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TABLE OF CONTENTS<br />
1 Mission Statement<br />
2 Board of Directors<br />
Management Team<br />
3 Notice of Annual Meeting<br />
Corporate Information<br />
4 Chairman’s Review<br />
5 Department Heads<br />
6 New Appointments<br />
7 Directors’ & Substantial Interests<br />
8 Auditors’ Report<br />
9 Consolidated Balance Sheet<br />
10 Consolidated Statement of Earnings<br />
11 Consolidated Statement of Changes in Equity<br />
12 Consolidated Statement of Cashflows<br />
13 Notes to the Consolidated Financial Statements<br />
26 Management Proxy Circular<br />
27 Proxy Form
THE BOARD OF DIRECTORS<br />
L-R: 1.Mr. Ernest Williams [Chairman] 2.Mr. Roger Manning 3.Dr. Rollin Bertrand 4.Mr. Hollis N. Hosein 5.Mr. Lawford Dupres<br />
6.Mr. Anton Ramcharan 6.Mr. Arun K. Goyal<br />
MANAGEMENT TEAM<br />
L-R: 1.Mr. Manan Deo [General Manager/ Company Secretary] 2.Mrs. Jacqueline Ryan-Brathwaite [Human Resource Manager]<br />
3.Mr. Gerard Torres [Marketing Manager] 4.Mrs. Isha Rueben-Theodore [Corporate Services Manager] 5.Mr. Dexter East [Operations Manager]<br />
6.Mr. John Cardenas [Plant Manager - Premix & Precast Concrete Inc.] 7.Ms. Murielle Lancien [Manager - Island Concrete SARL]<br />
8.Mr. Jaris Liburd [ Manager - Island Concrete N.V.]<br />
READYMIX [W.I.] LTD - 2006 ANNUAL REPORT<br />
2<br />
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NOTICE OF ANNUAL MEETING<br />
Notice is hereby given that the ANNUAL MEETING of READYMIX (WEST INDIES) LIMITED for the year ended 31st<br />
December 2006 will be held at the Utility Room, RML Compound, Tumpuna Road, Guanapo, Arima on 10th May 2007<br />
at 2:30 p.m. for the transaction of the following business:<br />
ORDINARY BUSINESS<br />
1. To receive and consider the Report of the Directors and the Audited Financial Statements for the financial year<br />
ended 31st December 2006, with the Report of the Auditors thereon<br />
2. To elect Directors<br />
3. To appoint Auditors and authorize the Directors to fix their remuneration for the ensuing year<br />
4. To transact any other business, which may be properly brought before the meeting.<br />
NOTES<br />
1. Record Date<br />
The Directors have fixed Tuesday 10th April, 2007 as the record date for shareholders entitled to receive notice of<br />
the Annual Meeting. Formal notice of the Meeting will be sent to shareholders on the Register of Members as at<br />
the close of business on that date. A list of such shareholders will be available for examination by shareholders at<br />
the registered office of The Trinidad & Tobago Central Depository, 10th Floor, Nicholas Tower, 63-65 Independence<br />
Square, Port of Spain, during usual business hours and at the company’s premises on the day of the Meeting.<br />
2. Proxies<br />
Members of the Company entitled to attend and vote at the Meeting are entitled to appoint one or more proxies to<br />
attend and vote instead of them. A proxy need not also be a member. Where a proxy is appointed by a corporate<br />
member, the form of proxy should be executed under seal or signed by some officer or attorney duly authorized.<br />
To be valid, the Proxy Form must be completed and deposited at the registered office of The Trinidad & Tobago<br />
Central Depository, 10th Floor, Nicholas Tower, 63-65 Independence Square, Port of Spain, not less than 48 hours<br />
before the time fixed for holding the Meeting.<br />
BY ORDER OF THE BOARD<br />
MANAN DEO<br />
COMPANY SECRETARY<br />
March 26th, 2007<br />
CORPORATE INFORMATION<br />
COMPANY SECRETARY<br />
Manan Deo<br />
REGISTERED OFFICE<br />
Tumpuna Road<br />
Guanapo, Arima<br />
Trinidad, W.I.<br />
Tel: [868] 643.2429/ 2430<br />
Fax: [868] 643.3209<br />
Email: rmlinfo@tclgroup.com<br />
REGISTRAR<br />
Trinidad & Tobago Central Depository Ltd.,<br />
10th Floor, Nicholas Tower,<br />
63 - 65 Independance Square,<br />
Port of Spain<br />
AUDITORS<br />
Ernst & Young<br />
5 – 7 Sweet Briar Road<br />
St. Clair<br />
Port of Spain<br />
Trinidad<br />
ATTORNEYS AT LAW<br />
J.D. Sellier & Co.<br />
129 – 131 Abercromby Street<br />
Port of Spain<br />
Trinidad<br />
READYMIX [W.I.] LTD - 2006 ANNUAL REPORT<br />
3<br />
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CHAIRMAN’S REVIEW<br />
“The Board is<br />
confident that the<br />
<strong>Group</strong> is well placed<br />
to continue to<br />
improve shareholder<br />
wealth in 2007”<br />
The RML <strong>Group</strong> experienced a satisfactory turnaround in 2006,<br />
posting a best ever profit of $16.2M, compared with a loss of<br />
$25.9M in 2005. Sales volume of the <strong>Group</strong> grew by 17,000m 3<br />
or 9%, while revenue grew by $74.7M or 41%. Operating profit<br />
increased by $54.9M over the prior year. In so doing, the<br />
company improved its EPS by $3.43.<br />
During the first half of the year, the <strong>Group</strong> implemented major<br />
changes to its business processes, structure, and manpower<br />
levels, following the recommendations of a Value Creation Team<br />
established by the Board in 2005. This resulted in a<br />
rationalization of the workforces at our subsidiaries in Barbados<br />
and St Maarten and some restructuring in Trinidad.<br />
Locally, pricing policies, which were reviewed in late 2005<br />
resulted in revenues from existing and new contracts that were<br />
more in keeping with the cost structure and profit objectives of<br />
the <strong>Group</strong>. The <strong>Group</strong> posted unaudited profits of $2.6M for the<br />
first half of the year, while second half profits for 2006 improved<br />
to $13.6M.<br />
In February, the parent company commenced the importation of<br />
20mm aggregate into Trinidad, in order to supplement the<br />
dwindling yield of aggregates at its Melajo quarry in Valencia. In<br />
April, the Government of Trinidad and Tobago granted the<br />
company 348 acres of lands for quarrying, however the desired<br />
level of aggregate production anticipated from these lands has<br />
not yet been fully realized and imports are expected to continue<br />
in 2007. The supply of aggregates to St. Maarten was stabilized<br />
during the third quarter of the year, as contracts were<br />
confirmed with suppliers from Monsterrat, Dominica, and<br />
Martinique. The reliability and quality of materials from these<br />
sources are expected to be maintained throughout 2007.<br />
In St. Maarten, the Company obtained the necessary<br />
certification for its product from France, enabling it to bid major<br />
projects on the French side (St. Martin) of the island. This<br />
resulted in a 50% increase in sales in that territory and<br />
contributed to the St. Maarten subsidiary reducing its overall<br />
loss by $3M compared with the previous year. In Barbados, the<br />
delivery fleet was expanded by 30%, enabling Premix and<br />
Precast Concrete Inc. to grow sales volume by 23%, to save on<br />
distribution costs and to improve its preventative maintenance<br />
programme. This subsidiary’s performance for the year<br />
reflected a profit after tax of $1.6M from a recorded loss of<br />
$1.8M in the prior year.<br />
During the year the group undertook a comprehensive review of<br />
the useful lives of its Property, Plant and Equipment in<br />
accordance with International Accounting Standards. As a<br />
result of this, the prior year’s financial statements were<br />
restated for ‘excess’ depreciation charged in the past years.<br />
Consequently, retained earnings were increased by a net<br />
$3.2M and depreciation expense in respect of the year 2005<br />
increased by $0.9M.<br />
4 READYMIX [W.I.] LTD - 2006 ANNUAL REPORT
During the year a new three-year Collective Agreement for<br />
hourly-rated employees was settled at Premix and Precast<br />
Concrete Inc. In the final quarter, agreement was also<br />
reached in respect of negotiations for a new Agreement for<br />
hourly-rated, Junior Staff, and Senior Staff employees of<br />
RML, Trinidad. These negotiations were concluded with no<br />
referral to third parties and without any industrial action by<br />
employees.<br />
