s profit at the end of the term. Treasury bonds (T-bonds) also pay a fixed rate of interest and are long term securities issued with a term of more than one year. Treasury bills and Treasury bonds are usually known as gilt-edged securities. Trust A legal arrangement where one or more people are appointed to look after property or investments on behalf of someone else (the beneficiary). The Trustees are legally responsible for how the assets are managed. Trustee Someone appointed to hold or administer assets for the benefit of other people. Underwriting The process of selecting which risks an insurance company can cover, and deciding the premiums and terms of acceptance. On the stock exchange, an arrangement by which a company is guaranteed that an issue of shares will raise a given amount of money, because the underwriters promise to buy any of the issue not taken up by the public. Underwriting profit The difference between insurance premiums earned and claims and expenses paid over a given period. If premiums are the higher figure, there is an underwriting profit; if they are lower, there is an underwriting loss. Underwriting profit excludes investment income, so is a commonly used method of evaluating the performance of a General insurance company. Unearned premiums Premiums received by an insurer relating to cover provided outside the current accounting period. Such premiums are not normally treated as income until they have been “earned” during the period to which they relate. Unit trust Fund of stocks and shares held by a manager for the benefit of investors. Individuals buy units in the fund, which then invests in a wide range of shares. This approach offers small investors the opportunity to pool their money with others and benefit from a greater spread of risk and investment opportunities. British equivalent of an American mutual fund. Unitised Investment policy under which contributions are used to buy units in a chosen investment fund. Unit-linked A type of long-term savings plan where premiums are used to buy units in an investment fund, such as a unit trust. The assets in the fund can be a mix of stocks, shares, bonds, property or other securities. The value of the units and the return from them can fluctuate in line with the investment performance of the assets in the fund, and there is no guarantee on the amount of capital that will be returned. Unrealised A notional profit or loss that has not yet been achieved through a transaction. The profit or loss is “realised” when the investor sells the security or asset in question. Unrealised gains are usually not taxable. Volatility The variable amount by which a share price or market value rises and falls during a period of time. If it moves up and down rapidly or unpredictably, it has high volatility; if it is more stable or rarely changes, it has low volatility. Warrant A tradable security that gives the holder the right to buy a share or bond at a fixed price on a future date. Withholding tax Withholding tax is an amount withheld by the party making payment to another (payee) and paid to the taxation authorities. Write off To cancel a debt, or to acknowledge the loss or worthlessness of an asset. Also to remove an asset or holding entirely from a Balance Sheet. The reduction in value, or loss, is said to be “written off”. Yield Rate of return on an investment in percentage terms, taking into account annual income and any change in capital value. Also the dividend payable on a share expressed as a percentage of the market price. Annual Report 2013 235 Notice of Meeting NOTICE IS HEREBY GIVEN THAT the 28 Annual General Meeting of AIA Insurance Lanka PLC will be held on Thursday, 27 March 2014 at 10.00 a.m at Ball Room 1, Hotel Hilton - Colombo, No. 2, Sir Chittampalam A Gardiner Mawatha, Colombo 2, for the following purposes: Ordinary Business: 1. To receive and consider the audited financial statements for the year ended 31 December 2013 together with the Reports of the Auditors and the Directors thereon. 2. To declare a first and final dividend of LKR 2/-per share for 2013 as recommended by the Directors. 3. To re-elect Mr. Manoj Ramachandran as a Director who retires by rotation in terms of Article 30 of the Articles of Association of the Company. 