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A N N U A L
R E P O R T
For the year ended 31 December 2022
L E BRATIN
G
E
C
150
VANS G R O U P P LC
years
M
.
P . E
FROM THE
CHAIRMAN
“As we celebrate our 150-year history,
the Group has produced another
set of excellent operational and
financial results. Crop and production
have increased once again, and we have reached the
milestone of processing 1.5 million tonnes of fresh fruit
bunches. The Group remains focused on long-term
and sustainable growth, and has both acquired further
planted hectarage and started production at another
Group palm-oil mill since the end of the year. Profit and
cash generation have remained strong, the Group has
eliminated net debt, and now has net funds in place to
support continued investment and shareholder returns.
The board is recommending a final dividend of 30p per
share, bringing total dividends for the year to 42.5p per
share, up more than 20% from the 35p normal dividends
paid in respect of the previous year, and a further
step forward in the Group’s long-standing progressive
dividend policy.”
Peter Hadsley-Chaplin
L E BRATIN
G
E
C
150
VANS G R O U P P LC
years
M
.
P . E
CONTENTS
1 Group financial highlights
2 Celebrating 150 years of M.P. Evans
4 Chairman’s statement
7 Operational highlights
8 Map of estates
10 Market information
12 The Group’s business model
STRATEGIC REPORT
14 Strategy
18 Results and financial position
20 Operations: Indonesian palm oil
28 Operations: Malaysian property
30 Risk management
SUSTAINABILITY
34 TCFD disclosure summary
38 Communities
REPORT OF THE DIRECTORS
42 Board of directors
48 Corporate governance
55 Directors’ remuneration report
FINANCIAL STATEMENTS
60 Independent auditors’ report
66 Consolidated income statement
67 Consolidated statement of comprehensive income
68 Consolidated balance sheet
69 Consolidated statement of changes in equity
70 Consolidated cash-flow statement
71 Notes to the consolidated accounts
PARENT COMPANY
92 Parent-Company balance sheet
94 Notes to the parent-Company accounts
OTHER INFORMATION
98 Subsidiary and associated undertakings
99 Analysis of Indonesian plantation land areas
100 Analysis of Group equity value
101 Five-year summary
102 Notice of meeting
104 Officers, professional advisers and representatives
104 Glossary
Front cover image: Mature palms on Bangka estate
GROUP FINANCIAL HIGHLIGHTS
GROUP FINANCIAL HIGHLIGHTS
18%
INCREASE
IN REVENUE
2022 US$ 326.9m
2021 US$ 276.6m
21%
INCREASE
IN OPERATING CASH
GENERATED
2022 US$ 132.2m
2021 US$ 109.2m
7%*
DECREASE
IN BASIC EARNINGS
PER SHARE
2022 108.0 pence
2021 115.6 pence
5%
INCREASE
IN GROSS PROFIT
2022 US$ 109.2m
2021 US$ 103.6m
11%*
DECREASE
IN OPERATING
PROFIT
2022 US$ 101.6m
2021 US$ 114.6m
10%
INCREASE
IN TOTAL EQUITY
2022 US$ 488.8m
2021 US$ 445.0m
15%*
DECREASE
IN PROFIT FOR
THE YEAR
2022 US$ 78.4m
2021 US$ 91.8m
21%
INCREASE
IN NORMAL DIVIDEND
PER SHARE
2022 42.5 pence
2021 35.0 pence
NET CASH
SURPLUS
2022 NET CASH
US$ 33.5 million
2021 NET DEBT
US$ 5.4 million
*Note on prior-year figures
Included in the 2021 results was a one-off gain arising on land disposal, increasing
operating profit by US$13.9 million, profit for the year by US$12.6 million, and earnings
per share by 9.2p.
11
CELEBRATING 150 YEARS OF M.P. EVANS
KEY MILESTONES AND
DEVELOPMENTS IN THE
HISTORY OF OUR GROUP
EARLY 1870’s
Commencement
of business,
in tea
Matthew Pennefather
Evans, founding partner,
starts business as UK
merchant, importing tea
from Ceylon
LATE 1880’s – 1900
Expansion of business
Partnership helps pioneers raise
capital on London market for new
tea plantations and acts as company
secretary and UK selling agent for their
produce
Matthew Pennefather Evans divides
time between UK and Asia
EARLY 1900’s
Introduction of rubber
1902: Matthew Pennefather Evans dies
1905: New partnership formed, bearing
M.P. Evans name
New rubber companies operating in
Malaya and The Dutch East Indies added
to client portfolio
2
1970’s
A shift to oil palm
Exit from Sri Lankan tea following change in Sri
Lankan government policy: Start of shift from rubber
to oil palm in SE Asia as the superior financial
rewards from oil palm become increasingly clear
1960’s
Indonesian developments
1963: Indonesian government nationalises all foreign
owned plantation land
1968: Indonesian government grants ownership back – no
longer on a freehold, but on a (30-year) leasehold basis
Appointment of SIPEF as managing agents for grouping’s
Indonesian plantations
1950’s
Share acquisitions
M.P. Evans & Co Limited begins acquiring shares in its
client companies which in turn own shares in M.P. Evans
& Co Limited; early beginnings of ‘crossholding’ structure,
which later becomes known as the ‘M.P. Evans grouping’
1940’s
From Partnership
to Company
1941–1943: Partnership
dissolved. M.P. Evans & Co
Limited formed
Initial shareholders are twelve
of its client companies and its
first five directors
1947: Edwin Hadsley-Chaplin
joins company, retiring over
50 years later. He plays a seminal role in developing the
Group and protecting it from takeover
Edwin Hadsley-Chaplin
The Hadsley-Chaplin/Fletcher family remains actively
involved today
M.P. EVANS GROUP PLCANNUAL REPORT 2022CELEBRATING 150 YEARS OF M.P. EVANS
KEY MILESTONES AND
DEVELOPMENTS IN THE
HISTORY OF OUR GROUP
1980’s
UK, Malaysian and Australian
developments
1981: Rowe Evans
Investments PLC
(“REI”) formed
following merger with
companies under
the Rowe White tea
agency, which had
previously merged
with M.P. Evans & Co
Limited. REI is listed
on the London Stock
Exchange
Our Group today
Our Group today now owns 42,000 hectares of
sustainable oil palm in Indonesia and manages 14,000
hectares on behalf of its scheme smallholders. It owns
six palm-oil mills and employs over 11,500 staff
We aim to continue to grow, responsibly, sustainably and
profitably
L E BRATIN
G
E
C
M.P. Evans (Malaysia) Sdn. Berhad formed to
manage grouping’s Malaysian estates
Expansion into Australian agriculture to create
geographical and commodity diversity within
the Group; first sheep, wool and arable, then
irrigated cotton and finally beef cattle
1990’s
Malaysian property development
Start of Malaysian property
development after 2,000
hectares of the grouping’s
Bertam Estate is sold into
a joint venture with two
Malaysian partners
A new town is developed
over the ensuing 30 years,
with approximately
200 hectares still to be
developed today
2005 – 2016
Strategic initiative launched
2005: Grouping structure rationalised into single company:
M.P. Evans Group PLC
Strategic initiative to exit Malaysia by selling its small valuable estates
for property development, using the proceeds to fund a major expansion
of its sustainable plantation areas in Indonesia. Group joins Roundtable
on Sustainable Palm Oil (“RSPO”) shortly after its formation
P.T. Evans (Indonesia) formed
K Chandra Sekaran joins Group
P.T. Evans (Indonesia) takes over
management of all its Indonesian estates
150
years
VANS G R O U P P LC
M
.
P . E
2016 – 2023
One country;
one commodity
Disposal of investments
in Australian beef cattle
and share of oil-palm joint
venture in Indonesia to
move the Group towards
its strategic objective of
having operations in one
country, in one commodity,
in operations it controls;
sustainable Indonesian
palm oil
3
CHAIRMAN’S STATEMENT
As we celebrate our 150-year anniversary, we also
celebrate the milestone of processing over
1.5 million tonnes of fresh fruit bunches (“ffb”).
This is a significant achievement and demonstrates
the benefits of the long-term investment made by
the Group in its Indonesian operations, both in the
development of high-quality planted areas and,
more recently, in our own milling capacity.
Peter Hadsley-Chaplin, Chairman
RESULTS
The Group achieved a gross profit
on its environmental obligations. For
average mill-gate price of US$854 per
the first time in 2022, and in advance
tonne, US$44 higher than in 2021.
of US$109.2 million, higher than
of a requirement to do so, the Group
the US$103.6 million recorded
is providing summarised disclosures
in 2021, representing an all-time
based on the Taskforce for Climate-
record. Average palm-oil prices were
related Financial Disclosures (“TCFD”)
particularly strong once again in 2022
in this annual report, as shown on
and these, combined with an increase
pages 34 to 37.
in production, offset some inflationary
cost pressures, most notable in the
fertiliser inputs required to maintain
healthy and productive palms across
our estates.
With five palm-oil mills operational
throughout the year, the Group was
able to increase its own production
and reduce its reliance on outside mills
to process its crop. Since the year end,
this reliance has reduced even further
THE GROUP HAS
ACHIEVED A GROSS
PROFIT OF US$109.2
MILLION, HIGHER THAN
THE US$103.6 MILLION
RECORDED IN 2021,
REPRESENTING AN
ALL-TIME RECORD.