In 2007, the demand for concrete in all territories will<br />
continue to be strong. The <strong>Group</strong> is well placed to increase<br />
its sales in all markets. Major focus will be placed on<br />
improving efficiencies throughout the value chain in all<br />
subsidiaries, with special emphasis on improving customer<br />
service at all locations. In this regard, a customer<br />
satisfaction survey was completed at RML, Trinidad in the<br />
last quarter of 2006, and action will be taken to address the<br />
gaps identified in the process of achieving total customer<br />
satisfaction.<br />
Environmentally, the <strong>Group</strong> has embarked upon ISO 14001<br />
certification. It is expected that RML, Trinidad will obtain<br />
certification in 2007 with the overseas subsidiaries to<br />
follow.<br />
The Board is satisfied that the RML <strong>Group</strong> has now returned<br />
to sustainable profit and is confident that the <strong>Group</strong> is well<br />
placed to continue to improve shareholder wealth in 2007.<br />
_______________________<br />
Ernest Williams<br />
Chairman<br />
DEPARTMENT HEADS<br />
Back Row (L-R):<br />
1. Mrs. Cheryl Mungal - Key Project Co-ordinator 2. Mr. Mohan Dharam Singh - Health, Safety, Environment & Security Officer<br />
3. Mr. Nirmal Nanan - Key Project Co-ordinator 4. Mr. Austin Rodriguez - Technical Services Officer 5. Mr. Gordon Richards - Quarry Manager<br />
Front Row (L-R):<br />
6. Mr. Siewdath Bahal - Production Superintendent 7. Mr. Horace Boodoo - Materials Officer 8. Mr. Sanish Maharaj - Technical Co-ordinator<br />
9. Ms. Ayanna Garnes - Accountant 10. Mr. Steve Ramdhani - Maintenance Engineer<br />
READYMIX [W.I.] LTD - 2006 ANNUAL REPORT<br />
5<br />
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NEW APPOINTMENTS<br />
Dexter East<br />
Operations Manager<br />
Mr. Dexter East currently holds the position of Operations Manager<br />
where he bears overall responsibility for RML’s quarry operations,<br />
production of concrete, maintenance of plant and machinery, and<br />
planning and implementation of new projects. Mr. Dexter East<br />
joined the <strong>TCL</strong> <strong>Group</strong> of Companies in 1991, where he spent 12<br />
years in the cement industry. In 2003, while functioning as a<br />
Process Engineer, he was promoted to Operations Manager at <strong>TCL</strong><br />
Packaging Ltd, a position which he held for 3 years.<br />
Mr. East is an honours graduate from the University of the West<br />
Indies, with a BSc in Chemical Engineering, and also holds an<br />
International MBA in Finance from UWI Institute of Business.<br />
Isha Rueben-Theodore<br />
Corporate Services Manager<br />
Mrs. Reuben-Theodore joined Readymix (West Indies) Limited in<br />
September 2006. In the capacity of Corporate Services Manager, she<br />
heads Readymix’s Finance and Materials Department and is also<br />
responsible for Corporate Services in both the St. Maarten and Barbados<br />
subsidiaries. She brings with her a wealth of knowledge, with over ten<br />
years experience in the auditing and finance fields.<br />
Mrs. Reuben-Theodore is a Certified Chartered Accountant and a<br />
member of the Institute of Chartered Accountants of Trinidad and Tobago.<br />
Jaris Liburd<br />
Plant Manager (Island Concrete)<br />
Mr. Liburd is the Plant Manager of Island Concrete Products N.V.<br />
St. Maarten. He holds a B.Sc degree in Hospitality and Hotel<br />
Management from Stamford Hill University (London) and an<br />
Engineering Operation Executive certificate (CEOE) from the<br />
Educational Institute of American Hotel and Motel Association.<br />
He joined the <strong>Group</strong> in August 2006 and brought with him over 17<br />
years’ of management experience mainly in Hospitality<br />
Maintenance and Collective Bargaining.<br />
READYMIX [W.I.] LTD - 2006 ANNUAL REPORT<br />
6<br />
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DIRECTORS’ & SUBSTANTIAL INTERESTS<br />
DIRECTORS’ INTEREST<br />
In accordance with the provisions of Section 64 of the<br />
Securities Industry Act 1981 and the provisions of our Listing<br />
Agreement with the Stock Exchange, particulars of the<br />
interest of each Director in the Share Capital of the Company<br />
are set out below:<br />
Directors<br />
Ordinary Shares<br />
E. Williams Nil<br />
R. Bertrand Nil<br />
A. Goyal Nil<br />
L. Dupres Nil<br />
H. Hosein Nil<br />
R. Manning Nil<br />
A. Ramcharan Nil<br />
SUBSTANTIAL INTERESTS<br />
A substantial interest means a holding of 5% or more<br />
of the issued share capital of the Company.<br />
No. of<br />
Shares<br />
% of Issued<br />
Share Capital<br />
FINANCIAL RESULTS<br />
TT$’000<br />
Net Profit for the year 15,526<br />
Unrelieved losses – restated (1,949)<br />
Translation Difference (6)<br />
Dividends paid/proposed -<br />
Retained Earnings carried forward 13,571<br />
DIVIDENDS<br />
Given the existing negative working capital position, the Board<br />
does not propose a final dividend for 2006.<br />
DIRECTORS<br />
In accordance with By Law 4.6.1, Dr. Rollin Bertrand retires<br />
and, being eligible, offers himself for re-election.<br />
AUDITORS<br />
The Auditors, Ernst & Young, retire and, being eligible, offer<br />
themselves for re-election.<br />
Trinidad Cement Ltd. 8,399,494 69.996<br />
Republic Bank Ltd. 703,964 5.866<br />
BY ORDER OF THE BOARD<br />
Colonial Life Ins. 670,646 5.589<br />
Co. Trinidad Ltd.<br />
CONTRACTS<br />
No Director of the Company had any material interest in any<br />
contract relating to the business of the Company during or at<br />
the end of the financial year.<br />
Manan Deo<br />
Secretary<br />
DIRECTORS’ REPORT<br />
The Directors present their Report to the Members together<br />
with the Financial Statements for the year ended 31st<br />
December, 2006.<br />
READYMIX [W.I.] LTD - 2006 ANNUAL REPORT<br />
7<br />
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AUDITORS’ REPORT<br />
INDEPENDENT AUDITORS’ REPORT TO THE SHAREHOLDERS OF READYMIX (WEST INDIES) LIMITED<br />
We have audited the accompanying financial statements of Readymix (West Indies) Limited and its subsidiaries (“the<br />
<strong>Group</strong>”) which comprise the consolidated balance sheet as at 31st December, 2006 and the consolidated statement of<br />
earnings, consolidated statement of changes in equity and consolidated cash flow statement for the year then ended,<br />
and a summary of significant accounting policies and other explanatory notes.<br />
Management’s Responsibility for the Financial Statements<br />
Management is responsible for the preparation and fair presentation of these financial statements in accordance with<br />
International Financial Reporting Standards. This responsibility includes: designing, implementing and maintaining<br />
internal control relevant to the preparation and fair presentation of the financial statements that are free from material<br />
misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making<br />
accounting estimates that are reasonable in the circumstances.<br />
Auditors’ Responsibility<br />
Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in<br />
accordance with International Standards on Auditing. Those standards require that we comply with ethical requirements<br />
and plan and perform the audit to obtain reasonable assurance whether the financial statements are free from<br />
material misstatement.<br />
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial<br />
statements. The procedures selected depend on the auditors’ judgment, including the assessment of the risks of material<br />
misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the<br />
auditor considers internal control relevant to the entity’s preparation and fair presentation of the financial statements in<br />
order to design audit procedures that are appropriate for the circumstances, but not for the purpose of expressing an<br />
opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of<br />
accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating<br />
the overall presentation of the financial statements.<br />
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.<br />
