Prospectus - Seylan Bank

SEYLAN BANK PLC 

PROSPECTUS 

PUBLIC ISSUE OF 54,290,000 ORDINARY (VOTING) SHARES AT 

RS.35/-PER SHARE 

TO BE LISTED ON THE COLOMBO STOCK EXCHANGE 

ISSUE OPENS ON 22 ND SEPTEMBER 2009

“THE COLOMBO STOCK EXCHANGE (CSE) HAS TAKEN REASONABLE CARE TO 

ENSURE FULL AND FAIR DISCLOSURE OF INFORMATION IN THE PROSPECTUS. 

HOWEVER, THE CSE ASSUMES NO RESPONSIBILITY FOR THE ACCURACY OF THE 

STATEMENTS MADE, OPINIONS EXPRESSED OR REPORTS INCLUDED IN THE 

PROSPECTUS. MOREOVER, THE CSE DOES NOT REGULATE THE PRICING OF 

SHARES WHICH IS DECIDED SOLELY BY THE ISSUER.” 

You are advised to carefully read this prospectus prior to making 

any investment decisions. Reference is made under section 2.04 of 

this Prospectus concerning risk factors which prospective investors 

should consider. If you are in any doubt as to the action you should 

take you should consult your stockbroker or other professional advisor 

immediately. Neither the delivery of this Prospectus nor any sale 

made in the issue shall, under any circumstances, create an 

implication that there has not been any change in the facts set forth 

in the Prospectus or in the affairs of the bank, since the date of this 

Prospectus.

KEY FEATURES OF THE ISSUE AT A GLANCE 

Securities in issue : Ordinary (Voting) Shares 

Number of Shares to be issued : 54,290,000 (Fifty Four Million Two Hundred and 

Ninety Thousand) Ordinary Voting Shares 

Issue Price : Rs.35/- (Rupees Thirty Five) per share 

Amount to be raised : 54,290,000 Ordinary Voting Shares at Rs.35/- per 

share amounting to a value of Rs.1,900,150,000/- 

(Rupees One Billion Nine Hundred Million One 

Hundred and Fifty Thousand) 

Opening of Subscription List : 22 nd September 2009 

(Opening date) 

(however applications may be submitted forthwith) 

Closure of Subscription List : On the date the Issue is oversubscribed or 9 th 

(Closing date) October 2009. 

Basis of Allotment : In the event of an oversubscription, the shares will 

be allotted solely at the discretion of the Board, 

subject to the preferential right of allotment granted 

to entitled shareholders. 

The entitled holders of the existing issued and fully 

paid ordinary (voting) shares as at the end of trading 

on 2 nd September 2009 will have a preferential right 

of allotment (Please refer section 1.13 for details). 

The allotment of all shares, whether to shareholders 

or the Public, will be subject to the overriding 

shareholding limitations imposed by the Banking 

Act, No. 30 of 1988 (as amended). 

Minimum Subscription : Minimum subscription per application is Rs.3,500/- 

or 100 shares. Applications exceeding the minimum 

subscription should be in multiples of Rs.1,750/- or 

50 Shares. 

The minimum subscription is not applicable to 

holders of ordinary voting shares as at end of trading 

on 2 nd September 2009 due to the preferential right 

of allotment to the new ordinary shares in issue. 

Fractions will be ignored for the preferential 

allotment.

CORPORATE INFORMATION 

Company Name : Seylan Bank PLC 

Legal Form : Public Limited Liability Company incorporated in Sri Lanka 

on 28 th August 1987 under the Companies Act No.17 of 

1982; registered as a Public Limited Company under the 

Companies Act No.07 of 2007. A Licensed Commercial 

Bank regulated under the Banking Act No.30 of 1988. The 

Bank’s ordinary voting shares have been listed on the 

Colombo Stock Exchange since 1989 and the non-voting 

shares since 2003. 

Company Registration Number : PQ 9 

Registered Office : Ceylinco-Seylan Towers 

No. 90, Galle Road, Colombo 3 

Telephone : (00 94) (1) 2456789, (00 94) (1) 4701000 

Fax : (00 94) (1) 2456456 

E-mail / Website : info@seylan.lk / www.eseylan.com 

Board of Directors of the Company : Mr. Eastman Narangoda 

Chairman 

BA (Econ), FIB, FIMS (UK), FITD (SL), Dip. in Advanced 

Bank Management (Stockholm) 

Mr. R Nadarajah 

Executive Director 

BSc (Hons), MBA, FCIB (London) 

Mr. Nihal Jayamanne, 

President’s Counsel 

Mr. Lalith Withana 

MBA, BA (Hons), FCMA FCA 

Mr. Naomal Goonewardena 

Attorney-at-Law, ACA, ACMA, CFA, MBA (Sri J) 

Rear Admiral (Retd.) B A J G Peiris 

RSP, VSV, USP, ndc, psc, DISS 

Secretary to the Company : Ms. M. R. S. Gunasekara 

ACIS, LLB (Hons.),Colombo, Attorney-at-Law 

Managers & Registrars to the Issue : S S P Corporate Services (Pvt) Ltd 

No. 101, Inner Flower Road 

Colombo 3. (Tel. Nos. 2573894, 2576871 / Fax: 2573609) 

Lawyers to the Issue : M/s Julius & Creasy 

Attorneys-at-Law & Notaries Public 

41, Janadhipathi Mawatha, Colombo 01 

Auditors & Reporting Accountants : KPMG Ford Rhodes Thornton & Co. 

to the Issue 

Chartered Accountants 

No. 32A, Sir Mohamed Macan Markar Mawatha, Colombo 3 

Bankers to the Issue : Seylan Bank PLC 

Ceylinco Seylan Towers 

No.90, Galle Road, Colombo 3

LIST OF ABBREVIATIONS/ DEFINITIONS & INTERPRETATIONS 

SBK/The Bank/Seylan Bank/ 

Company - Seylan Bank PLC 

SLIPS - Sri Lanka Interbank Payment System 

SLACH - Sri Lanka Automated Clearing House 

SEC - Securities and Exchange Commission of Sri Lanka 

CSE - Colombo Stock Exchange 

POA - Power of Attorney 

CDS - Central Depository Systems (Private) Limited 

Market day - Means any day on which the CSE is open for trading 

Shares - Ordinary (Voting) Shares 

AWPLR - Average Weighted Prime Lending Rate 

Working Day - Any day on which Banks and Foreign Exchange Markets are 

open for business in Sri Lanka. 

Mn - Million 

Rs. or SLRs or LKR - Sri Lankan Rupees 

FCBU - Foreign Currency Banking Unit 

SIERA - Share Investment External Rupee Account 

RANSI - Rupee Accounts for Non-resident Sri Lankan Investment 

NRFC - Non-Resident Foreign Currency 

RFC - Resident Foreign Currency 

ATM - Automated Teller Machine 

EGM - Extraordinary General Meeting

TABLE OF CONTENTS 

I. INFORMATION CONCERNING THE ISSUE 

Page 

1.01 Share investment plan for the 

Re-capitalisation of Seylan Bank PLC 1 

1.02 Invitation to Subscribe 1 

1.03 Subscription List 2 

1.04 Prospectus date and Representations 2 

1.05 Objectives of the Issue 2 

1.06 Particulars of shares for which application 

is being made 2-3 

1.07 Benefits to the company and the shareholders 3 

1.08 Transferability of Shares 3 

1.09 Registration 3-4 

1.10 Listing 4 

1.11 Prospectus and Application forms 4-7 

1.12 Procedure for application 7-13 

1.13 Basis of allotment of shares 13-14 

1.14 Successful applicants, CDS lodgement 

and share certificates 14 

1.15 Rejected/Partly rejected applications 14 

1.16 Rejection of applications 14 

II. PROFILE OF THE BANK 

2.01 Incorporation 15 

2.02 Corporate philosophy 15 

2.03 History 15-18 

2.04 Recent Performance & Future strategies 18-19 

2.05 Stated capital 19-20 

2.06 Particulars of debt and loan capital 20-21 

2.07 Dividend policy and payments during 

the past three years 21-22 

2.08 Employees 22 

2.09 Board of Directors 22-26 

2.10 Shareholdings of Directors 26 

2.11 Management 26-30 

2.12 Subsidiary & associate companies 30 

2.13 Ten largest ordinary voting shareholders 31 

2.14 Ten largest ordinary non-voting shareholders 31 

2.15 Ten largest preference shareholders 32 

III. STATUTORY AND GENERAL INFORMATION 

3.01 Brokerage 33 

3.02 Cost of the Issue 33 

3.03 Underwriting Arrangements 33 

3.04 Inspection of Documents 33 

3.05 Emoluments of Chief Executive Officer & 

Senior management team 33 

3.06 Directors' interests in contracts 34 

3.07 Material contracts other than in the ordinary 

course of business 34 

3.08 Management Agreements 34 

3.09 Litigation, disputes and Contingent Liabilities 34 

3.10 Takeover offers 34 

3.11 Corporate governance practices 35 

IV. FINANCIAL INFORMATION 

• Accountants’ Report for inclusion in 36-42 

the Prospectus 

• Interim Financial Statements for the 43-52 

six months ended 30 th June 2009 

• Audited Financial Statements for the 53-120 

year ended 31 st December 2008 

V. STATUTORY DECLARATION 121 

Annexure I : Designated branches of the Bank 122-128

Chapter 1 

1. INFORMATION CONCERNING THE ISSUE 

1.01 SHARE INVESTMENT PLAN FOR THE RE-CAPITALISATION OF SEYLAN 

BANK PLC 

For the purpose of strengthening the equity capital base of Seylan Bank PLC for facilitating 

its financial stability and operational viability, the Monetary Board of the Central Bank of Sri 

Lanka has directed the Bank to raise equity capital of LKR 3.0 Billion, by a two tiered 

process constituting (i) a Private Placement to designated state institutions and (ii) a Public 

Issue of shares with existing shareholders also being given an opportunity to participate in the 

Issue. 

The proposed Share Investment Plan is as follows: 

Number of New Ordinary 

Voting shares 

Capital Contribution at 

LKR 35/- per share 

State Institutions 32,150,000 1,125,250,000/- 

Existing Shareholders and 

General Public 

54,290,000 1,900,150,000/- 

Total 

86,440,000 

3,025,400,000/- 

As set out above, a total of 32,150,000 new ordinary voting shares of the Company will be 

issued through a Private Placement of shares to two identified state institutions, namely the 

Bank of Ceylon and the Sri Lanka Insurance Corporation Ltd on the basis of 13,000,000 and 

19,150,000 ordinary voting shares respectively. The issue price for such shares is LKR 35/- 

per share which price, the Board of Directors have, after careful consideration, resolved is fair 

and reasonable to the Company and to all existing Shareholders. The Company thus expects 

to raise through such Placement, a total equity capital sum of LKR 1,125,250,000/-. 

The shares to be so issued will rank pari passu with the existing issued ordinary voting shares 

of the Company. An application submitted to the Colombo Stock Exchange in this regard has 

been approved by the Exchange in principle for the listing of such new shares. 

1.02 INVITATION TO SUBSCRIBE 

Pursuant to a Resolution passed by the Board of Directors of Seylan Bank PLC (the 

‘Company’) on 30 th July 2009 and the Special Resolution passed by the Shareholders at an 

Extraordinary General Meeting (the ‘EGM’) on 2 nd September 2009, applications are 

invited from the public to subscribe for Fifty Four Million Two Hundred and Ninety 

Thousand (54,290,000) new ordinary voting shares at a price of Rupees Thirty Five (Rs.35/-) 

per share under the terms and conditions set out in this Prospectus. The share issue has been 

structured so as to enable existing shareholders too, to participate therein. The shares to be so 

issued will rank pari passu with the existing issued ordinary voting shares of the Company. 

The new equity capital to be raised from the Issue of shares to the Public would amount to 

LKR 1,900,150,000/-. Holders of ordinary voting shares who are duly registered with the 

Bank as at the date of the Extraordinary General Meeting i.e. as at end of trading on 2 nd 

September 2009 will have a preferential right of allotment in the ratio of one (01) new 

ordinary voting share for every two (02) existing issued and fully paid ordinary voting shares 

in the Bank. Fractions will be ignored for the preferential allotment. 

PAGE 1

1.03 SUBSCRIPTION LIST 

The subscription list for the shares under the Prospectus will open at 9.00 a.m. on 22 nd 

September 2009 and shall remain open for 14 market days until closure at 4.30 p.m. on 9 th 

October 2009 In the event of an over subscription prior to the date scheduled as the closing 

date of the period for subscription, the Bank will inform the CSE in writing immediately of 

such fact and the subscription list shall be closed on the same day at 4.30 p.m. with 

notification to the CSE. 

Applications may however be made forthwith and accordingly, duly completed application 

forms will be accepted in the manner set out in Section 1.12.3 (j) by any Seylan Bank Branch 

(the list of branches are given in Annexure 1) from 3 rd September 2009 or any member or 

trading member of the CSE as set out in Section 1.11 of this Prospectus. 

1.04 PROSPECTUS DATE AND REPRESENTATIONS 

This Prospectus is dated 3 rd September 2009. 

The Shares are issued solely on the basis of the information contained and representations 

made in this Prospectus. Unless otherwise consented to by Seylan Bank PLC, no person has 

been authorised to give any information or to make any representation not contained in this 

Prospectus in connection with the Share Issue. If given or made, such information or 

representations, must not be relied upon as having been authorised by Seylan Bank PLC. 

1.05 OBJECTIVES OF THE ISSUE 

The share issue will assist the Bank to meet regulatory requirements relating to capital 

adequacy. Current capital adequacy position is given below: 

Capital Adequacy Statutory Requirement-Bank Status 

Type 

Statutory 

Requirement 

Bank’s Position as at 

30 th June 2009 

Position after share 

issue 

Core Capital 5% 6.09% 8.89% 

Total Capital 10% 9.10% 11.89% 

The issue is aimed at also enhancing the Bank’s capacity to expand the branch network and 

business volumes and minimize the Bank’s interest rate risk and gap exposure. The amount 

expected to be mobilized through the issue will enable the Bank to achieve its objectives. The 

Bank will not utilize a material part of the proceeds to discharge/retire debt. 

1.06 PARTICULARS OF SHARES FOR WHICH APPLICATION IS BEING MADE 

The Company will be issuing a total of 54,290,000 ordinary voting shares to the general 

public, with a preferential right of allotment being given to the holders of the Company’s 

existing issued and fully paid ordinary voting shares who are duly registered as at 2 nd 

September, 2009 and who have applied for the shares. Holders of ordinary voting shares who 

are duly registered with the Bank as at the date of the Extraordinary General Meeting i.e. as at 

end of trading on 2 nd September 2009 will have a preferential right of allotment in the ratio of 

one (01) new ordinary voting share for every two (02) existing issued and fully paid ordinary 

voting shares in the Bank. Fractions will be ignored for the preferential allotment. 

PAGE 2

The shares to be so issued will rank pari passu with the existing issued ordinary voting shares 

of the Company. 

Accordingly the new shares will confer on its holder the following rights in relation to voting, 

share in the profits and in the event of liquidation, in the surplus assets of the Company : 

a) The right to one (01) vote on a poll at a meeting of the Company on any resolution 

b) The right to an equal share in dividends paid by the Company; and 

c) The right to an equal share in the distribution of the surplus assets of the Company on 

liquidation 

The Issue price will be LKR 35/- per share. The Board of Directors have, after careful 

consideration, resolved that such price is fair and reasonable to the Company and to all 

existing Shareholders of the Company. The Company expects to raise through such Issue to 

the general public, a total equity capital sum of LKR. 1,900,150,000/-. 

1.07 BENEFITS TO THE COMPANY AND THE SHAREHOLDERS 

The new Issue will widen and diversify the shareholder base of the Bank and thereby bring 

added stability to the Bank. The entry of state institutions as major shareholders will further 

enhance that stability and confidence. 

New capital will enhance the liquidity of the Bank and result in improving the capital 

adequacy ratio of the Bank. The infusion of new capital will also have a significant effect on 

the smooth running of the Bank and will enable the Bank to enhance its advances portfolio by 

making well-evaluated advances. Such lending on a strictly monitored basis will increase the 

Bank’s revenue. 

The funds raised will also enable the Bank to expand its branch network, particularly in the 

now accessible North and East of the country. The funds will also enable the Bank to 

minimize the Bank’s long term interest rate risks and achieve acceptable interest rate gap 

exposure. It will also enable the Bank to enter the long term housing sector. 

Shareholders are given an opportunity to participate in the future profits of the Company as 

well as earn capital gains in the event of increase in prices due to increased earnings and/or 

improved market conditions. 

Holders of Ordinary voting shares are accordingly encouraged to take this opportunity to 

invest in the Company’s equity. The Issue has been structured to enable ordinary voting 

shareholders to apply for such number of voting shares as they may wish to subscribe for 

without limitation to their current holding in the Company, subject always to the restrictions 

imposed under the Banking Act No. 30 of 1988 (as amended). 

1.08 TRANSFERABILITY OF SHARES 

The shares of the Bank are freely transferable subject to compliance with requirements 

imposed under the Banking Act No. 30 of 1988 (as amended). 

The newly allotted shares shall not be transferable by the shareholders during the period 

between the date of allotment of the shares and the date of commencement of trading on the 

CSE. 

1.09 REGISTRATION 

A duly signed copy of the Prospectus has been delivered to the Registrar-General of 

PAGE 3

Companies for registration in compliance with the provisions of Section 40 of the Companies 

Act No.07 of 2007. The following are the documents attached to the copy of the Prospectus 

delivered for registration pursuant to section 39 of the Companies Act. 

- The written consent of the Bankers to the Issue. 

- The written consent of the Lawyers to the Issue. 

- The written consent of the Auditors and Reporting Accountants to the Issue. 