Earnings per share were 108.0p, only
a little lower than the 115.6p recorded
in 2021. The previous year’s earnings
were enhanced by the one-off profit
recorded on the disposal of land in
Malaysia to the Group’s joint-venture
company, Bertam Properties Sdn Bhd,
which accounted for 9.2p of earnings.
In 2022, earnings expressed in sterling
benefited from a comparatively weak
pound during the year, offsetting,
at least in part, the non-recurring
land sale. The Group has continued
to be significantly cash generative,
with net operating cash generated
of US$102.3 million in the year. This
has enabled the Group to maintain
with the opening, in February 2023, of
Palm-oil prices were strong throughout
capital investment, eliminate net debt,
the Group’s sixth mill, located at the
2022, albeit with the cif Rotterdam price
and continue to prioritise progressive
Musi Rawas estate. The Group also
in a wide band between US$895 and
shareholder returns.
increased the volume of its output sold
US$1,990 per tonne. Prices spiked in the
as sustainable palm oil or sustainable
early part of the year at the outbreak
palm kernels during the course of
of war between Russia and Ukraine,
DIVIDEND
An interim dividend of 12.5p per share
2022, and sustainability premia for
and softened somewhat in the second
(2021 – 10p per share) was paid on
the Group’s palm kernels increased
half of the year, particularly following
4 November 2022, and the board is
markedly during the year as demand
a short-term export ban imposed
recommending a final dividend of
for related products increased. Overall,
by the Indonesian government. The
30p per share (2021 – 25p per share).
the Group received US$7.5 million in
average cif Rotterdam price during
This represents another year of
sustainability income during the year,
2022 was US$1,345, and despite several
increasing normal dividends, up by
a 74% increase on the US$4.3 million
changes to the Indonesian export taxes
7.5p from 2021, and a substantial
in 2021. The Group remains committed
and levies that were applied during
increase of 93% from the amount paid
to acting responsibly and focusing
the year, the Group still achieved an
two years ago.
4
M.P. EVANS GROUP PLCANNUAL REPORT 2022CHAIRMAN’S STATEMENT
Dividends have accelerated in recent
term scaling back of crop purchases
The Group continues to develop its
years as the Group’s operational
from outside suppliers in the first
project at Musi Rawas, including
cash flows have strengthened due
half of the year caused by the palm-
building new housing, roads and other
to the increasing maturity of the
oil export ban, the overall level of
infrastructure, as well as continuing to
Group’s operations. The Group has
purchases in the year increased by 4%
plant further hectares of oil palm, all
an unbroken track record, spanning
to 340,600 tonnes, as the Group was
of which are developed in accordance
more than thirty years, of maintaining
able to purchase outside crop for the
with RSPO guidelines and with the
or increasing dividends, and the
Bumi Mas mill that was in operation
agreement of the local community. As
anticipated trend of increasing crop
for its first whole year in 2022.
the Group’s planted area increases and
and production forms a sound basis
for further dividend increases.
150-YEAR ANNIVERSARY
During 2023 the Group is proud to
be marking its 150-year anniversary,
having traced its origins back to the
early 1870s. An overview of the Group’s
history, development and growth is
included in this report on pages 2
and 3. The Group is holding several
celebratory events, both in Indonesia
and in the UK during the year,
including an AGM at Mansion House
in London followed by a celebratory
lunch, to which shareholders are
invited. Places for the lunch are limited
and registration is required. Further
information is included in the notice of
meeting on page 102.
OPERATIONAL DEVELOPMENTS
The total crop processed by the Group
increased by 11% in the year to just
over 1.5 million tonnes. All of the
Group’s own estates continued to be
87% OF THE GROUP’S
341,700 TONNES OF
CRUDE-PALM-OIL
(“CPO”) PRODUCTION
CAME FROM THE
GROUP’S OWN MILLS.
With the Bumi Mas mill running
throughout the year, the Group
enjoyed the benefit of having five of
its own mills in operation in 2022, and
as a result 87% of the Group’s
341,700 tonnes of crude-palm-
oil (“CPO”) production came from
the Group’s own mills, the highest
proportion that the Group has
achieved to date. Work continued
throughout the year on the
construction of the mill at Musi
Rawas, and this was commissioned
in February 2023, meaning that the
proportion of production in Group
mills will increase once again in 2023.
more productive, with crop increasing
The average oil-extraction rate in
operations become more established,
securing further hectares for planting
can become more expensive and more
time consuming. However, during 2022,
the Group was able to plant a further
585 hectares at Musi Rawas and remains
on target to achieve a minimum total
planted hectarage of 10,000 hectares.
At the end of 2022, the Group managed
54,100 hectares of planted oil palm
from its own and associated scheme-
smallholder areas, 93% of which were
mature and in harvest, and the average
yield per mature planted hectare had
increased to 23 tonnes.
STRATEGIC DEVELOPMENTS
The Group’s four strategic pillars of
responsibility, excellence, growth
and yield remain central to its
day-to-day operations and its ongoing
development. Further details are set
out on page 17 of this report. The
Group is committed to its sustainable
oil-palm estates in Indonesia and to
their maintenance and expansion.
to 905,400 tonnes in the year
Group mills decreased a small amount
By investing for the long term, the
(2021 – 809,700 tonnes). Once again,
in 2022, from 23.3% to 22.9%. There
in proportionate terms, the largest
were several reasons for this, but
Group has demonstrated that it is
possible to develop projects in rural
increase was achieved at Musi Rawas
most notable were some particularly
Indonesia which are run sustainably,
in South Sumatra, where the Group’s
wet conditions experienced during
provide well-paid employment for a
own crop exceeded 100,000 tonnes
the course of 2022. These can
large workforce, and offer high-quality
in 2022 for the first time. This was an
naturally result in slight reductions
estate facilities including housing,
encouraging result in anticipation of
in extraction rates, but can also
medical, educational and other
the start of processing at the Group’s
give rise to some harvesting and
services. Those estates are designed
own mill in early 2023. Crop from the
transportation challenges, and
to be part of their local communities,
Group’s associated scheme small-
oil-extraction rates are sensitive to
particularly through the development
holders went up to 265,700 tonnes,
both optimum ripeness standards and
and planting of valuable scheme-
an increase of 16%. Despite a short-
to processing delay.
smallholder areas. Both these and
5
M.P. EVANS GROUP PLC
ANNUAL REPORT 2022
CHAIRMAN’S STATEMENT continued
Group areas are managed to high
did benefit, in sterling terms, from a
hectares. Although the existing area
standards, delivering increasing yields
weaker year-end exchange rate when
at Simpang Kiri has been both highly
and therefore attractive returns for all
compared to the position at the
productive and profitable for many
stakeholders.
end of 2021, accounting for £1.58 of
years, it has not been worthwhile
All the Group’s estates are developed
and managed sustainably, but
independent certification enabling
the sale of the Group’s production as
sustainable palm oil is awarded to the
Group’s mills. Certified sustainable
sales rose significantly in 2022 to
almost two thirds of the total, an
increase of approximately 50,000
tonnes from the previous year. As the
Group continues to grow, by adding
milling capacity, maximising the yield
from its existing areas and seeking
additional sustainably managed areas
to provide further Group crop for
those mills, its ambition is to continue
elevating its sustainable output
towards 100%.
THE GROUP INCREASED
THE VOLUME OF ITS
OUTPUT SOLD AS
SUSTAINABLE PALM
OIL IN THE YEAR.
GROUP VALUATION
An independent valuation of the
Group’s plantations and other property
assets is performed at the end of each
year, the details of which are included
on page 100 of this report. The
independent valuation acknowledges
that the Group’s estates are highly
productive and maintained to a
high standard, ascribing an average
valuation to majority-owned areas of
the increase.
PROSPECTS
The Group has made a positive start
to construct our own mill there,
and Group crop has been sent for
outside processing. Whilst some of
the newly acquired hectarage will
to 2023, and total crop processed in
require a certain amount of replanting
the first two months of the year was
and rehabilitation, as crop from the
213,000 tonnes, 8% higher than in the
combined area increases, this is likely,
first two months of 2022. The benefits
in time, to warrant the construction of
of the significant investment made by
an additional Group mill. At that point
the Group in its Indonesian estates
all of the Group’s estates would have
continue to be felt, and, barring
their own mills.
any unforeseen circumstances, the
long-term trend of increasing crop is
expected to continue as the Group
moves further into 2023. The new
mill at Musi Rawas began processing
Group crop in February 2023, and after
a short period of stabilisation, will
soon start to take in crop from outside
suppliers, only adding further to the
Group’s ability to process crop and
increase production.
Palm oil continues to be, by volume
of supply and consumption, the
largest of the vegetable oils produced
globally and of the major vegetable
oils is the most efficient to produce
when measured by tonnes of oil per
hectare of land. The board is of the
belief that sustainably produced palm
oil will continue to be in demand for
the foreseeable future, and that Group
prospects therefore remain positive.
CPO pricing remained stable in the
early part of 2023, and the Group
enjoyed mill-gate prices in a relatively
narrow band around US$750 per
tonne, similar to those achieved in
the latter part of 2022, although sales
prices have increased above US$800
BOARD AND SENIOR MANAGEMENT
CHANGES
There were several changes to the
board and senior management roles
in 2022, all of which were announced
and referred to in previous reports. At
the start of the year, Matthew Coulson
per tonne for recent contracts. Whilst
was appointed as chief executive,
these are lower than the unusually
having previously served as the
high prices seen in the early part of
Group’s finance director, and on
2022, the Group remains confident
1 July 2022 Luke Shaw joined the
that, at these price levels, it will be
Group as chief financial officer, having
able to deliver further significant
previously held a senior finance
profits and cash generation.
position with Spectris plc.
