My Report
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Statement of compliance
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Independent Assurance Report - Internal Control
Further to the Annual Report of the Board of Directors on the Affairs of the Company appearing on pages 4 and 5, given below is a summary of the extent of compliance with the requirements of Section 168 of the Companies Act No. 07 of 2007 and amendments thereto, other relevant statutes and recommended best practice.
Statement of compliance Table – 48
| Disclosure Requirement | Reference to the relevant statute/rule/RBP |
Page reference for Compliance and other necessary disclosures | Page/s | |||||||||||||||||||||||||||||||
| Mandatory Disclosures as required by the Companies Act No. 07 of 2007 and amendments thereto (CA) | ||||||||||||||||||||||||||||||||||
| 01. | The nature of the business of the Group and the Bank together with any changes thereof during the accounting period | Section 168 (1) (a) | Notes to the Financial Statements: Item 1.3: Principal Business Activities, Nature of Operations of the Group and ownership by the Bank in its subsidiaries and the Associate |
307 and 308 | ||||||||||||||||||||||||||||||
| 02. | Signed Financial Statements of the Group and the Bank for the accounting period completed in accordance with Section 152 | Section 168 (1) (b) | Financial Statements of the Group and the Bank for the year ended December 31, 2024 | 295 to 306 | ||||||||||||||||||||||||||||||
| 03. | Auditors’ Report on the Financial Statements of the Group and the Bank |
Section 168 (1) (c) | Independent Auditor’s Report | 288 to 292 | ||||||||||||||||||||||||||||||
| 04. | Accounting Policies of the Group and the Bank and any changes therein | Section 168 (1) (d) | Notes 5 to 10 to the Financial Statements: Material Accounting Policies adopted in the preparation of the Financial Statements of the Group and the Bank |
316 to 329 | ||||||||||||||||||||||||||||||
| 05. | Particulars of the entries made in the Interests Registers of the Bank and its Subsidiaries during the accounting period | Section 168 (1) (e) | The Bank and all its Subsidiaries maintain Interests Registers.
All Directors have made declarations as required by the Section 192 (1) and (2) and all related entries were made in the Interests Registers during the year under review. The Interests Registers are available for inspection by shareholders or their authorised representatives as required by the Section 119 (1) (d). “Directors’ Interest in Contracts with the Bank” disclosed in the Annual Report. |
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252 and 253 |
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| 06. | Remuneration and other benefits paid to Directors of the Bank and its Subsidiaries during the accounting period |
Section 168 (1) (f) and as per CBSL Directions on Corporate Governance | Note 21 to the Financial Statements: Other Operating Expenses Note 62 to the Financial Statements: Related Party Disclosures | 342 420 to 424 | ||||||||||||||||||||||||||||||
| Report of the Board Human Resources and Remuneration Committee | 224 and 225 | |||||||||||||||||||||||||||||||||
| 07. | Total amount of donations made by the Bank and its Subsidiaries during the accounting period | Section 168 (1) (g) | Note 21 to the Financial Statements: Other Operating Expenses | 342 | ||||||||||||||||||||||||||||||
| 08. | Information on Directorate of the Bank and its Subsidiaries during and at the end of the accounting period | Section 168 (1) (h) | Governance Reports | 192 to 253 | ||||||||||||||||||||||||||||||
| “Board of Directors and Profiles” for details of members of the Board of Directors of the Bank |
38 to 45 | |||||||||||||||||||||||||||||||||
| “Group Structure” for details of members of the Board of Directors of the Group |
30 and 31 | |||||||||||||||||||||||||||||||||
| Recommendations for Re-election | ||||||||||||||||||||||||||||||||||
(i) In terms of Article 85 of the Articles of Association, two Directors are required to retire by rotation at each Annual General Meeting (AGM). Article 86 provides that the Directors to retire by rotation at an AGM shall be those who (being subject to retirement by rotation) have been longest in office, since their last re-election or appointment. |
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(ii) The Board recommended the re-election/election of the following Directors, after considering the contents of the Affidavits & Declarations submitted by them and all other related issues: |