- A declaration by each of the Directors of the Bank confirming that each of them have read 

the provisions of the Companies Act No. 7 of 2007 relating to the issue of the Prospectus 

and that those provisions have been complied with. 

In terms of Sections 39(1), 39(2), 39(3) of the Companies Act No.07 of 2007, the Bankers to 

the Issue, the Lawyers to the Issue, Auditors of the Bank and Reporting Accountants to the 

Issue, respectively have given and have not before the delivery of a copy of the Prospectus for 

registration with the Registrar-General of Companies, withdrawn their written consent to the 

inclusion of their names in the Prospectus. 

This Prospectus has not been registered with any authority outside Sri Lanka. 

1.10 LISTING 

An application has been made to CSE for permission to deal in and for a listing on the Main 

Board for Fifty Four Million Two Hundred and Ninety Thousand (54,290,000) ordinary voting 

shares at a price of Rs.35/- per share to be issued to the public by way of this invitation to 

subscribe to the Company’s aforesaid shares. Such permission will be granted when the 

Shares are listed on the CSE. The CSE assumes no responsibility for the correctness of any of 

the statements made or opinions expressed or reports included in this Prospectus. Listing on 

the CSE is not to be taken as an indication of the merits of the Company or of the Shares 

issued. 

1.11 PROSPECTUS AND APPLICATION FORMS 

Copies of the Prospectus and Application forms (including Special Application Forms for 

ordinary voting shareholders duly registered with the Bank as at end of trading on 2 nd 

September 2009) may be obtained free of charge from the following: 

Head Office of the Bank 

Seylan Bank PLC 

Ceylinco-Seylan Towers 

No.90, Galle Road, Colombo 3 

Tel: 2456789/4701000 

and all Seylan Bank Branches (as per list given in Annexure I) 

Managers & Registrars to the Issue 

S S P Corporate Services (Pvt) Ltd 

101, Inner Flower Road, Colombo 3 

Tel: 2573894 / 2576871 Fax: 2573609 

PAGE 4

Members (equity and debt) 

Bartleet Mallory Stockbrokers (Pvt) Ltd 

Level “G” 

“Bartleet House” 

65, Braybrooke Place, Colombo 02 

Tel: 5220200 

Fax: 2434985 

Email: info@bartleetstock.com 

Kandy Branch Tel: 081-5-622779 

081-5-622781 

Matara Branch Tel: 041-5-410005-6 

Acquity Stockbrokers (Pvt) Ltd 

Level 6, Acquity House 

53, Dharmapala Mawatha 

Colombo 03 

Tel: 2206206, Fax: 2206298/9 

Email: sales@acquitystockbrokers.com 

John Keells Stockbrokers (Pvt) Ltd 

130, Glennie Street, 

Colombo 2 

Tel: 2326003, 2338066/7, 2342066/7, 

2446694/5, 2439047/8, 4-710721-4 

Fax: 2342068, 2326863 

Email: jkstock@keells.com 

Asha Phillip Securities Ltd 

Level 4, “Millennium House” 

46/58,Nawam Mawatha, Colombo 2 

Tel: 2429100 

Fax: 2429199 

Email: apsl@ashaphillip.net 

Matara Branch Tel: 041-2220093 

041-5-419956 


081-4-471929 

Kurunegala Branch Tel: 037-4691844 

Negombo Branch Tel: 031-2227474 

Fax: 031-2227474 

Asia Securities (Pvt) Ltd 

Level 21, West Tower 

World Trade Centre, Echelon Square 

Colombo 1 

Tel: 2423905, 5320000 

Fax: 2336018 

Email: enquiry@asiacapital.lk 

Ceylinco Stock Brokers (Pvt) Ltd 

“Ceylinco House”, Level 9 

69, Janadhipathi Mawatha, Colombo 1 

Tel: 4-714300, 4-714388-9, 0777-891871, 

0777-896064 

Fax: 2387228 

Email: info@ecsbl.com 

web site: www.ecsbl.com 


Capital TRUST Securities (Pvt) Ltd 

42, Sir Mohamed Macan Marker Mawatha 

Colombo 3 

Tel: 5-335225 

Fax: 5-365725 

Email: inquiries@capitaltrust.lk 

Website: www.capitaltrust.lk 

Kandy Branch Tel: 081-5628072 

Fax: 081-5741741 



Negombo Branch Tel: 031-5675291-4 

Fax: 031-2227894 

S C Securities (Pvt) Ltd 

2 nd Floor 

55, D R Wijewardena Mawatha 

Colombo 10. 

Tel: 4711000, Fax: 2394405 

Email: cscres@sltnet.lk 


041-5-419953 


PAGE 5

DP Global Securities (Pvt) Ltd 

3 rd Floor, Forbes & Walker Building 

46/38, Navam Mawatha 

Colombo 2 

Tel: 4700111, 2307366, 

Fax: 2307365, 4700112, 

Email: dpgsl@sltnet.lk 

Website : www.dpgsonline.com 

Matara Branch Tel: 041-4390766-7 

041-2220091 

041-5-419954 


081-4-474233 

Kurunegala Branch Tel: 037-4690384/5 

037-4691843 


031-2227899 

CT Smith Stockbrokers (Pvt) Ltd 

4-14, Majestic City 

10, Station Road, Colombo 4 

Tel: 2552290-4 

Fax: 2552289 

Email: ctssales@sltnet.lk 

Somerville Stockbrokers (Pvt) Ltd 

137, Vauxhall Street, 

Colombo 2 

Tel: 2329201-5, 2332827, 2338292-3 

Fax: 2338291 

Email: ssb@web-lk.com 

HNB Stockbrokers (Pvt) Ltd 

Level 6, Acquity House 

53, Dharmapala Mawatha 

Colombo 03 

Tel: 2206206, Fax: 2206298/9 

Email: hnb@hnbstock.com 

Matara Branch Tel: 041-2220092, 041-5-419955 



J B Securities (Pvt) Ltd 

150, St. Joseph Street, 

Colombo 14 

Tel: 2490900, 077-2490900, 077-2490901 

Fax: 2430070, 2446085, 2447875 

Email: jbs@jb.lk 

NDB Stockbrokers (Pvt) Ltd 

5 th Floor, NDB Building 

40, Navam Mawatha 

Colombo 2 

Tel: 2314170-78, Fax: 2314180 

Email: mail@ndbs.lk 

Lanka Securities (Pvt) Ltd 

228/2, Galle Road 

Colombo 04. 

Tel: 4706757, 2554942 Fax: 4706767 

web site: www.lsl.lk 

Email: lankasec@sltnet.lk 

Kandy Branch Tel: 081-4473799 

Fax: 081-5625181 


Fax: 037-5624216 


031-5670420 

Fax: 031-5310683 

PAGE 6

Trading Members – Debt & Equity 

Capital Alliance Securities (Pvt) Ltd 

Level 5, “Millennium House” 

46/58, Navam Mawatha 

Colombo 02. 

Tel: 2317777, Fax: 2317788 


Negombo Branch Tel: 031-2227843-4 

Kurunegala Branch Tel : 037-2222034-5 

Taprobane Securities (Pvt) Ltd 

10, Gothami Road 

Colombo 08 

Tel: 5328100 

Fax: 5328109 

Email: anuradha@taprobane.lk 

dinal@taprobane.lk 

Amana Securities Limited 

532/4F, Srikotha Lane 

Galle Road 

Colombo 03. 

Tel: 2372561-4 

Fax: 2372565 

Email: info@asl.lk 

SMB Securities (Pvt) Ltd 

Landmark Building 

385, Galle Road 

Colombo 03. 

Tel:5539593, Fax: 5510750 

Email : smbsecurities@gmail.com 

First Guardian Equities (Pvt) Ltd 

32 nd Floor, East Tower 

World Trade Centre 

Colombo 01 

Tel:5884400 Fax: 5884401 

Email: info@firstguardianequities.com 

SKM Lanka Holdings (Pvt) Ltd 

377/3, Galle Road 

Colombo 03. 

Tel: 2372413-4 

Fax: 2372416 

Email: info@skmlankaholdings.com 

1.12 PROCEDURE FOR APPLICATION 

1.12.1 CATEGORIES OF APPLICANTS 

Applications are invited for the purchase of Fifty Four Million Two Hundred and 

Ninety Thousand (54,290,000) Ordinary Voting Shares from the following categories 

of applicants: (if you are a Holder of ordinary voting shares duly registered with the 

Bank as at the date of the Extraordinary General Meeting i.e. as at end of trading on 

2 nd September 2009, kindly refer Section 1.12.2 below) 

 

 

 

 

 

 

 

Citizens of Sri Lanka who are resident within Sri Lanka and are above 18 years of 

age. 

Companies, Corporations or Institutions incorporated or established within Sri 

Lanka. 

Approved provident funds and approved contributory pension schemes 

registered/incorporated/established in Sri Lanka. In the case of approved 

provident funds and approved contributory pension schemes the application 

should be in the name of the Trustee/Board of Management in order to facilitate 

the opening of the CDS Accounts. 

Citizens of Sri Lanka resident outside of Sri Lanka and are above 18 years of age. 

Corporate bodies incorporated or established outside Sri Lanka. 

Foreign Citizens above 18 years of age. 

Regional and country funds approved by the SEC. 

Applications will NOT be accepted from individuals under the age of 18 years or 

in the names of sole proprietorships, partnerships, unincorporated trusts or noncorporate 

bodies. 

PAGE 7

If the ownership of shares is desired in the name of one individual, full details should 

be given only under the heading Principal Applicant. In the case of joint applicants, 

the signatures and particulars in respect of all applicants must be given under the 

relevant headings. 

1.12.2 APPLICATIONS BY EXISTING ORDINARY VOTING SHAREHOLDERS 

Holders of ordinary voting shares who are duly registered with the Bank as at the date 

of the EGM i.e. as at end of trading on 2 nd September 2009 (the entitlement date) will 

have a preferential right of allotment in the ratio of one (01) new ordinary voting 

share for every two (02) existing issued and fully paid ordinary voting shares in the 

Bank. Fractions will be ignored for the preferential allotment. 

To facilitate same, special share application forms together with a separate document 

giving the salient features of the said Issue of Shares, will be dispatched by post not 

later than five (05) market days from the date of the EGM, to such holders of the 

Company’s ordinary voting shares. In order to avoid any possible postal delays, such 

share application forms and the said separate document will also be made available 

together with a copy of the Prospectus with the Members and Trading Members of 

the CSE and the Bank’s branches islandwide, on the date of posting. 

The Subscription List will be opened on a date which is at least ten (10) market days 

from the date of dispatch by post of the aforesaid share application forms to the 

holders of the Company’s ordinary voting shares. 

Such holders of ordinary voting shares who are registered as at the entitlement 

date as aforesaid are advised to submit their applications for shares as early as 

possible, preferably before the date of opening of the subscription list in order to 

ensure that they can avail themselves of such preferential right. 

In the event the shareholders do not apply early as aforesaid and the 

subscription list closes prematurely due to oversubscription, such shareholders 

may be deprived of the opportunity of preferential allotment. 

1.12.3 PROCEDURE FOR APPLICATION 

a) Applications should be made on the Application Forms, issued with the 

Prospectus. (Exact size photocopies of Application Forms too would be 

accepted). Care must be taken to follow the instructions given with the 

Application Form. Applications which do not strictly conform to such 

instructions and additional conditions set out hereunder or which are illegible 

may be rejected. 

b) Applications should be made for a minimum of 100 Shares and in multiples 

of 50 shares thereafter. Applications for less than 100 shares or for number 

which is not in multiples of 50 shares will be rejected. The minimum 

subscription is not applicable to holders of ordinary voting shares as at end of 

trading on 02 nd September 2009 due to the preferential right of allotment to 

the new ordinary shares in issue. 

c) Joint applicants should note that all parties should either be residents of Sri 

Lanka or non-resident. 

PAGE 8

d) In the case of corporate applicants, the common seal of the company should 

be affixed and attested if required by the Articles of Association of such 

applicant. 

e) Sri Lankan citizens should indicate their National Identity Card (NIC) 

Number in the Share Application Form. The Passport number (PP) will be 

accepted only when the NIC Number is not available provided such 

applicants directly lodge their shares with the Central Depository Systems 

(Private) Limited (CDS). Foreign citizens must state the passport number in 

the space provided. Corporate entities must provide the Company 

Registration Number. Any application form which does not state the NIC, 

Passport or Company Registration Number as the case may be will be 

rejected. 

f) All applicants are requested to state their residency and nationality in the 

appropriate cages provided in the application form. 

g) In the case of applications made under Powers of Attorney (POA) the original 

POA together with a photocopy of the same or a copy of the said POA, 

certified by a Notary Public should be lodged with the Registrars to the Issue 

along with the Application Form. 

h) Applicants who wish to apply through their Margin Trading Account should 

submit the application in the name of the “Margin Provider/Applicant’s 

Name” signed by the margin provider. If the applicant wants the shares 

uploaded to the CDS Margin Trading Account, the relevant CDS Account 

Number relating to the Margin Trading Account should be indicated in the 

space provided in the Application Form. A copy of the Margin Trading 

Agreement must be submitted along with the application. 

i) Applicants wishing to lodge the Shares allotted directly to their CDS Account 

should state their own CDS Account Number in the space provided in the 

Application Form. In such a situation the shares allotted to him/her will be 

directly deposited in his/her CDS Account and the Bank will not issue a 

distinctive share certificate for such shares. Application Forms stating third 

party CDS Accounts instead of their own CDS Account Numbers, except 

in the case of margin trading, will not be deposited in the CDS and a 

share certificate will be issued instead. 

Corporate bodies/entities making use of the direct lodgment facility should 

state their CDS Account Number in the Application Form. 

j) The Application Form properly filled in accordance with the instructions 

thereof should together with the remittance for the full amount payable on 

Application, be enclosed in an envelope marked on the top left hand corner in 

capital letters “SEYLAN PUBLIC SHARE ISSUE - 2009” and dispatched by 

post to the Managers/Registrars to the Issue i.e S S P Corporate Services 

(Private) Limited, 101, Inner Flower Road, Colombo 03, or any member or 

trading member of the CSE (Please see Section 1.11 of this prospectus) OR 

delivered by hand to the following address: 

Head Office 


Ceylinco-Seylan Towers 

90, Galle Road, Colombo 3 

PAGE 9

or to any Seylan Bank branch (list of Seylan Bank branches are given in 

Annexure 1) or to any member or trading member of the CSE. 

Investors who are not certain of the method of remittance should consult the 

Bankers or Managers/Registrars to the Issue. 

All applications should reach the office of the Managers/Registrars to the 

Issue at least by 4.30 p.m. on the date of closure of the Issue. Applications 

received by post upto 4.30 p.m. on the day succeeding the closure of the Issue 

will also be accepted. However in the event of over subscription, 

applications received by post on the day following the closure of the Issue 

will be rejected even though they carry a postmark dated prior to the closing 

date. 

Applications delivered by hand after the Issue is closed will be rejected. 

IMPORTANT: 

Individuals should indicate their National Identity Card (NIC) Number in the Share 

Application Form. The Passport Number is accepted only when the NIC number is not 

available, provided that such applicants lodge their securities directly with the Central 

Depository Systems (Pvt) Ltd (CDS). 

Corporate Entities should state the Company Registration Number in the Application 

Form. CDS Account Number can be indicated provided that such applicants lodge their 

securities directly with the Central Depository Systems (Pvt) Ltd (CDS). 

Any application form which does not state the NIC, Passport or Company Registration 

Number as the case may be will be rejected. 

1.12.4 Mode of Payment 

Payment should be made separately in respect of each Application by way of a 

cheque or bank draft or bank guarantee. Remittances on Applications will be 

deposited in a separate bank account in the name of “Seylan Public Share Issue - 

2009”. 

Payment for Application for values of Rupees One Hundred Million 

(Rs.100,000,000/-) and above should only be accompanied by a bank guarantee. 

Cheques and bank drafts will not be accepted for values above and inclusive of 

Rupees One Hundred Million (Rs.100,000,000/-) 

Each Application Form should be accompanied by only one cheque or bank draft or 

bank guarantee and should be issued for the full amount indicated in the Application 

Form. An Application Form accompanied by two or more cheques, bank drafts 

or bank guarantees will be rejected at the outset. 

Cash will not be accepted. However, anyone wishing to pay cash may obtain a 

Manager’s Cheque /Bank Draft from any of the Seylan Bank branches specified in 

Annexure 1 of this Prospectus (no Bank charges will be levied for this purpose). 

1.12.5 Cheques or Bank Drafts – Resident Sri Lankan Investors 

Cheques or bank drafts should be drawn on any commercial bank of Sri Lanka and 

crossed “Account Payee Only” and made payable to “Seylan Public Share Issue -2009”. 

PAGE 10

Cheques or bank drafts accompanying Application Forms made for less than 100 

shares or for a number which is not in multiples of 50 shares {as mentioned in 

Section 1.12.3(b)} will not be sent for clearing and shall be returned via ordinary post 

at the risk of the applicant or in the case of joint applicants, to the first named 

applicant. 

The minimum subscription of 100 shares and thereafter in multiples of 50 shares 

stated above is not applicable to holders of ordinary voting shares as at end of trading 

on 02 nd September 2009 due to the preferential right of allotment to the new ordinary 

shares in issue. Fractions will be ignored for the preferential allotment. 

In the event that cheques are not realised within three (03) Market Days from the 

Closure Date of the subscription list, the monies will be refunded and no allocation of 

shares will be made to the investors. 

Investors residing in outstation areas from which cheque clearance may take 

over two (02) days are advised to make payment via bank drafts to avoid delays. 

Cheques must be honoured on first presentation to the Bank for the Application to be 

valid. Applications supported by cheques which are not honoured on the first 

presentation will be rejected. 

1.12.6 Bank Guarantees – Resident Sri Lankan Investors 

Applications made by resident Sri Lankan investors backed by bank guarantees 

presented in line with the requirements set out in Section 1.12.4 will be accepted. 