US$20,700 per planted hectare. After
Since the year end, the Group has
On 31 March 2022, Dr Darian McBain
allowing for the Group’s other assets
announced the acquisition of 2,100
stepped down from the board, having
and liabilities, notably including the
planted hectares close to its Simpang
taken up a new full-time role in
Group’s share of year-end net funds,
Kiri project in Aceh Province, northern
Singapore, and on 1 August 2022
being US$31.7 million, this equity value
Sumatra, bringing the total planted
Tanya Ashton joined as an
per share had increased during the
area, including that of associated
independent non-executive director.
year to £14.98 per share. The Group
scheme smallholders, to 4,800
Tanya is the head of sustainability
6
CHAIRMAN’S STATEMENT
at Walgreens Boots Alliance, Europe,
Finally, as recently announced,
and brings significant sustainability
Philip Fletcher will be retiring from
ACKNOWLEDGEMENTS
As well as being highly profitable, this
experience to the board. On 30
the board on 31 July 2023. Philip
has been another year of development
September, Jock Green-Armytage
has worked for the Group for over
and growth for our Group, and it could
retired from the board after a long
40 years, giving loyal and invaluable
not have been achieved without the
and highly valued association with
service to several Group companies,
constant effort of our management
the Group, in recent years chairing the
including this company, both as
and staff, both in Indonesia and the
audit and remuneration committees,
M.P. Evans Group PLC and in its former
UK, along with the workforce based
and on 1 July 2022 Michael Sherwin,
guise as Rowe Evans Investments PLC,
at our estates and mills. On behalf
former CFO of both Games Workshop
as well as to others such as Bertam
of the board, I would like to thank
plc and Vertu Motors plc, joined as an
Holdings PLC and Lendu Holdings
each and every one of them, and we
independent non-executive director.
PLC. He has variously been finance
look forward to another exciting, and
director, managing director, chairman
successful, year together in 2023.
Since the year end, Lee Yuan Zhang
and, more recently, a non-executive
joined the board as a non-excecutive
director. He was central to the Group’s
As a closing comment, I cannot
director on 1 February 2023. Yuan Zhang
operations and growth, and he played
but reflect that my late father,
is the regional director (plantations)
a pivotal role in devising the strategy,
Edwin Hadsley-Chaplin, without
of Kuala Lumpur Kepong Berhad
formed in 2005, to sell the Group’s
whom our Group would not still
(“KLK”), the Group’s largest shareholder,
Malaysian estates and focus on the
exist today, would have been proud
and has served as president director
expansion of its sustainable palm-
of its recent achievements. I hope that
of PT KLK Agriservindo in Indonesia,
oil interests in Indonesia. This has
Matthew Pennefather Evans would
where he was responsible for the
resulted in the hugely enlarged Group
have been proud too.
management of 140,000 hectares of
we are today. His wisdom, expertise
oil palm. The board is delighted to
and unfailing attention to detail will
Peter Hadsley-Chaplin
welcome Yuan Zhang, particularly in
be greatly missed and everyone at
light of his extensive plantation and
M.P. Evans sends their best wishes to
Chairman
21 March 2023
corporate experience.
Philip in his retirement.
OPERATIONAL HIGHLIGHTS
INDONESIAN PALM OIL
M.P. EVANS GROUP PLC
• Total crop processed up 11% to
• Net current assets up to
1.5 million tonnes
• Group crops up to 905,000 tonnes,
a 12% increase
•
Increasing demand for sustainable
production resulted in increased
sustainability income to US$7.5 million
• 100% of Group and scheme-smallholder
crop grown to sustainability standards
• CPO production up 9% to 342,000 tonnes
US$97.4 million at 31 December 2022
• Group equity value based on
independent valuation increased to
£14.98 per share at 31 December 2022
POST YEAR END
• Group’s sixth palm-oil mill
opened, at Musi Rawas
• Continuing increase in certified sustainable
output, now 64% of Group CPO production
• A further 2,100 planted hectares
acquired close to Simpang Kiri
7
M.P. Evans is a responsible producer of sustainable Indonesian
palm oil, striving for excellence in its operations, with a focus on
continuing growth and offering an increasing yield.
1
SIMPANG KIRI
Mature oil-palm estate in the province of Aceh, near
the border with North Sumatra, which was acquired in
the early 1980s. Ffb are processed in a nearby
third-party mill. A further 2,100 hectares were acquired
in early 2023.
2,600 hectares
Group planted area: 2,400 hectares
Scheme-smallholder planted area: 300 hectares
1
2 KERASAAN
Mature (ex-rubber) oil-palm estate near the
town of Pematangsiantar in North Sumatra.
Ffb are processed in the neighbouring Bukit
Marajah mill, owned by the SIPEF Group -
also the majority shareholder in Kerasaan.
Planted area: 2,200 hectares
Group minority share: 38%
Medan
2
8
3
Sumatra
Malaysia
Kuala Lumpur
Singapore
3
PANGKATAN GROUP
Grouping of three estates (Pangkatan, Bilah, Sennah) whose fruit is
processed in a 40-tonne mill built on Pangkatan in 2005. Combination of
a long-established, mature (ex-rubber) oil-palm estate (Pangkatan), and
land acquired or planted over the last 30 years (Bilah and Sennah).
4
7,500 hectares
Group planted area: 7,000 hectares
Scheme-smallholder planted area: 900 hectares
Kalimantan
Samarinda
Bangka
Island
5
Jakarta
Indonesia
4 MUSI RAWAS
Located in South Sumatra province near the town
of Lubuk Linggau, the project was started in 2012
and is now approaching the target of at least
10,000 planted hectares. A 60-tonne mill was
commissioned in February 2023.
12,000 hectares
Group planted area: 6,800 hectares
5 BANGKA
Located on the island of Bangka, the land
was acquired in 2005. The first areas planted
started production during 2009. A 45-tonne mill
with composting facility and biogas plant was
commissioned in May 2016 and extended to 60
tonnes in 2019.
12,000 hectares
Group planted area: 6,100 hectares
Scheme-smallholder planted area: 2,800 hectares
Scheme-smallholder planted area: 3,900 hectares
8
M.P. EVANS GROUP PLCANNUAL REPORT 2022
8
BERTAM PROPERTIES
This land was previously the Group’s Bertam Estate, all of which
has now been sold to Bertam Properties, a joint venture with
two Malaysian partners. Starting in 1992, the area has been
developed into a new town. Following the sale of the last 70
hectares of Bertam Estate into Bertam Properties in 2021, the
remaining developable area is 210 hectares.
Bertam Properties: 313 hectares
Group minority share: 40%
Malaysia
Medan
Kuala Lumpur
Singapore
Sumatra
7
6
Kalimantan
Samarinda
Bangka
Island
Jakarta
Indonesia
OPERATIONAL HIGHLIGHTS
7
BUMI MAS
Located in East Kalimantan, north-east of Sangatta
next to the Manubar river. The land was acquired in
2017. It was largely planted in 2012-14, with the first
harvesting taking place during 2015. A 60-tonne mill
was commissioned in August 2021.
9,000 hectares
Group planted area: 7,500 hectares
Scheme-smallholder planted area: 1,400 hectares
6
KOTA BANGUN ESTATES
Located in East Kalimantan, close to Kota Bangun
and next to the Mahakam river, the land was
acquired in 2006. The first areas planted started
production during 2010; a 60-tonne mill was
commissioned in December 2012, and a 40-tonne
mill was commissioned in September 2020.
16,000 hectares
Group planted area: 10,400 hectares
Scheme-smallholder planted area: 4,600 hectares
9
MARKET INFORMATION
PALM OIL
The vegetable-oil market moved into
the growth in mature areas planted
more significantly, Indonesian export
to oil palm in Indonesia is slowing,
taxes and levies. During 2022, as a
2022 in a position of relatively tight
indicative of the government’s
result of the high CPO prices, the
supplies and high prices. Throughout
more restrictive policies on land
Indonesian government made a
January and into the first part of
use. In Malaysia, labour shortages
number of changes to the taxes and
February, cif Rotterdam prices for
remain an issue and, despite some
levies applied to CPO. These included
CPO were already at historically
high levels, between US$1,300
and US$1,500 per tonne. At the
improvements, the shortfall is
changes to the amounts of taxes
expected to be a continuing drag
and levies charged at certain CPO
on production. Whilst not at the
price bands, a temporary export levy
outbreak of war between Russia and
historically high levels seen in the
‘holiday’ and the introduction of a
Ukraine, prices increased sharply,
first half, pricing stabilised in the
temporary additional export tariff.
reaching almost US$2,000 per tonne,
second half of the year with CPO cif
By the end of the year, the export
particularly due to concerns about
Rotterdam a little above US$1,000
tax and levy arrangements had
reductions in sunflower-oil supplies
for much of the period. Demand for
reverted to a similar position to that
from Ukraine, and remained at
palm oil strengthened in the second
in place at the start of the year, and
elevated levels for several months.
half of the year due to its price
there have been no changes for
Indonesia accounts for more than
competitiveness when compared
several months.
half of world palm-oil supplies, and
to other major vegetable oils. At
the Indonesian government took
points during the period, Indonesian
The average mill-gate price received
the unexpected step of introducing
palm oil was trading at a more than
for the Group’s CPO in 2022 was
a temporary ban on exports in April
US$400 per tonne discount to South
US$854 per tonne, up by 5% on the
2022, causing a build-up of stocks,
American soya oil, compared to
US$810 per tonne received in 2021.
an increase in demand for other
average discounts of approximately
In 2022, world production of palm oil
vegetable oils, and a rapid decline
US$100 over the last ten years.
was 78.9 million tonnes, up by 4% on
in prices once the ban was lifted in
late May.