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(a) Re-election of Directors who retire by rotation Mr L D Niyangoda Ms D L T S Wijewardena |
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(b) Election of the Director who was appointed to fill the casual vacancy Mr P Y S Perera |
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(iii) Directors who served on the Board for nine years – None as at end of 2024. [In terms of the Banking Act Directions No. 11 of 2007 on “Corporate Governance for Licensed Commercial Banks in Sri Lanka”, the total |
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| 09. | Separate disclosure on amounts payable to the Auditors as Audit Fees and Fees for other services rendered during the accounting period by the Bank and its Subsidiaries | Section 168 (1) (i) | Note 21 to the Financial Statements: Other Operating Expenses | 342 | ||||||||||||||||||||||||||||||
| 10. | Auditors’ relationship or any interest with the Bank and its Subsidiaries (Lead auditor's independence) | Section 168 (1) (j) | Independence Confirmation has been provided by Messrs KPMG as required by Section 163 (3), in connection with the audit for the year ended December 31, 2024, confirming that KPMG is not aware of any relationship with or interest in the Bank or any of its subsidiaries that in their judgement, may reasonably be thought to have a bearing on their independence within the meaning of the Code of Professional Conduct and Ethics issued by CA Sri Lanka, applicable as at the reporting date. No prohibited non-audit services have been provided by Messrs KPMG as per the Direction issued by the CBSL on 'Guidelines for External Auditors relating to their Statutory Duties'. The Directors are satisfied as the BAC has assessed each service, having regard to auditor’s independence requirements of applicable laws, rules and regulations, and concluded in respect of each non-audit service or type of non-audit service that the provision of that service or type of service would not impair the independence of Messrs KPMG. | |||||||||||||||||||||||||||||||
| 11. | Acknowledgement of the contents of this Report/Signatures on behalf of the Board of Directors | Section 168 (1) (k) | The Board of Directors have acknowledged the contents of this Annual Report as disclosed. |
4 and 5 | ||||||||||||||||||||||||||||||
| Other Disclosures as required by Recommended Best Practices (RBP), Listing Rules (LR) of the Colombo Stock Exchange, Companies Act No. 07 of 2007 and amendments thereto (CA) and the Banking Act Direction No. 11 of 2007 (the Direction) |
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| 12. | Vision, Mission and Corporate Conduct | RBP | The business activities of the Group and the Bank are conducted maintaining the highest level of ethical standards in achieving our “Vision and Mission”, which reflect our commitment to high standards of business conduct and ethics. The Bank issues a copy of its Code of Ethics to each and every staff member and all employees are required to abide by the provisions contained therein. |
Inner Front Cover | ||||||||||||||||||||||||||||||
| 13. | Review of Business operations of the Group and the Bank and future developments | RBP | “Message from the Chairman” and “Managing Director’s/Chief Executive Officer's Review” |
32 to 37 | ||||||||||||||||||||||||||||||
| Management Discussion and Analysis | 83 to 151 | |||||||||||||||||||||||||||||||||
| Note 61 to the Financial Statements: Operating Segments | 418 and 419 | |||||||||||||||||||||||||||||||||
| 14. | Gross Income | RBP | Notes 12 & 61 to the Financial Statements: Gross Income & Operating Segments |
330, and 418 to 419 | ||||||||||||||||||||||||||||||
| 15. | Dividends on Ordinary Shares | RBP | Notes 25 & 68 to the Financial Statements: Dividends on ordinary shares & Events after the reporting period |
346 and 458 | ||||||||||||||||||||||||||||||
| Item 3 of “Investor Relations” | 183 and 184 | |||||||||||||||||||||||||||||||||
| 16. | Reserves and appropriations | RBP | Statement of Changes in Equity | 298 to 305 | ||||||||||||||||||||||||||||||
| Notes 53, 54 & 55 to the Financial Statements: Statutory reserves, Retained earnings & other reserves | 408 to 412 | |||||||||||||||||||||||||||||||||
| 17. | Corporate Social Responsibility (CSR) |