Bank guarantees will be presented to the respective banks only after the shares have 

been allotted / allocated. Bank guarantees should be issued in favour of “Seylan 

Public Share Issue - 2009”, in a manner acceptable to the Company and be payable 

on demand. 

Investors are advised to ensure that sufficient funds are available in order to honour 

the bank guarantee, inclusive of charges, when called upon to do so by the Registrars 

to the Issue. Investors are encouraged to discuss with their relevant bankers with 

regard to the issuance of bank guarantees and all related charges that would be 

incurred by the investors. 

Foreign and non-resident Sri Lankan investors should refer Section 1.12.7 for 

information regarding procedures for bank guarantees. 

1.12.7 Foreign Currency Remittance 

This section is applicable to citizens of Sri Lanka who are above 18 years of age and 

resident overseas, corporate bodies incorporated or established outside Sri Lanka, 

regional or country funds approved by the SEC and foreign citizens (irrespective of 

whether they are resident in Sri Lanka or overseas and who are above 18 years of 

age). 

(a) The above mentioned applicants should make their payments using one of the 

following methods as the case may be. 

 

A Foreign Investor may invest through a Share Investment External Rupees 

Account (SIERA) maintained with any commercial bank in Sri Lanka. The 

procedure for arranging payments through a SIERA is presented below : 

- A Foreign Investor may use the service of custodian bank as an 

intermediary when investing in the Sri Lankan securities market. 

PAGE 11

- The intermediary may open a SIERA, on the investor’s behalf. In 

conjunction with the SIERA, an account with the CDS must be opened. 

- In respect of regional or country funds investing for the first time in Sri 

Lanka the intermediary will facilitate the approval process regulated by 

the SEC. 

- Payment for shares should be made through a cheque or bank draft or 

bank guarantee against the funds in the SIERA and made payable to 

“Seylan Public Share Issue - 2009”. 

 

A Foreign Investor may invest through inward remittances of foreign 

currency held in a Foreign Currency Banking Unit (FCBU) account of the 

applicant maintained with any commercial bank in Sri Lanka. The applicant 

should forward the Application Form supported by a bank guarantee drawn 

on the applicant’s FCBU account pending allotment of shares. 

- Upon allotment of shares, foreign currency to the extent of the Sri 

Lankan Rupee equivalent value of shares allotted would be called on the 

bank guarantee drawn on the applicant’s FCBU account. The requisite 

funds would then be credited to a SIERA opened in favour of the 

applicant via the aforementioned FCBU account. 

- This procedure would protect a prospective investor from any losses 

accruing due to fluctuating exchange rates. 

(b) Investment by Non-Resident Sri Lankans via RANSI 

 

Non-resident Sri Lankans can remit money for investment purposes in Sri 

Lankan companies through Rupee Accounts for Non-Resident Sri Lankan 

Investment (RANSI) maintained with authorised dealers. 

- Sri Lankan citizens who have left the country to take up employment, 

business or a profession and continue to reside abroad and those citizens 

of Sri Lanka who have made their permanent place of abode outside Sri 

Lanka are eligible to operate a RANSI with authorised dealers. 

- Remittances by non-resident Sri Lankans in connection with this share 

Application Form must be made via bank drafts purchased out of funds in 

the RANSI. There are no exchange control restrictions on remittance of 

funds that may be available in a RANSI. 

- Where a RANSI holder is also the holder of a Non-Resident Foreign 

Currency (NRFC) account, movement of funds between a RANSI and a 

NRFC account of the account holder is freely permitted, so long as the 

account holder continues to reside abroad and does not cease to be a 

citizen of Sri Lanka. Therefore, funds in the NRFC account could be 

transferred to a RANSI through which investment in shares could be 

made. 

Cheques or bank drafts or bank guarantees should be endorsed by the issuing 

custodian bank, to the effect that, such payment has been made against funds 

available in the individual’s SIERA/FCBU account. The endorsement must be 

clearly indicated on the cheque or bank draft or the bank guarantee. 

Alternatively, a document detailing the endorsement could be submitted along 

with the payment and Application. 

Bank drafts drawn on a RANSI account should also be endorsed in line with the 

above. 

PAGE 12

Applications supported by foreign currency remittances should be made in 

conformity with requisite declarations accompanied by the documentation 

stipulated by the Controller of Exchange. 

1.13 BASIS OF ALLOTMENT OF SHARES 

The basis of allotment will be decided by the Board of Directors of the Company before the 

expiry of seven (07) market days from the closure of the Issue in the event of an over 

subscription. The Bank will not be making any preferential allotments other than as specified 

in the following paragraph: 

In allotting shares, priority will be given to applications received from the duly registered 

shareholders of the Company’s issued and fully paid ordinary voting shares who are duly 

registered in the Company’s books as at the end of trading on 2 nd September 2009 and shares 

as are so applied for, will be preferentially allotted to such shareholders in the ratio of one 

(01) new ordinary voting share for every two (02) existing issued and fully paid ordinary 

voting shares of such Shareholder, in the Company. 

In the event of an oversubscription of shares, such Shareholders are assured of a minimum 

allotment of one (01) new ordinary voting share for every two (02) existing ordinary voting 

shares held subject to having applied for the shares as at the date of closing the Issue. For 

example, if an existing shareholder holding 100 shares applies for more than 100 shares 

he/she will be given preferential allotment in respect of 50 shares based on the ratio of 1 new 

share for every 2 shares held by such shareholder. The application in respect of the balance 

shares applied will be pooled together with the rest of the public applications and allotted. 

This preferential right to allotment will not be available to the holders of the ordinary nonvoting 

and preference shares. 

The remainder of any shares not allotted as aforesaid will be allotted to the public, including 

the shareholders, as may have applied for such shares. Share allotments both to existing 

Shareholders of the Company’s ordinary voting shares and to the public will be subject to the 

overriding shareholding restrictions imposed by the Banking Act No.30 of 1988 (as 

amended). The existing holders of the ordinary non-voting and preference shares of the Bank 

may also subscribe for ordinary voting shares along with the public even though they are not 

entitled to the preferential right to allotment. 

The Directors of SBK reserve the right to refuse any application or to accept any application 

in part only, without assigning any reason therefor. 

Cheques received by post with duly completed applications, upto the date succeeding the 

closure of the Issue will be banked after the closure of the Issue. However, in the event there 

is an oversubscription of the Issue, cheques received by post after the date on which the Issue 

is oversubscribed shall be returned. 

Cheques received with the applications on the day the Issue is fully subscribed and/or the day 

the Issue is closed shall also be banked after the closure of the Issue and upon realization the 

applicants may be allotted with Shares in the same manner along with the applicants whose 

applications were received prior to such date. 

However, if cheques are not realized within three market days of the Closure of the 

Issue, such applications may be rejected in order to facilitate the completion of the 

allotment within seven (07) market days of the closure of the Issue. 

PAGE 13

Important 

Cheques not realized on first presentation will be rejected. 

1.14 SUCCESSFUL APPLICANTS, CDS LODGEMENT AND SHARE CERTIFICATES 

For successful applicants, share certificates in respect of the shares allotted in their favour will 

be dispatched before the expiry of twenty five (25) market days from the date of closure of 

the Issue as required by the CSE listing rules, via registered post to the address provided by 

each shareholder in their respective Applications. Where requested by a shareholder, the new 

shares allotted will be directly uploaded to the respective CDS account given in the 

Application Form before the expiry of Eighteen (18) Market Days, from the date of closure of 

the Issue as required by the CSE listing rules. Investors wishing to trade the newly issued 

Shares on the CSE without delay are advised to state the CDS account number in the 

Application Form to facilitate direct lodgment. 

A written confirmation of the shares so allotted will be sent to such successful applicants 

within two (02) market days of crediting their respective CDS accounts by ordinary post to 

the address provided by each shareholder in their respective Applications. 

In terms of the CSE listing rules the Ordinary Voting Shares of the Company may be listed 

upon the completion of the CDS uploads and prior to dispatch of share certificates. 

Therefore, investors who wish to trade the newly issued shares in the secondary market from 

the first day of trading of such newly issued shares, pursuant to the Listing of such shares, are 

advised to request for a direct upload of shares to their CDS account by stating the CDS 

account number when applying for shares. In the event that the CDS account number is not 

stated in the Application Form, the share certificate dispatched by post may not be received 

by the investor before the newly issued ordinary shares of the Company commences trading 

on the CSE. 

1.15 REJECTED/PARTLY REJECTED APPLICATIONS 

Where an Application is accepted only in part, the balance of the monies received on such 

Application pertaining to un-allotted shares will be refunded. 

Refund cheques on shares that have not been allotted would be posted before the expiry of ten 

(10) Market Days from and excluding the date of closure of the Issue as required by the CSE 

listing rules. Applicants would be entitled to receive interest at the last quoted Average 

Weighted Prime Lending Rate published by the Central Bank of Sri Lanka plus a premium of 

5% per annum, on any refunds not made before the expiry of the above period. 

If the applicant had provided accurate and complete details of his bank account in the 

Application Form, the refund payment will be made to the bank account specified by the 

applicant through the Sri Lanka Inter Bank Payment System (SLIPS) and a payment advice 

shall be issued to the applicant. If the applicant has not provided details of the bank account 

in the Application Form or had provided inaccurate or incomplete details of the bank 

accounts, a refund payment will be made by a crossed cheque in favour of the applicant and 

sent by post at the risk of the applicant. In the case of a joint Application, a crossed cheque 

will be drawn in favour of the applicant whose name appears first in the Application Form. 

1.16 REJECTION OF APPLICATIONS 

Application Forms, which are incomplete in any way and/or not in accordance with the terms 

and conditions specified in this Prospectus, will be rejected as stated under section 1.12.3 (a). 

PAGE 14

Chapter II 

PROFILE OF THE BANK 

2.01 INCORPORATION 

Seylan Bank PLC is a Public Limited Liability Company, which was incorporated in 

Colombo on 28 th August 1987 as "Seylan Trust Bank Limited" under the Companies Act No. 

17 of 1982 (as amended). The Bank’s name, at the time of incorporation being “Seylan Trust 

Bank Limited” was subsequently changed on 6th July 1990 to "Seylan Bank Limited". The 

Bank obtained its certificate to commence business, on 29 th September 1987. The Bank has 

been re-registered as Seylan Bank PLC, on 30 th May 2007, under the provisions of the 

Companies Act No.7 of 2007. The Bank is a duly licensed commercial bank under and in 

terms of the Banking Act No.30 of 1988. 

2.02 CORPORATE PHILOSOPHY 

* Vision 

To be the most caring and trusted bank 

* Mission 

To be the best bank in customer service 

2.03 HISTORY 

Seylan Bank was incorporated in 1987 as a Public Limited Liability company and was listed 

on the Main Board of the Colombo Stock Exchange in January 1989. Its mission was to build 

a strong bank with equally strong subsidiaries serving the needs of all its customers within 

and outside Sri Lanka. 

In 1989 the Bank took over the Matara branch of Indian Overseas Bank and in 1991, at the 

request of the Central Bank of Sri Lanka, Seylan Bank took over the management of the two 

local branches of the British based Bank of Credit and Commerce International (BCCI), 

which went into liquidation. 

Seylan Bank established its first subsidiary, Seylan Merchant Bank, in 1992. A second 

subsidiary, Ceylinco Seylan Developments PLC, was also established in 1992, primarily for 

the purpose of constructing the Bank's head office building, Ceylinco Seylan Towers. The 

Bank's newest subsidiary, Seylan Bank Asset Management Limited was incorporated in 1999 

in response to the Central Bank requirement that primary dealers in Government securities to 

be separate corporate entities. 

Consequent to the collapse of the Golden Key Credit Card Co. Ltd, a member of Ceylinco 

Consolidated in December 2008, Seylan Bank had to face heavy deposit withdrawals and 

ensuing liquidity problems. In order to restore stability to the Bank and ensure confidence in 

the banking industry, the Monetary Board of the Central Bank of Sri Lanka under Section 30 

(1) of the Monetary Law Act No. 58 of 1949 (as amended) discontinued the services of the 

previous Board of Directors and vested the powers of management of the Bank in the Bank of 

Ceylon. A new Board was thereafter appointed on 30 th December 2008. 

Seylan Bank now functions independently under the new Board comprising of M/s E 

Narangoda as Chairman, R Nadarajah as Executive Director and, M/s Nihal Jayamanne PC, 

Lalith Withana, Naomal Goonewardena and Rear Admiral (Retd.) Ananda Peiris as 

independent non-executive directors, all eminent professionals with extensive experience in 

the fields of banking, finance, law and other related fields. 

PAGE 15

Our Channels 

Seylan has seen a rapid revolution in its reach and visibility across the country. It has 

extended its foot prints with the strategic location of 117 ATMs that provide ‘Any time’ 

banking at 92 branches and 22 extension offices throughout Sri Lanka. 

Having a dynamic and innovative marketing and sales division, the Bank increased its reach 

with palm top banking making products available at the customers’ door step. 

All branches are online and networked real time on a multifaceted electronic delivery 

platform that facilitates direct delivery of products and also offers banking services 24 hours a 

day, 365 days a year at the Millennium Branch. 

Additionally, through the SWIFT network, the Bank enhances its international product and 

service portfolio. It thereby reaches out to the large numbers of expatriates working in the 

Middle East. It has an alliance with the Saudi American Bank via Speedcash, a money 

transfer scheme between Saudi Arabia and Sri Lanka and it also manages the Asia Express 

Exchange in Oman. 

The Bank has also entered into a strategic partnership with “MoneyGram International” to 

further consolidate its position whilst also providing the most convenient locations for the 

remitters and the beneficiaries to send and receive money respectively. 

In its latest endeavours, Seylan Bank entered into an agreement with Banque D’Escompte in 

order to enable the Sri Lankan Diaspora living in France to conveniently make remittances 

back home on a regular basis. 

Enhancement of skills 

The Bank has clearly identified and instilled a learning and growth culture, again with the 

motive of value addition to its staff and customers, thereby creating shareholder wealth. 

Intensive Service Excellence programs are held for frontline staff aimed at instilling a sense 

of collective ownership of the Bank’s vision and to stay ahead of competition in customer 

relationship and service. The staff promotions and staff transfer policies were realigned with 

the Bank’s overall objective to compete better. 

Market Competitiveness 

The Bank follows a strategy of branding its products targeted at carefully segmented markets. 

These brands come under the umbrella branding of Seylan Bank. The products are carefully 

nurtured and aggressively promoted strategically by a team of Brand Managers. 

The Bank strives to stay ahead of the competition in general and moves ahead with certain 

products in particular, depending on its corporate needs from time to time and takes great 

pride in being market driven. It has oriented itself to changing market conditions swiftly and 

fearlessly. 

Deposit products such as Millennium 30, Seylan Tikiri, Merit Rewards, Seylan Thilina 

Sayura, Seylan Harasara, 5 Star and Seylan Ihalin Ihalata are products which were readily 

accepted by the market and are reaching the desired levels of growth and profitability. 

The market risk is well managed, new products and services and also with periodic and 

regular reviews of results of product performance. 

The Bank also introduced mobile banking as a strategy to reach out to remote villages in order 

to propagate the savings habit among the masses. 

PAGE 16

Information Technology 

Seylan Bank utilizes Information Technology to gain a competitive edge and do things 

differently to better serve the customer. The basic strategy is to offer convenience to 

customers by providing ‘anytime, anywhere, anyway banking’. 

Our IT department has been in the forefront of pioneering innovations including SMS 

banking and SMS alerts to Sri Lanka. 

Seylan Bank introduced electronic banking with the installation of its first ATM in the year 

1994. There are 117 Seylan ATMs installed island wide. The Bank’s electronic banking 

facilities offer convenience to the customer, taking banking beyond the bank’s premises. 

Customers will be able to interact with the Bank even from the convenience of their homes. 

It has successfully implemented the Internet Banking to serve both individual and corporate 

customers thereby bringing about convenience to customers on the fast track. 

Seylan Bank’s corporate website has now been upgraded to international standards with realtime 

information being displayed in all three languages the only one of its kind with this 

facility among corporate websites of commercial banks in Sri Lanka. 

Visa Cards 

The Seylan VISA Debit Card is linked to Current, Savings, NRFC & RFC accounts. The 

Bank has issued nearly 700,000 VISA debit cards, and over 90,000 VISA credit cards and is a 

leading VISA card issuer in Sri Lanka. 

This card is internationally accepted at over 24 Million Merchants and at over one million 

Visa ATMs worldwide. It has been marketed very successfully along with the expansion of 

the Seylan ATM Network and many other added facilities. 

The introduction of the Seylan VISA Traveller’s card enables the travellers to carry a card 

instead of travellers cheques or foreign currency. This card is accepted at over 14 million 

merchants and at over one Million VISA ATMs worldwide. ATM withdrawals or balance 

inquiries at ATMs could be done free of charge. 

The Seylan VISA Pre–Paid Rupee Card is a unique card that could be obtained without 

having to maintain an account with the Bank. 

Achievements 

Having differentiated itself within the industry, Seylan’s products and operational excellence 

have not gone unnoticed. The Bank has been placed on THE LMD 50 Leaderboard for several 

consecutive years since 1994. The Bank was also selected among the Top 20 quoted 

companies in Sri Lanka in year 2005 by LMD and compiled by Brand Finance. Seylan’s 

growth has been derived from a laser-like focus, a willingness to do things differently and by 

adding value. 

One of Seylan’s firsts, the unique ‘Govisarupatha’ credit card for farmers became the first 

international award to be won by Seylan in 2001 at the Asian Banking Awards followed by 

the Runner Up Award at the Asian Forum on Corporate Social Responsibility under the 

Poverty Alleviation category at the First Annual Asian CSR Awards in 2003. The award 

recognized comprehensive micro-finance for micro sector empowerment. Seylan bagged 

another international accolade in 2004 when the Treasury Division won the Runner Up award 

in the Operational Efficiency Programme category at the Asian Banking Awards. It was also 

the first treasury division among banks in the country to receive ISO 9001:2000 quality 

certification which was accorded by Det Norske Veritas (DNV) BV Netherlands. Another 

first among its peers was the ISO 9001-2000 certification for the Human Resources division 

of the Bank accorded by SGS (Societe Generale Surveillance). 