The Group does not receive the full
largest part of the increase was in
benefit of the cif Rotterdam prices
Indonesia where production is now
the 76.0 million produced in 2021. The
The second half of the year was
referred to above. It receives a
46.5 million tonnes. There was a slight
characterised by improving supply
‘mill-gate’ price for its CPO which is
fall in global consumption during
in Indonesia compared to the earlier
based on local tenders, and which
the year, partly as a result of the
part of the year. Looking to the longer
is net of adjustments to allow for
temporary market disruption caused
term, there is some evidence that
transport and insurance costs, but
by the export ban in Indonesia,
10
Harvesting ffb
at Kota Bangun
M.P. EVANS GROUP PLCANNUAL REPORT 2022
THE PALM-OIL MARKET
MAIN PRODUCERS
OF PALM OIL
2022
59%
23%
Indonesia
Malaysia
Main producing countries
Remaining 18% consists of
Thailand (4%), Colombia (2%),
Nigeria (2%), other countries (10%)
Indonesia
MAIN CONSUMERS
OF PALM OIL
2022
25%
11%
7%
24%
13%
8%
Other Asia
Africa
China
India
EU
Main consuming countries
Remaining 12% consists of
Americas (8%), other countries (4%)
although this was offset by an increasing
consumption in Indonesia’s domestic market.
There was a fall in consumption in China in
2022, but imports are expected to increase as
changes to lockdown policies take effect.
PALM-KERNEL OIL
The Group’s mills produce both CPO and
palm kernels (“PK”). The Group sells its PK
to independent kernel-crushing facilities, in
which palm-kernel oil (“PKO”) is produced.
The price that the Group is able to secure for
its PK is therefore connected to the market
for PKO. That market can also be connected
to the one for coconut oil, because of its use
in similar end products such as personal care
and cosmetic items.
In the early part of 2022, a combination
of high demand for hygiene products and
a reduced level of coconut-oil production
pushed up the prices available for the
Group’s PK, peaking briefly at almost
US$1,000 per tonne in March. Since then, the
disruption caused by the palm-oil export ban,
along with recovering coconut-oil production
causing a change in demand patterns, did
lead to a reduction in prices but, as with CPO,
prices stabilised over the second half of the
year. Over the whole of 2022, the Group’s
average selling price for its palm kernels
was US$611 per tonne, 15% higher than the
US$533 per tonne for 2021.
Source: Oil World 2022 data
CRUDE-PALM-OIL PRICE
2,000
1,800
1,600
1,400
1,200
1,000
800
600
400
US$ per tonne
cif Rotterdam
2018
2019
2020
2021
2022
2023
11
THE GROUP’S BUSINESS MODEL
OUR MAIN RESOURCES
40,200
HECTARES OF
GROUP OIL PALM
13,900
HECTARES OF
SMALLHOLDER OIL PALM
PLANTATION LAND
The Group’s plantation land is used to grow oil palms
RELATIONSHIPS WITH COMMUNITIES
The Group engages with the local communities living
and harvest their fresh fruit bunches.
on and near its operations and manages smallholder
schemes to the same standard as Group areas.
11,700
EMPLOYEES
US$33.5 MILLION
NET CASH
PEOPLE
The Group’s employees include 210 agronomic staff,
STABLE FUNDING
The Group has a robust capital structure with a market
105 engineers and more than 4,700 harvesters.
capitalisation of more than US$527 million*, cash of
US$82 million and low levels of debt.
OUTCOMES
341,700
TONNES OF
CRUDE PALM OIL
Growing production
64%
CERTIFIED
SUSTAINABLE
Sustainable
production
US$402
PER TONNE
OWN PALM PRODUCT
Cost efficient
42.5p
NORMAL DIVIDEND
FOR 2022
Improving returns,
rising dividends
12
* Based on a share price of 810p on 31 December 2022
M.P. EVANS GROUP PLCANNUAL REPORT 2022
GROUP BUSINESS MODEL
HOW WE OPERATE
PROMOTE A PHILOSOPHY OF
ZERO WASTE
The Group turns its empty bunches into compost
and generates electricity from methane collected
FOCUS ON OUR STRENGTH AS A
PRODUCER OF SUSTAINABLE INDONESIAN
PALM OIL
The Group builds shareholder returns by
from mill effluent. It establishes and maintains
exploiting the Group’s strengths as an efficient
conservation areas and strictly adheres to Group
producer of sustainable Indonesian palm
environmental policies.
oil to generate increasing crop, production
and revenues.
MAINTAIN STRONGLY
INCREASING CROP
Having young plantations underpins
strong projected crop growth to the
end of the 2020s because of the way
oil palms increase yield as they
mature. New planting or acquisition
of young estates helps keep the
average age low.
CONTROL OUR OPERATIONS
The Group makes the most of its
mature areas and maximises the
potential of new areas by being in
control of its operations. It makes
use of the expertise concentrated
in its Jakarta regional office.
We regard sustainable
production as integral to
our operations.
MAKE SMALLHOLDER CO-OPERATIVES
A SUCCESS
The Group treats associated smallholder
ENSURE BEST PRACTICE IN
EVERYTHING WE DO
Even our most senior agronomic managers are
co-operatives equally, planting, maintaining and
resident in our operations, controlling a system of
harvesting land to the same standard as its own
supervision and support that focuses on
areas. As a result, smallholders own a valuable
high agronomic and engineering standards.
asset and identify their own success with the
Staff in Jakarta and the UK are frequent visitors
Group’s success.
to the operations.
A growing and responsible Company
producing sustainable Indonesian palm oil
for the benefit of all its stakeholders.
13
STRATEGIC REPORT 2022
The Group’s strategy is to maintain steady expansion of its majority-owned
Indonesian palm-oil areas in a sustainable and cost-effective manner.
STRATEGY
During 2022, the Group continued
ensuring no deforestation and that
scheme smallholders, a total planted
to execute its principal activity,
only land suitable for cultivation is
hectarage of 56,200 hectares.
being the responsible ownership,
developed. The total planted area at
management and development
Musi Rawas, including that planted
of sustainable oil-palm estates
on behalf of the Group’s associated
in Indonesia. Alongside its own
scheme smallholders, was 9,600
projects, the Group also manages
hectares, and management are
and develops scheme-smallholder
confident that the initial target of a
areas attached to those estates.
total of 10,000 planted hectares
The Group’s objective is to continue
will be exceeded during the course
increasing both its own crop and
of 2023.
that from its scheme smallholders,
whilst also increasing its own milling
capacity, thereby increasing its output
of certified sustainable palm oil. As
Group areas mature, its strategy is
to increase the planted hectarage
controlled by it. Milling its own crop
and that of its scheme smallholders
in its own mills enables the Group
to deploy its operational expertise
to greatest effect with the aim of
generating stronger returns, allowing
shareholders to receive sustained
increases in dividends.
Scheme-smallholder areas associated
with Group estates expanded in the
year to 13,900 hectares. This followed
a significant project promoted by the
Group in northern Sumatra to attract
independent smallholders to join
new co-operative schemes. Under
these schemes, the Group is providing
initial funding for replanting, and crop
from the newly planted areas close
to Pangkatan will become a valuable
new source of input to the Group’s
mill there. By the end of 2022, 1,100
planted hectares had been added
The Group designs its procedures
as part of the new co-operative
to address the risks of operating in
arrangements.
After the acquisition at Simpang Kiri,
the Group remains committed to its
growth strategy, and a number of
further projects remain under review.
The Group had five palm-oil mills
operating throughout the year and
was able to raise the proportion of
crop processed in its own efficiently
and sustainably run facilities. This
will increase further in 2023 as
the Group’s sixth mill opened just
after the year end at Musi Rawas. In
addition, following the acquisition of
further hectarage close to Simpang
Kiri referred to above, the Group will
review plans to build a mill there. If
constructed, the Group would then
achieve 100% ‘in-house’ processing
of its own crop, and the output from
that crop would all qualify as certified
sustainable CPO.
As part of its commitment to
responsible operation and
development, the Group has
continued to support the well-being
of its workforce across Indonesia.
Further investment has been made
Indonesia. The Group has confidence
in both the palm-oil sector and
Indonesia as an area of operation
to provide a basis for successfully
delivering its strategy.