Opinion<br />
In our opinion, the financial statements give a true and fair view of the financial position of the <strong>Group</strong> as at 31st December<br />
2006, and of its financial performance and its cash flows for the year then ended in accordance with International<br />
Financial Reporting Standards.<br />
Chartered Accountants<br />
5-7 Sweet Briar Road<br />
St. Cair, Port of Spain,<br />
Trinidad, West Indies<br />
16th March, 2007<br />
READYMIX [W.I.] LTD - 2006 ANNUAL REPORT<br />
8<br />
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CONSOLIDATED BALANCE SHEET<br />
AS AT 31ST DECEMBER, 2006<br />
(Expressed In Thousands of Trinidad and Tobago Dollars)<br />
Restated<br />
Notes 2006 2005<br />
$ $<br />
Non - current assets<br />
Property, plant and equipment 7 58,442 65,870<br />
Goodwill 8 9,669 9,669<br />
Pension asset 15 508 142<br />
Deferred tax asset 16 (b) 1,616 7,646<br />
70,235 83,327<br />
Current assets<br />
Inventories 9 17,378 16,008<br />
Receivables and prepayments 10 46,200 43,489<br />
Cash at bank 4,477 753<br />
68,055 60,250<br />
Current liabilities<br />
Bank advances 11 16,383 29,633<br />
Payables and accruals 12 54,540 48,926<br />
Current portion of parent company loan 14 6,737 7,963<br />
Current portion of medium and long-term borrowings 13 5,449 5,339<br />
83,109 91,861<br />
Net current liabilities (15,054) (31,611)<br />
Non - current liabilities<br />
Medium and long-term borrowings 13 21,334 26,901<br />
Parent company loan 14 – 6,737<br />
Post-retirement obligations 15 – 114<br />
Deferred tax liability 16 (b) 7,055 7,322<br />
28,389 41,074<br />
Total net assets 26,792 10,642<br />
Equity attributable to the parent<br />
Stated capital 17 12,000 12,000<br />
Retained earnings/(unrelieved losses) 13,571 (1,949)<br />
25,571 10,051<br />
Minority interest 1,221 591<br />
Total equity 26,792 10,642<br />
The accompanying notes form an integral part of these financial statements.<br />
On 16th March, 2007, the Board of Directors of Readymix (West Indies) Limited authorised these financial statements for issue.<br />
__________________________________ Director<br />
_________________________________ Director<br />
READYMIX [W.I.] LTD - 2006 ANNUAL REPORT<br />
9<br />
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CONSOLIDATED STATEMENT OF EARNINGS<br />
FOR THE YEAR ENDED 31ST DECEMBER, 2006<br />
(Expressed In Thousands of Trinidad and Tobago Dollars)<br />
Restated<br />
Notes 2006 2005<br />
$ $<br />
Revenue 3 258,611 183,943<br />
Operating profit/(loss) 3 27,933 (26,982)<br />
Finance costs – (net) 4 (4,933) (4,700)<br />
Profit/(loss) before taxation 23,000 (31,682)<br />
Taxation 5 (6,826) 5,224<br />
Profit/(loss) after taxation 16,174 (26,458)<br />
Attributable to:<br />
Shareholders of the parent 15,526 (25,710)<br />
Minority interest 648 (748)<br />
16,174 (26,458)<br />
Earnings per share 6 $1.29 ($ 2.14)<br />
Basic and diluted<br />
The accompanying notes form an integral part of these financial statements.<br />
READYMIX [W.I.] LTD - 2006 ANNUAL REPORT<br />
10<br />
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CONSOLIDATED STATEMENT OF CHANGES IN EQUITY<br />
AS AT YEAR ENDED 31ST DECEMBER, 2006<br />
(Expressed In Thousands of Trinidad and Tobago Dollars)<br />
Equity attributable to the parent<br />
Retained<br />
earnings/<br />
Notes Stated (unrelieved Minority Total<br />
capital losses) Total interest equity<br />
$ $ $ $ $<br />
Balance at 1st January, 2006 (as previously stated) 12,000 (4,665) 7,335 591 7,926<br />
Prior period adjustment 23 – 2,716 2,716 – 2,716<br />
Balance at 1st January 2006 (as restated) 12,000 (1,949) 10,051 591 10,642<br />
Net profit for the year – 15,526 15,526 648 16,174<br />
Translation difference – (6) (6) (18) (24)<br />
Balance at 31st December, 2006 12,000 13,571 25,571 1,221 26,792<br />
Year ended 31st December, 2005<br />
Balance at 1st January, 2005 (as previously stated) 12,000 21,336 33,336 1,344 34,680<br />
Prior period adjustment:<br />
Effect of reassessment of useful lives of property, plant<br />
and equipment 23 – 3,203 3,203 – 3,203<br />
Balance at 1st January, 2005 ( as restated) 12,000 24,539 36,539 1,344 37,883<br />
Net loss for the year – (25,710) (25,710) (748) (26,458)<br />
Dividends paid in 2005 18 – (720) (720) – (720)<br />
Translation difference – (58) (58) (5) (63)<br />
Balance at 31st December, 2005 12,000 (1,949) 10,051 591 10,642<br />
The accompanying notes form an integral part of these financial statements.<br />
READYMIX [W.I.] LTD - 2006 ANNUAL REPORT<br />
11<br />
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CONSOLIDATED STATEMENT OF CASH FLOWS<br />
FOR THE YEAR ENDED 31ST DECEMBER, 2006<br />
(Expressed In Thousands of Trinidad and Tobago Dollars)<br />
2006 2005<br />
$ $<br />
Operating activities<br />
Profit/(loss) before taxation 23,000 (31,682)<br />
Adjustments to reconcile profit before taxation to<br />
net cash generated by operating activities:<br />
Depreciation 11,657 12,968<br />
Increase in provision for doubtful debt 1,038 8,744<br />
Impairment of goodwill – 2,458<br />
Other non-cash items (695) 1,042<br />
(Decrease)/increase in stock write-off/provision (127) 6,985<br />
Interest expense (net) 4,933 4,700<br />
Post-retirement obligations 1,423 16<br />
Gain on disposal of plant and equipment (35) (318)<br />
41,194 4,913<br />
Changes in net current assets<br />
Decrease/(Increase) in inventories (1,242) (368)<br />
Increase in receivables and prepayments (3,749) (4,881)<br />
Increase in payables and accruals 6,162 1,715<br />
Cash generated by operating activities 42,365 1,379<br />
Taxation paid (600) (770)<br />
Net interest paid (5,271) (4,847)<br />
Pension contribution (1,903) (1,595)<br />
Net cash generated by/(used in) operating activities 34,591 (5,833)<br />
Investing activities<br />
Additions to plant and equipment (4,657) (13,834)<br />
Proceeds from sale of plant and equipment 463 410<br />
Net cash used in investing activities (4,194) (13,424)<br />
Financing activities<br />
Repayment of borrowings (13,518) (5,824)<br />
Dividends paid – (720)<br />
Proceeds from loans 95 20,676<br />
Net cash (used in)/generated by financing activities (13,423) 14,132<br />
Net increase/ (decrease) in cash and cash equivalents 16,974 (5,125)<br />
Net borrowings - beginning of year (28,880) (23,755)<br />
Net borrowings - end of year (11,906) (28,880)<br />
Represented by:<br />
Cash at bank 4,477 753<br />
Bank advances (16,383) (29,633)<br />
(11,906) (28,880)<br />
The accompanying notes form an integral part of these financial statements.<br />
READYMIX [W.I.] LTD - 2006 ANNUAL REPORT<br />
12<br />
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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />
FOR THE YEAR ENDED 31ST DECEMBER, 2006<br />
(Expressed in Thousands of Trinidad and Tobago dollars)<br />
1. Incorporation and activities<br />
The parent company (Readymix West Indies Limited) is a limited liability company incorporated and resident in the Republic of<br />
Trinidad and Tobago and its shares are publicly listed on the Trinidad and Tobago Stock Exchange. The principal business activity<br />
of the <strong>Group</strong> is the manufacture and sale of pre-mixed concrete and the winning and sale of sand and gravel. The registered<br />
office of the parent company is Tumpuna Road, Guanapo, Arima. Trinidad Cement Limited, also incorporated in the Republic of<br />
Trinidad and Tobago, is the ultimate parent company and holds 70% of the issued ordinary shares of the company.<br />
Readymix (West Indies) Limited acquired with effect from 1st July, 2004 a 100% shareholding in Island Concrete N.V and Island<br />
Concrete SARL, registered and operating in St. Maarten. The company also holds a 60% shareholding in Premix & Precast<br />
Concrete Incorporated, a company incorporated in Barbados.<br />
2. Significant accounting policies<br />
a) Basis of preparation<br />
These financial statements have been prepared under the historical cost convention, in accordance with International<br />
Financial Reporting Standards.<br />