PAGE 17

Seylan’s success essentially lies in its strong brand presence that epitomizes the ideals and 

values that denote the Seylan brand. The SLIM Brand Excellence Awards are recognized as 

the most important event for brand custodians in measuring marketing effectiveness and allied 

results. Seylan’s flagship children’s brand, Tikiri won the gold award for the Service Brand 

of the Year in 2003, while the country’s first and most unique product, Merit Rewards was 

recognized as the Best New Entrant in the same year. Merit Rewards also won the Silver 

award for the “Service Brand of the year 2004”. 

Seylan Bank won the “Best Branch Automation and networking project” Award 2007 at the 

Asian Bankers Summit 2008 held in Hanoi, Vietnam for its pioneering “Palm Top Banking” 

project. 

Degree of dependence of key customers and suppliers 

Seylan Bank adheres to prudential requirements as set out by Central Bank by virtue of 

which exposure to any one group of companies, any one Company and any individual 

borrower is regularly monitored. As such the Bank is not overly dependent on any one 

customer, any one sector for income at any given time. The Bank is also not significantly 

dependent on any one supplier for its requirements. The Bank also has a diversified 

customer base of 2.3 Mn over 114 Banking outlets. 

2.04 RECENT PERFORMANCE AND FUTURE STRATEGIES 

The interim results released by the Bank for the 6 months ended 30 th June 2009 show an after 

tax profit of Rs. 188 Mn for the Seylan Group – Rs. 138 Mn of the profit coming from the 

Bank. The reduction of expenses by over 20%, from Rs. 4 Bn for the comparative period in 

2008, indicates that the Bank has effectively tightened its grip on expenditure. The provision 

of Rs. 296 Mn for non-performing advances from the past period has affected the Bank’s 

current bottom line. However under the prevailing economic conditions, Seylan Bank’s 

progress on the road to full recovery is quite noteworthy. 

The Bank has implemented a concerted recovery drive to actively address its non-performing 

advances. As much of the non- performing advances have already been written off, the 

recovery of these will positively impact the bottom line of the Bank. 

A recent deposit campaign launched by the Bank brought in deposits totaling Rs. 3.8 Billion 

proving that the Bank has regained public confidence in the strength and stability of the Bank, 

during July and August of 2009. 

The Board has commissioned a Strategic Plan for the Bank which is under implementation 

and its main goals are: 

• To enhance the profitability of the Bank 

• To contain the cost to income ratio of the bank within industry norms 

• To contain the non-performing advances (NPA) ratio of the Bank within industry 

norms 

The principal strategies that are being implemented to achieve the above goals are: 

• Introduction of new procedures and close examination and monitoring of 

procurement, services and HR related costs with a view to reducing costs. 

• Centralization of functions where centralization is more efficient and cost effective. 

• A new Credit policy and dual approval structure to be implemented. 

• Launching an intensive Recovery drive to reduce the NPA ratio. 

PAGE 18

Work study undertaken to place the right people in the right roles and recruiting from 

outside where necessary 

Implementing a Corporate Governance framework to encompass risk management, 

liquidity, HR, Credit, IT and recoveries. 

Focus on the Retail and Middle market as the core business segments 

Divesting unprofitable subsidiaries and discontinuing operations that lack potential, 

thereby redirecting investments to profitable lines. 

Continual training and development of staff to realize their full potential 

Assumptions on which such strategies are based are as follows: 

i. The national and global economic climate would gradually recover or at worst remain 

as it is. 

ii. The Bank’s expansion plans would receive Central Bank approval 

Risks associated with the implementation of strategies 

The Sri Lankan Banking sector is a highly competitive market with big players operating 

throughout the country. As such there is a risk of Seylan Bank’s expansion plans encountering 

stiff competition unless our segments are targeted accurately. 

If the Bank is unable to match the interest rate gaps due to some reason and the market rates 

were to fall the Bank could face an interest rate risk and consequent costs. 

With the economic downturn and its impact on the following areas, the implementation of the 

strategic plan may prove to be challenging: 

Delays in settlement of advances leading to high NPAs 

Reduced demand for credit which can adversely affect targeted business volumes 

 

Reduced savings potential in the market leading to liquidity constraints 

2.05 STATED CAPITAL 

 

The Stated Capital of the Bank as at 30 th June 2009 is Rs.2,542,420,324/- comprising of 

the following shares and share premium of Rs.837,319,324/-. 

Category Number Issued Value LKR 

Ordinary voting shares 43,560,000 435,600,000/- 

Ordinary non – voting shares 123,560,000 1,235,600,000/- 

Preference shares (non redeemable, non 3,390,100 33,901,000/- 

cumulative, non convertible and non voting) 

Share premium 837,319,324/- 

Total 2,542,420,324/- 

PAGE 19

The stated capital of the Bank subsequent to the Private Placement and Public Issue 

would be as follows : 

Category Number Issued Value LKR 

Ordinary voting shares 130,000,000 3, 461,000,000/- 

Ordinary non – voting shares 123,560,000 1, 235,600,000/- 

Preference shares (non redeemable, non 3,390,100 33,901,000/- 

cumulative, non convertible and non voting) 

Share premium 837,319,324/- 

Total 5,567,820,324/- 

 

 

Details of shares subscribed or sold privately in conjunction with the Public Issue of 

shares 

32,150,000 Ordinary (voting) Shares at a price of Rs.35/- per share amounting to 

Rs.1,125,250,000/- to the following state institutions: 

(i) Bank of Ceylon - 13,000,000 shares amounting to Rs. 455,000,000/-; 

(ii) Sri Lanka Insurance Corporation Ltd - 19,150,000 shares amounting to 

Rs.670,250,000/-. 

Statutory restrictions on the free transferability of shares. 

- The transfer of shares is subject to the restrictions imposed by the Banking Act No.30 of 

1988 (as amended). 

2.06 PARTICULARS OF DEBT AND LOAN CAPITAL AS AT 07 th AUGUST 2009 

Rs'000 

(i) Loan Capital Outstanding 

Preference Shares 33,901 

Debenture Issued 4,687,465 

(ii) Borrowings 

Borrowings Under Repos' 6,184,379 

Refinance Borrowings 1,332,867 

Call Money Borrowings 1,536,312 

Other Borrowings 160,530 

9,214,088 

( iii ) Leasing & Hire Purchase commitment outstanding - 

( iv ) Contingent Liabilities 

Guarantees 6,222,554 

Letters of Credit 1,892,061 

Acceptances 1,922,364 

Forward Exchange Contracts ( Net ) 119,248 

10,156,227 

( v ) Statement of Mortgages & Charges on the Assets - 

PAGE 20

Gearing Ratio for the past 3 years 2008 2007 2006 

Gearing Ratio (Debt Equity) 67.58 78.81 76.04 

Non Performing Ratio for the past 3 years 2008 2007 2006 

Non Performing Ratio 

(Gross) 16.93 15.39 13.85 

(Net) 14.30 12.68 11.45 

 

Amount of Loan Loss Provision made for the past 3 years (including General 

Provision) 

2008 2007 2006 

Rs.’000 Rs.’000 Rs.’000 

Loan Loss Provision (made) 2,467,187 1,365,075 1,684,495 

 

 

Net exposure to the Bank on Loans and Advances to Related Parties 

2008 - Rs.373 Mn 

2007 - Rs. 1,200 Mn 

2006 - Rs. 1,000 Mn 

Bank’s current exposure on Single Borrower Limit 

2008 2007 2006 

Rs.Bn Rs.Bn Rs.Bn 

Audited Capital Base (31/12) 9.054 10.028 8.566 

Single Borrower Limit : 

2.716 3.008 2.569 

30% of Capital Base 

33% of Capital Base 2.988 3.309 2.826 

2.07 DIVIDEND POLICY AND PAYMENTS DURING THE PAST THREE YEARS 

The Board adopts a policy of paying out dividends to the holders of its ordinary shares, both 

voting and non-voting, based on a number of factors, including but not limited to the 

Company’s earnings, capital requirements, the overall macro financial conditions and the 

banking norms/dividend payout practices of the Banking Industry. 

Dividends are paid to the Preference shareholders, based on a pre-determined rate i.e., one 

percentage point above the One year weighted average Treasury bill rate determined at the 

primary auctions held during the month of March of the preceding financial year, as mandated 

in the terms of issue of such shares subject to meeting regulatory requirements. 

As at As at As at 

31/12/2008 31/12/2007 31/12/2006 

(per share) (per share) 

Ordinary (Voting) Dividend - Rs.1.50 Rs.1.50 

Ordinary (Non-voting) Dividend - Rs.1.50 Rs.1.50 

Preference Dividend - Rs.1.54 Rs.1.14 

PAGE 21

Earnings per share for the past three years (EPS) 

2008 2007 2006 

EPS (Rs.) 0.90 5.50 6.69 

2.08 EMPLOYEES 

The staff strength of the Bank as at 30 th June 2009 is 3,830. The employees of the Bank are 

members of the Seylan Bank Employees Union and the Seylan Bank Branch of Ceylon Bank 

Employees’ Union. The Bank has not entered into any significant agreements with the said 

Unions. 

The staff cadre of the subsidiaries viz. Seylan Merchant Bank PLC, Seylan Bank Asset 

Management Ltd and Ceylinco Seylan Developments PLC are 50, 14 and 45 respectively. 

2.09 BOARD OF DIRECTORS 

The Company’s business and operations are managed under the supervision of the Board of 

Directors comprising two (2) executive Directors, one of whom is the Chairman and four (4) 

independent non executive Directors. 

As at the date of the this Prospectus, the Board is constituted of the following Directors and a 

brief profile of the professional and business experience and expertise of each of the Directors 

of the Board is given below: 

Eastman Narangoda {BA (Econ), FIB, FIMS (UK), FITD (SL), Dip. in Advanced Bank 

Management (Stockholm)} 

Chairman 

Address : 111/3 Temple Road, Nawala, Rajagiriya 

Mr. Eastman Narangoda has vast experience in the Sri Lankan Banking Sector and most 

recently spearheaded National Savings Bank as its General Manager/CEO for over five years. 

During his tenure, NSB was awarded AAA rating by Fitch Ratings for four consecutive years. 

Mr. Narangoda is a former President of the Association of Professional Bankers of Sri Lanka 

and had held the positions of Director/Vice Chairman of Financial Ombudsman (Sri Lanka) 

Ltd, Director of NSB Fund Management Co, Asha Central Hospital Ltd, Mercantile Leasing 

Ltd and Director of Institute of Bankers. He was also appointed as the Commissioner of the 

Presidential Commission on Failed Finance Companies. He is currently a Director of Wealth 

Trust Corporation [Pvt] Ltd and the President of Sri Lanka Institute of Training & 

Development. 

Mr. Narangoda was appointed to the Board of Seylan Bank PLC on 30 th December 2008. 

PAGE 22

Other Directorships / Positions Held 

Company 

Wealth Trust Corporation (Pvt) Ltd 

Seylan Bank Asset Management Ltd 

Esots (Pvt) Ltd 

Sesot (Pvt) Ltd 

Seybest (Pvt) Ltd 

Seyfest (Pvt) Ltd 

Seyshop (Pvt) Ltd 

Sotse (Pvt) Ltd 

Sri Lanka Institute of Training & Development 

Position 

Director 

Chairman 

Chairman 

Chairman 

Chairman 

Chairman 

Chairman 

Chairman 

President 

R Nadarajah {BSc (Hons), MBA, FCIB (London)} 

Executive Director 

Address : 75 4/2, Ward Place, Colombo 07 

Mr. Ramanathan Nadarajah brings with him 40 years of banking experience in both state and 

private sector banks. He served as Managing Director/General Manager/CEO of Pan Asia 

Bank for six years and previously served at Bank of Ceylon in various capacities including as 

a Deputy General Manager. He was the inaugural President of the Primary Dealers 

Association and has been a Past President of the Association of Professional Bankers of Sri 

Lanka. 

Mr. Nadarajah was appointed to the Board of Seylan Bank PLC on 8 th January 2009. 


Company 


Sesot (Pvt) Ltd 

Sotse (Pvt) Ltd 

Esots (Pvt) Ltd 

Seybest (Pvt) Ltd 

Seyfest (Pvt) Ltd 

Seyshop (Pvt) Ltd 

Position 

Director 

Director 

Director 

Director 

Director 

Director 

Director 

Mr. Nihal Jayamanne, President’s Counsel 

Director 

Address : No.7, Chandralekha Mawatha, Colombo 08 

Mr. Nihal Jayamanne PC is an eminent lawyer and holds key offices in the fields of law, 

including as Member of the Law Commission of Sri Lanka, Member of the National Police 

Commission of Sri Lanka, Member of the Advisory Council of Jurists of the Asia Pacific 

Forum for the Advancement of Human Rights, Chairman, Law College Foundation and 

Member of the Board of Trustees of the Judicial Infrastructure Maintenance Trust. He was 

also the President of the Bar Association of Sri Lanka and a former Vice President of 

SAARCLAW. 

PAGE 23

Mr. Jayamanne PC is on the Boards of Sri Lankan Airlines Ltd and Sri Lankan Catering (Pvt) 

Ltd. He was also a former Commissioner of the Telecom Regulatory Commission of Sri 

Lanka and a former member of the Council of Legal Education. 

Mr. Jayamanne was appointed to the Board of Seylan Bank PLC on 30 th December 2008. 


Company 

Law College Foundation 

Sri Lankan Airlines Ltd 

Sri Lankan Catering (Pvt) Ltd 

Law Commission of Sri Lanka 

National Police Commission of Sri Lanka 

Advisory Council of Jurists of The Asia Pacific Forum for 

the Advancement of Human Rights 

Board of Trustees of the Judicial Infrastructure 

Maintenance Trust 

Position 

Chairman 

Director 

Director 

Member 

Member 

Member 

Member 

Mr. Lalith Withana {MBA, BA (Hons), FCMA, FCA} 

Director 

Address : 14/60, 10 th Lane, Wickramasinghepura, Battaramulla 

Mr. Lalith Withana counts over 20 years in management positions within the corporate sector 

of which more than 12 years have been at senior levels in banking, trade and manufacturing, 

with experience at organizations such as Brandix, M/s Ernst & Young, Amro Bank, IBM and 

Carson Cumberbatch PLC. 

He currently holds the position of Executive Vice President at Brandix Lanka Ltd and has 

also been the CEO of Brandix Casualware Ltd, Brandix Lightsew Ltd and CEO-Procurement 

of Brandix Apparels Ltd. He also serves on the Board of Ceylease Financial Services Ltd., 

while he has previously been on the Boards of Bank of Ceylon, Dankotuwa Porcelain PLC, 

Merchant Bank of Sri Lanka and has been a Commissioner of the Telecommunication 

Regulatory Commission. 

Mr. Withana was appointed to the Board of Seylan Bank PLC on 30 th December 2008. 


Company 

Brandix Lanka Ltd 

Ceylease Financial Services Ltd 

Position 

Executive Vice President 

Director 

Mr. Naomal Goonewardena {Attorney-at-Law, ACA, ACMA, CFA, MBA (Sri J)} 

Director 

Address : 25/9, Kalinga Mawatha, Off Vijaya Kumaratunga Mawatha, Colombo 05 

Mr. Naomal Goonewardena is a Lawyer and functions as Partner of the Law Firm, M/s 

Nithya Partners since 1997. Prior to joining M/s Nithya Partners, he was a State Counsel in 

the Attorney General’s Department from 1987 to 1991 and a Senior Tax Manager at M/s 

Ernst & Young, Chartered Accountants from 1993 to 1996. 

PAGE 24

Mr. Goonewardena has extensive experience in areas of financial law, including takeovers 

and mergers, taxation, derivatives, securitizations and restructuring and has been providing 

legal advice to banks and financial institutions in the aforesaid areas and in other areas such as 

corporate governance related issues. 

Mr. Naomal Goonewardena was appointed to the Board of Seylan Bank PLC on 30 th 

December 2008. 


Company 

Nithya Partners (Law Firm) 

N Corporate Services (Pvt) Ltd 

Serendib Capital (Pvt) Ltd 

Position 

Partner 

Director 

Director 

Rear Admiral (Retd.) B A J G Peiris {RSP, VSV, USP, ndc, psc, DISS} 

Director 

Address : “Darshana” Ranawaka Garden, Rukmale Road, Pannipitiya 

Rear Admiral (Retd.) Ananda Peiris is a decorated officer of the Sri Lanka Navy counting a 

service record of over 34 years. His naval experience includes serving as the Area 

Commander - Eastern Naval Command, Western Naval Command and Southern Naval 

Command. He was also twice appointed the Deputy Area Commander of Northern Naval 

Command and Squadron Commander Fast Attack Craft and has taken part in almost all major 

operations in the North and East. He had also been the Director - Naval Administration & 

Welfare, Director - Naval Personnel & Training and Director General (Services), Sri Lanka 

Navy. He retired from the regular naval service on 29 th January 2009 and has since been 

mobilized to the regular naval reserve. He is currently attached to the Civil Defence 

Department of the Ministry of Defence. 

Rear Admiral (Retd.) Ananda Peiris was granted the accolades of Rana Sura Padakkama 

(RSP), Vishishta Sewa Vibhushanaya (VSV), and Uttama Seva Padakkama (USP) for his 

service to the nation, while he was also awarded several medals during his tenure of service in 

the Navy including Sri Lanka Navy 50 th Anniversary Medal (2001), Sri Lanka Armed 

Services Long Service Medal, President’s Inauguration Medal (1978), North East Operation 

Medal and Purna Bumi Padakkama. 