Following the year end, the Group
has been successful in acquiring an
additional 2,100 planted hectares
during the year in estate development
close to its estate at Simpang Kiri in
including new and upgraded housing,
Aceh Province in northern Sumatra.
more school places and more
The planted area of the Group’s
This is in line with the Group’s stated
teachers, and additional recreational
majority-held Indonesian estates
strategy of continuing to increase its
and community facilities on site.
increased during 2022 to 40,200
planted area through the acquisition
The Group is also seeking to increase
hectares, as planting continued at
of further hectarage, initially within
the hectarage within its estates
Musi Rawas in South Sumatra. All
the vicinity of its existing projects.
that is specifically designated for
planting is supervised by the Group’s
After taking these additional hectares
conservation, and is expanding its
sustainability team, and takes place in
into consideration, the Group now
sustainability team to support
full compliance with RSPO standards,
has, in conjunction with its associated
this effort.
14
M.P. EVANS GROUP PLCANNUAL REPORT 2022STRATEGIC REPORT
STRATEGY
CPO storage tanks at the Bangka mill
1515
STRATEGIC REPORT continued
‘‘SECTION 172’ STATEMENT:
IMPLEMENTING THE STRATEGY
way of operating. Further details
business. The recommendations of
demonstrating how the principles
the audit committee, in turn, fed into
The board acknowledges that working
productively with all stakeholders is
a key factor in ensuring the Group’s
long-term success. In formulating
and implementing its strategy, the
board meets its obligations under
section 172 (1) of the Companies
Act 2006 (“section 172”) to promote
the success of the Company for
the benefit of its members, whilst
of section 172 are aligned with how
the board’s decisions around risk
the Group makes strategic decisions
disclosure in the annual report.
concerning its operations can be
found in the “Sustainability” section
of this report on pages 34 to 41.
The board, through media articles
and discussions with its professional
communications advisers, regularly
The Group has analysed carbon data
informs itself on public sentiment
on its operations, in order to provide
in relation to the palm-oil industry
a baseline against which targets
can be set. It acknowledges the
importance of net-zero targets as
and its products, taking note of
concerns around industry practices
and environmental impacts linked
having regard to wider stakeholders
part of the changes that stakeholders
to deforestation. The board has
and the impact of decisions over
the long term. Each member of the
board is aware of their obligations,
and due consideration is given to
stakeholders’ interests, as well as the
other matters listed in section 172,
when strategic decisions are taken.
The board reviews at least annually
which organisations or individuals
it considers to have a reasonable
expectation of being significantly
affected by, or of affecting, the
activities of the Group including
assessing the best means of engaging
with those stakeholders. The current
list, together with a summary of how
it engages with its stakeholders, is
published on the Group’s website
(www.mpevans.co.uk).
expect, amid concerns about the
effects of climate change. The Group
will use this data to make public
disclosures in accordance with new
non-financial reporting standards
which are being introduced. It
welcomes the prospect of increasingly
widespread standardised information,
providing context for the Group’s
own disclosures which will not only
benefit the Group in its own decision-
making, but will give stakeholders
greater insights into these
increasingly important areas and how
they might impact on the business.
The board values stakeholder
engagement as an essential tool
in its risk-management strategy.
In response to feedback from its
employees, the board refined its
Pages 12 and 13 of this report set out
the Group’s business model and how
existing risk-identification process
and tasked the chief executive to
again this year responded to
these concerns by reaffirming the
Group’s commitment to operating
to the highest of standards and in
accordance with the requirements
of the RSPO, designed to provide
assurance of industry good practice
that protects environments and
communities. This imperative to act
responsibly is integral to the Group’s
strategy and includes taking into
account the interests of the Group’s
employees when contemplating
future growth. The board receives
input from its executive members
who are in frequent contact with
senior management in Indonesia,
both via video link and in person,
now that travel restrictions have been
lifted. Recognising the value of its
existing management expertise and
skilled workforce as one of the bases
it operates. In addition, the Group’s
carry out the first of a programme of
on which to continue to focus on the
core strategic pillars are shown on
stakeholder engagement exercises
production of sustainable Indonesian
page 17. The nature of oil-palm
in which he, together with the head
palm oil, the board remains of the
plantations is that they, by necessity,
of risk in Indonesia, met with small
view that new project acquisitions
require decisions to be made for
groups of senior staff across all
should, where possible, be additive to
the long term. This encompasses
operational divisions to discuss
existing projects, take account of staff
the health and well-being of the
their insights on the potential risks
resource, and ensure maintenance
environment in which the Group
that the Group faces. The audit
of the Group’s high operational
operates, as well as that of the people
committee used the data gathered
standards. The Group has for some
living in and around its operations.
to update the Group’s risk register,
time been investing in workforce
Such considerations are intrinsic
which it then reviewed to identify and
recruitment and developing its
to the Group’s long-established
classify the principal risks facing the
management resources.
16
M.P. EVANS GROUP PLCANNUAL REPORT 2022STRATEGIC REPORT
STRATEGY
STRATEGY PILLARS
M.P. Evans is a responsible producer of sustainable Indonesian palm oil, striving for
excellence in all its operations, with a focus on continuing growth and offering an
increasing yield.
The Group maintains conservation areas
and does not plant near water courses
Morning briefing to promote safe
and efficient working practices
Acting responsibly is at the heart of what we do and
who we are. We are active members of the RSPO, we
do not deforest, and are good stewards of the land
we cultivate. We provide housing along with medical,
educational, religious and leisure facilities for our
workers and their families.
Excellence comes from investing for the long term.
Our investment is not only in plantation assets but
also in our employees, their diversity and inclusion,
and in their training and development. In this way, we
are consistently able to deliver both high yields and
high oil-extraction rates from our estates and mills.
Responsibility
Growth
Strategy
pillars
Excellence
Yield
GROWTH IN CROPS PROCESSED (‘000 TONNES)
GROWTH IN DIVIDENDS (PENCE)
Group
Scheme smallholders
Independent
1,600
1,400
1,200
1,000
800
600
400
200
0
Normal dividends
45
40
35
30
25
20
15
10
5
0
2012
2013
2014
2015
2016
2017
2018
2019
2020
2021
2022
2012
2013
2014
2015
2016
2017
2018
2019
2020
2021
2022
We seek to grow and develop the business.
Growth continues to come from the increasing
maturity of the Group’s young estates, from the
ongoing focus on improving yields, and from the
planned acquisition and sustainable development
of new areas of land.
The Group’s investment strategy has already led
to a significant improvement in shareholder
returns. In line with its growth programme, the
Group plans to deliver increasing returns to
shareholders.
17
RESULTS & FINANCIAL POSITION
5%
INCREASE
IN CRUDE-PALM-OIL
EMG SALE PRICE
15%
INCREASE
IN PALM-KERNEL
EMG SALE PRICE
18%
INCREASE
IN REVENUE
2022 US$854 per tonne
2021 US$810 per tonne
2022 US$611 per tonne
2021 US$533 per tonne
2022 US$326.9m
2021 US$276.6m
REVENUE AND GROSS PROFIT
Group revenue increased to US$326.9
from US$350 per tonne to US$402
Limited. There is no corresponding
per tonne, caused predominantly
amount in 2022. At the time of
million in 2022, up by 18% from the
by inflationary pressure on fertiliser
the disposal, US$9.3 million of
US$276.6 million recorded in 2021.
inputs in the year. Cost per tonne,
the proceeds were deferred, and
Group crops continued to rise, and
production of both CPO and PK
reached new highs as a result, as
explained in more detail in the later
crop and production sections of this
report. Sales prices were up for both
CPO and PK, and average ex-mill-
gate (“EMG”) prices were US$854
and US$611 per tonne in the year,
increases of 5% and 15% respectively
on the previous year. The Group also
benefited from directly selling an
increasing proportion of its output
as CPO and PK rather than selling
ffb for processing in outside mills.
This was particularly significant at
Bumi Mas, where the Group mill was
operational throughout 2022.
The Group’s cost of production
is reported as a combined cost
per tonne, measuring the costs
associated with each tonne of ‘palm
product’, being both CPO and PK. It
after taking into consideration
crops purchased from scheme
smallholders and independent
suppliers, increased in the year
to US$527 per tonne (2021 US$465
per tonne) as ffb purchase prices
increased along with the higher CPO
price during 2022. Further analysis of
Group costs is included on page 24.
since then, US$2.5 million has been
received during 2022. The final
instalment of US$6.8 million is due to
be received by the Group in July 2023.
ADMINISTRATIVE EXPENSES
AND OTHER INCOME
Group administrative expenditure
in 2022 was US$4.6 million
The Group does not measure cost
(2021 US$5.4 million), a little lower
per tonne in the same way for its
than the amount incurred in the
estates supplying outside mills, but
previous year. Group other income
continues to maintain careful estate
increased to US$1.9 million (2021
cost control in those locations. At the
US$1.4 million) on sales of electricity
end of 2022, the only Group locations
from the Group’s biogas facilities
supplying outside mills were Musi
Rawas and Simpang Kiri, and this
reduced to only Simpang Kiri in early
2023 once the mill at Musi Rawas had
opened. As there were fewer of them,
the gross profit achieved by locations
without mills reduced in 2022 to
US$9.6 million (2021 US$12.6 million).
and sale of surplus kernel shells.