The accounting policies adopted are consistent with those of the previous year except that the <strong>Group</strong> has adopted those<br />
new/revised standards effective for financial years beginning on or after 1st January, 2006.<br />
The adoption of these standards did not result in any material change in accounting policies.<br />
b) Basis of consolidation<br />
These consolidated financial statements comprise the financial statements of Readymix (West Indies) Limited (The Parent)<br />
and its subsidiaries as at 31st December 2006. The financial statements of the subsidiaries are prepared for the same<br />
reporting period as the Parent, using consistent accounting policies. Subsidiary undertakings, being those companies in which<br />
the group, directly or indirectly has an interest of more than one half of the voting rights, are fully consolidated from the date<br />
of acquisition, being the date on which the group obtained control.<br />
All intercompany transactions and balances and unrealised surpluses and deficits on transactions between group companies<br />
are eliminated. Minority interests represent the portion of profit or loss and net assets not held by the group and are<br />
presented separately in the statement of earnings and within equity in the consolidated balance sheet.<br />
All assets and liabilities of the subsidiaries at the date of acquisition are stated at fair value.<br />
c) Goodwill and negative goodwill<br />
Goodwill represents the excess of the cost of acquisition over the fair value of the <strong>Group</strong>’s share of the assets, liabilities and<br />
contingent liabilities of the acquired subsidiary undertaking at the date of acquisition. Goodwill on acquisition is reported in the<br />
balance sheet as an intangible asset with an indefinite useful life which is reviewed at least annually for impairment.<br />
Impairment is determined by assessing the recoverable amount of the cash generating unit (group of cash generating units),<br />
to which the goodwill relates. Where the recoverable amount of the cash generating unit (group of cash generating units) is<br />
less than the carrying amount, an impairment loss is recognised.<br />
Where the cost of acquisition is less than the fair value of the <strong>Group</strong>’s share of the assets, liabilities and contingent liabilities<br />
of the acquired subsidiary at the date of acquisition, the difference is negative goodwill which is written off immediately to the<br />
statement of earnings.<br />
READYMIX [W.I.] LTD - 2006 ANNUAL REPORT<br />
13<br />
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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />
FOR THE YEAR ENDED 31ST DECEMBER, 2006<br />
(Expressed in Thousands of Trinidad and Tobago dollars)<br />
2. Significant accounting policies (continued)<br />
d) Property, plant and equipment<br />
It is the <strong>Group</strong>’s policy to account for property, plant and equipment at cost less accumulated depreciation (Note 7).<br />
Depreciation is provided on the straight line basis at rates estimated to write-off the assets over their expected useful lives. The<br />
estimated useful lives of assets are reviewed periodically, taking account of commercial and technological obsolescence as well<br />
as normal wear and tear, and the depreciation rates are adjusted if appropriate.<br />
Current rates of depreciation are:<br />
Buildings - 2% - 4%<br />
Plant, machinery and equipment - 3% - 40%<br />
Motor vehicles - 10% - 20%<br />
Office furniture and equipment - 10% - 25%<br />
Leasehold improvements are amortised over the remaining term of the lease.<br />
Where the carrying amount of an asset is greater than its estimated recoverable amount, it is written down immediately to its<br />
recoverable amount.<br />
It is the <strong>Group</strong>'s policy to capitalise interest on loans specific to capital projects during the period of construction. Repairs and<br />
renewals are expensed when the expenditure is incurred<br />
e) Inventories<br />
Plant spares and raw materials are valued at the lower of cost and net realisable value using the average cost method. Work<br />
in progress and finished goods are valued at the lower of cost, including attributable production overheads, and net realisable<br />
value. Net realisable value is the estimate of the selling price less costs of completion and direct selling expenses.<br />
f) Foreign currencies<br />
These consolidated financial statements are presented in Trinidad and Tobago dollars (expressed in thousands) which is the<br />
functional and presentation currency of the parent company. Transactions originating in foreign currencies are recorded in<br />
Trinidad and Tobago dollars at the rates of exchange ruling at the date of the transactions. Monetary assets and liabilities<br />
denominated in foreign currencies existing at the balance sheet date are translated at rates ruling at that date. Differences<br />
arising there-from are reflected in the current year's results.<br />
Income statements of foreign entities are translated into the <strong>Group</strong>’s reporting currency, Trinidad & Tobago dollars, at average<br />
exchange rates for the year and the balance sheets are translated at the year end exchange rates.<br />
Exchange differences arising from translation of the net investment in foreign subsidiaries at the balance sheet date are taken<br />
to the currency translation account in the shareholders’ equity in accordance with International Accounting Standard 21.<br />
g) Taxation<br />
The taxation charge for the current year is based on the results for the year as adjusted for items, which are non-assessable or<br />
disallowed. The taxation charge is calculated using the tax rate in effect at the balance sheet date.<br />
A deferred tax charge is provided, using the liability method, on all temporary differences between the tax bases of assets and<br />
liabilities and their carrying amounts for financial reporting purposes.<br />
Deferred tax assets are recognized for all deductible temporary differences, carry-forward of unused tax credits and unused tax<br />
losses, to the extent that it is probable that future taxable profit will be available against which these deductible temporary<br />
differences, carry-forward of unused tax credits and tax losses can be utilized. The carrying amount of deferred tax assets is<br />
reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient future taxable profit<br />
will be available to allow all or part of the deferred tax assets to be utilized.<br />
READYMIX [W.I.] LTD - 2006 ANNUAL REPORT<br />
14<br />
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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />
FOR THE YEAR ENDED 31ST DECEMBER, 2006<br />
(Expressed in Thousands of Trinidad and Tobago dollars)<br />
2. Significant accounting policies (continued)<br />
h) Pension plans and post-retirement benefits<br />
The <strong>Group</strong>’s employees are members of the Trinidad Cement Limited Employees’ Pension Fund Plan. This is a defined benefit<br />
plan which is funded by contributions both from the employee and the <strong>Group</strong> taking into account the recommendations of<br />
independent actuaries.<br />
The <strong>Group</strong> accounts for this defined benefit plan using the projected unit credit method. Under this method, the cost of providing<br />
pensions is charged to the statement of earnings so as to spread the regular cost over the service lives of the employees in<br />
accordance with the advice of independent actuaries who carry out a full valuation every three years. The pension obligation is<br />
measured at the present value of the estimated future cash outflows using interest rates of long term government securities.<br />
All actuarial gains and losses are spread forward over the average remaining service lives of employees.<br />
i) Financial instruments<br />
Financial instruments carried on the balance sheet include cash and bank balances, investments, payables, receivables, and<br />
borrowings and are stated at their approximate fair values determined in accordance with the individual policy statements<br />