RBP | “Community Engagement – Empowering lives and creating shared value” | 137 and 138 | ||||||||||||||||||||||||||||||
| 18. | Extents, locations, valuations and the number of buildings of the Bank’s land holdings and investment properties | LR 7.6 (VIII) | Note 38 to the Financial Statements: Property, Plant and Equipment & Right-of-use assets |
370 to 382 | ||||||||||||||||||||||||||||||
| Note 39 to the Financial Statements: Investment Properties | 382 to 385 | |||||||||||||||||||||||||||||||||
| Note 57.2 to the Financial Statements: Capital Commitments | 413 | |||||||||||||||||||||||||||||||||
| 19. | Significant changes in the Bank’s or its subsidiaries’ fixed assets and the market value of land, if the value differs substantially from the book value | LR 7.6 (XII) | Note 38.5 (b) to the Financial Statements: Information on freehold land and buildings of the Bank and Group – Valuations |
376 to 381 | ||||||||||||||||||||||||||||||
| Note 39.1 (b) to the Financial Statements: Information on investment properties of the Group – Valuations |
384 | |||||||||||||||||||||||||||||||||
| 20. | Issue of Shares and Debentures | |||||||||||||||||||||||||||||||||
| 20.1 | Issue of Shares by the Bank | LR 7.6 (XIII) | In August 2024, the Bank raised equity capital amounting to Rs. 22.5 Bn., through a rights issue. Notes 51 & 51.1 to the Financial Statements: Stated Capital and Movements in number of shares |
404 | ||||||||||||||||||||||||||||||
| 20.2 | Issue of Debentures by the Bank |
LR 7.6 (XIII) | In July 2024, the Bank infused Rs. 20 Bn., through an issue of Basel III Compliant – Tier 2 Listed Rated Unsecured Subordinated Redeemable Debentures with a Non-Viability Conversion Feature. Note 50 to the Financial Statements: Subordinated Liabilities |
402 to 403 | ||||||||||||||||||||||||||||||
| 20.3 | Issue of Shares and Debentures by the Subsidiaries and the Associate | CA S.168 (1) (e) |
During the year, the subsidiaries and associate of the Bank did not make any share or debenture issues. |
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| 21 | Share information and Substantial Shareholdings | |||||||||||||||||||||||||||||||||
| 21.1 | Distribution Schedule of Shareholdings, names and the number of shares held by the 20 largest holders of Voting & Non-Voting shares and the percentage of such shares held, Float adjusted Market Capitalisation, public holding percentage, number of public shareholders, and the option under which the Bank complies with the minimum public holding requirement. | LR 7.6 (III) LR 7.6 (IV) LR 7.6 (X) LR 7.13.1 | Items 4.2, 4.3 and 4.5 of “Investor Relations” | 185 to 187 | ||||||||||||||||||||||||||||||
| 21.2 | Financial ratios and market price information | LR 7.6 (XI) | Financial Highlights Item 2 of the “Investor Relations” | 24 181 | ||||||||||||||||||||||||||||||
| Information on Earnings, Dividends, Net Assets and Market Value per share | Decade at a Glance Items 3 and 11 of the “Investor Relations” | 172 to 175 183 and 191 | ||||||||||||||||||||||||||||||||
| Information on listed debt securities |
Refer items 10 and 11 of the “Investor Relations” | 191 | ||||||||||||||||||||||||||||||||
| Note 50 to the Financial Statements – Subordinated Liabilities | 402 and 403 | |||||||||||||||||||||||||||||||||
| Annex 2 – Basel III – Disclosures under Pillar III as per Banking Act No. 01 of 2016 – Disclosure 6 – Main features of regulatory capital instruments |
494 and 495 | |||||||||||||||||||||||||||||||||
| Any changes in credit rating (for the Bank or any other instrument issued by the Bank) | Refer item 12 of the “Investor Relations” | 191 | ||||||||||||||||||||||||||||||||
| 21.3 | Information on Number of shares representing the Bank’s stated capital | LR 7.6 (IX) | Note 51 to the Financial Statements – Stated capital | 404 | ||||||||||||||||||||||||||||||
| Item 7 of the “Investor Relations” | 188 and 190 | |||||||||||||||||||||||||||||||||
| 21.4 | Own Share Purchases | CA S.64 | The Bank does not purchase its own shares | N/A | ||||||||||||||||||||||||||||||
| 21.5 | Equitable Treatment to Shareholders | RBP | Statement of Directors' Responsibility for Financial Reporting – item (k) | 247 | ||||||||||||||||||||||||||||||
| Annual Corporate Governance Report – Shareholder engagement and voting (Principles C.1, C.2, E and F) | 208 | |||||||||||||||||||||||||||||||||
| 22. | Information on Directors’ Meetings and Board Committees | |||||||||||||||||||||||||||||||||