The Group continues to work on
identifying new opportunities for
electricity generation and supply
agreements to maximise the use
of available capacity at its milling
locations.
is designed to be a fully absorbed
Allowing for the above, the
cost, which includes all estate
Group’s gross profit in 2022 was
overheads along with the significant
US$109.2 million, 5% higher than the
majority of central costs recharged
US$103.6 million achieved in 2021.
from the Group’s Jakarta head office
plus an appropriate element of
costs recharged from the UK head
PROFIT ON SALE OF LAND
In 2021, the Group recorded a one-off
NET FINANCE COSTS
The Group’s finance costs were
similar to the prior year at
US$2.7 million, reflecting the impact
of increasing interest rates over the
course of the year, offset by reduced
borrowings as the Group continues
office. The Group’s cost per tonne
profit on the disposal of 70 hectares
to pay down outstanding term loans.
in relation to crop harvested and
of land in Malaysia owned by
Finance income increased to
processed from the Group’s majority-
its subsidiary company, Bertam
US$1.4 million (2021 US$0.6 million)
owned areas increased in the year,
Consolidated Rubber Company
as cash balances rose in the year.
18
M.P. EVANS GROUP PLCANNUAL REPORT 2022
5%
INCREASE
IN GROSS PROFIT
2022 US$109.2m
2021 US$103.6m
TAXATION
The Group tax charge for the year was US$24.1
million (2021 US$23.2 million). The Group pays a
significant amount of corporate tax in Indonesia,
its principal operating location, and remains
committed to operating transparently and paying
appropriate taxation on the profits generated.
ASSOCIATED COMPANIES
The Group’s Indonesian associate, PT Kerasaan
Indonesia (38% owned) contributed US$1.7 million
(2021 US$1.5 million) to Group profit in the year,
and the Group received dividends of US$1.5
million (2021 US$1.2 million). The Group’s
Malaysian associate, Bertam Properties Sdn Bhd
(40% owned), contributed US$0.5 million
(2021 US$1.0 million) to Group profit in the year,
and the Group received dividends of
US$1.2 million (2021 US$1.2 million).
PROFIT FOR THE YEAR
As a result of the above, the Group’s profit for the
year was US$78.4 million (2021 US$91.8 million),
lower than the previous year mainly due to the
one-off profit on land sale in 2021 referred to above.
NET ASSETS AND BORROWING
At the end of the year, the Group’s net
assets had increased to US$488.8 million
(2021 US$445.0 million). Current assets exceeded
current liabilities by US$97.4 million (2021 US$72.3
million). The Group had cash and liquid resources
of US$82.5 million (2021 US$65.6 million). As a
result of the further cash generation in the year,
net debt had been eliminated, and year-end net
funds were US$33.5 million (2021 net debt
US$5.4 million). As a result, the Group had no
net gearing (2021 – 1%), whilst gross gearing was
9% (2021 – 14%).
STRATEGIC REPORT
RESULTS & FINANCIAL POSITION
Harvester with ripe ffb at Kota Bangun estate
19
19
OPERATIONS: INDONESIAN PALM OIL
CROPS
The crop processed by the Group is
Crop from the Group’s majority-
up 23% (2021 – 24%) of total crop
owned areas was up by 12%, from
processed by the Group. This
made up of three component parts:
809,700 tonnes in 2021 to 905,400
proportion may increase in the short
Group crops harvested from its
majority-owned areas, scheme-
tonnes in 2022. Plantings have
term as the Group’s Musi Rawas mill
continued to mature during the
is commissioned, but is ultimately
smallholder crops harvested from
course of the year, and the average
planned to decrease as Group and
community-owned smallholder
co-operatives areas attached to
age of majority-owned areas is now
scheme-smallholder crops utilise a
ten years, approximately the point
larger amount of milling capacity.
some of the Group’s estates, but
at which palms reach a lengthy
The increase in independent crop
managed by the Group on behalf of
period (up to a decade) of maximum
processed was restricted to 4% in
the smallholder co-operatives, and
productivity. However, that average
2022 as purchases were temporarily
independent crops purchased from
age is made up of estates at different
scaled back during the palm-oil
third-party suppliers to utilise spare
points in their planting lifecycle, and
export ban in April and May to
capacity in Group mills. The majority
some are notably younger, particularly
mitigate against the risk of Group
of crop is processed in Group mills,
Musi Rawas in South Sumatra, where
storage facilities becoming full. This
with a small part currently being
the Group is continuing to plant
secured the continued operation of
processed by third-party mills where
new palms and crop is increasing
Group mills and processing of Group
Group milling facilities have not yet
more rapidly. The crop from scheme
and scheme-smallholder crops.
been built.
smallholders increased by 16% in
The total crop processed by the
Group increased in the year to
the year, from 229,300 tonnes to
As reported in last year’s annual
265,700 tonnes, following a similar
report, there was a period of
pattern to crop from the Group’s own
particularly wet weather towards
1,511,700 tonnes (2021 – 1,366,200
areas, but with a slightly younger
the end of 2021 at Kota Bangun,
tonnes), an overall increase of 11%.
planting profile leading to a larger
creating some challenging conditions
This was in line with the Group’s
proportionate increase in the year.
on the estate. The wet weather
growth plans, and a result of both
persisted into the early part of
the long-term investment made by
Purchasing crop from independent
2022, making harvesting conditions
the Group in Indonesian oil palm
suppliers continues to be important
difficult in some areas, as well as
and the commitment to operational
to the Group to ensure that mill
adding operational challenges in
excellence by the Group’s agronomic
capacity is utilised as much as
transporting the harvested ffb for
management teams.
possible. Independent input made
mill processing on a timely basis.
Nursery at Simpang Kiri estate
20
M.P. EVANS GROUP PLCANNUAL REPORT 20222021
TONNES
194,300
152,300
179,000
165,700
69,400
49,000
809,700
86,300
80,800
—
29,900
32,300
229,300
13
10
8
1
55
6
12
5
13
—
2
61
16
(9)
(20)
9
1,780
4
11
210,600
78,200
35,900
2,500
327,200
1,366,200
STRATEGIC REPORT
OPERATIONS
Despite the relatively slow start to the year,
CROP
2022
TONNES
INCREASE/
(DECREASE)
%
conditions improved as it progressed, and
the pattern of long-term crop growth at
Kota Bangun reasserted itself, such that
by the end of the year total crop from the
estate was over 300,000 tonnes, with growth
of 13% and 5% from Group and scheme-
smallholder areas respectively. The estate
sits close to the Mahakam river in East
Kalimantan, and due to the topographical
conditions on site, some of the planted
areas are relatively low-lying, increasing
flood risk in times of high rainfall. The Group
has, for several years, invested in innovative
water-management and water-defence
projects, mitigating this risk, and in 2022
a water-catchment area was constructed,
with a capacity of 1 million cubic metres
which will enable estate management to
moderate the flow of water through some of
the affected area. A further water-catchment
area, with a 1.5 million cubic-metre capacity,
is planned for construction in 2023. As
part of its ongoing review process, the
Group identified a small planted area of
152 hectares which had been badly flood
damaged and for which there was no cost-
effective water-defence plan, and these
hectares were written off during the year.
In a similar way to Kota Bangun, crop at the
Group’s Bangka estate got off to a relatively
slow start in 2022. This was partly weather
related, but also a reflection of natural
seasonality of oil-palm cropping, which does
not necessarily follow a 12-month cycle. Unlike
2021, when crop was very heavily weighted
towards the first half of the year in Bangka, a
more even split was established during 2022,
with the crop peak occurring around the
middle of the year. Crop for the full year was
up by 10% for the Group’s own areas and 13%
for scheme smallholders, whilst there was a
20% (15,400 tonne) reduction in outside crop
purchases, a combination of managing mill
capacity as Group and scheme-smallholder
crops continued to increase, and the
cautious approach adopted during the
palm-oil export ban.
219,400
167,200
192,500
166,700
107,600
52,000
905,400
91,000
91,200
900
30,600
52,000
265,700
191,700
62,800
39,100
47,000
340,600
1,511,700
Own crops
Kota Bangun
Bangka
Pangkatan group
Bumi Mas
Musi Rawas
Simpang Kiri
Scheme-smallholder crops
Kota Bangun
Bangka
Pangkatan group
Bumi Mas
Musi Rawas
Independent crops purchased
Kota Bangun
Bangka
Pangkatan group
Bumi Mas
TOTAL CROP
CROP HISTORY
tonnes
Scheme smallholders
Group
1,200,000
1,000,000
800,000
600,000
400,000
200,000
0
2012
2013
2014
2015
2016
2017
2018
2019
2020
2021
2022
21
STRATEGIC REPORT continued
The Pangkatan estates in North
independent suppliers, with 47,000
PK. As before, during 2022, the
Sumatra continued to deliver high
tonnes of outside crop sourced for
Group sold its crop at Musi Rawas
crop levels in 2022, with an average
processing in the Group mill. As local
and Simpang Kiri to outside mills
yield of 29 tonnes in Group-owned
supplier relationships develop and
for processing, with a selling price
areas. There was a small amount of
strengthen, the Group’s objective is
based on the CPO market and an
replanting during the year amounting
to increase independent purchases
assumed rate of extraction. However,
to 64 hectares, as part of the Group’s
in the coming year.
commitment to maintaining the
to be consistent with other locations,
CPO and PK produced from these
long-term productivity of these
The Group’s largest crop increase
estates’ crops are reported as part
well-established estates. During
was at Musi Rawas, its youngest
of the Group total but subtotalled
the year, the Group continued to
estate, with an average planting age
separately in the production table.
work with local communities to
of less than five years at the end of
develop independent smallholder
2022. Crop from Group-owned areas
The Group is committed to increasing
co-operatives and to replant those
increased by 55%, whilst that from
its CPO and PK production capacity
areas to a high standard. By the end
scheme smallholders was up by 61%
as much as possible. The Group’s
of 2022, 894 smallholder hectares
in the year, putting the Group in a
crops and those of its scheme
had been developed. The majority of
strong position as it starts to supply
smallholders are of a high standard,
these remained immature at the end
its newly constructed mill on site,
and the Group seeks to maximise
of the year, but a small crop of 900
operational from February 2023.
the margins available to it by milling
tonnes has been recorded.
