Shareholder analysis

ORDINARY VOTING – COMPOSITION ACCORDING TO SHAREHOLDING

	Resident			Non-resident			Total
Shareholdings	Number of shareholders	No. of shares	Percentage %	Number of shareholders	No. of shares	Percentage %	Number of shareholders	No. of shares	Percentage %
1 to 1,000 Shares	1,004	173,845	0.29	3	408	0.00	1,007	174,253	0.29
1,001 to 10,000 Shares	426	1,105,569	1.86	2	7,230	0.01	428	1,112,799	1.87
10,001 to 100,000 Shares	121	3,500,368	5.88	1	15,685	0.03	122	3,516,053	5.91
100,001 to 1,000,000 Shares	23	5,708,453	9.59	0	0	0.00	23	5,708,453	9.59
Over 1,000,000 Shares	11	49,000,817	82.34	0	0	0.00	11	49,000,817	82.34
	1,585	59,489,052	99.96	6	23,323	0.04	1,591	59,512,375	100.00

COMPOSITION OF VOTING SHAREHOLDERS

Categories of shareholders	2022/23			2021/22
	No. of shareholders	No. of shares	Holding %	No. of shareholders	No. of shares	Holding %
Individual	1,522	6,693,393	11.25	1,561	7,184,617	12.07
Institutional	69	52,818,982	88.75	75	52,327,758	87.93
	1,591	59,512,375		1,636	59,512,375	100.00

ORDINARY NON-VOTING – COMPOSITION ACCORDING TO SHAREHOLDING

	Resident			Non-resident			Total
Shareholdings	Number of shareholders	No. of shares	Percentage %	Number of shareholders	No. of shares	Percentage %	Number of shareholders	No. of shares	Percentage %
1 to 1,000 Shares	1,652	232,185	2.24	4	916	0.01	1,656	233,101	2.25
1,001 to 10,000 Shares	230	808,465	7.82	2	14,046	0.14	232	822,511	7.96
10,001 to 100,000 Shares	77	2,476,620	23.94	2	138,750	1.34	79	2,615,370	25.28
100,001 to 1,000,000 Shares	14	3,538,123	34.21	2	216,018	2.09	16	3,754,141	36.30
Over 1,000,000 Shares	2	2,918,545	28.22	0	0	0.00	2	2,918,545	28.22
	1,975	9,973,938	96.42	10	369,730	3.58	1,985	10,343,668	100.00

COMPOSITION OF NON-VOTING SHAREHOLDERS

Categories of shareholders	2022/23			2021/22
	No. of shareholders	No. of shares	Holding %	No. of shareholders	No. of shares	Holding %
Individual	1,896	5,282,734	51.07	1,918	5,329,186	51.52
Institutional	89	5,060,934	48.93	99	5,014,482	48.48
	10,343,668	10,343,668		2,017	10,343,668	100.00

List of 20 major shareholders based on their shareholdings as of 31 March 2023

ORDINARY VOTING SHARES

No.	Name	Shareholding	Percentage %
1.	Ceylinco Life Insurance Limited Account No. 3	19,120,225	32.13
2.	Janashakthi Insurance Plc-Shareholders	11,641,329	19.56
3.	Asia Management Consultancy (Private) Limited	3,528,863	5.93
4.	People’s Leasing & Finance PLC/Mr W P C M Nanayakkara	2,449,957	4.12
5.	Cargills Bank Limited/Asia Management Consultancy (Private) Limited	2,444,169	4.11
6.	Ceylinco Insurance Plc A/C No 2 (General Fund)	2,379,654	4.00
7.	Citizens Development Business Finance Plc A/C 02 (CDB Employee Gratuity Fund)	2,194,152	3.69
8.	Ceylinco Life Insurance Limited Account No.1	1,423,548	2.39
9.	People’s Leasing & Finance PLC/Mr S V Munasinghe	1,316,247	2.21
10.	People’s Leasing & Finance PLC/Mr R H & Mrs V F Abeygoonewardena	1,301,785	2.19
11.	Seylan Bank Plc/Tennakoon Mudiyanselage Damith Prasanna Tennakoon	1,200,888	2.02
12.	Ceylinco Life Insurance Limited Account No. 2	954,323	1.60
13.	Mr E Karthik	551,486	0.93
14.	People’s Leasing & Finance PLC/Mrs N D Kodagoda	503,972	0.85
15.	People’s Leasing & Finance PLC/Mr H K Dassanayake	349,115	0.59
16.	People’s Leasing & Finance PLC/Mr I M Kotigala	327,798	0.55
17.	Nation Development Bank PLC/Asia Management Consultancy	325,000	0.55
18.	Mr A A S Kumara	258,464	0.43
19.	Mr J S Ranathunga	254,349	0.43
20.	Mrs A I Panagoda	231,926	0.39
	Subtotal of top 20 shareholders	52,757,250	88.67
		6,755,125	11.33
	Total	59,512,375	100.00