disclosed.<br />
j) Cash and cash equivalents<br />
Cash and cash equivalents include all cash and overdraft balances with maturities of less than three months from date of<br />
establishment.<br />
k) Revenue Recognition<br />
Revenue, net of value added tax and discounts, is recognised upon delivery of products or performance of services and customer<br />
acceptance. Interest income is recognized as interest accrues.<br />
l) Trade receivables<br />
Trade receivables are carried at anticipated realisable value. A provision is made for doubtful receivables based on a review of<br />
all outstanding amounts at year-end.<br />
m) Earnings per share<br />
Earnings per share is computed by dividing net profit attributable to the shareholders of the parent for the year by the weighted<br />
average number of ordinary shares in issue during the year.<br />
n) Provisions<br />
Provisions are recognised when the <strong>Group</strong> has a present legal or constructive obligation as a result of past events, it is probable<br />
that an outflow of resources will be required to settle the obligation, and a reliable estimate of the amount can be made.<br />
o) Leases<br />
Operating leases<br />
Leases of assets under which all the risks and benefits of ownership are effectively retained by the lessor are classified as operating<br />
leases. Payments made under operating leases are charged to the statement of earnings on a straight-line basis over the<br />
period of the lease.<br />
Finance leases<br />
Finance leases, which transfer to the <strong>Group</strong> substantially all the risks and benefits incidental to ownership of the leased item, are<br />
capitalised at the inception of the lease at the fair value of the leased assets or if lower, at the present value of the minimum lease<br />
payments. Lease payments are apportioned between the finance charges and reduction of the lease liability so as to achieve a<br />
constant rate of interest on the remaining balance of the liability. Finance charges are charged directly against income.<br />
Capitalised leased assets are depreciated over the shorter of the estimated useful life of the asset or the lease term.<br />
READYMIX [W.I.] LTD - 2006 ANNUAL REPORT<br />
15<br />
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2. Significant accounting policies (continued)<br />
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />
FOR THE YEAR ENDED 31ST DECEMBER, 2006<br />
(Expressed in Thousands of Trinidad and Tobago dollars)<br />
p) Interest bearing loans and borrowings<br />
Borrowings are stated initially at cost, being the fair value of the consideration received, net of issue costs associated with the<br />
borrowings. After initial recognition, borrowings are stated at amortised cost using the effective yield method; any difference<br />
between proceeds and the redemption value is recognised in the statement of earnings over the period of the borrowings.<br />
q) Financial risk management<br />
The <strong>Group</strong>’s activities expose it to a variety of financial risks, including the effects of changes in debt and equity prices, interest<br />
rates, marketing liquidity conditions and foreign currency exchange rates which are accentuated by the group’s foreign operations,<br />
the earning of which are denominated in foreign currencies. Accordingly, the group’s financial performance and position<br />
are subject to changes in the financial markets. Overall risk management measures are focused on minimizing the potential<br />
adverse effects on the financial performance of the group’s changes in financial markets.<br />
(i) Credit risk<br />
The group has no significant credit and has policies in place to ensure that sales of products are made to customers with an<br />
appropriate credit history.<br />
(ii) Foreign exchange risk<br />
The group operates in the Caribbean region and is subject to foreign exchange risk. Risk management in this area is active to<br />
the extent that hedging strategies are available and cost effective.<br />
r) Significant accounting judgements, estimates and assumptions<br />
In the process of applying the <strong>Group</strong>’s accounting policies, management has made certain judgments, assumptions and<br />
estimates that have a significant risk of causing a material adjustment to carrying amounts of assets and liabilities within the<br />
next financial year. The most significant of those are discussed below:<br />
Deferred tax assets<br />
In recognising a deferred tax asset for unused tax losses, management uses judgment to determine the probability that future<br />
taxable profits will be available to facilitate utilisation of the unused tax losses.<br />
Pension and post-retirement benefits<br />
The cost of defined pension plans and other post retirement benefits is determined using actuarial valuations. The <strong>Group</strong>’s<br />
independent actuaries used judgment and assumptions in determining discount rates, expected rates of return on assets,<br />
future salary increases and future pension increases. Due to the long term nature of these plans such estimates are subject to<br />
significant uncertainty.<br />
Property, plant and equipment<br />
Management exercises judgment in the annual review of the useful lives of all items of property, plant and equipment.<br />
Impairment of goodwill<br />
The <strong>Group</strong> determines whether goodwill is impaired at least on an annual basis. This requires an estimate of the value in use of<br />
the cash generating units to which goodwill is allocated. Estimating the value in use requires the <strong>Group</strong> to make an estimate of<br />
the expected future cash flows from the cash generating units and also to choose a suitable discount rate in order to calculate<br />
the present value of these cash flows. Further details are in note 8.<br />
s) Impairment of assets<br />
The <strong>Group</strong> assesses at each reporting date whether there is any indication that an asset may be impaired. If any such indication<br />
exists, or when annual impairment testing for an asset is required, the <strong>Group</strong> makes an estimate of the assets recoverable<br />
amount. An impairment loss is recognised for the amount by which the assets or cash generating units carrying amount<br />
exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell and value in use,<br />
and is determined for an individual asset unless the asset does not generate cash inflows that are largely independent of those<br />
from other assets or groups of assets.<br />
In assessing value in use, the asset’s future cash flows are discounted to their present value using a pretax discount rate that<br />
reflects current assessments of the time value of money and the risks specific to the asset. Impairment losses are recognised<br />
in the statement of earnings.<br />
READYMIX [W.I.] LTD - 2006 ANNUAL REPORT<br />
16<br />
BUILD TO LAST FOR GENERATIONS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />
FOR THE YEAR ENDED 31ST DECEMBER, 2006<br />
(Expressed in Thousands of Trinidad and Tobago dollars)<br />
2006 2005<br />
3. Operating profit/(loss) $ $<br />
Revenue 258,611 183,943<br />
Less expenses:<br />
Raw materials and consumables 109,074 88,763<br />
Other operating expenses 60,353 48,854<br />
Provision for doubtful debts 1,038 8,744<br />
Stock (write-back)/provision/write-off (net) (127) 6,985<br />
Personnel remuneration and benefits 39,359 33,676<br />
Depreciation 11,657 12,968<br />
Fuel and electricity 4,311 3,782<br />
Impairment of goodwill – 2,458<br />
Changes in raw materials and work in progress 5,417 5,155<br />
27,529 (27,442)<br />
Other income 404 460<br />
Operating profit/(loss) 27,933 (26,982)<br />
Personnel remuneration and benefits include:<br />
Salaries and wages 34,522 30,794<br />
Pension cost – defined benefit plan (Note 15 (a)) 1,423 16<br />
Other benefits 2,759 2,250<br />
National insurance 860 766<br />
Termination benefits (205) (150)<br />
39,359 33,676<br />
4. Finance costs – net<br />
Interest costs 4,944 4,683<br />
Interest income – (11)<br />
Exchange (loss)/gain (11) 28<br />
4,933 4,700<br />
5. Taxation<br />