Rear Admiral (Retd.) Ananda Peiris was appointed to the Board of Seylan Bank PLC with 

effect from 8 th January 2009. 

No Director, General Manager, Chief Executive or person nominated to become a 

Director, General Manager or Chief Executive is or was involved in the following 

events:- 

(a) A petition under any bankruptcy laws filed against such person or any partnership in 

which he/she was a partner or any corporation of which he/she was an executive officer. 

(b) Convicted for fraud, misappropriation or breach of trust or any other similar offence, 

which the Exchange considers a disqualification. 

Aggregate remuneration paid to executive and non-executive directors including bonuses for 

the year ended 31/12/2008 was Rs, 74,675,000/-. Estimated aggregate director’s emoluments 

including bonuses for the year ending 31/12/2009 is expected to be Rs.9,780,000/-. 

PAGE 25

Directors interests in assets acquired, disposed or leased by the Company 

The Directors hold no interests in assets acquired, disposed or leased by the Company during 

the two years preceding this Issue of Shares. As at date, the Directors have no interest in any 

assets proposed to be acquired, disposed or leased by the Company in the two years 

succeeding the Issue of Shares. 

2.10 SHAREHOLDINGS OF DIRECTORS AS AT 7 TH AUGUST 2009 

Name of the Director 

Mr. E Narangoda 

Mr. R Nadarajah 

Mr. N M Jayamanne 

Mr. P L P Withana 

Mr. F N Goonewardena 

Rear Admiral (Retd.) B A J G Peiris 

No. of Shares 

10,000 Ordinary Voting Shares 

90,100 Ordinary Non-Voting Shares 


Nil 

242 Ordinary Voting Shares 

Nil 

Nil 

Sales / purchases of the Company’s shares made by the Directors 

 

 

Sale of Shares - 50 Ordinary voting shares at Rs.35/- each were sold by 

Mr. E. Narangoda on 19.01.2009. 

Purchase of shares – Nil 

2.11 MANAGEMENT 

General Manager/Chief Executive Officer - Mr A M Pasqual, 

B.Sc. [Busi.Admin.], USA 

Address : No.39/2 Jayasinghe Road, Colombo 6 

Brief account of the business experience of the CEO 

Mr Pasqual joined Seylan Bank PLC in January 2003 as the Additional General Manager 

and was appointed General Manager/Chief Executive on 01 st January 2004. Held the 

position of Director of Seylan Bank PLC from 12 th January 2004 to December 2008. 

Counts over 28 years’ experience in Banking. Commenced his Banking career with 

Hongkong & Shanghai Banking Corporation in June 1980 and has wide experience and 

exposure in Corporate Banking, Trade Finance and Treasury. 

He is an elected member of the Governing Board of the Institute of Bankers of Sri Lanka 

and Board of Trustee of National Agri Business Council. 

A brief description follows of the present functions and work experience of the senior 

management team of the Bank as at 24 th July 2009. 

PAGE 26

NAME & 

DESIGNATION 

Mrs. L Seneviratne 

Senior Deputy General Manager 

– Corporate and Retail Banking 

PRESENT FUNCTIONS & WORK EXPERIENCE 

Overall management control and supervision of Zones I, II & 

III, Corporate Banking Department, Consumer Finance Unit, 

Pawning Unit, Piyasa Unit and Private Banking Unit. 

Over 35 years’ experience 

Mr. C Kotigala 


- Legal 

Overall in charge of Legal Department, Compliance Unit, 

Special Recovery Unit, Graduate Entrepreneur Loans Unit 

and Property Unit. 


Mr. M A D A I Madurapperuma 


– Banking Services & Risk 

Management 

Overall in charge of Information Technology, Information 

Systems Audit, e-Commerce / e-Banking, Risk Management, 

Development Banking, Grameen & Agricultural Banking 

and BankAssurance 

21 years of banking experience 

Mr. Tissa Nanayakkara 

Senior Deputy General 

Manager, Seylan Card Centre 

Mr. S J Jebaratnam 

Deputy General Manager- 

Operations and International 

Mr. P S L K Perera 

Deputy General Manager – 

Recoveries 

Mr. S H I de Silva 


Grameen Banking 

Mr. V K Seyone 

Deputy General Manager, 

Business Development 

Overall in charge of Credit / Debit / Prepaid card operations / 

Merchant Acquiring / “Seylan Rajina” Scheme / 24 Hour 

Call Centre 

29 years of experience 

In charge of Operations, Processing Services, International, 

Trade Finance and Foreign Currency Banking 

Over 29 years’ experience in banking 

In charge of the Recoveries Unit 

Over 35 years’ work experience of which 31 years in the 

banking field. 

In charge of the Seylan Grameen Profit Centre. 

Over 40 years of Banking experience. 

Marketing of Financial Services 

34 years in banking. 

Mr. S A R Dias Bandaranayake 


Human Resources and 

Administration 

Mr. K D W Rohana 


Zone II 

Overall in charge of Human Resource Department, Premises 

Department, Supplies Department and Transport Department 

& Security. 

31 years of experience in Branch banking, Area 

Management, Regional Management, Housing Finance & 

Micro Finance. 

In charge of the branches of South, Mid and Upcountry and 

Central Regions. 


Dr. P Niranjan 


Zone III 

Mr. A R M Hanan 

Deputy General Manager - 

Information Technology 

In charge of the branches of North, East, North West and 

North Central Regions. 

Over 28 years of banking experience 

Responsible for overall IT operations of the Bank. 

32 years of experience. 

PAGE 27

Mrs. Shalini M S Perera 


Corporate Banking 

Responsible for arranging, structuring and monitoring of 

corporate credit facilities of the Corporate Banking 

Department. 

Over 26 years’ experience in banking. 

Mr. Ranjith X Fonseka 

Deputy General Manager, e- 

Commerce & IT International 

Responsible for all electronic delivery channels and IT 

International projects of the Bank. 

23 years’ experience 

Mr. R N Divulwewa 


Zone I 

In charge of the branches of Colombo Metro & Suburbs. 

29 years of work experience 

Mr. S Palihawadana 

Deputy General Manager/Chief 

Dealer 

Overall in charge of Treasury dealing activities & Gold 

Heart Investments. 


Mr. Chitral De Silva 

Deputy General Manager, 

Development Banking 

Mr. Raaj de Silva 

Deputy General Manager/Chief 

Financial Officer 

Approving credit for Development Projects, SMEs, SMIs 

and Micro Finance through Development Banking 

Department and monitoring of same. 


Accounting, Financial and Management experience, mainly 

in the Financial Services Sector in several local and 

international organizations in Sri Lanka and Overseas. 

Over 25 years of experience 

Mr. Hiran Amarasinghe 

Assistant General Manager, 

Treasury 

Treasury & Overseas Operations 

25 years' experience in the finance and management field. 

Mr. T J Pathirage 


Information Systems Audit & 

Security 

In charge of information system governance, assurance and 

security services in the Bank as an independent function 


Ms. Rohini Weerakkody 


Operations 

Handling of system access control and operations functions. 

Management supervision of Central Cash Department & 

Central Clearing Department. 

Over 25 years’ banking experience 

Mr. Shafeek Samad - 


International 

Control of Administrative and Management functions of 

International Trade, Remittances and Correspondent 

Banking 


PAGE 28

Mr. J T L I Kulatunga 


Region V 

Overall management control and supervision of Credit, 

Operations & Administration of branches within Region V. 


Mr. D Pereira 

Assistant General Manager - 

Region VII & SME 

Structuring and approving branch credit, overall monitoring 

and supervision of branch credit administration, overall 

supervision of branch administration and operations, Head of 

SME unit, Head of Basel II implementation team and 

member of the IAS and IFRS up-grading team. 

24 years’ work experience 

Mr. C Nanayakkara 

Assistant General Manager – 

Credit Review - Corporate 


Credit review of the corporate banking division. 


Mr. A A Emmanuel 

Assistant General Manager 

In charge of Recoveries and Deposit Mobilisation Unit of 

Region III 


Mr. Kamal Deshapriya– 


Marketing 

Marketing of financial services and monitoring /supervising 

the sales force 


Ms. Damayanthi Tillekeratne 


International/Exports 

Overall in charge of International (Exports and Imports) 


Mr. Sirilal Amarasinghe 


Development Banking 

Overall in charge of monitoring and follow up of the loan 

portfolio of Development Banking Dept, recommending and 

approving of new credit/restructuring proposals for SME, 

SMI, Microfinance, Project Finance Clients and monitoring 

of Ceylinco Group Facilities 


Mr. Neomal Suraweera 


Region I 

Handling Credit and Administration of Colombo Metro 

Branches 


Mr. M K Prematilleke 


Legal 

In charge of Property Unit, handling, controlling & 

administrative function of Legal and Debt Restructuring / 

Credit Control Department 


Ms. Gillian Edwards 


Private Banking 

Head of Private Banking 


Ms. Yasanthie Udurawane 


Consumer Finance Unit 

Leasing, Hadha Medura Housing Loans and facilities against 

shares 


PAGE 29

Mrs. Deeshani Gooneratne 


Human Resources 

Head of Human Resource Department 


Mr. Rohan Fernando 


Audit & Inspection 

In charge of Internal Audit and Inspection 


Mr. K Shanaka C Perera 

Assistant General Manager/ 

Senior Dealer 

Treasury dealing and related operations. 


Mr. M S M Saleem 


Audit & Inspection 

Handling investigations and reporting findings to Senior 

Management Officers with recommendations for disciplinary 

and operational action 

38 years of Banking experience 

Mr. Sumith Fernando 


Region II 

Head of Region II 


Mr. P A S Dayaratne 


Premises 

Head of Premises Department and Technical Services 

Department 

14 years of experience in civil engineering, locally and 

overseas 

Mr. K L W K Karunaratne 


Supplies 

Overall in charge of purchases and supplies. Is also in 

charge of mail / courier services, archives management and 

transport services of the Bank 

Counts over 29 years’ experience in procurement and 

supplies in several reputed commercial organizations 

2.12 SUBSIDIARY & ASSOCIATE COMPANIES AS AT 30 TH JUNE 2009 

Name of the Company Holding by Bank Principal areas of 

& the Business Address 

Business 

Seylan Merchant Bank PLC 42.82% of Ordinary Merchant Banking 

385, Galle Road, Colombo 3 share capital 

Year of Incorporation: 1992 

Ceylinco Seylan Developments PLC 51.01% of Ordinary Property 

Level 15, Ceylinco Seylan Towers share capital Development 

90, Galle Rd, Colombo 3 


Seylan Bank Asset Management Ltd 100% of Ordinary Dealing in 

90, Galle Rd, Colombo 3 Share capital Government 

Level 3, Ceylinco Seylan Towers 


Securities 

PAGE 30

2.13 TEN LARGEST ORDINARY VOTING SHAREHOLDERS AS AT 07 TH 

AUGUST 2009 

Name of Shareholders 

No. of 

Shares 

% 

1. Dollar Distribution (Pvt) Ltd 2,178,000 5.00 

2. Seyfest (Private) Limited 2,177,996 5.00 

3. Seyshop (Private) Limited 2,177,900 5.00 

4. Seybest (Private) Limited 2,177,900 5.00 

5. Sesot (Private) Limited 2,177,900 5.00 

6. Esots (Private) Limited 2,160,857 4.96 

7. Ceylinco Finance PLC 2,140,226 4.91 

8. Dr. T Senthilverl 1,976,200 4.50 

9. Ceylinco Insurance PLC 1,756,460 4.03 

10.Ceylinco Ltd 1,680,896 3.86 

Percentage of Public Holding as at 07.08.2009 

Ordinary Voting Shares 99.96 % 

Shareholding Structure subsequent to the Private Placement and Public Issue 

Shareholder 

No. of Ordinary 

Voting Shares 

Percentage 

(%) 

Bank of Ceylon 

13.00 Mn 

10% 

Sri Lanka Insurance Corporation Ltd 19.50 Mn 15% 

Public 

97.50 Mn 

75% 

Total 

130.0 Mn 

100% 

2.14 TEN LARGEST ORDINARY NON-VOTING SHAREHOLDERS AS AT 07 TH 

AUGUST 2009 


No. of 

Shares 

% 


2. Pershing LLC S/A Averbach Grauson & Co 7,658,800 6.20 

3. Elgin Investments Ltd 6,000,800 4.86 

4. Mr. S V Somasundaram 4,886,900 3.95 

5. National Savings Bank 4,540,900 3.68 

6. Mr. T D R Karunaratne 4,000,000 3.24 

7. Ceylinco Insurance PLC A/c No. 1 (Life Fund) 3,283,962 2.66 

8. Akbar Brothers Ltd A/c No. 1 2,531,400 2.05 

9. Mr. T T Al-Nakib 2,220,000 1.80 

10. Mr. H L Rikhye 1,966,700 1.59 

Percentage of Public Holdings as at 07.08.2009 

Ordinary Non-Voting Shares 

Percentage of Public Holding - 78.83 % 

PAGE 31

2.15 TEN LARGEST PREFERENCE SHAREHOLDERS AS AT 07 TH AUGUST 

2009 


No. of 

Shares 

% 

1. Ceylinco Insurance PLC 1.064,950 31.41 

2. Mr. K A Jayaratne 200,000 5.90 

3. Mrs. K D C Munasinghe 100,000 2.94 

4. Mr. S P Muttiah 100,000 2.94 

5. Mr. N Ramachandran 50,000 1.47 

6. Mr. C D Karunaratne 50,000 1.47 

7. Mr. J A D Gunasekara 50,000 1.47 

8. CML Edwards Construction Ltd 50,000 1.47 

9. Dr. M E Wijesinghe 50,000 1.47 

10. Mr. R A Siripala 40,000 1.18 

PAGE 32

Chapter III 

STATUTORY & GENERAL INFORMATION 

3.01 BROKERAGE 

Brokerage at the rate one percent (1%) will be paid in respect of the number of shares allotted 

on applications bearing the stamp of any member or trading member of the CSE or any bank 

operating in Sri Lanka or Bankers to the Issue. 

3.02 COST OF THE ISSUE 

The Directors estimate that the total cost of the Issue excluding the cost of brokerage will be 

approximately Rs. 20 Mn and will be met from the funds of SBK. 

3.03 UNDERWRITING ARRANGEMENTS 

No underwriting arrangement has been entered into by the Bank for the Public Share Issue. In 

the event the issue is under subscribed, the subscribers will be allotted the shares they have 

applied for, subject to the shareholding restrictions imposed by the Banking Act No. 30 of 

1988 (as amended) and the funds raised thereby will be utilized to meet the objectives of the 

Issue as stipulated in Section 1.05 of the Prospectus. 

3.04 INSPECTION OF DOCUMENTS 

Certified copies the following documents are available for inspection during normal business 

hours at the Head Office of Seylan Bank from the date hereof, until the subscription lists are 

closed or up to 14 market days, whichever is later. 

• Articles of Association 

• Material contracts and management agreements or in the case of contracts not 

reduced into writing a Memorandum giving full particulars thereof. 

• Reports, letters, valuations and statements by any expert, any part of which is 

extracted or referred to in this Prospectus. 

• The audited accounts of the Bank for five (05) financial years immediately preceding 

the publication of this Prospectus. 

The Prospectus and Articles of Association of the Bank are also hosted in the Bank’s website, 

www.eseylan.com and the CSE website, www.cse.lk during the above-mentioned period. 

3.05 EMOLUMENTS OF CHIEF EXECUTIVE OFFICER AND SENIOR MANAGEMENT 

TEAM 

Aggregate emoluments of the Senior Management team including bonuses for the year ended 

31/12/2008 was Rs.153,219,475/-. A sum of Rs.11,985,000/- being Chief Executive Officer’s 

emoluments for the financial year ended 31/12/2008 has been considered in the Directors’ 

category since he was a Director during the last financial year. 

Estimated aggregate emoluments of the Chief Executive Officer and the Senior Management 

team including bonuses for the year ending 31/12/2009 is expected to be Rs.129,575,813/-. 

PAGE 33

3.06 DIRECTORS’ INTERESTS IN CONTRACTS 

None of the Directors are materially interested in any contract or arrangement in relation to 

the business of the entity. 

3.07 MATERIAL CONTRACTS OTHER THAN IN THE ORDINARY COURSE OF 

BUSINESS 

On 25 th October 2006, the Bank entered into a contract with NCS (Pvt) Ltd and paid USD 2 

Million as licensing fee for the use of remittance management software. 

3.08 MANAGEMENT AGREEMENTS 

 

 

Seylan Bank PLC continues to manage Asia Express Exchange (AEE) and has signed a 

Management Agreement with H.E. Mohamed Bin Hamaed Al Ghazali on 10 th February 

2007. The Management Agreement is for a period of five years and renewable for a 

further period of five years. Asia Express Exchange in consideration of the services 

rendered by the Bank pays a fee of 60% of the net profit for the year. 

Seylan Bank entered into a Management Agreement with Seylan Credit Card Company 

Ltd on 25 th September 2006 to manage the Bank’s card operations on profit sharing basis 

of 20% of the operational profit (before deducting management fees) payable by the Bank 

to the said Company on a monthly basis. 

3.09 LITIGATION, DISPUTES AND CONTINGENT LIABILITIES 

Information relating to litigation against the Bank is given in Note 38(c) of the Published 

Accounts for 2008. However, there are no legal or arbitration proceedings which will have a 

significant effect on the Bank’s financial position or profitability. 

There are four cases instituted against Seylan Bank by Mr D.R. Senanayake and Gold Lada 

Ltd of which Mr Senanayake holds Power of Attorney. The Bank does not consider these 

cases as material to warrant disclosure in the Audited Accounts of the Bank as per Sri Lanka 

Accounting Standards (SLAS) 36 – “Provisions, Contingent Liabilities and Contingent 

Assets”. 