ORDINARY NON-VOTING SHARES

No.	Name	Shareholding	Percentage %
1.	J B Cocoshell (Pvt) Ltd	1,537,052	14.86
2.	Deutsche Bank AG as trustee for JB Vantage Value Equity Fund	1,381,493	13.36
3.	Mr A M Weerasinghe	623,682	6.03
4.	Mr Y H Abdulhussein	418,433	4.05
5.	Mr M A Jafferjee	356,380	3.45
6.	Ms R H Abdulhussein	342,901	3.32
7.	Askold (Private) Limited	314,737	3.04
8.	People’s Leasing & Finance PLC/Mr H M Abdulhussein	300,402	2.90
9.	Essajee Carimjee Insurance Brokers (Pvt) Ltd	263,520	2.55
10.	Mr A Sithampalam	196,509	1.90
11.	Mrs A M Moonesinghe & Mr M A H Esufally	165,375	1.60
12.	Mr S M P L Jayaratne	133,966	1.30
13.	Gold Investment Limited	108,009	1.04
14.	Jafferjees Investments (Pvt) Ltd.	108,009	1.04
15.	Mr M A Valabhji	108,009	1.04
16.	Mr H C Embuldeniya	105,460	1.02
17.	Commercial Bank of Ceylon PLC A/C No. 04	105,390	1.02
18.	Lakdhanavi Limited	103,359	1.00
19.	Mr W P A D Gunathilake	100,000	0.97
20.	Mr P L S Ariyananda	84,030	0.81
Subtotal of Top 20 Shareholders	6,856,716	66.30
		3,486,952	33.70
Total	10,343,668	100.00

CDB VOTING SHARE PERFORMANCE

	Turnover Rs. Mn.	Share volume
April 2022	1.28	5,582
May 2022	7.59	37,989
June 2022	0.24	1,328
July 2022	0.27	1,591
August 2022	568.07	2,842,910
September 2022	132.75	664,087
October 2022	2.78	14,661
November 2022	412.42	2,064,655
December 2022	1.09	5,875
January 2023	1.81	9,158
February 2023	1.64	8,602
March 2023	5.16	25,771

CDB NON-VOTING SHARE PERFORMANCE

	Turnover Rs. Mn.	Share volume
April 22	7.76	111,673
May 2022	13.62	213,729
June 2022	13.95	243,974
July 2022	3.60	64,356
August 2022	8.06	131,184
September 2022	8.83	133,916
October 2022	2.61	43,519
November 2022	1.75	31,539
December 2022	0.98	17,822
January 2023	3.30	59,729
February 2023	2.03	33,505
March 2023	15.95	218,747

Directors’ and Chief Executive Officer’s Shareholding as of 31 March 2023

ORDINARY VOTING SHARES

No.	Name	Shareholding
1.	Mr J R A Corera	1,027
2.	People’s Leasing & Finance PLC/Mr J R A Corera	21,622
3.	Mr W P C M Nanayakkara	1,283
4.	People’s Leasing & Finance PLC/Mr W P C M Nanayakkara	2,449,957
5.	Mr T M D P Tennakoon	–
6.	People’s Leasing & Finance PLC/Mr T M D P Tennakoon	170,151
7.	Seylan Bank PLC/Tennakoon Mudiyanselage Damith Prasanna Tennakoon	1,200,888
8.	Mr S V Munasinghe	–
9.	People’s Leasing & Finance PLC/Mr S V Munasinghe	1,316,247
10.	Mr R H Abeygoonewardena/Mrs V F Abeygoonewardena	5,652
11.	People’s Leasing & Finance PLC/Mr R H & Mrs V F Abeygoonewardena	1,301,785
12.	Mr D A De Silva	–
13.	Dialog Finance PLC/D A De Silva	117,550
14.	Mr K Elangovan	551,486
15.	Mr J P Abhayaratne	–
16.	Mr S P P Amaratunge	–
17.	Mrs P R W Perera	–
18.	Mr S Kumarapperuma	–
19.	Mr E R S G S Hemachandra	–
20.	Prof P N Gamage	–