| 22.1 | Directors’ Meetings | RBP | Composition of the Board and attendance at meetings – Figure 45 for details of the meetings of the Board of Directors Board Meetings (Principles A.1.1 and A.10.1) | 199 198 | ||||||||||||||||||||||||||||||
| 22.2 | Board Committees | RBP | Board Committee Reports | 214 to 237 | ||||||||||||||||||||||||||||||
| 23. | Disclosure of Directors’ dealings in shares and debentures | |||||||||||||||||||||||||||||||||
| 23.1 | Directors’ Interests in Ordinary Voting and Non-voting Shares of the Bank | LR 7.6 (V) | Item 4.4 of “Investor Relations” | 187 | ||||||||||||||||||||||||||||||
| Directors’ shareholdings in Ordinary Voting Shares and Ordinary Non-Voting Shares have not changed subsequent to the date of the Statement of Financial Position up to February 05, 2025, the date being one month prior to the date of Notice of the AGM. | ||||||||||||||||||||||||||||||||||
| 23.2 | Directors’ Interests in Debentures | LR 7.6 (V) | Mr R Senanayake and Dr S Selliah, Directors held 22,800 and 183,200 debentures of the Bank as at December 31, 2024. Except for the above, there were no debentures registered in the name of any other Director as at the beginning and at the end of the year. | |||||||||||||||||||||||||||||||
| 24. | Employee Share Option Plans and Profit-sharing Plans | LR 7.6 (XIV) | Note 52 to the Financial Statements: Share-based payment | 405 and 408 | ||||||||||||||||||||||||||||||
| The Group and the Bank have not, directly or indirectly, provided funds to employees to purchase shares under the ESOPs. | N/A | |||||||||||||||||||||||||||||||||
| The Group and the Bank do not have any employee profit sharing plans, except the variable bonus scheme. |
N/A | |||||||||||||||||||||||||||||||||
| Tabulated below are the details of options available/exercised by the Executive Directors under the ESOPs. |
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| 25. | Directors’ Interests in Contracts or Proposed Contracts and Remuneration & other benefits of Directors during the year under review | CA S.192 | Directors declare their outside business interests on appointment and quarterly thereafter, details of which are recorded in the Directors’ Interests Register, and available for inspection in terms of the Companies Act. | |||||||||||||||||||||||||||||||
| Directors’ interests in contracts with the Bank | 252 and 253 | |||||||||||||||||||||||||||||||||
| Note 21 to the Financial Statements: Other Operating Expenses | 342 | |||||||||||||||||||||||||||||||||
| Note 62 to the Financial Statements: Related Party Disclosures | 420 to 424 | |||||||||||||||||||||||||||||||||
| RBP and the code | As a standard practice, Directors abstain from voting on matters where they have a material interest. Furthermore, they do not hold any direct or indirect interest in any contract or proposed contract with the Bank, except for those explicitly disclosed under the Directors’ interests in contracts with the Bank. | 252 to 253 | ||||||||||||||||||||||||||||||||
| CA S.168 (1) (e) LR 7.6 (XIV) |
There are no arrangements that enable the Non-Executive Directors of the Group and the Bank to acquire shares or debentures of the Bank or its Subsidiaries, other than via the market. | |||||||||||||||||||||||||||||||||
| CA S.217 (2) (d) |
There are no restrictions on the approval of loans to Directors in the Bank’s ordinary course of business, subject to compliance with all applicable regulations. | |||||||||||||||||||||||||||||||||
| 26. | Directors’ and Officers’ Insurance | CA S.218 | The Bank has, during the financial year, paid an insurance premium in respect of an insurance policy for the benefit of the Bank and the Directors, Secretaries, Officers and certain employees of the Bank and related body corporates as defined in the insurance policy. In accordance with commercial practice, the insurance policy prohibits disclosure of the terms of the policy, including the nature of the liability insured against and the amount of the premium. | |||||||||||||||||||||||||||||||
| 27. | Environmental Protection | RBP | The Group and the Bank have not, to the best of their knowledge, engaged in any activity, which was detrimental to the environment. | N/A | ||||||||||||||||||||||||||||||
| Specific measures taken to protect the environment are disclosed in the section on “Environment Engagement” | 142 to 144 | |||||||||||||||||||||||||||||||||
| 28. | Declaration on Statutory Payments |