4. To re-elect Mr. Heerak Basu as a Director who retires by rotation in terms of Article 30 of the Articles of Association of the Company. 5. To ratify the total donations of LKR 6.6 Mn which had been made by the Company during the year ended 31 December 2013 which amount is within the aggregate thereof amounting to 1% of the average profits after tax for the preceding three years. 6. To authorize the Directors, to make on behalf of the Company, in pursuance of the provisions of the Companies (Donations) Act No 26 of 1951, donations during the year 2014 not exceeding 1% of the average profits after tax of the Company for the preceding three years. 7. To re-appoint Messrs. PricewaterhouseCoopers, Chartered Accountants as Company’s external auditors and to authorize the Directors to determine their remuneration. By order of the Board Chathuri Munaweera Company Secretary Colombo 10 February 2014 NOTE: 1) A Member entitled to attend and to vote at the afore stated Meeting is entitled to appoint a Proxy to attend and to vote in his/her stead. 2) A Proxy need not be a Member of the Company. 3) A Form of Proxy accompanies this Notice. 4) The completed Form of Proxy should be deposited at the registered office of the Company not later than 48 hours before the time appointed for the holding of the meeting. 236 AIA Insurance Lanka PLC Notes Annual Report 2013 237 238 AIA Insurance Lanka PLC Notes Annual Report 2013 239 Form of Proxy I/We ...........……....................………...……..........................................................................… (please indicate the full name) bearing NIC/Passport/Com.Reg. No. ……….……..........……............. of ..........................……………...................................………………. being a member/members of AIA Insurance Lanka PLC do hereby appoint Mr/Ms ............……....................………............……...…..…..….. ….....................................………(please indicate the full name of the Proxy) bearing NIC No./Passport No. ….………………………... of…………...…………………………………………………..whom failing: Mr. Gordon Timmins Watson Mr. Mitchell David New Mr. Manoj Ramachandran Mr. Heerak Basu Ms. Sally Yuen Wai Wan Mr. Deepal Sooriyaarachchi or failing him or failing him or failing him or failing him or failing her as my/our Proxy to represent me/us and to vote on my/our behalf at the Twenty Eighth Annual General Meeting of the Company to be held on the 27 March 2014 at 10.00 a.m. at “Ball Room 1”, Hotel Hilton – Colombo, No. 2, Sir Chittampalam A Gardiner Mawatha, Colombo 2 and at any adjournment thereof, and at every poll which may be taken in consequence of the aforesaid Meeting. I/We the undersigned, hereby direct my/our Proxy to vote for me/us and on my/our behalf on the specified resolution as indicated by the letter “X” in the appropriate cage. Ordinary Business FOR AGAINST 1. The ordinary resolution numbered (1) set out in the Notice convening the aforesaid meeting 2. The ordinary resolution numbered (2) set out in the Notice convening the aforesaid meeting 3. The ordinary resolution numbered (3) set out in the Notice convening the aforesaid meeting 4. The ordinary resolution numbered (4) set out in the Notice convening the aforesaid meeting 5. The ordinary resolution numbered (5) set out in the Notice convening the aforesaid meeting 6. The ordinary resolution numbered (6) set out in the Notice convening the aforesaid meeting 7. The ordinary resolution numbered (7) set out in the Notice convening the aforesaid meeting * Please indicate your preference with ‘X’ marked in the appropriate cage Signed on this ……………………………………. day of …………………………………… Two Thousand and Fourteen. ..............................………......... Signature/s of Shareholder/s Notes: 1. If no indications are given and/or there is in the view of the Proxy holder doubt (by reason of the way in which the instructions contained in the Proxy form have been completed) as to the way in which the Proxy holder should vote, the Proxy holder shall vote as he/she thinks fit. 2. A Proxy holder need not be a member of the Company. 3. Instructions as to completion appear on reverse. 4. Proxy holders are requested to bring with them their National Identity Cards or any other form of valid identification and present same at the time of registration. 