a) Taxation charge<br />
Deferred taxation (Note 16) 5,764 (4,716)<br />
Deferred taxation from change in tax rate (Note 16) – (965)<br />
5,764 (5,681)<br />
Current taxation<br />
On current year’s earnings 1,062 457<br />
6,826 (5,224)<br />
b) Reconciliation of applicable tax charge to effective tax charge<br />
Profit/(loss) before taxation 23,000 (31,682)<br />
Tax calculated at the rate of 25% (30% - 2005) 5,750 (9,505)<br />
Net effect of other charges and allowances (518) 732<br />
Effect of tax rate reduction on deferred tax balance – (965)<br />
Effect of disallowed expenses 1,394 1,270<br />
Tax losses not recognized – 2,837<br />
Business and green fund levies 200 407<br />
Taxation charge/(credit) 6,826 (5,224)<br />
READYMIX [W.I.] LTD - 2006 ANNUAL REPORT<br />
17<br />
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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />
FOR THE YEAR ENDED 31ST DECEMBER, 2006<br />
(Expressed in Thousands of Trinidad and Tobago dollars)<br />
2006 2005<br />
6. Earnings per share $ $<br />
Net profit/(loss) attributable to shareholders<br />
of the parent for the year 15,526 (25,710)<br />
Weighted average number of ordinary shares<br />
issued (thousands) 12,000 12,000<br />
Basic earnings per share $1.29 $(2.14)<br />
The company has no dilutive potential ordinary shares in issue.<br />
Plant,<br />
machinery<br />
&<br />
Land equipment Office<br />
and & motor furniture<br />
buildings vehicles equipment WIP Total<br />
7. Property, plant and equipment $ $ $ $ $<br />
At 31st December, 2006<br />
Cost 18,943 116,547 5,249 1,620 142,359<br />
Accumulated depreciation (8,453) (71,037) (4,427) – (83,917)<br />
Net book amount 10,490 45,510 822 1,620 58,442<br />
1st January, 2006 11,522 47,121 940 6,287 65,870<br />
Additions 172 3,269 278 938 4,657<br />
Transfer from WIP 54 5,551 – (5,605) –<br />
Disposals and adjustments (430) 2 (428)<br />
Depreciation charge (1,258) (10,001) (398) – (11,657)<br />
31st December, 2006 10,490 45,510 822 1,620 58,442<br />
At 31st December, 2005 (as restated)<br />
Cost 18,716 107,288 4,999 6,287 137,290<br />
Accumulated depreciation (7,194) (60,167) (4,059) – (71,420)<br />
Net book amount 11,522 47,121 940 6,287 65,870<br />
1st January, 2005 12,649 51,080 1,021 1,555 66,306<br />
Additions 103 7,674 334 5,723 13,834<br />
Transfer from WIP 6 947 39 (991) –<br />
Disposals and adjustments – (1,258) (44) – (1,302)<br />
Depreciation charge (1,236) (11,322) (410) – (12,968)<br />
31st December, 2005 (as restated) 11,522 47,121 940 6,287 65,870<br />
The carrying value of plant and equipment held under finance lease at 31st December, 2006 amounted to $8.9m (2005 - $7.9m).<br />
Leased assets are pledged as security for the related finance lease obligation.<br />
READYMIX [W.I.] LTD - 2006 ANNUAL REPORT<br />
18<br />
BUILD TO LAST FOR GENERATIONS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />
FOR THE YEAR ENDED 31ST DECEMBER, 2006<br />
(Expressed in Thousands of Trinidad and Tobago dollars)<br />
2006 2005<br />
8. Goodwill $ $<br />
Opening net book amount 9,669 12,127<br />
Provision for impairment (see (i) below) – (2,458)<br />
Closing net book amount 9,669 9,669<br />
(i) Provision of impairment<br />
During 2006, the group performed an impairment test on its goodwill. The value in use of the cash generating units was<br />
determined by applying a discount rate of 10% and 11.75% per annum to the projected cash flows of Premix & Precast<br />
Concrete Incorporated and Island Concrete N.V. respectively over a five year period, based on the financial budget approved by<br />
the Board of Directors. This budget has taken into consideration the specific operating challenges facing the companies in St.<br />
Maarten and Barbados.<br />
The following describes the key assumptions on which management has based its cash flow projections to undertake impairment<br />
testing of goodwill:<br />
(i) Cash flow beyond the 5 year period is extrapolated using a 1% growth rate.<br />
(ii) Discount rates of 12% and 15.5% have been applied to the cash flows beyond its 5 year period to perpetuity. This rate takes<br />
into account the increased uncertainty in the Companies’ projection beyond 5 years.<br />
2006 2005<br />
9. Inventories $ $<br />
Plant spares 8,477 7,798<br />
Raw materials and work in progress 8,719 8,028<br />
Consumables 182 182<br />
17,378 16,008<br />
Inventories are shown net of provision and write-backs/ write-offs of $0.405 million (2005: $.385,000) and $0.127 million (2005:<br />
$6.6 million- write-offs) respectively.<br />
2006 2005<br />
10. Receivables and prepayments $ $<br />
Trade receivables 52,580 46,850<br />
Less: provision for bad and doubtful debts (13,245) (12,207)<br />
Trade receivables (net) 39,335 34,643<br />
Sundry receivables and prepayments 3,327 5,308<br />
Corporation tax recoverable 3,538 3,538<br />
46,200 43,489<br />
The company has adopted new criteria in estimating its provision for bad and doubtful accounts receivable which has resulted in an<br />
increase in the provision by $1.0m.<br />
11. Bank advances<br />
Bank advances bear interest at rates ranging from 8.5% to 9% per annum and are secured by charges over the fixed and floating<br />
assets of the parent company and a first mortgage over property situated at Valencia. The facility held by Premix & Precast<br />
Concrete Incorporated attracts interest at the rate of Barbados Prime and is secured by a charge over the fixed and floating assets<br />
of that company.<br />
READYMIX [W.I.] LTD - 2006 ANNUAL REPORT<br />
19<br />
BUILD TO LAST FOR GENERATIONS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />
FOR THE YEAR ENDED 31ST DECEMBER, 2006<br />
(Expressed in Thousands of Trinidad and Tobago dollars)<br />
2006 2005<br />
12. Payables and accruals $ $<br />
Due to related parties 22,054 25,546<br />
Sundry payables and accruals 13,817 7,628<br />
Trade payables 15,149 12,022<br />
Corporation tax 3,520 3,730<br />
13. Medium and long-term borrowings<br />
54,540 48,926<br />
Amounts payable within:<br />
One year 5,449 5,339<br />
Two years 5,569 5,363<br />
Three years 4,376 5,063<br />
Four years 4,384 4,546<br />
Five and more years 7,005 11,929<br />
26,783 32,240<br />
Current portion (5,449) (5,339)<br />
Borrowings comprise:<br />
21,334 26,901<br />
• A medium term loan, with outstanding balance of $15.9 million, taken by the parent company carries rates of interest of 6%, fixed<br />
for the first five years and variable over the remaining five years. The security for this loan is a first charge on the fixed and floating<br />
assets of Readymix (West Indies) Limited.<br />
• Medium term loans, with aggregate outstanding balance of $6.7 million, taken by Premix & Precast Concrete Incorporated,<br />
carrying variable rates of interest in the range 7% to 9.75%, and secured by a charge over the fixed and floating assets of the<br />
company and a guarantee from the parent.<br />
• A loan, with present value of $2.1 million, taken by Island Concrete N.V. carries interest at 8.5% and is secured by a charge over<br />
the fixed and floating assets of the company and by a guarantee from Readymix (West Indies) Limited.<br />
• Finance leases for plant and machinery with present value of $5.1 million (2005 - $7.5 million) and secured by the related leased<br />
assets. Future minimum lease payments under these leases are as follows:<br />
2006 2005<br />
$ $<br />
Amounts payable within:<br />
One year 1,066 1,502<br />
After one year but not more than five years 5,080 6,010<br />
More than five years 324 1,843<br />
Total minimum lease payments 6,470 9,355<br />
Less amounts representing interest charges (1,376) (1,891)<br />
Present value of minimum lease payments 5,094 7,464<br />
14. Parent company loan<br />
Total outstanding 6,737 14,700<br />
Payable within one year (6,737) (7,963)<br />
Non-current portion – 6,737<br />
This loan is comprised of $14.7 million from its parent company, Trinidad Cement Limited, which carries a variable interest rate<br />
(currently 7.25%) over the term of two years. The loan is repayable in monthly instalments of $612,000 plus interest.<br />