RBP | Statement of Directors’ Responsibility for Financial Reporting – item (h) | 246 | ||||||||||||||||||||||||||||||
| 29. | Events after the reporting period |
RBP | Note 68 to the Financial Statements: Events after the reporting period | 458 | ||||||||||||||||||||||||||||||
| 30. | Going Concern | RBP | Statement of Directors’ Responsibility for Financial Reporting – item (m) | 247 | ||||||||||||||||||||||||||||||
| 31. | Directors’ Responsibility for Financial Reporting |
CBSL Direction 3 (8) (ii) (a) |
Statement of Directors’ Responsibility for Financial Reporting | 246 to 247 | ||||||||||||||||||||||||||||||
| 32. | Appointment of Auditors and their remuneration |
CBSL Direction 3 (1) (i) (m) |
The Board has adopted a policy of rotation of auditors , once in every five years, in keeping with the principles of good corporate governance. At the end of the five-year period, quotations are called from suitable audit firms, prior to the recommendation of new auditors as per the rotation policy. Messrs Ernst & Young (former external auditor of the Bank) completed six consecutive years of external audit with the audit of the Financial Statements for year ended December 31, 2023. Although the Bank used to rotate the external auditor every five years, Messrs Ernst & Young was retained as the external auditor of the Bank for an additional year, considering the fact that the CBSL deployed Messrs KPMG (the present external auditor) to conduct an Asset Quality Review on the Banking Sector in the country in year 2023. Accordingly, at the AGM to be held on March 28, 2024, Messrs KPMG was appointed as the external auditor and the Directors were authorised to fix their remuneration as approved by the shareholders. In addition, External Auditors submit a statement annually confirming their independence as required by Section 163 (3) of the Companies Act No. 07 of 2007 (as amended) in connection with external audit. | |||||||||||||||||||||||||||||||
| 33. | Material issues pertaining to employees and industrial relations | LR 7.6 (VII) | Item 6 of “Investor Relations” | 188 | ||||||||||||||||||||||||||||||
| 34. | Risk management and system of internal controls |
LR 7.6 (VI) | Risk Governance and Management | 254 to 284 | ||||||||||||||||||||||||||||||
| Report of the Board Integrated Risk Management Committee | 218 to 220 | |||||||||||||||||||||||||||||||||
| Note 66 to the Financial Statements: Financial Risk Review | 426 to 457 | |||||||||||||||||||||||||||||||||
| Directors’ Statement on Internal Control over Financial Reporting and Risk Management |
248 and 249 | |||||||||||||||||||||||||||||||||
| The Independent Auditor’s Report | 288 to 292 | |||||||||||||||||||||||||||||||||
| Independent Assurance Report on the Directors’ Statement on Internal Control over Financial Reporting and Risk Management | 250 | |||||||||||||||||||||||||||||||||
| 35. | Corporate Governance | RBP | The Directors declare that – | |||||||||||||||||||||||||||||||
(a) the Bank has complied with all applicable laws and regulations in conducting its business and have not engaged in any activity contravening the relevant laws and regulations. Officers responsible for ensuring compliance with the provisions in various laws and regulations, confirm compliance in each quarter to the BIRMC; |
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(b) they have declared all material interests in contracts involving the Bank and refrained from voting on matters in which they were materially interested; |
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(c) they have complied with the Direction (Annex 1.1 – pages 460 and 471), Code of Best Practices on Corporate Governance – 2023 issued by CA |
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(d) they have conducted a review of internal controls covering financial, operational & compliance controls, risk management and have obtained a reasonable assurance of their effectiveness and proper adherence. |
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(e) the Bank has complied with the Section 9.14 of the Listing Rules on Related Party Transactions Review Committee and has made the required disclosures in the Financial Statements and to the market when applicable; |