As at 30 th June 2009, there have been no penalties imposed on the Bank by Regulatory and 

State Authorities. 

Commitments and contingencies : 

In the normal course of business, the Bank makes various commitments and incurs certain 

contingent liabilities with legal recourse to its customers. 

No material losses are anticipated as a result of these transactions. 

3.10 TAKEOVER OFFERS 

There have not been any take over offers by third parties in respect of the Bank’s shares 

during the past 2 years nor have there been any take over offers made by the Bank in respect 

of shares of a third party. 

PAGE 34

3.11 CORPORATE GOVERNANCE PRACTICES 

Independent Directors 

The Independent Non-Executive Directors of the Bank comprise of M/s P.L.P. Withana, N.M. 

Jayamanne PC, F.N. Goonewardena and Rear Admiral (Retd.) B.A.J.G. Peiris. 

Remuneration Committee 

(a) 

(b) 

The Remuneration committee of the Bank comprises of the following independent 

non-executive directors viz. Mr. N.M. Jayamanne PC and Mr. P.L.P. Withana. 

The Remuneration Committee is responsible for determining the compensation of the 

Chairman, and the Executive Director. The Committee also determines the 

compensation and benefits of the Key Management Personnel including GM/CEO 

based on the established performance parameters. In addition, to that the committee 

is responsible to lay down guidelines and parameters for the compensation structures 

for all Executive Staff of the Bank and oversee the implementation of these policies. 

The primary objective of compensation packages is to attract and retain a highly 

qualified and experienced workforce and reward their performance. In this regard, 

the Committee sets the criteria such as qualifications, experience and key attributes 

required and the eligibility, to be considered for appointments or promotions 

(c) 

Aggregate remuneration paid to executive and non-executive directors including 

bonuses for the year ended 31/12/2008 was Rs.74,675,000/-. Estimated aggregate 

directors’ emoluments including bonuses for the year ending 31/12/2009 is expected 

to be Rs.9,780,000/-. 

Audit Committee 

The Audit Committee comprises of M/s P.L.P. Withana, F.N. Goonewardena and N.M. 

Jayamanne PC. 

The Audit Committee is responsible for the reviewing of functions and processes of internal 

controls in the Bank and ensuring the effectiveness of such controls. It monitors all audit 

activities and operations and ensures their compliance with overall policies and procedures as 

well as adherence to statutory and regulatory requirements and industry best practices. 

PAGE 35

Chapter IV 

FINANCIAL INFORMATION 

Dear Sirs, 

PAGE 36

PAGE 37

PAGE 38

PROPERTY PLANT & EQUIPMENT 

Seylan Merchant Bank Ltd. 

Depreciation of an asset begins when it is available for use and ceases at 

the earlier of the date that the asset is classified as held for sale and the 

date that the asset is derecognized. 

2007 There were no material accounting policy changes to the financial 

statements of Seylan Bank PLC: 

2008 RETIREMENT BENEFITS 

DEFINED BENEFIT OBLIGATION 

Adoption of SLAS 16 (Revised) 


Sri Lanka Accounting Standard 16 (Revised 2006) Employee Benefits, 

applies to financial statements covering annual periods beginning on or 

after 1 st July 2007 was adopted by the bank with effect from 1 st January 

2008. 

The Company measures the present value of defined benefit obligation 

every year using Projected Unit Credit Method defined by the Actuary. 

Following assumptions and data were used in evaluating the defined 

benefit obligation by the Actuarial Valuer : 

1 Interest Rate 12% 

2. Rate of increase in salary 10% 

3. Retirement Age 55 Years 

Recognition of unrecognized Actuarial Gains and Losses 

Actuarial gains/losses has been recognized based on the application of 

the corridor method over the average estimated life of the work force 

(10.40 years). 

In respect of actuarial gains and losses that arise in calculating the 

Bank’s obligation in respect of a plan, to the extent that any cumulative 

unrecognized actuarial gain or loss exceeds 10 percent of the greater of 

the present value of the defined benefit obligation and the fair value of 

plan assets, that portion is recognized in profit or loss over the expected 

average remaining working lives of the employees participating in the 

plan. Otherwise, the actuarial gain or loss is not recognized. 

PAGE 39

Transitional Provision 

On first adoption of the standard the bank has determined its 

transitional liability for defined benefit obligation which is less than the 

liability recognized by the bank, under previous accounting policy and 

the difference was adjusted in the opening balance of the retained 

earnings. 

( refer note 33.a.5 ) 

Defined benefit obligations are partly funded by the Bank to a separate 

Gratuity Trust fund, which is an approved investment for tax purposes. 

The Bank makes annual contributions to the fund not exceeding a total 

sum equivalent to the half a month salary of each and every employee as 

depicted in the last month of the accounting year together with an 

additional 25% of the total thereof. 

Short-Term Benefit 

Short-term employee benefits are measured on an undiscounted basis 

and are expensed as the related service is provided. 

A provision is recognized for the amount expected to be paid under 

short term compensated absences if the bank has a present legal or 

constructive obligation to pay as a result of past services provided by the 

employees and the obligation can be estimated reliably. 


The company measures the present value of the promised retirement 

benefits of gratuity which is a defined benefit plan with the advice of an 

actuary every year using the Projected Unit Credited method. The key 

assumptions used by the actuary included the following: 

1 Rate of Interest 12% 

2. Rate of Salary Increase 7.50% 

3. Retirement Age 55 Years 

4 The company will continue as a going concern. 

However, according to the Payment of Gratuity Act No. 12 of 1983, the 

liability for gratuity to an employee arises only on completion of five 

years of continued service with the company. 

The actuarial present value of the accrued benefits as at 31 December 

2008 is Rs. 1,311,756/-. 

PAGE 40

PAGE 41

PAGE 42

INCOME STATEMENT 

(In terms of Rule 7.4 of the Colombo Stock Exchange) (Amounts in Rupees Thousands) 

Bank 

Bank 

Group 

Group 

For the Six Months Ended For the Quarter Ended 

For the Six Months Ended 

For the Quarter 

30th June 30th June 30th June 

30th Jun e 

Ended 

2009 2008 Growth 2009 2008 Growth 2009 2008 Growth 2009 2008 Growth 

Interest Income Reclassified % Reclassified % Reclassified % Reclassified % 

I nterest Income on Loans and Advances 

8,030,326 8,533,240 (5.89) 3,775,903 4,283,307 (11.85) 8,106,433 8,804,446 (7.93) 3,730,746 4,399,038 (15.19) 

I nterest Income on Other Interest Earning Assets 

2,364,701 1,717,072 37.72 1,379,947 852,445 61.88 2,735,301 2,155,563 26.89 1,583,537 1,051,890 50.54 

10,395,027 10,250,312 2 1.41 5,155,850 55,850 5,135,752 0.39 10,841,734 , 10,960,009 (1.08) 5,314,283 ,283 5,450,928 50,928 (2.51) 

Less: Interest Expenses 

I nterest Expense on Deposits 

6,037,636 6,074,548 (0.61) 3,028,903 3,124,362 (3.06) 6,037,636 6,263,320 (3.60) 2,976,861 3,205,294 (7.13) 

I nterest Expense on Other Interest Bearing Liabilities 

1,612,335 725,992 122.09 607,911 310,804 95.59 2,139,449 1,207,705 77.15 867,750 512,195 69.42 

7,649,971 6,800,540 12.49 3,636,814 3,435,166 5.87 8,177,085 7,471,025 9.45 3,844,611 3,717,489 3.42 

N et Interest Income 

2,745,056 3,449,772 (20.43) 1,519,036 1,700,586 (10.68) 2,664,649 3,488,984 (23.63) 1,469,672 1,733,439 (15.22) 

Non-Interest Income 

F oreign Exchange Income 

352,978 290,270 21.60 104,533 148,745 (29.72) 352,978 290,270 21.60 104,533 148,745 (29.72) 

Other Income 646,283 1,427,622 (54.73) 312,193 1,018,578 (69.35) 780,777 1,518,880 (48.60) 395,207 977,665 (59.58) 

999,261 1,717,892 (41.83) 416,726 1,167,323 (64.30) 1,133,755 1,809,150 (37.33) 499,740 1,126,410 (55.63) 

3,744,317 5,167,664 (27.54) 1,935,762 2,867,909 (32.50) 3,798,404 5,298,134 (28.31) 1,969,412 2,859,849 (31.14) 

Less: Non-Interest Expenses 

Personnel costs 1,386,854 1,566,338 (11.46) 687,419 785,964 (12.54) 1,432,510 1,661,079 (13.76) 690,500 840,232 (17.82) 

P rovision for Staff Retirement Benefits 

86,144 285,215 (69.80) 43,784 142,622 (69.30) 88,544 291,537 (69.63) 42,961 145,817 (70.54) 

P remises, 

Equipment 

and 

Establishment 

t Expenses 

775,958 

695,060 11.64 373,903 366,715 196 1.96 762,797 797 710,242 740 7.40 354,791 376,920 (5.87) 

L oss on Trading/Investment Securities 

5,409 

1,310 312.90 2,029 (1,626) (224.78) 7,173 6,691 7.20 3,107 285 990.18 

Amortization of Intangible Assets - - - 360 (100.00) (240) - (100.00) 

O ther Operating Expenses 

894,007 1,307,018 (31.60) 461,454 700,696 (34.14) 951,478 1,406,016 (32.33) 458,239 754,116 (39.23) 

3,148,372 3,854,941 (18.33) 1,568,589 1,994,371 (21.35) 3,242,502 4,075,925 (20.45) 1,549,358 2,117,370 (26.83) 

595,945 1,312,723 (54.60) 367,173 873,538 (57.97) 555,902 1,222,209 (54.52) 420,054 742,479 (43.43) 

Less: Provision for Bad and Doubtful Debts and Loans Written Off 

Provisions-General (53,763) 172,533 (131.16) (71,343) 107,615 (166.29) (44,562) 172,533 (125.83) (62,142) 107,615 (157.74) 

Provisions-Specific 526,201 201 297,837 76.67 67 377,026 180,640 108.72 576,201 318,629 80.84 84 404,490 490 199,029 103.23 

Recoveries (-) (237,359) (243,271) (2.43) (105,855) (137,892) (23.23) (237,359) (243,271) (2.43) (105,855) (137,892) (23.23) 

Loans Written Off 2,088 15,085 (86.16) 342 11,437 (97.01) 2,088 15,085 (86.16) 342 11,437 (97.01) 

237,167 242,184 (2.07) 200,170 161,800 23.71 296,368 262,976 12.70 236,835 180,189 31.44 

Less: Provision / (Reversal) for Decline in Value of Investments (Net) 8,805 (30) 29,450.00 (35,131) - 100.00 7,705 (2,582) 398.41 (17,981) (2,058) (773.71) 

O perating Profit on Ordinary Activities Before Taxes 

349,973 1,070,569 (67.31) 202,134 711,738 (71.60) 2 51,82 9 961,815 (73.82) 201,200 564,348 (64.35) 

Less: Value Added Tax on Financial Services 143,493 311,414 (53.92) 51,884 162,399 (68.05) 175,144 318,255 (44.97) 73,223 165,836 (55.85) 

O perating Profit on Ordinary Activities Before Corporate Tax 

206,480 759,155 (72.80) 150,250 549,339 (72.65) 7 6,68 5 643,560 (88.08) 127,977 398,512 (67.89) 

Share Of Associate Companies Profit - 3,298 1,093 201.74 3,130 266 1,076.69 

O perating Profit Before Corporate Tax 

206,480 759,155 (76.89) 150,250 549,339 (72.65) 7 9,98 3 644,653 (87.59) 131,107 398,778 (67.12) 

L ess: Tax on Profits on Ordinary Activities 

68,642 162,801 (57.84) 56,335 68,384 (17.62) 124,401 166,435 (25.26) 93,549 69,886 33.86 

O perating Profit after Tax 

137,838 596,354 (76.89) 93,915 480,955 (80.47) ( 44,418 ) 478,218 (109.29) 37,558 328,892 (88.58) 

G ain / (Loss) on Disposal of Subsidiary Company Shares 

- 

- - - - - 91,535 - 100.00 93,351 - 100.00 

A ttributable to Minority Interest 

- 

- - - - - (140,910) 33,282 (523.38) (56,929) 19,235 (395.97) 

N et Profit Attributable to Shareholders of the Bank 

137,838 596,354 (76.89) 93,915 480,955 (80.47) 1 88,02 7 444,936 (57.74) 187,838 309,657 (39.34) 

Basic Earnings per Share in Rupees (annualised) 1.65 7.14 (76.89) 2.25 11.51 (80.45) 2.25 5.32 (57.71) 4.50 7.41 (39.27) 

The above statements are subject to audit and have been prepared in compliance with the format and definitions prescribed by the Central Bank of Sri Lanka and 

where ever required provides additional disclosures to comply with Sri Lanka Accounting Standard 35 - Interim Financial Reporting. 

PAGE 43

PAGE 44

STATEMENT OF CHANGES IN EQUITY AND RESERVES - BANK 

Rs.'000 

For the Quarter ended 30th June 

Equity / Stated Capital Reserves 

Ordinary Non Cumulative Share Reserve Revaluation General Other Income Total 

Ordinary Non- Non Redeemable Premium Fund Reserve Reserves Reserves Statement / 

Voting Voting Preference Retained Profit 

Shares Shares Shares 

Balance as at 01/01/2008 435,600 1,235,600 3 3,90 1 837,319 468,250 1 98,91 8 

3 3,78 7 

418,021 3,374,839 7,036,235 

Effect of change in accounting policy due to - 

adoption of SLAS 16 ( Revised ) 74,849 74,849 

Adjustment to Reserve Fund** 3,742 (3,742) - 

Revised Balance as at 01.01.2008 435,600 1,235,600 3 3,90 1 837,319 471,992 - 198,918 3 3,78 7 

418,021 3,445,946 7,111,084 

Issue of Shares/Increase of assigned capital - 

Bonus Issue - 

Rights Issue - 

Surplus on Revaluation of Property - 

Net Profit for the period 596,354 596,354 

Transfer to / from Reserves during the period (83,265) 83,265 - 

Dividend in 2008 (5,221) (5,221) 

Profits Transferred to Head Office - 

Others - 

R evised Balance as at 30/06/2008 

435,600 1,235,600 3 3,90 1 837,319 471,992 - 115,653 3 3,78 7 

418,021 4,120,344 7,702,217 

B alance as at 01/01/2009 

435,600 1,235,600 3 3,90 1 837,319 479,754 1 25,23 8 

3 3,78 7 

418,021 3,420,791 7,020,011 

Issue of Shares/Increase of assigned capital - 

Bonus Issue - 

Rights Issue - 

Surplus on Revaluation of Property - 

Net Profit for the period 137,838 137,838 

Transfer to / from Reserves during the period - 

Dividend in 2009 - 

Profits Transferred to Head Office - 

Others - 


435,600 1,235,600 3 3,90 1 837,319 479,754 - 125,238 3 3,78 7 

418,021 3,558,629 7,157,849 

** 5% of the adjustment to the opening balance of the Retained Profits (as at 01.01.2008) has been transferred to Reserve Fund 

in order to comply with the Section 20 (1) & (2) of the Banking Act. No. 30 of 1988. 

STATEMENT OF CHANGES IN EQUITY AND RESERVES - GROUP 

Rs.'000 

For the Quarter ended 30th June 

Equity / Stated Capital Reserves 

Ordinary Non Cumulative Share Reserve Revaluation General Other Income Total Minority Total Equity 

Ordinary Non- Non Redeemable Premium Fund 

Reserve 

Reserves 

Reserves Statement / 

Interest 

Voting Voting Preference Retained Profit 

Shares Shares Shares 


435,600 1,235,600 3 3,90 1 837,319 474,661 5 64,24 2 

3 3,78 7 

680,539 3,949,125 8,244,774 1,711,895 9,956,669 

Effect of change in accounting policy due to - - 

adoption of SLAS 16 ( Revised ) 74,892 74,892 74,89 2 

Adjustment to Reserve Fund** 3,742 (3,742) - - 

R evised Balance as at 01.01.2008 

435,600 1,235,600 3 3,90 1 837,319 478,403 - 564,242 3 3,78 7 

680,539 4,020,275 8,319,666 1,711,895 10,031,561 

Issue of Shares/Increase of assigned capital - - 

Bonus Issue - - 

R ights Issue 

- - 

Surplus on Revaluation of Property - - 

Net Profit for the period 444,936 444,936 33,282 478,218 

Transfer to / from Reserves during the period - - 

Dividend in 2008 (5,221) (5,221) (5,221 ) 

Profits Transferred to Head Office - - 

Others 114 (4,759) (4,645) 4,793 148 

R evised Balance as at 30/06/2008 

435,600 1,235,600 3 3,90 1 837,319 478,517 - 564,242 3 3,78 7 

680,539 4,455,231 8,754,736 1,749,970 10,504,706 


435,600 1,235,600 3 3,90 1 837,319 486,120 4 90,56 2 

3 3,78 7 

680,539 4,003,787 8,237,215 1,442,473 9,679,688 

Issue of Shares/Increase of assigned capital - - 

Bonus Issue - - 

Rights Issue - - 

Surplus on Revaluation of Property - - 

Net Profit for the period 188,027 188,027 (140,910) 47,117 

Transfer to / from Reserves during the period - - 

Dividend in 2009 - - 

Profits Transferred to Head Office - - 

Others (1,320) (60,843) (62,163) (11,862) (74,025) 


435,600 1,235,600 3 3,90 1 837,319 484,800 - 490,562 3 3,78 7 

680,539 4,130,971 8,363,079 1,289,701 9,652,780 

4,259,793.00 1,647,192 

** 5% of the adjustment to the opening balance of the Retained Profits (as at 01.01.2008) has been transferred to Reserve Fund in order to comply with the Section 20 (1) & (2) of the Banking Act. No. 30 of 1988. 