At Bumi Mas, the Group has seen
At Simpang Kiri, crop increased
by 6% to 52,000 tonnes, as the
that crop and selling the oil and
kernels for itself. With the benefit of
having five Group mills operational
significant crop increases in recent
Group continues to benefit from
years following the acquisition of the
the replanting that has taken place
throughout the year, total CPO
production increased by 9% to
estate and subsequent improvement
there and the higher quality planting
341,700 tonnes, and PK production
to agronomic standards. By 2021,
material that has been used during
was up by 10% to 73,800 tonnes.
the estate was achieving a yield of
that programme.
23 tonnes per mature hectare. After
several years of larger steps forward,
the estate delivered a smaller
PRODUCTION
The Group continues to prioritise
All the Group’s palm-oil mills are
accredited as certified sustainable
producers as soon as possible after
increase in 2022, 1% and 2% up on
processing crop through its own
commissioning, although it can take
crops from Group and scheme-
smallholder areas respectively.
milling facilities, given both the
strategic and financial benefits
time to complete the necessary
independent audit and approval
Also, being in East Kalimantan, the
involved. Throughout the course of
checks. All of the Group’s ffb, and
estate experienced similar weather-
2022, the Group had five operational
that of its scheme smallholders, are
related harvesting and operational
palm-oil mills, with a sixth under
grown to the same high standards
challenges to Kota Bangun in the
construction at Musi Rawas. The mill
and in a sustainable way. The
early part of the year. The harvesting
at Musi Rawas opened in February
Group’s certified sustainable output
challenge was compounded by the
2023 and will now process all of
increased to 64% in the year
departure of some inexperienced
the crop from that estate and start
(2021 – 55%) as the Group benefited
harvesting workers during these
to take in additional crop from
from the increase in milling capacity.
difficult working conditions, but the
independent suppliers to maximise
This figure will rise further as the
management team have worked
its utilisation.
diligently to address this issue and
mill-building and certification
programme continues, but will also
ensure that the estate workforce
As crops available for processing
benefit from mill capacity being
is robust to future challenges.
continued to increase in 2022, so the
taken up increasingly by the Group’s
Crop at Bumi Mas was enhanced
Group was able to record another
own crop and that of its scheme
by a full year of purchasing from
rise in production of both CPO and
smallholders.
22
M.P. EVANS GROUP PLCANNUAL REPORT 2022
STRATEGIC REPORT
OPERATIONS
PRODUCTION AND EXTRACTION RATES
GROUP AND THIRD-PARTY MILLS
CRUDE PALM OIL
PALM KERNELS
PRODUCTION
Group mills
Kota Bangun
Bangka
Pangkatan group
Bumi Mas
Third-party mills
Bumi Mas
Musi Rawas
Simpang Kiri
EXTRACTION RATES
Group mills
Kota Bangun – Bumi Permai
Kota Bangun – Rahayu
Bangka
Pangkatan group
Bumi Mas
Third-party mills
Bumi Mas
Musi Rawas
Simpang Kiri
2022
TONNES
112,800
75,100
53,300
56,200
297,400
—
32,600
11,700
44,300
341,700
%
23.3
21.2
23.4
22.9
23.0
22.9
—
20.4
22.5
INCREASE/
(DECREASE)
2021
2022
INCREASE/
(DECREASE)
%
TONNES
TONNES
(1)
1
10
170
15
—
57
6
(19)
9
%
(2)
(6)
(2)
1
1
(2)
—
—
—
114,400
74,200
48,600
20,800
258,000
23,100
20,800
11,000
54,900
23,800
18,400
12,200
9,600
64,000
—
7,500
2,300
9,800
312,900
73,800
%
23.8
22.5
23.8
22.6
22.8
23.3
21.6
20.4
22.5
%
5.1
4.2
5.7
5.2
3.9
4.9
—
4.7
4.5
%
5
3
8
182
16
—
60
5
(18)
10
%
4
—
—
(2)
5
(2)
—
2
—
2021
TONNES
22,700
17,800
11,300
3,400
55,200
5,000
4,700
2,200
11,900
67,100
%
4.9
4.2
5.7
5.3
3.7
5.0
4.7
4.6
4.5
The Group sells some crop to outside mills for processing, with a selling price based on the CPO market and an
assumed rate of extraction. However, to be consistent with other locations, CPO and PK produced from these estates’
crops are reported as part of the Group total but subtotalled separately above.
The Group continues to purchase
ffb from independent suppliers
and in Bangka and this is an area of
continuing focus for mill management.
At all other locations, compost is
produced and applied to the Group’s
in order to maximise the capacity
Mill staff go through a detailed
planted areas as a nutritious organic
utilisation of its milling facilities.
grading process to review incoming
fertiliser, and biogas facilities are
Supplies purchased from independent
supplies with the objective of sorting
used both to treat mill effluent in
sources tend to be of noticeably
and rejecting poor-quality bunches.
covered ponds, significantly reducing
lower quality than ffb grown and
greenhouse gas emissions, and to
harvested either from the Group’s
Group mills are developed on a fully
generate green electricity. Electricity
own areas or from those belonging
integrated basis and on a zero-
generated is used either for the
to scheme smallholders, which are
waste principal. All mills have both
Group’s own power needs (reducing
planted and managed by the Group
composting and biogas facilities
the requirement for diesel generators
to the same high standards as
on site, with the exception of the
on site or for power drawn from
majority-owned hectarage. Over the
Group’s oldest mill at Pangkatan,
the domestic grid, much of which
course of 2022, maintaining quality
where it has not been possible to
is dependent on coal-fired power
standards for independent crop was
a particular challenge in Kota Bangun
reach a power supply agreement
with the state electricity company.
stations) or to sell as excess power to
the state electricity company.
23
STRATEGIC REPORT continued
74%
Field
30%
Labour
Fertiliser
17%
Depreciation 15%
12%
Other
15%
Other Head office
Other
7%
8%
11%
Mill
Labour
3%
Depreciation 4%
4%
Other
24
COSTS
Cost per tonne of palm product is
in maintaining and enhancing crop
yields. Unit costs do also vary by
usually at its lowest when the Group
location, depending on a number
processes crop from its majority-
of factors including maturity, yield
owned areas in its own mills.
patterns, upkeep requirements, and
Production costs increase when the
experience of the local workforce.
Group purchases crop for processing,
The Group’s location with the lowest
whether from its associated scheme
production cost continues to be
smallholders, or from independent
Pangkatan in North Sumatra, which
suppliers. This is partly due to
benefits from being a mature,
replacing its own estate costs with
well-established estate with a
an ffb purchase cost, but also in
low-cost mill.
the case of ffb from independent
suppliers, due to the lower extraction
The total cost of production, allowing
rates achieved. The variance
for all sources of crop, increased
increases at times of higher prices,
from US$465 in 2021 to US$527
as purchase costs are linked by
in 2022, an increase of 13%, the
formula to the prevailing CPO price.
rise being a combination of cost
increases and the higher CPO price
The Group’s long-standing policy
prevailing during the year. Purchasing
has been to include all depreciation,
crop to maximise capacity utilisation
general charges and estate
in Group mills remains worthwhile
administrative and overhead costs
even with the higher cost involved
in its analysis of cost per tonne. In
not least as the Group benefits from
addition, all central costs incurred at
the higher CPO selling price after
its Jakarta head office are allocated
processing, and the Group continues
to its operating units and included
to make profitable use of the
as part of cost per tonne, as are an
additional capacity available to it.
appropriate proportion of UK costs.
During 2022, cost per tonne for
The Group continually monitors
production sourced from the Group’s
costs on its estates, at its mills, and
own areas increased to US$402
in relation to its management and
(2021 US$350), an increase of 15%.
administrative activities. Inflationary
The main upward pressure during the
pressures remain, particularly in
year was a sharp increase in fertiliser
costs, which in some cases more
relation to fertiliser, but to a lesser
extent for other inputs such as wage
than doubled. Russia is a significant
costs and fuel, caused by world
producer of fertiliser, and the Group
events over which the Group has no
took the decision to avoid purchases
control, most notably the ongoing
originating from that country, adding
conflict in Ukraine. A continuing
to some cost increases in the year.
period of relatively high commodity
Nonetheless, management took the
prices, along with rising production,
strategic decision that maintaining
act as mitigating factors, but at the
fertiliser application based on
same time the Group continues to
recommendations from our expert
work on operational innovation,
agronomic consultants remained in
seeking wherever possible to reduce
the Group’s best long-term interests
unit costs.