READYMIX [W.I.] LTD - 2006 ANNUAL REPORT<br />
20<br />
BUILD TO LAST FOR GENERATIONS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />
FOR THE YEAR ENDED 31ST DECEMBER, 2006<br />
(Expressed in Thousands of Trinidad and Tobago dollars)<br />
2006 2005<br />
15. Post-retirement (assets)/obligations $ $<br />
Pension plan - obligations – 114<br />
Termination benefits – –<br />
– 114<br />
Pension plan - assets (508) (142)<br />
(508) (28)<br />
a) Pension plan<br />
The numbers were extracted from information supplied by independent actuaries.<br />
Amounts recognised in the statement of earnings are as follows:<br />
2006 2005<br />
$ $<br />
Current service cost 1,655 1,351<br />
Interest cost 965 693<br />
Transfer of pension assets from other participating<br />
company (see Note 15 (c) below) – (1,186)<br />
Actuarial gain/loss 34 6<br />
Expected return on plan assets (1,231) (848)<br />
Total included in personnel remuneration<br />
and benefits (Note 3) 1,423 16<br />
Actual return on plan assets 145 551<br />
b) Movement in the pension plan benefit liabilities<br />
and assets in the balance sheet:<br />
Balance brought forward (28) 1,551<br />
Total expense for the year (as shown above) 1,423 16<br />
Contributions paid (1,903) (1,595)<br />
Net pension plan liabilities/(asset) (508) (28)<br />
Pension assets recognised in the balance sheet<br />
are as follows:<br />
Fair value of pension plan assets (14,735) (494)<br />
Present value of funded obligations (pension plan) 15,332 519<br />
597 25<br />
Unrecognised actuarial loss (1,105) (167)<br />
Pension plan assets (508) (142)<br />
Pension liabilities recognised in the balance sheet<br />
are as follows:<br />
Fair value of pension plan assets – (12,281)<br />
Present value of funded obligations (pension plan) – 12,045<br />
– (236)<br />
Unrecognised actuarial (loss)/gain – 350<br />
Pension plan benefit liabilities – 114<br />
The principal actuarial assumptions used for accounting<br />
purposes for the pension plan are:<br />
Discount rate 8.75% 7.75%<br />
Expected return on plan assets 10% 9.0%<br />
Rate of future salary increases 7.75% 6.75%<br />
Rate of future pension increases 3.5% 2.0%<br />
READYMIX [W.I.] LTD - 2006 ANNUAL REPORT<br />
21<br />
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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />
FOR THE YEAR ENDED 31ST DECEMBER, 2006<br />
(Expressed in Thousands of Trinidad and Tobago dollars)<br />
2006 2005<br />
15. Post-retirement (assets)/obligations (continued) $ $<br />
b) Movement in the pension plan benefit liabilities<br />
and assets in the balance sheet: (continued)<br />
Movement in the pension plan assets<br />
Opening balances 12,776 9,139<br />
Expected return on plan assets 1,231 848<br />
Actuarial gain/(loss) (1,376) (284)<br />
Company contributions 1,903 1,522<br />
Members’ contributions 673 545<br />
Benefits paid 18 (55)<br />
Expense allowance (156) (125)<br />
Surplus transfer – 1,186<br />
The Company expects to contribute $1.757 million to its defined benefit plan in 2007.<br />
15,069 12,776<br />
2006 2005<br />
c) Changes in defined benefit obligations $ $<br />
Defined benefit obligation at start 12,564 10,627<br />
Service cost 1,703 1,412<br />
Interest cost 965 692<br />
Members contributions 673 483<br />
Past service cost – 27<br />
Actuarial (gain)/loss (55) (493)<br />
Benefit paid (316) (59)<br />
Expense allowance (156) (125)<br />
15,378 12,564<br />
Major categories of plan assets as a percentage of fair value:<br />
2006 2005<br />
Equities 45% 54%<br />
Debt 38% 33%<br />
Other 16% 13%<br />
The plan’s financial funding position is assessed by means of triennial actuarial valuations carried out by an independent actuary.<br />
The last funding valuation was carried out as at 31st December 2003 and revealed that the plan was in overall surplus to the<br />
extent of $94.3 million. A roll forward valuation in accordance with IAS 19 ‘Employee Benefits’ using assumptions indicated below<br />
was done as at 31st December 2006 for the sole purpose of preparing these financial statements.<br />
d) The parent company, Trinidad Cement Limited (<strong>TCL</strong>), agreed in December 2005 to transfer an aggregate of approximately $1.2m<br />
of Pension Plan assets from its section of the <strong>TCL</strong> Pension Plan to the section for Readymix (West Indies) Limited in order to allow<br />
the company to maintain up to December 2006 its current level of cash contributions of 15.7%. This would enable the company<br />
to comply with the actuaries recommended level of funding.<br />
READYMIX [W.I.] LTD - 2006 ANNUAL REPORT<br />
22<br />
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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />
FOR THE YEAR ENDED 31ST DECEMBER, 2006<br />
(Expressed in Thousands of Trinidad and Tobago dollars)<br />
2006 2005<br />
16. Deferred taxation $ $<br />
(a) Movement in deferred taxation<br />
Balance at 1st January (originally stated) (1,348) 4,150<br />
Prior period adjustment (note 23) 1,024 1,424<br />
Restated balance (324) 5,574<br />
Effect of change in tax rate – (965)<br />
Other adjustments (1) (217)<br />
Charge/(credit) to earnings 5,764 (4,716)<br />
Balance at 31st December 5,439 (324)<br />
During 2005 a reduction in the rate of corporation tax from 30% to 25% was enacted in Trinidad and Tobago for fiscal year<br />
beginning 2006. Accordingly, the net deferred tax balance brought forward was reduced for the rate change resulting in a<br />
credit of $761k to earnings.<br />
2006 2005<br />
(b) Sources of deferred tax (asset)/liability $ $<br />
Tax losses (1,517) (7,598)<br />
Provisions (99) (48)<br />
Deferred tax asset (1,616) (7,646)<br />
Accelerated depreciation 6,035 6,701<br />
Revaluation – 504<br />
Finance leases 955 117<br />
Post retirement asset 65 –<br />
Deferred tax liability 7,055 7,322<br />
Net balance at 31st December 5,439 (324)<br />
Tax losses available for set off against future taxable profits amounted to $29.2m (2005: $42.3m) but are yet to be agreed<br />
with the tax authorities.<br />
2006 2005<br />
17. Stated capital $ $<br />
Authorised<br />
An unlimited number of ordinary shares of no par value<br />
Issued and fully paid<br />
12,000,000 ordinary shares of no par value 12,000 12,000<br />
18. Dividends<br />
Paid 2005 final Nil (2004 – 3¢) – 360<br />
Paid 2006 interim Nil (2005 – 3¢) – 360<br />
– 720<br />
READYMIX [W.I.] LTD - 2006 ANNUAL REPORT<br />
23<br />
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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />
FOR THE YEAR ENDED 31ST DECEMBER, 2006<br />
(Expressed in Thousands of Trinidad and Tobago dollars)<br />
2006 2005<br />
19. Related party transactions $ $<br />
Purchases of goods 72,667 63,253<br />
Management fees 1,275 1,063<br />
Interest income 247 147<br />
Compensation of key management personnel:<br />
Short term employment benefits 1,635 1,525<br />
Pension plan and post retirement benefits 79 72<br />
These transactions were conducted with Trinidad Cement Limited, Arawak Cement Company Limited and <strong>TCL</strong> Trading Limited in<br />
the normal course of business at arm’s length.<br />
In 2006, the total directors’ fees were $129,000 (2005 - $78,000).<br />
20. Segmental information<br />
The primary segment reporting format is determined to be its business segments. Secondary information is reported<br />
geographically. The <strong>Group</strong> derives 99% of its revenue from the sale of pre-mixed concrete in Trinidad & Tobago, Barbados and<br />
St. Maarten, whilst the sale of aggregates and the provision of technical services are purely incidental to this main activity.<br />
Accordingly, practically all of the <strong>Group</strong>’s assets and liabilities are associated with the pre-mixed concrete business.<br />
Geographical segments<br />
The <strong>Group</strong>s geographical segments are based on the location of the <strong>Group</strong>’s assets. Sales to external customers disclosed in<br />
geographical segments are based on the geographical location of its customers.<br />
The following table presents revenue, and certain asset information regarding the <strong>Group</strong>’s geographical segments for the years<br />