ORDINARY NON-VOTING SHARES

No.	Name	Shareholding
1.	Mr J R A Corera	10,335
2.	Mr W P C M Nanayakkara	56
3.	Mr T M D P Tennakoon	–
4.	Mr S V Munasinghe	–
5.	Mr R H Abeygoonewardena/Mrs V F Abeygoonewardena	82,842
6.	People’s Leasing & Finance PLC/Mr R H & Mrs V F Abeygoonewardena	37,850
7.	Mr D A De Silva	–
8.	Mr K Elangovan	–
9.	Mr J P Abhayaratne	–
10.	Mr S P P Amaratunge	–
11.	Mrs P R W Perera	–
12.	Mr S Kumarapperuma	–
13.	Mr E R S G S Hemachandra	–
14.	Prof P N Gamage	–

Market prices for the year ended 31 March 2023

SUBORDINATED LISTED RATED UNSECURED REDEEMABLE DEBENTURES MARCH 2018 – MARCH 2023

Debenture type	Highest price Rs.	Lowest price Rs.	Lowest price Rs.	Current yield %	Yield to maturity %
Type A	92.37	92.37	92.37	14.44	14.86
Type B	101	101	101	13.24	13.88

SUBORDINATED LISTED RATED UNSECURED REDEEMABLE DEBENTURES JANUARY 2019 – JANUARY 2024

Debenture type	Highest price Rs.	Lowest price Rs.	Lowest price Rs.	Current yield %	Yield to maturity %
Type A	Not traded
Type B	101	101	101	14.92	15.62

SUBORDINATED LISTED RATED UNSECURED REDEEMABLE DEBENTURES DECEMBER 2019 – DECEMBER 2024

Debenture type	Highest price Rs.	Lowest price Rs.	Lowest price Rs.	Current yield %	Yield to maturity %
Type A	Not traded
Type B	Not traded

Credit rating

Instrument	Rated amount Rs. Mn.	Rating action
Issuer rating	N/A	BBB(lka); Outlook revised to Rating Watch Negative
Subordinated, unsecured, listed redeemable debentures programme	1,075	BB+(lka); Outlook revised to Rating Watch Negative
Subordinated, Unsecured, Listed Redeemable Debentures Programme	928	BB+(lka); Outlook revised to Rating Watch Negative
Subordinated, unsecured, listed redeemable debentures programme	2,000	BB+(lka); Outlook revised to Rating Watch Negative

CDB VOTING SHARE PERFORMANCE

	High	Low	Closing
April 2022	239.00	195.00	201.00
May 2022	236.00	171.00	199.75
June 2022	200.00	160.50	180.00
July 2022	186.50	161.00	175.00
August 2022	219.00	161.00	217.75
September 2022	208.50	181.75	195.00
October 2022	190.00	168.00	190.00
November 2022	219.75	165.25	200.00
December 2022	208.00	171.00	190.00
January 2023	204.00	180.00	190.00
February 2023	206.00	180.00	199.25
March 2023	230.00	175.50	227.75

CDB NON-VOTING SHARE PERFORMANCE

	High	Low	Closing
April 2022	86.10	60.60	68.00
May 2022	72.00	60.00	62.30
June 2022	66.80	54.10	54.20
July 2022	59.90	52.00	57.00
August 2022	65.60	56.50	65.40
September 2022	72.50	64.00	65.40
October 2022	68.10	57.30	61.50
November 2022	62.00	53.50	55.90
December 2022	58.90	53.00	53.40
January 2023	58.00	51.00	57.20
February 2023	64.40	56.00	60.90
March 2023	80.00	57.90	79.10

QUARTERLY PERFORMANCE OF CDB VOTING AND NON-VOTING SHARES

PERIOD – VOTING

	High Rs.	Low Rs.	Close Rs.	Trade volume	Share volume	Turnover Rs.	Days traded
2022/23 – Q1	239.00	160.50	180.00	69	44,899	9,109,853.25	25
2022/23 – Q2	219.00	161.00	195.00	250	3,508,588	701,092,945.00	43
2022/23 – Q3	219.75	165.25	190.00	143	2,085,191	416,291,930.50	31
2022/23 – Q4	230.00	175.50	227.75	176	43,531	8,603,010.50	33

PERIOD – NON-VOTING

	High Rs.	Low Rs.	Close Rs.	Trade volume	Share volume	Turnover Rs.	Days traded
2022/23 – Q1	86.10	54.10	54.20	909	569,376	35,324,352.70	49
2022/23 – Q2	72.50	52.00	65.40	1,172	329,456	20,489,525.80	64
2022/23 – Q3	68.10	53.00	53.40	524	92,880	5,331,525.70	58
2022/23 – Q4	80.00	51.00	79.10	776	311,981	21,287,240.70	55