240 AIA Insurance Lanka PLC Instructions as to completion of Form of Proxy 1. Kindly perfect the Form of Proxy after filling in legibly your full name and address signing in the space provided and filling in the date of signature. 2. The persons mentioned on the reverse hereof, are Directors of the Company and they are willing to represent any Shareholder/s as Proxy, and vote as directed by the Shareholder. They will not, however be willing to speak or move or second any amendments to the resolutions or make any statement in regard thereto on behalf of any Shareholder. 3. If another Proxy is preferred, delete the names printed, add the name of the Proxy preferred and initial the alteration. 4. Please indicate your preference with ‘X’ in the appropriate cages provided in the Form of Proxy, as to how your Proxy is to vote on the resolutions. If no indication is given the Proxy in his/her discretion may vote as he/she thinks fit. 5. In the case of a corporate member the Proxy Form must be executed under its common seal or by a duly authorized officer of the entity in accordance with its Articles of Association or Constitution. If the Form of Proxy is signed by an Attorney, the relative Power of Attorney should also accompany the completed Form of Proxy, if it has not already been registered with the Company. 6. The completed Form of Proxy should be deposited at the registered office of the Company at No. 75, Kumaran Ratnam Road, Colombo 02 not less than 48 hours before the time appointed for the holding of the Meeting. Corporate Information Name of the Company AIA Insurance Lanka PLC Company Registration No – PQ 18 Chartered Accountants No. 100, Braybrooke Place Colombo 02, Sri Lanka. Legal Form • Public Company with limited liability. • Incorporated in Sri Lanka on 12 December 1986 under the Companies Act No. 17 of 1982. • Re - registered under the Companies Act No. 07 of 2007. • Insurance Company licensed by the Insurance Board of Sri Lanka. • The shares of the Company are listed on the Colombo Stock Exchange. Tax Payer Identification Number (TIN) 134001356 Consultant Actuaries – General Insurance NMG Financial Services Consulting Pte Ltd No. 65, Chulia Street #37-07/08 OCBC Centre Singapore 049513 Lawyers Julius & Creasy Attorneys-at-Law & Solicitors No. 41, Janadhipathi Mawatha Colombo 01 VAT Registration Number 134001356 - 7000 Directors Gordon Timmins Watson – Chairman Mitchell David New Manoj Ramachandran Heerak Basu Sally Yuen Wai Wan Deepal Sooriyaarachchi Reinsurance Panel - Life Insurance Munich Re RGA International Reinsurance Company Limited Chief Executive Officer Shah Rouf Deputy Chief Executive Officer Upul Wijesinghe Company Secretary Chathuri Munaweera Accounting year 31 December Subsidiary Name of the Company Rainbow Trust Management Limited Appointed Actuary – Life Insurance Frank Munro AIA Insurance Lanka PLC No. 75, Kumaran Ratnam Road, Colombo 2 Sri Lanka Holding Principal Activity 100% Trust Management Registered Office/ Head Office No. 75, Kumaran Ratnam Road, Colombo 02 Telephone : 0094-11-2310000 Fax : 0094-11-2447620 / 2310076 E-mail : [email protected] Web : www.aialife.com.lk Company Registrars SSP Corporate Services (Private) Limited No. 101, Inner Flower Road, Colombo 03 Telephone: 0094-11-2573894 / 2576871 Auditors PricewaterhouseCoopers Designed and produced by emagewise Photography by Dimitri Crusz and Dhanush de Costa Digital plates and printing by Aitken Spence Printing & Packaging (Pvt) Ltd. Reinsurance Panel – General Insurance Treaty Reinsurers Aviva Re National Insurance Trust Fund Munich Re ACR Scor Re Labuan Re Malaysian Re GIC Re Trust Re Facultative Reinsurers Chubb Group Asia Capital Reinsurance Group General Insurance Corporation of India Lloyds Syndicates Bankers Standard Chartered Bank PLC Bank of Ceylon Commercial Bank of Ceylon PLC Hatton National Bank PLC The Hongkong & Shanghai Banking Corporation Limited People’s Bank Sampath Bank PLC National Development Bank PLC Nations Trust Bank National Savings Bank PLC Deutsche Bank Union Bank PLC Pan Asia Banking Corporation PLC Seylan Bank PLC Custodian Banks Bank of Ceylon Deutsche Bank AIA Insurance Lanka PLC No. 75, Kumaran Ratnam Road, Colombo 02 Telephone : 2310000 Fax : 2447620, 2310076 E-mail : [email protected] Web : www.aialife.com.lk
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