ended 31st December, 2006 and 2005.<br />
Year ended 31st December, 2006<br />
St.<br />
Trinidad Maarten Barbados Total<br />
$ $ $ $<br />
Sales to external customers 201,737 27,162 29,712 258,611<br />
Inter-segment sales – 3,660 – 3,660<br />
Segment revenue 201,737 30,822 29,712 262,271<br />
Segment assets 128,153 11,352 12,558 152,063<br />
Capital expenditure 2,327 518 1,813 4,658<br />
Year ended 31st December, 2005<br />
Sales to external customers 136,678 21,813 25,452 183,943<br />
Inter-segment sales – 2,457 – 2,457<br />
Segment revenue 136,678 24,270 25,452 186,400<br />
Segment assets 124,215 13,514 12,042 149,771<br />
Capital expenditure 9,804 – 4,030 13,834<br />
READYMIX [W.I.] LTD - 2006 ANNUAL REPORT<br />
24<br />
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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />
FOR THE YEAR ENDED 31ST DECEMBER, 2006<br />
(Expressed in Thousands of Trinidad and Tobago dollars)<br />
21. Financial instruments<br />
Fair value<br />
The fair value of cash and bank balances, receivables and payables approximate their carrying amount due to the short-term<br />
nature of these instruments.<br />
The fair value of the long term portion of the fixed rate loans amounts to approximately $14.1 m (2005:$25.8 m) as compared to<br />
its carrying value of $21.3 m (2005: $26.9 m).<br />
Credit risk<br />
The <strong>Group</strong> has no significant concentration of credit risk.<br />
22. Commitments and contingencies<br />
Contingencies<br />
At 31st December, 2006 the company had contingent liabilities in respect of bank guarantees and custom bonds amounting to<br />
$5.3m (2005 - $5.3m).<br />
In addition, the company also had a contingent liability with a third party amounting to approximately $3.7m.<br />
Operating lease commitments<br />
The company had entered into commercial leases on certain motor vehicles under which all risks and benefits of ownership are<br />
effectively retained by the leasing company. These leases have an average life of four (4) years with no renewal options.<br />
Future minimum lease rentals payable under these leases as at 31st December are as follows:<br />
2006 2005<br />
$ $<br />
Within one year 44 60<br />
After one year but not more than five years 11 54<br />
More than five years – –<br />
55 114<br />
23. Prior Period adjustment<br />
The group undertook in 2006, a comprehensive review of the estimated remaining useful economic lives of property, plant and<br />
equipment. As a consequence of the review, an adjustment of past depreciation charges was required in accordance with IAS 16<br />
“Property, Plant and Equipment” and IAS 8 “Accounting Policies, Changes in Accounting Estimates and Errors”. Accordingly,<br />
accumulated depreciation as at December 31, 2004 has been decreased by $4.6 million with the consequential increase by $1.4<br />
million in the deferred taxation liability and increase by $3.2 million in retained earnings. The depreciation charge in respect of the<br />
year 2005 was increased by $888,000 from the amount originally reported. There is also an additional depreciation charge in<br />
respect of 2006 of $465,000.<br />
24. Going concern<br />
Notwithstanding the working capital deficit in the current and prior years the assumption of going concern for the preparation of<br />
these financial statements has been maintained on the basis of the commitment of the parent company, Trinidad Cement Limited,<br />
to provide, if necessary, financial and managerial support to the company.<br />
25. Non-compliance with loan covenant<br />
As at 31st December, 2006 the <strong>Group</strong> was in breach of its financial ratio covenants in one agreement covering loans with a value<br />
of $4.1m. The non-compliance relates to current asset, and debt service coverage ratios exceeding their limits. The consequence<br />
of the breach on the agreement, is that the loan becomes payable on demand. This loan however is already classified as a current<br />
liability.<br />
However, the lender has granted the <strong>Group</strong> a grace period ending 31st December, 2008 in which the <strong>Group</strong>’s financial position is<br />
to be remedied without any change in the terms or repayment schedule of the loan.<br />
READYMIX [W.I.] LTD - 2006 ANNUAL REPORT<br />
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REPUBLIC OF TRINIDAD AND TOBAGO<br />
The Companies Act, 1995<br />
(Section 144)<br />
MANAGEMENT PROXY CIRCULAR<br />
1. Name of Company:<br />
READYMIX (WEST INDIES) LIMITED. Company No. R-84 (C).<br />
2. Particulars of Meeting:<br />
Forty-eighth Annual Meeting of the Company to be held on 10th May 2007 at the Utility Room of Readymix (West<br />
Indies) Limited, Tumpuna Road, Guanapo, Arima, Trinidad.<br />
3. Solicitation:<br />
It is intended to vote the Proxy solicited hereby (unless the Shareholder directs otherwise) in favour of all resolutions<br />
specified therein.<br />
4. Any director’s statement submitted pursuant to Section 76 (2):<br />
No statement has been received from any Director pursuant to Section 76 (2) of The Companies Act, 1995.<br />
5. Any auditor’s statement submitted pursuant to Section 171 (1):<br />
No statement has been received from the Auditors of the Company pursuant to Section 171 (1) of<br />
The Companies Act, 1995.<br />
6. Any shareholder’s proposal and/or statement submitted pursuant to Sections 116 (a) and 117 (2):<br />
No proposal has been received from any Shareholder pursuant to Sections 116 (a) and 117 (2) of The Companies Act,<br />
1995.<br />
DATE NAME AND TITLE SIGNATURE<br />
2007 March 28 Manan Deo, Secretary<br />
READYMIX [W.I.] LTD - 2006 ANNUAL REPORT<br />
26<br />
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BLOCK CAPITALS PLEASE<br />
PROXY FORM<br />
To Registrar<br />
Readymix (West Indies) Limited<br />
The Trinidad and Tobago Central<br />
Depository Ltd.<br />
10th Floor, Nicholas Tower<br />
63-65 Independence Square<br />
Port of Spain<br />
I/We _________________________________________________________<br />
of ____________________________________________________________<br />
being a Member/Members of the above named Company, hereby appoint<br />
the Chairman of the meeting or failing him,<br />
Mr./Mrs.______________________________________________________<br />
NAME OF PROXY<br />
of ____________________________________________________________<br />
ADDRESS<br />
To be my/our Proxy to vote for me/us on my/our behalf at the Annual<br />
Meeting of the Company to be held at 2:30 p.m. on the 10th May, 2007<br />
and any adjournment thereof.<br />
______________________________<br />
Signature of Shareholder(s)<br />
____/____/___<br />
Date<br />
Please indicate with an “X” in the spaces below how you wish your votes to be cast.<br />
RESOLUTIONS FOR AGAINST<br />
1. To adopt the Financial Statements for the year ended 31st<br />
December 2006 and the reports of the Directors and Auditors<br />
thereon.<br />
2. To re-elect Director retiring (Clause 4.6.1 of by-Law No. 1)<br />
i. Dr. Rollin Bertrand<br />
3. To appoint Ernst & Young as the Auditors for the<br />
Year 2007 and authorise the Board to fix their remuneration.<br />
NOTES:<br />
1. If the appointor is a corporation, this form must be under its common seal or under the hand of some officer or attorney<br />
duly authorised in that behalf.<br />
2. In the case of joint holders, the signature of any one holder should be stated.<br />
3. If you do not indicate how you wish to vote the proxy will use his discretion both as to how he votes or whether or not he<br />
abstains from voting.<br />
4. To be valid this form must be completed and deposited with the Registrar at least 48 hours before the time appointed<br />
for the meeting or adjourned meeting.<br />
5. Any alterations made on this form should be initialled.<br />
READYMIX [W.I.] LTD - 2006 ANNUAL REPORT<br />
27<br />
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THE REGISTRAR<br />
Trinidad & Tobago Central Depository Ltd.,<br />
10th Floor, Nicholas Tower,<br />
63 - 65 Independance Square,<br />
Port of Spain