Report on compliance with the rules on the content of the Annual Report according to Section 7.6 of the Listing Rules of the Colombo Stock Exchange (Listing rules)

Colombo Stock Exchange (CSE) Listing Rules aim to boost the confidence of investors of the companies by requiring the companies to publish accurate information on a timely basis to evaluate companies and help investors to make wise decisions on investing. These rules also depict governance rules, which should be adhered to by all listed companies. Level of compliance by CDB with such rules is highlighted in the following table:

Rule no.	Disclosure requirement	Section reference
7.6 (i)	Name of persons who held the positions of Directors during the financial year	Annual Report of the Board of Directors
7.6 (ii)	Principal activities of the Entity and its Subsidiaries during the year and any changes therein	Notes to the Financial Statements - Reporting Entity Annual Report of the Board of Directors
7.6 (iii)	The names and the number of shares held by the 20 largest holders of voting and non-voting shares and the percentages of such shares held	Supplementary Reports, Shareholder Information
7.6 (iv)	The public holding percentage	Supplementary Reports, Shareholder Information
7.6 (v)	A statement of each Director’s and Chief Executive Officer’s shareholding and the percentage of such shares held	Supplementary Reports, Shareholder Information
7.6 (vi)	Information pertaining to material foreseeable risk factors of the Entity	Risk Management Report
7.6 (vii)	Details of material issues pertaining to employees and industrial relations of the Entity	N/A
7.6 (viii)	Extent, locations, valuations, and the number of buildings of the Entity’s land holdings and investment properties	Notes to the Financial Statements
7.6 (ix)	Number of shares representing the Entity’s stated capital	CFO’s Review, Supplementary Reports, Shareholder Information
7.6 (x)	A distribution schedule of the number of holders in each class of equity securities and the percentage of their total holdings	Supplementary Reports, Shareholder Information
7.6 (xi)	Ratios and market price information: Equity Debt Any changes in credit rating	Supplementary Reports, Shareholder Information
7.6 (xii)	Significant changes in the Entity’s or its subsidiaries’ fixed assets and the market value of land, if the value differs substantially from the book value	Notes to the Financial Statements
7.6 (xiii)	Details of funds raised through Public Issues, Rights and Private Placements during the year	Supplementary Reports, Shareholder Information
7.6 (xiv)	Information in respect of Employee Share Option Schemes and Employee Share Purchase Schemes	N/A
7.6 (xv)	Disclosure pertaining to Corporate Governance Practices in terms of Rules 7.10.3, 7.10.5 c and 7.10.6 c of Section 7 of the Rules	Corporate Governance
7.6 (xvi)	Disclosure on Related Party Transactions exceeding 10% of the Equity or 5% of the total assets whichever is lower, of the Entity as per the latest Audited Financial Statements.	Refer Notes to the Financial Statements in relation to Related Party Transactions. Further, refer Annual Report of the Board of Directors for compliance with section 09.

Compliance Requirements on Corporate Governance Rule 7.10 of the Listing Rules

The Continuing Listing Rule Section 7.10 of the Colombo Stock Exchange (CSE) mandates companies listed on the Colombo Stock Exchange to publish a table in the Annual Report, confirming that as at the date of the Annual Report they comply with the Corporate Governance rules. The rule addresses the following areas;