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(f) the business is a Going Concern with supporting assumptions or qualifications as necessary, and that the Board of Directors has reviewed Corporate/Business plans of the Bank and is satisfied that the Bank has adequate resources to continue its operations in the foreseeable future. Accordingly, the Financial Statements of the Bank, its Subsidiaries and the Associate are prepared based on the Going Concern assumption. |
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| 36. | Focus on new regulations | RBP | Accounting Standards The Bank is well poised to comply with the amendments made to the Accounting Standards issued but not yet effective as at the reporting date, as disclosed in Note 11 to the Financial Statements. | 329 | ||||||||||||||||||||||||||||||
| Banking Act Direction No. 05 of 2024 on Corporate Governance for Licensed Banks The Bank has taken necessary measures to adhere to the Corporate Governance requirements outlined in the above Direction, with some provisions having extended timelines. The Bank is confident in its ability to meet these new requirements, leveraging its robust governance framework and proactive approach to ensure full compliance within the stipulated timelines. |
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| Tax Reforms The Bank is exploring the capabilities of its computer systems to cater to the changes announced in the government fiscal policy on Advance Income Tax. | ||||||||||||||||||||||||||||||||||
| 37. | Sustainability | RBP | The Bank has been a pioneer in adopting sustainability practices and reporting, integrating sustainability considerations into its business strategy. The Bank is currently actively working towards compliance with SLFRS S1 and S2 requirements, reinforcing its commitment to transparency and responsible business conduct. | |||||||||||||||||||||||||||||||
| Annex 3: GRI Content Index | 504 to 508 | |||||||||||||||||||||||||||||||||
| 38. | Human Resources | RBP | The Bank remains committed to Human Capital Development, implementing effective HR practices and policies to enhance workforce efficiency, effectiveness, and productivity. Further, it fosters collaborative partnerships that enrich both the work and learning environment for employees. | |||||||||||||||||||||||||||||||
| Specific measures taken in this regard are detailed in the “Report of the Board Human Resources and Remuneration Committee”. | 224 and 225 | |||||||||||||||||||||||||||||||||
| Management Discussion and Analysis | 83 to 151 | |||||||||||||||||||||||||||||||||
| 39. | Technology | RBP | Aligned with our Vision and Mission, technology serves as the foundation of our business processes. Every aspect of our operations is driven by information technology, enabling us to deliver superior products and services to our customers. As a result, our business is now more deeply integrated with technology than ever before, enhancing efficiency, innovation, and customer experience. | |||||||||||||||||||||||||||||||
| Key achievements in this regard during the year are detailed in the “Report of the Board Technology Committee”. |
232 and 233 | |||||||||||||||||||||||||||||||||
| 40. | Operational excellence | RBP | To enhance efficiency and reduce operating costs, the Bank is actively implementing initiatives aimed at policy and process standardization while optimising the use of existing technology platforms, ensuring streamlined operations and improved productivity. | |||||||||||||||||||||||||||||||
| 41. | Outstanding Litigation | RBP | Based on the Directors' assessment and legal consultation, any pending litigation against the Bank is not expected to have a material impact on its financial results or future operations. | |||||||||||||||||||||||||||||||
| Note 59 to the Financial Statements: Litigation Against the Bank | 415 | |||||||||||||||||||||||||||||||||
| 42. | Disclosure on Related Party Transactions | LR 9.14.8 (1) and (2) | Note 62 to the Financial Statements: Related Party Disclosures | 420 to 424 | ||||||||||||||||||||||||||||||
| LR 9.14.8 (3) | Report of the Board Related Party Transactions Review Committee | 226 and 227 | ||||||||||||||||||||||||||||||||
| LR 9.14.8 (4) | Annual Report of the Board of Directors | 4 and 5 | ||||||||||||||||||||||||||||||||
| 43. | Annual General Meeting and the Notice of Meeting |
CA S.133 and CA S.135 (a) | The 56th AGM of the Bank will be held at the Galadari Hotel, “Grand Ballroom”, No. 64, Lotus Road, Colombo 01, on Friday, March 28, 2025 at 2.30 p.m. Notice relating to the 56th AGM of the Bank is enclosed at the end of the Annual Report. | |||||||||||||||||||||||||||||||