(128,822) (357,491) 

PAGE 45

8/27/2009 17:17 

CASH FLOW STATEMENT BANK GROUP 

Cash flows from operating activities 

For the Period 01.01.09 to 30.06.09 01.01.08 to 30.06.08 01.01.09 to 30.06.09 01.01.08 to 30.06.08 

Rs.'000 Rs.'000 Rs.'000 Rs.'000 

Interest Received 10,282,746 9,933,156 10,729,453 10,642,853 

Fees and commission receipt 631,926 755,176 764,832 936,201 

Interest payments (7,649,971) (6,613,841) (8,177,085) (7,284,326) 

Exchange income 352,978 290,270 352,978 290,270 

Receipt from other operating activities 237,359 243,271 237,359 243,271 

Cash payments to employees and suppliers (2,808,830) (3,518,404) (2,903,103) (3,707,960) 

Payments on other operating activities (25,439) (27,390) (32,187) (33,105) 

Operating profit before changes in operating assets 1,020,769 1,062,238 972,247 1,087,204 

Balances with Central Bank 2,272,819 (200,933) 2,272,814 (201,171) 

(Increase)/Decrease in operating assets : 

Funds advanced to customers 12,876,351 (2,401,642) 15,182,301 (2,039,639) 

(Increase)/Decrease in operating liabilities : 

Deposits from customers (8,096,254) 4,320,303 (9,662,902) 4,651,086 

Negotiable certificates of deposit (121,865) (218,220) (121,865) (218,220) 

Cash Generated from Operations 7,951,820 2,561,746 8,642,595 3,279,260 

Income taxes paid (78,000) (309,843) (90,424) (323,509) 

Gratuity Paid (18,582) (46,109) (18,644) (47,180) 

Net cash from operating activities 7,855,238 2,205,794 8,533,527 2,908,571 

Cash flows from investing activities 

Investment in Subsidiary & Associate Company shares / debentures - (201,250) - - 

Proceeds from sale of Subsidiary investment - 44,848 - - 

Dividends received 3,073 342,659 3,073 144,256 

Treasury Bonds maturing after one year (3,405,632) 3,514,296 (4,897,435) 1,717,495 

Purchase of Dealing Securities - - (2,781) (48,654) 

Proceeds from sale of Dealing Securities 2,251 - 18,923 - 

Purchase of Non Dealing Securities/ Investments in Projects - - - (118,927) 

Proceeds from sale of Non Dealing Securities / Investments in Projects 12,000 707,136 173,509 765,665 

Purchase of property , plant and equipment (117,857) (1,005,249) (121,739) (1,030,572) 

Proceeds from sale of property , plant and equipment 13,358 307,883 13,601 308,896 

Proceeds from sale of Investment property - 68,750 - 82,750 

Purchase of investment property - (232,099) 32,700 (232,099) 

Net cash from investing activities (3,492,807) 3,546,974 (4,780,149) 1,588,810 

Cash flows from financing activities 

Issue of Debentures - - - - 

Advance Received on Debenture Issue - - - 

Redemption of Debentures (75,990) - (108,135) (81,237) 

Increase in Share Capital & Share Premium - - - - 

Securities Sold under Repurchase Agreements (3,692,654) (525,841) (4,098,595) (2,793,997) 

Net increase / (decrease) in other borrowings (3,551,029) 2,073,736 (3,710,792) 1,852,249 

Dividends paid 

Minority interest g 

(362) (2,831) (362) (2,831) 

Share / Debenture Issue Expenses 

Pre Operational Expences 

- - - - 

Net cash from financing activities (7,320,035) 1,545,064 (7,917,884) (1,025,816) 

Net increase in cash and cash equivalents (2,957,604) 7,297,832 (4,164,506) 3,471,565 

Cash and cash equivalents at beginning of period 19,333,180 14,421,258 21,252,064 19,583,205 

Cash and cash equivalents at end of period 16,375,576 21,719,090 17,087,558 23,054,770 

Reconciliation of Cash and Cash Equivalents 

Cash and Short Term Funds 4,914,657 4,793,220 4,969,130 4,803,779 

Treasury Bills / Bonds maturing less than one year 10,812,870 15,921,766 11,467,846 17,021,690 

Securities Purchased under Resale Agreement 648,049 1,004,104 650,582 1,229,301 

16,375,576 21,719,090 17,087,558 23,054,770 

- - - - 

PAGE 46

EXPLANATORY NOTES 

1.1 General 

There are no changes to the accounting policies and methods of computation since the 

publication of the last Annual Report, except as stated below. The interim financial statements 

are presented in accordance with SLAS 35 – Interim financial reporting. 

The group financial statements comprise a consolidation of the financial statements of the 

company and its subsidiaries, Seylan Bank Asset Management Ltd (SAM) (100%), Seylan 

Merchant Bank PLC (SMB) (42.82% with the indirect holding) and Ceylinco Seylan 

Developments PLC (CSD) (51.01% with the indirect holding). 

1.2 Market Price of Shares 

MARKET VALUE 

2 nd Quarter 

(01/04/09-30/06/09) 

Rs. 

Voting Non 

Voting 

2 nd Quarter 

(01/04/08-30/06/08) 

Rs 

Voting Non 

Voting 

Market Value Per Share 35.00 6.75 29.00 9.50 

Highest Price Per Share for the 41.50 7.50 34.00 10.00 

Quarter 

Lowest Price Per Share for the Quarter 32.50 5.25 27.00 9.00 

1.3 Shareholdings & Stated Capital 

a) Details of 20 Largest Shareholders 

The names and the number of shares held by the 20 largest share holders of voting and nonvoting 

shares and the percentage of such shares held are as follows ; 

Ordinary Voting Shares No. of Shares % 

1. Dollar Distribution (Pvt) Ltd 2,178,000 5.00 

2. Seyfest (Private) Limited 2,177,996 5.00 

3. Seyshop (Private) Limited 2,177,900 5.00 

4. Seybest (Private) Limited 2,177,900 5.00 

5. Sesot (Private) Limited 2,177,900 5.00 

6. Esots (Private) Limited 2,160,857 4.96 

7. Ceylinco Finance PLC 2,140,226 4.91 

8. Dr T Senthilverl 1,976,200 4.53 


10. Ceylinco Limited 1,680,896 3.86 


12. The Finance Company PLC 1,473,223 3.38 

13. Ceylinco Developers Ltd 1,373,400 3.15 

14. Softlogic Holdings (Pvt) Ltd 1,032,000 2.37 

15. Sotse (Pvt) Ltd 1,002,331 2.30 

16. Lanka Milk Foods (CWE) Limited 769,380 1.77 

PAGE 47

17. Global Recruitment (Private) Ltd 553,900 1.27 

18. Mr. R K Seenivasagam 538,800 1.24 

19. Dr. J L B Kotelawala 529,525 1.22 

20. Mr. S K Sivakumar 498,700 1.14 

Ordinary Non-Voting Shares No. of Shares % 


2. Elgin Investments Limited 6,000,800 4.86 

3. Pershing LLC S/A Averbach Grauson & Co 5,958,800 4.82 

4. Mr. S V Somasunderam 5,586,900 4.52 


6. Mr. T D R Karunaratne 4,000,000 3.24 

7. Ceylinco Insurance PLC A/C No. 1 (Life Fund) 3,283,962 2.66 

8. Akbar Brothers Ltd A/c No.1 2,531,400 2.05 

9. Mr. T T Al-Nakib 2,183,000 1.77 

10. Mr. H L Rikhye 1,966,700 1.59 

11. Bank of Ceylon A/c Ceybank Unit Trust 1,839,500 1.49 


13. Belmont Agents Limited 1,500,000 1.21 

14. Mr. N R Somaiya 1,248,500 1.01 

15. Employees’ Trust Fund Board 1,099,400 0.89 

16. Sinhaputhra Finance Ltd 1,083,000 0.88 

17. Taprobane Holdings Ltd 1,018,200 0.82 

18. Mr. L M S H Alnaqib 1,000,000 0.81 

19. Spice of Life (Private) Ltd 840,400 0.68 

20. Lanka Milk Foods (CWE) Ltd 769,380 0.62 

b) The Public Holding Percentage 

The public holding percentages are as follows ; 

Ordinary Voting Shares 99.96% 

Ordinary Non-Voting Shares 99.89% 

c) Directors’ and Chief Executive Officer’s Holding in Shares 

The Directors’ and CEO’s Holding in Shares are as follows : 

No of Shares 

DIRECTORS: 

Mr. E Narangoda 10,050 Ordinary Voting Shares 


Mr. R Nadarajah 7,000 Ordinary Non-Voting Shares 

Mr. N M Jayamanne - - 

Mr. P L P Withana 242 Ordinary Voting Shares 

Mr. F N Goonewardena - - 

Rear Admiral (Retd.) B A J G Peiris - - 

GENERAL MANAGER/CHIEF EXECUTIVE OFFICER : 

Mr. A M Pasqual 4,000 Ordinary Voting shares 

33,000 Ordinary Non-Voting shares 

PAGE 48

d) Stated Capital 

In accordance with Companies Act No.07 of 2007, Stated Capital has been disclosed by 

combining the paid up Share Capital and Share Premium as at the Balance Sheet Date. 

Stated Capital comprises following; 

Rs.’000 

43,560,000 Voting Ordinary Shares 435,600 

123,560,000 Non Voting Ordinary Shares 1,235,600 

3,390,100 Non-Redeemable, Non-Cumulative, 

Non-Convertible, Non-Voting, Preference Shares 33,901 

Share Premium 837,319 

1.4 Post Balance Sheet Events 

2,542,420 

1.5 Others 

Proposed Recapitalization : 

Central Bank of Sri Lanka (CBSL) has directed Seylan Bank PLC to issue new ordinary voting 

shares so as to recapitalize the Bank with a fresh injection of capital of Rs. 3 Bn. State 

institutions are being invited to collectively take up 33% of the increased issued share capital 

by way of a private placement. The existing shareholders and other new local and foreign 

investors will also be able to participate in a public offering of shares to be commenced shortly. 

There were no material changes in contingent liabilities, composition of assets and liabilities 

and use of funds raised by the Bank through debentures. All known expenditure items had 

been provided for in the Interim Accounts. 

PAGE 49

SEGMENT REPORTING-GROUP 

1.6 


Leasing 

Treasury 

Property/Invesment 

Eliminations/Unallocated 

Consolidated 

30.06.2009 30.06.2008 30.06.2009 30.06.2008 30.06.2009 30.06.2008 30.06.2009 30.06.2008 30.06.2009 30.06.2008 30.06.2009 30.06.2008 

Rs.'000 Rs.'000 Rs.'000 Rs.'000 Rs.'000 Rs.'000 Rs.'000 Rs.'000 Rs.'000 Rs.'000 Rs.'000 Rs.'000 

Interest Income 9,009,787 8,454,738 188,913 448,808 1,875,730 2,036,902 1,914 

21,019 (234,610) (1,458) 10,841,734 10,960,009 

Other Income 587,063 971,460 20,861 24,337 437,187 559,758 36,162 252,896 52,482 699 1,133,755 1,809,150 

Total Revenue 9,596,850 9,426,198 209,774 473,145 2,312,917 2,596,660 38,076 273,915 (182,128) (759) 11,975,489 12,769,159 

Segment results 441,531 1,357,293 ( 58,851) 

25,610 929,470 724,322 (112,444) 101,903 (1,112,550) (1,557,424) 87,156 651,704 

Net Profit for the year 188,027 444,936 

Total Assets 106,728,488 129,184,778 3,385,846 

4,285,294 25,385,236 15,656,284 3,539,046 4,202,398 7,059,224 9,099,983 146,097,840 162,428,737 

Total liabilities 106,728,488 129,184,778 3,385,846 

4,285,294 25,385,236 15,656,284 3,539,046 4,202,398 7,059,224 9,099,983 146,097,840 162,428,737 

Cash flows from 7,433,212 2,594,384 2 ,212 

(28,763) 767,226 738,512 14,426 33,894 316,451 (429,456) 8,533,527 2,908,571 

Operating activities 

Cash flows from (3,484,595) 2,620,737 74,279 

(27,720) 47,890 814,141 7,015 (43,176) (1,424,738) (1,775,172) (4,780,149) 1,588,810 

Investing activities 

Cash flows from 

Financing activities (3,532,835) 64,867 

111,303 256,694 (3,772,045) 11,011 

(75,104) 2,228 (649,203) (1,360,616) (7,917,884) (1,025,816) 

Capital Expenditure (117,253) (999,029) 8 ,807 

(1,613) (1,296) (11,898) (53) (1,166) (11,944) (16,866) (121,739) (1,030,572) 

PAGE 50

Selected Performance Indicators 

Bank Bank Group Group 

Regulatory Capital Adequacy 

30.06.09 31.12.08 30.06.09 31.12.08 

Core Capital ( Tier 1 Capital) Rs Mn. 6,599 6,449 8,777 8,768 

Total Capital Base Rs Mn. 9,854 9,054 12,367 11,850 

Core Capital Adequacy Ratio as a % of Risk Weighted 

Assets ( Minimum Requirement 5%) 6.09 5.74 7.65 7.27 

Total Capital Adequacy Ratio as a % of Risk Weighted 

Assets ( Minimum Requirement 10%) 9.10 8.06 10.78 9.83 

Assets Quality ( Quality of Loan Portfolio ) 

Gross Non performing Advances Ratio % 27.76 14.30 

( Net of Interest in Suspense ) 

Gross Non performing Advances Ratio % (Net of 28.15 14.70 

Interest in Suspense including Investment Properties ) 

Net Non performing Advances Ratio % ( Net of Interest 20.98 8.40 

in Suspense and Provision ) 

Net Non performing Advances Ratio % 21.40 8.83 

( Net of Interest in Suspense and Provision including Investment 

Properties ) 

Profitability 

Interest Margin % 3.85 4.78 

Return ( Net Profit Before Tax ) on Average Assets % 0.19 0.10 

Return on Equity % 3.89 2.12 

Regulatory Liquidity 

Statutory Liquid Assets 

Domestic Banking Unit Rs Mn. 18,961 26,561 

Offshore Banking Unit USD Mn. 18.26 26.88 

Statutory Liquid Assets Ratio % 

( Minimum Requirement 20 % ) 

Domestic Banking Unit 16.89 20.11 

Offshore Banking Unit 19.99 22.11 

Dividends Paid Rs. 000 30.06.09 30.06.08 

Ordinary 362 168 

Preference - 2,663 

PAGE 51

SEYLAN BANK PLC - DEBENTURES 

CURRENT PREVIOUS 

PERIOD COMPARATIVE 

PERIOD 

30.06.2009 30.06.2008 

Interest Rate of Comparable Government Security 16.08% 16.87% 

Debt / Equity ratio ** 

Interest Cover 

Quick Asset Ratio ** 

0.66 0.68 

1.56 3.05 

0.70 0.73 

The Market Prices during the Half Year 

(Ex Interest) 

2006/2011 Issue 

Annual Interest - 13.50% p.a. 

* * 

Monthly Interest -13.00% p.a. 

- Highest Price 

83.96 

* 

- Lowest Price 

83.96 

* 

- Last Traded Price 

83.96 

* 

(06/05/2009) / * 

Floating Interest - 15.00% p.a. 

* * 

2007/2012 Issue I 



95.99 79.50 


95.99 73.40 


95.99 74.00 

(22/06/2009) / (12/05/2008) 

Monthly Interest -15.75% p.a. 


* 65.64 


* 65.64 


* / (25/01/2008) 

Floating Interest - 16.42% p.a. 

* 

* 

65.64 

* 

2007/2012 Issue I I 

Annual Interest - 18% p.a. 

* * 

Monthly Interest -17% p.a. 


59.69 

* 


59.69 

* 


59.69 

* 

(09/06/2009) / * 

Floating Interest - 19.77% p.a. (For 3 Months 19.72% p.a.) 

* * 

2008/2013 Issue 


Monthly Interest - 20.50% p.a. 

* * 


100.04 - 


100.04 - 


100.04 - 

(02/06/2009) / * 

Floating Interest - 19.06% p.a. (For 3 Months 17.25% p.a.) 

* * 

Interest Yield As At Date of Last Trade 

2006/2011 Issue 

Annual Interest * 

Monthly Interest (06/05/2009) / * 

Floating Interest * 

2007/2012 Issue I 

Annual Interest (22/06/2009) / (12/05/2008) 

Monthly Interest * / (25/01/2008) 


2007/2012 Issue I I 




2008/2013 Issue 




Yield to Maturity of Trade Done On 

2006/2011 Issue 




2007/2012 Issue I 

Annual Interest (22/06/2009) / (12/05/2008) 

Monthly Interest * / (25/01/2008) 


2007/2012 Issue I I 




2008/2013 Issue 




* * 

16.44% * 

* * 

17.45% 22.64% 

* 25.80% 

* * 

* * 

30.81% * 

* * 

* - 

22.53% - 

* - 

* * 

22.47% * 

* * 

18.60% 28.28% 

* 30.19% 

* * 

* * 

38.51% * 

* * 

* - 

20.48% - 

* - 

* No Trading During The Period 

** Comparative Period - Immediate Preceding Financial Year 

PAGE 52

55 to 120 

PAGE 53

PAGE 54

PAGE 55 

59 120

PAGE 56 

59 120

PAGE 57

PAGE 58

PAGE 59

PAGE 60

PAGE 61

PAGE 62

PAGE 63

PAGE 64

Defined 

PAGE 65

PAGE 66

PAGE 67 

This was published in the Bank’s Annual Report 2008.

PAGE 68

PAGE 69

PAGE 70

PAGE 71

PAGE 72

PAGE 73

PAGE 74

PAGE 75

PAGE 76

PAGE 77

PAGE 78

PAGE 79

18.86 

21.95 

15.79 

PAGE 80

PAGE 81

PAGE 82

PAGE 83

PAGE 84

PAGE 85

PAGE 86

PAGE 87

PAGE 88

PAGE 89

PAGE 90

PAGE 91

PAGE 92

PAGE 93

PAGE 94

PAGE 95

PAGE 96

CFO 

, /-. 