A. Non-Executive Directors,

B. Independent Directors,

C. Disclosures relating to Directors,

D. Remuneration Committee,

E. Audit Committee.

Rule reference	Requirement	Compliance status	Details
7.10.1 (a)	Two or one third of the Directors, whichever is higher, should be Non-Executive Directors	Compliant	For the FY 2022/23, seven of the thirteen Directors were Non-Executives (NED), which is more than the requirement of the rule.
7.10.2 (a)	Two or one third of Non-Executive Directors, whichever is higher, should be independent	Compliant	For the FY 2022/23 five out of seven Non-Executive Directors are Independent.
7.10.2 (b)	Each Non-Executive Director should submit a declaration of independence/non-independence in the prescribed format	Compliant	All Non-Executive Directors submitted the requisite declarations during the year under review.
7.10.3 (a)	Names of Independent Directors should be disclosed in the Annual Report	Compliant	Please refer Annual Report of the Board of Directors.
7.10.3 (b)	In the event a Director does not qualify as independent as per the rules on corporate governance but if the Board is of the opinion that the Director is nevertheless independent, it shall specify the basis of the determination in the Annual Report	N/A	No such determination was required to be made by the Board, as all the Independent Directors of the Company met the specified criteria.
7.10.3 (c)	A brief resume of each Director should be published in the Annual Report including the areas of expertise	Compliant	Please refer BOD Profiles for Directors profiles.
7.10.3 (d)	A brief resume of any new Director appointed to the Board should be provided to the Exchange for dissemination to the public	Compliant	During the financial year 2022/23 there were no any new appointments.
7.10.5	A listed company shall have a Remuneration Committee	Compliant	Refer the Remuneration Committee Report for disclosure on the names of the Remuneration Committee Members and the Remuneration Policy of the Company.
7.10.5 (a)	The Remuneration Committee shall comprise a minimum of two Independent Non-Executive Directors or a majority of Independent Non-Executive Directors, whichever is higher	Compliant	Refer the Remuneration Committee Reportfor disclosure on the names of the Remuneration Committee members
7.10.5 (b)	Functions of the Remuneration Committee shall be to recommend the remuneration of the Chief Executive Officer and the Executive Directors	Compliant	Refer the Remuneration Committee Reportfor disclosure on the names of the Remuneration Committee Members and the Remuneration Policy of the Company.
7.10.5 (c) The Annual Report shall set out:
	(i) The names of the Directors that comprise the Remuneration Committee	Compliant	Refer the Remuneration Committee Reportfor disclosure on the names of the Remuneration Committee Members
	(ii) A statement of Remuneration Policy	Compliant	Refer the Remuneration Committee Reportfor disclosure on the names of the Remuneration Committee Members and the Remuneration Policy of the Company.
	(iii) Aggregate remuneration paid to Executive and Non-Executive Directors	Compliant	Please refer Key Management Personnel (KMP) compensation.
7.10.6	A listed company shall have an Audit Committee	Compliant	Refer Board Audit Committee Report.
7.10.6 (a)	The Audit Committee shall comprise a minimum of two Independent Non-Executive Directors, or a majority of Independent Non-Executive Directors, whichever is higher	Compliant	The Audit Committee comprised of three Non-Executive Directors, and out of which two directors were independent.
	The Chief Executive Officer and Chief Financial Officer shall attend Audit Committee meetings	Compliant	Both the Chief Executive Officer and the Chief Financial Officer attended the Audit Committee meetings by invitation.
	The Chairman or one member of the Committee should be a member of a recognised professional accounting body	Compliant	The Chairperson of the Committee is a Fellow Member of The Institute of Chartered Accountants of Sri Lanka.
7.10.6 (b)	The functions of the Audit Committee shall be as set out in Section 7.10 of the Listing Rules.	Compliant	Refer Board Audit Committee Report.
7.10.6 (c) The Annual Report shall set out;
	The names of the Directors who comprise the Audit Committee	Compliant	Refer Board Audit Committee Report.
	The Audit Committee shall make a determination of the independence of the Auditors and disclose the basis for such determination	Compliant	Refer Board Audit Committee Report.
	A report by the Audit Committee setting out the manner of compliance of the functions set out in Section 7.10 of the Listing Rules	Compliant	Refer Board Audit Committee Report.

Report on compliance with the rules on the content of the Annual Report in section 9.3.2 of the listing rules of the Colombo Stock Exchange (Related Party Transactions)

With the Compulsory adoption of the Code of Best Practices on Related Party Transactions (RPT) – since January 2016 (“the Code”) issued by the Securities and Exchange Commission of Sri Lanka, the Related Party Transactions Review Committee (RPTRC) was established with the approval of the Board of Directors of CDB to ensure strict compliance with the rules and regulations governing related party transactions for Listed Entities:

Rule no.	Disclosure requirement	Section reference
9.3.2 (a)	In the case of Non-recurrent Related Party Transactions, if aggregate value of the non-recurrent Related Party Transactions exceeds 10% of the Equity or 5% of the Total Assets, whichever is lower, of the Listed Entity according to the latest Audited Financial Statements.	Related Party Transaction Note in the Financial Statements
9.3.2 (b)	In the case of Recurrent Related Party Transactions, if the aggregate value of the Recurrent Related Party Transactions exceeds 10% of the Net revenue/income as per the latest Audited Financial Statements	Related Party Transaction Note in the Financial Statements
9.3.2 (c)	Annual Report shall contain a report compiled by the RPTR Committee including followings: Names of the Directors who are in the committee Statement with regard to Related party transactions reviewed during the financial year Number of times the committee has met during the financial year Policies and procedures adopted by the RPT Committee	BRPT Review Committee Report.