PAGE 97

PAGE 98

PAGE 99

PAGE 100

PAGE 101

PAGE 102

PAGE 103

PAGE 104

PAGE 105

PAGE 106

PAGE 107

PAGE 108

Preservation 

PAGE 109

PAGE 110

PAGE 111

PAGE 112

PAGE 113

PAGE 114

Remittances 

PAGE 115

PAGE 116

PAGE 117

PAGE 118

PAGE 119

PAGE 120

PAGE 121

Annexure I 

SEYLAN BANK – BRANCH ADDRESS LIST 

BRANCH 

Ambalangoda 

AMB 

Anuradhapura 

ANP 

Attidiya 

ATD 

Awissawella 

AWL 

BANK/BRANCH 

CODE 

ADDRESS 

TEL/FAX NOS. 

7287-024 No. 24 A, Galle Road, Ambalangoda 0912258010-11, 0912258710 

0912258010(f) 

7287-021 No.250, Main Street, Anuradhapura 02522-24649,2236372, 

0252223116(f) 

025-2224547, 2236370 

7287-041 No.214, Main Road, Attidiya, Dehiwela 2738453, 2729696 

4203565 

2722967(f) 

7287-075 No. 71, Ratnapura Road, Awissawella 0362222007, 2232265 

0362222009(f) 

Ampara 

AMP 

Balangoda 

BAL 

7287-091 Regal Cinema Complex 

No.129, D S Senanayake Street, 

Ampara 

7287-020 No.123, Barnes, Ratwatte Mawatha, 

Balangoda 

063-22-24897 

063-22-24898 

063-22-24899 

0452287107, 0452287007 

0452287344(f) 

Batticaloa 

BCL 

Bandaragama 

BDG 

Badulla 

BDL 

Bandarawela 

BDW 

Bogawanthalawa 

BGW 

Borella 

BLA 

Beliatta 

BLT 

Boralesgamuwa 

BOR 

7287-073 No. 06, Lloyds Avenue, Batticaloa 0652224419, 0652224587 

0652224353(f) 

7287-054 No.17A, Horana Road, Bandaragama 0382290706, 0382290460 

0382291125(f) 

7287-026 No. 10, Cocowatta Road, Badulla 0554499524 

0552222073, 0552223773 

0552222884(f) 

7287-046 No. 240, Badulla Road, Bandarawela 0572223144, 0572231085 

0572222964(f) 

7287-059 No.79, Main Street, Bogawanthalawa 0522267576 

0522267578(f) 

7287-082 No. 1119, Maradana Road, Borella 2678189 – 193 

2681194(f) 

7287-065 No. 50, Walasmulla Road, Beliatta 0472251478, 0472243461, 

0472243441, 0472243619(f) 

7287-034 No. 24, Kesbewa Road, Boralesgamuwa 2518867, 2517550, 2509823- 4, 

2517548-9, 509526(f) 

Cinnamon Gardens 

CGD 

7287-032 No. 4, Baptist Chapel Road, 

Colombo 07. 

2683726, 2694966, 2697552, 

2695214, 5340347 

2683725(f) 

Chilaw 

CHW 

7287-015 No. 46, Kurunegala Road, Chilaw 0322222121, 2223455, 

2223499, 4860550 

0322223279(f) 

PAGE 122

Colombo South 

CLS 

7287-068 No. 30 Galle Road, Colombo 06 2593405-7, 2594856, 4510594, 

2510524, 2593406(f) 

Ceylinco House 

CHB 

7287-030 No. 69 Janadhipathi Mawatha. Colombo 

01 

4714655, 2714651, 2445840-3 

2447990(f) 

Dehiwela 

DEH 

Dehiattakandiya 

DKY 

Embilipitiya 

EMB 

7287-014 No. 166D, Galle Road, Dehiwela 2727844, 2738843, 2726395, 

4201756, 2739128(f) 

7287-029 No. 83/84 Main Street, Dehiattakandiya 0272250268,2250034-5 

0272250034 (f) 

7287-045 53, New Town Road, Embilipitiya 0472230340 – 2 

0472261187, 0472230342(f) 

First City Office 

FCO 

Free Trade Zone 

FTZ 

Gampaha 

GAM 

Galle 

GLE 

7287-001 No. 33 Sir Baron Jayathilake Mawatha, 

Colombo 01 

7287-031 Unit No. 3 Plaza Complex, KIPZ, 

Katunayake 

7287-011 No. 1J, Bauddhaloka Mawatha, 

Gampaha 

7287-016 No. 34, 1 st Cross Street, Talbot Town, 

Galle 

2437901-7, 2329525, 

4725005-9 

2439834 & 2329509(f) 

2252566-7 

2252567(f) 

0332222618, 2226511, 2227525, 

2222656, 0332222934(f) 

0912234642, 091-2234542, 091- 

2232242, 0912234542(f) 

Gampola 

GMP 

Ganemulla 

GNM 

7287-025 No. 44 Kandy Road, Gampola 0812352740-2, 4485435 

0812352740(f) 

7287-060 No.187/1, Kirindiwitta Road, Ganemulla. 0332260230,2260738 

0332260737(f) 

Grandpass 

GNP 

7287-022 No. 401,Prince of Wales Avenue, 

Colombo 14 

2331726, 2451061, 

4610175, 2347774 (f) 

Hambantota 

HBT 

Hatton 

HTN 

Homagama 

HMG 

Hingurakgoda 

HNG 

Horana 

HOR 

7287-081 No. 32 & 34 Wilmot Street, Hambantota 0472220507, 2220518 

0472220519(f) 

7287-039 No. 42, Dunbar Road, Hatton 051222234, 2222347 

0512222682(f) 

7287-043 No. 94B, High Level Road, Homagama 4442022, 4442021, 2855065 

2855066(f) 

7287-051 No. 13 & 14 Airport Road, Hingurakgoda 0272246242, 0272246087 

0272246043(f) 

7287-023 No. 49 Panadura Road, Horana 0342261176, 0342261018, 

0342262963, 0342263518(f) 

Havelock Town 

HVL 

7287-083 No. 164,166 Havelock Road, Colombo 

05 

2596550-3 

2596549 & 2597498(f) 

Ja-ela 

JLA 

Jaffna 

JFN 

7287-027 No.74, Negombo Road, Ja-ela 2237421, 5558373, 

2237416(f) 

7287-085 No. 560- 562, Hospital Road, Jaffna 0212223755, 0212223047(f) 

PAGE 123

Kalubowila 

KAL 

7287-042 No. 32, S De S Jayasinghe Mawatha,, 

Kalubowila 

4202648, 4201550 

2822870 (f), 5557567 

Kiribathgoda 

KBG 

Kochchikade 

KCH 

Kadawatha 

KDW 

Kandy 

KDY 

Kegalle 

KEG 

7287-006 No. 52 Kandy Road, Kiribathgoda 2912378, 2910581 

4936902, 2912379 (f) 

4696450 

7287-058 66. Chilaw Road, Kochchikade 0312277580, 0312277661, 

0312277341(f) 

7287-028 No. 28B Ganemulla Road, Kadawatha 2925594 –5, 4816821 

2925596(f) 

7287-017 No. 65 Kings Street, Kandy 08122233484, 22232767, 

08122232322(f) 

7287-010 No. 143, Colombo Road, Kegalle 0352222007, 2223537 –8 

0352222006(F) 

Koggala 

KGG 

7287-056 No.9, Export Processing Zone, Koggala, 

Habaraduwa 

0912283389-90 

0912283389(f) 

Kurunegala 

KGL 

Kekirawa 

KKW 

Kalutara 

KLT 

7287-018 No. 54, Colombo Road, Kurunegala 0372223581- 2, 0372224276 -8 

0372224277(f) 

7287-077 No. 6, Yakalla Road, Kekirawa 0252264590 –1, 

0252264592(f) 

7287-036 No.338 Main Street, Kalutara 0342223175, 0342225035, 

0342225037, 0342223033(f) 

Kottawa 

KOT 

Kollupitiya 

KPY 

Katuneriya 

KTN 

Kattankudy 

KKY 

7287-033 No. 34, Nawsiri Building, High Level 

Road, Kottawa 

7287-008 No. 428 R A De Mel Mawatha, Colombo 

03 

7287-055 No. 99/1, Colombo - Chilaw Road, 

Katuneriya 

7287-074 No.230, Main Street, 

Kattankudy 

2842682 –3, 4304784, 

2851292(f) 

2576911 – 3, 2565172, 

2564084, 2577913(f) 

0312256939, 2257764 

0312255209(f) 

0652246625, 0652247456 

0652246696 (f) 

Kuliyapitiya 

KUL 

7287-044 No. 137, Hettipola Road, Kuliyapitiya 0374696450, 0372281510 

0372281450, 0374696450 (f) 

Maradagahamula 

MDG 

Maradana 

MDN 

7287-084 No. 150, Divulapitiya Road, 

Maradagahamula 

7287-047 No. 250 Sri Sangaraja Mawatha, 

Colombo 10 

0312246377, 2246096 

0312246378(f) 

2334184 –5, 2473773 

2473280 (f) 

Maharagama 

MHG 

Malabe 

MLB 

Mount Lavinia 

MLV 

7287-004 No. 201, High Level Road, Maharagama 2850648, 2850629 

2841997 – 8, 2850649 (f) 

7287-067 No. 821 A Kaduwela Road, Malabe 4404323, 2560403, 

2561415, 2561414(f) 

7287-003 No. 198 Galle Road, Ratmalana 2731266 – 7,2 723272 

4213189, 2213194, 2723271(f) 

PAGE 124

Moratuwa 

MOR 

7287-009 No. 509, Galle Road, Rawathawatta, 

Moratuwa 

2647900 –2, 2642953–4, 

2645430, 4211244, 2647901(f) 

Manampitiya 

MNP 

Mawanella 

MWN 

7287-053 Main Street, Manampitiya 0272226585, 0272224455 (f) 

7287-048 No. 21 Court Road, Mawanella 0352246007, 2246988, 

0352246989(f) 

Matara 

MTB 

7287-002 No. 45 Anagarika Dharmapala Road, 

Matara 

0412221181 –2, 0412222393, 

0412223064(f) 

Mathugama 

MTG 

7287-066 No 6, Aluthgama Road, Mathugama 0342247544 –5 

0342247091(f) 

Matale 

MTL 

7287-038 No. 166 - 168, Trincomalee Street, 

Matale 

0662223241 –2, 0662232934, 

0662232935 –6 

4460123, 0662223215 (f) 

Mirigama 

MRG 

7287-078 No. 42, Danowita Road, Mirigama 0332273000 –3 

0332273000(f) 

Millennium 

MLN 

7287-086 

No. 90 Galle Road, Colombo 03 

2456135, 2456103, 

2456110, 2456144, 2452506(f) 

Meegoda 

MEG 

Negombo 

NEG 

Nawalapitiya 

NLP 

7287-089 Meegoda Economic Centre 

Meegoda 

7287-013 No. 141, Rajapakse Broadway, 

Negombo 

7287-076 No.77, 77/1, Dolosbage Road, 

Nawalapitiya 

2830820 

0312224336 –7, 0312224302, 

0312224335(f) 

0542222018, 0542222056 –7, 

0542222018(f) 

Nugegoda 

NUG 

Nuwara Eliya 

NLY 

7287-012 No.211, High Level Road, Nugegoda 2811180 –1, 2829054, 

2811182(f) 

7287-019 No.48, Park Road, Nuwara Eliya 0522223026, 2223593, 

0522234338, 0522223002(f) 

Nawala 

NWL 

7287-052 

No.48A, Narahenpita Road, Nawala 

4547397, 4547855 

2807329, 2807331 

2806727, 2805779 (f) 

Nittambuwa 

NIT 

7287-087 

No. 195/1, Colombo Road, 

Nittambuwa 

0332296650 

Old Moor Street 

OMS 

7287-050 No. 315 – 317, Old Moor Street, 

Colombo 12 

2421483, 5354658, 

2331774 (f) 

Pettah 

PET 

Panadura 

PND 

7287-064 No. 96, Main Street, Colombo 11 2337823 –6, 2441471, 

4715982, 2718341, 

2337826(f) 

7287-005 No. 401, Galle Road, Panadura 0382233172-4, 

0382238355, 0382235304(f) 

Polonnaruwa 

POL 

7287-053 Lake View Building, Lake View Junction, 

Polonnaruwa 

0272223168, 2224590 

0272223169(f) 

PAGE 125

Puttlam 

PTL 

7287-049 No. 56, Kangani Kulam Street, Puttlam 0322265580, 2265194 

0322265469(f) 

Pelmadulla 

PEL 

Raddolugama 

RDL 

7287-090 No. 17 Galwatta Road, 

Pelmadulla. 

7287-062 171, National Housing Scheme, 

Raddolugama 

0452275037 

0452275527 (f) 

2292778, 2292251 –2 

2292372(f) 

Ratnapura 

RNP 

Ruwanwella 

RWN 

7287-007 No. 6 Goodshed Road, Ratnapura 0452223111, 2223730, 

0452231730 

0452222111(f) 

7287-080 No.52, Main Street, Ruwanwella 0362267445/7(f) 

Sarikkamulla 

SKL 

Savings & Travel 

STB 

7287-040 No. 97 Galle Road, Sarikkamulla, 

Panadura 

7287-069 No. 202 – 204, Main Street, 

Colombo 11. 

0382235264 –5 

0382233082(f) 

4718344 –5, 2347138 (f) 

2345797 

Soysapura 

SYS 

Tissamaharamaya 

TSA 

Thalawakele 

TLK 

7287-079 No. 164/2, Soysapura, Moratuwa 2622756, 5524673 

2612003(f) 

7287-037 No. 547, Debarawewa, Tissamaharama 0472237161 –2, 0472237458 –9 

0472237163(f) 

7287-061 No.08, Kotmale Road, Thalawakele 0522258638/9(f) 

0522258635 

Trincomalee 

TCO 

7287 088 No. 289, 289/1, Central Road, 

Trincomalee 

0262227701 

Vavuniya 

VNY 

Warakapola 

WKP 

Wattala 

WTL 

Welimada 

WLM 

Weliveriya 

WLW 

Yakkala 

YKL 

7287-072 No. 45, 2 nd Cross Street, Vavuniya 0242222633 –4, 2220077, 

0242222933(f) 

7287-070 No. 192, Main Street, Warakapola 0352267628 –9, 0352267123(f) 

7287-071 No. 276, Negombo Road, Wattala 2933589 –90, 2931603(f) 

7287-057 No. 107, Nuwaraeliya Road, Welimada 0572245617, 0572245350 (f) 

0572245395 

7287-063 New Kandy Road, Weliveriya 0332255021, 0332255291 

0332255355(f) 

7287-035 No. 104, Kandy Road, Yakkala 0332222492, 0332226378 

0332233527(f) 

PAGE 126

EXTENSION OFFICES 

BRANCH 

Piliyandala 

PLY 

Dambulla 

DBL 

Veyangoda 

VNG 

Beruwala 

BRW 

BANK/BRANCH 

ADDRESS 

TEL/FAX NOS 

CODE 

034 No.85/1, Horana Road, Piliyandala 0112604982 

038 No. 601, Anuradhapura Road, 0662283022-3 

Dambulla 

035 No. 177 Main Street, Veyangoda 0332295050 –1 

036 No.82, Galle Road 

Beruwala 

0342279887 

0342279888 (f) 

Kotikawatte 

KTW 

Minuwangoda 

MNG 

Kirulapone 

KRP 

Ingiriya 

ING 

067 No. 260/A, I.D.H. Road 

Kotikawatta 

084 No.40, Cargills Building, Colombo 

Road, Minuwangoda 

012 No.280, High Level Road, Colombo 

06 

023 No. 23, Central Building. 

Padukka Road, 

Ingiriya 

0112418863 

0112299004-5 

0112829054 

011-2768432 (f) 

0342269754 

0342269900 

Maswela 

MWL 

Mawathagama 

MWG 

025 No.53, Mawela, Maswela 0814927683 

018 No. 56, Kurunegala Road, 

Mawathagama 

0372298666-7 

Baduraliya 

BDR 

Kirindiwela 

KRW 

Ranpokunagama 

RPK 

Kotahena 

KTH 

066 No. 92, Ratnapura Road, 

Baduraliya 

063 No. 89, Gampaha Road, 

Kirindiwela 

087 No.1, Maduwegedara 

Nittambuwa 

050 No.310/2, George R De Silva 

Mawatha, Colombo 13 

0342246733 

0334923886 

0332282241-2 

0112399660, 

0112393033(f) 

Pallekele 

PLK 

Kotiyakumbura 

KTK 

017 BOI, Pallekele 0812423135 

080 No. 5, Main Street, Kotiyakumbura 0352289035, 

0352289067(f) 

Kotagala 

KTG 

Yatiyantota 

YTN 

Katugastota 

KTU 

061 190, Wootton Bazaar 

Kotagala 

075 No.51/1/2, Ginigathhena Rd 

Yatiyantota 

017 No.444, Katugastota Road 

Kandy 

051-2222797(f) 

051-2222844 

0362267480 

0362267481 (f) 

081-2212870 

PAGE 127

Hasalaka 

HSK 

Samanthurai 

SMT 

Wijerama 

WJR 

029 No.95, 96, 

Co-operative Society Building 

Kandy Road 

Hasalaka 

091 No.113, Hijra Junction 

1 st Street 

Samanthurai 

004 525, High Level Road, Wijerama 

Junction, Gangodawila, Nugegoda 

055 2258324 

055 2258325 (f) 

067-2261284 

067-2261285 (f) 

011-4301878 

PAGE 128

Prospectus - Seylan Bank

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