M.P. EVANS GROUP PLCANNUAL REPORT 2022STRATEGIC REPORT
OPERATIONS
MILL-GATE PRICE
The Group benefited from a high CPO
reflecting both the demand for
certified sustainable production and
price environment during the course
the Group’s ability to deliver more
ASSOCIATED COMPANY:
KERASAAN
The Group’s 38%-owned oil-palm
of 2022. As explained in more detail in
of its own certified output. CPO and
associate in North Sumatra,
the ‘palm-oil market’ section on pages
PK are sold with both RSPO and ISCC
PT Kerasaan Indonesia (“Kerasaan”),
10 and 11, the price per tonne for
certifications depending on demand
achieved a crop of 51,900 tonnes
CPO, when expressed in cif Rotterdam
and where the best premia can be
in 2022, 6% lower than the 55,200
terms, ranged between US$895 and
achieved. The average premia for
tonnes in 2021. Replanting continued
US$1,990 and averaged US$1,345, 13%
CPO when sold as certified oil was
at the estate in 2022, with a total
higher than the US$1,195 in 2021. In
US$16.90 per tonne (2021 US$17.40),
of 145 hectares planted in the year,
Indonesia, the government charges
whilst demand for sustainable PK
bringing up the total planted area
taxes and levies on the export of
was particularly strong in 2022
to 2,242 hectares. The average age of
palm oil and related products. Whilst
with average premia for PK sold as
planting at Kerasaan is now 13 years.
these are not borne directly by the
certified up to US$91.80 per tonne
Group, as sales are made at mill-gate
(2021 US$55.20).
for onward shipment and processing,
they influence the amount buyers
are willing to pay. As also discussed
PLANTING
At Musi Rawas, planting continued
PERFORMANCE EVALUATION
The Group uses key performance
indicators at all levels, both in
Indonesia and in the UK, in assessing
in the ‘palm-oil market’ section of
throughout 2022. As part of any new
its plantation operations and
this report, there were some changes
development, the Group works with
directing management effort in
to taxes and levies in 2022, but as
local communities and any local
supervising those operations. In this
a general rule, the gap between
land-rights holders on the basis of
year’s annual report, the Group is
quoted cif Rotterdam prices and
free, prior informed consent. Fully
continuing to provide, in this section,
available mill-gate prices widens as
agreed, documented, and witnessed
the key operational metrics as
prices increase due to the graduated
land compensation is paid prior to
previously reported.
taxation system in place. Despite this,
any planting taking place. All planting
the Group achieved an average mill-
is performed in compliance with the
The planted hectarage managed by
gate price for CPO sales from its own
environmental standards published
the Group continued to increase
mills of US$854 per tonne in the year,
by the RSPO. The Group planted
in the year, with ongoing planting
5% higher than the US$810 per tonne
585 hectares at Musi Rawas in 2022,
at Musi Rawas, as well as the
in 2021.
bringing the total planted area there
development of new co-operative
to 9,600 hectares, and the Group
schemes in northern Sumatra. All
Pricing for palm kernels was
expects to achieve its initial target
activity takes place in line with the
particularly strong in the early
of achieving a total planted area of
RSPO planting requirements, and the
part of 2022, with prices peaking in
March at US$980 per tonne, based
10,000 hectares during 2023.
Group is committed to the highest
sustainability standards. At the end
on a combination of high demand
In North Sumatra and Aceh, the
of the year, the total planted area of
for certain products and a deficit
Group has made significant progress
the Group and its associated scheme
of coconut-oil supplies. Since then,
during the year on the formation
smallholders was 54,100 hectares.
pricing has abated, returning to more
of new co-operative schemes and
Planted hectarage increased further
familiar levels. The average selling
financing replanting of areas of oil
after the year end following the
price for the year was US$611 per
palm for members of those schemes.
acquisition of 2,100 planted hectares
tonne, 15% higher than the US$533
By the end of 2022, a total of 1,147
close to the Simpang Kiri estate.
per tonne achieved in 2021.
hectares had been replanted as part
The Group anticipates introducing an
of these schemes, both at Pangkatan
accelerated replanting programme in
Included in the above sales figures,
and Simpang Kiri. In addition, 64
some of the acquired area to
the Group received sustainability
hectares of the Group’s own oil palm
work towards bringing them up
premia of US$7.5 million (2021
were replanted at Pangkatan during
to the expected excellent Group
US$4.3 million), another increase
the year.
standards.
25
M.P. EVANS GROUP PLC
ANNUAL REPORT 2022
STRATEGIC REPORT continued
PERFORMANCE
EVALUATION
The Group uses key
performance indicators
at all levels, both in
Indonesia and in the
UK, in assessing its
plantation operations
and directing
management effort
in supervising those
operations.
2626
54,100
HECTARES, GROUP
AND SCHEME
SMALLHOLDERS
PLANTED HECTARAGE
Planting new hectarage and replanting
hectarage that has reached the end
of its economic life determines the
Group’s capacity to produce crop
2021: 52,600 hectares
growth in the future.
23.2
TONNES PER
HECTARE
2021: 21.1 tonnes
per hectare
FFB YIELD PER HECTARE
The rate at which the Group is able to
generate ffb from its mature planted
hectarage is the most important
measure of its agricultural efficiency.
1,171,100
TONNES
FFB CROP
The volume of ffb crop is the
primary determinant of the
2021: 1,039,000 tonnes
Group’s ability to generate CPO
and PK for sale.
22.9%
OIL-EXTRACTION
RATE
2021: 23.3%
EXTRACTION RATES
The rate at which the Group is able to
convert its ffb into CPO, quantified as the
oil-extraction rate, is the most important
measure of its processing efficiency.
US$402
PER TONNE PALM
PRODUCT
2021: US$350 per tonne
palm product
COST PER TONNE OF PALM
PRODUCT
The Group’s long-term profitability
depends on its success in minimising
the unit cost of production that is
summarised in this measure.
STRATEGIC REPORT
OPERATIONS
The crop yield per hectare is
Mill management monitor the
Cost control is central to the
monitored carefully by management.
performance of each of the Group’s
success of the Group’s operations,
For each year of planting on each
oil-palm mills, and as part of their
and management monitors the
estate it is budgeted, reported and
monitoring will regularly record and
efficiency of both its plantation and
reviewed. The yield per hectare can
review the percentages of free fatty
its milling operations by reviewing
be significantly different as a result
acids, dirt and moisture in mill output,
their unit costs in comparison
of a number of agronomic factors
as well as oil losses at various stages
to agreed budgets, and as well
including soil, weather, and the
of the production process. Extraction
as benchmarking against other
natural yield cycle. However, the most
rates can vary depending on both the
operating units. A significant
important determining factor in yield
performance of the mill itself and
proportion of costs in both the field
is the age of the palm. In 2022, the
the type and quality of the ffb that is
and the mill are fixed and so vary
average yield per mature hectare
supplied to the mill for processing.
little with levels of utilisation. Field
across all of the Group’s plantings,
Mill throughput is also measured
costs in particular can vary from
including scheme smallholders,
daily as an efficiency indicator. An
location to location depending on
increased to 23.2 tonnes, an
average oil-extraction rate of 22.9%
local conditions, including terrain,
encouraging increase on the
was achieved across all the Group’s
weather conditions, infrastructure
21.1 tonnes recorded in 2021.
mills in 2022. This is slightly lower
and age of plantings. As a result,
Local estate management work
than the rate achieved in the previous
costs are monitored on an individual
diligently to control field standards,
year but compares well with industry
estate basis. During 2022, the Group
fertiliser application, harvester
standards. The main reason for
achieved a cost of US$402 per
numbers and productivity as well as
the reduction was identified to be
tonne for production from its own
the quality of estate infrastructure,
some challenges associated with the
areas. The Group experienced some
including estate roads and drains.
quality of independent crop supplied
significant inflationary pressure
Senior management monitor estate
to Group mills, and this has been
on certain input costs in 2022,
activities and obtain independent
prioritised for follow up and review
most notably in fertiliser prices.
advice if required. Overall, the
by mill management. The Group’s
Maintaining recommended fertiliser
combined crop from the Group’s
engineering team supervises all mill
inputs is key to achieving ongoing
own areas and from the associated
construction. This work is undertaken
high yields, and the Group has, to
scheme smallholders was
by independent contractors, but is
date, accepted this cost increase, but
1,171,100 tonnes.
based on agreed tenders, budgets
continues to keep this, and all other
and timetables.
costs, under continual review.
The chief executive in discussion
with the senior Kalimantan mill
manager during a visit to the
Rahayu mill at Kota Bangun
27
STRATEGIC REPORT continued
CURRENT TRADING AND PROSPECTS
The total crop processed by the Group for the first two months of 2023 is 8% higher than
for the same period in 2022. The Group’s own crops and those of its associated scheme
smallholders have been a little subdued during the early part of the year, mainly due to
normal seasonal variances, as was the case in early 2022. As a result, the Group’s own crop
and that of its associated scheme smallholders has been very similar to that achieved in
the first two months of 2022, being 1% down and the same respectively. A review of bunch
formation and bunch counts on Group and smallholder palms indicates that crop is expected
to increase as the Group moves further into 2023. Purchases of outside crop increased more
significantly, with a 38% year-on-year rise, helping to keep Group mills occupied during
the period.
The details are set out in the following table:
Own crops
Scheme-smallholder crops
Independent crops purchased
2 MONTHS ENDED
28 FEB 2023
TONNES
116,300
35,100
61,300
212,700
INCREASE/
(DECREASE)
%
(1)
—
38
8
2 MONTHS ENDED
28 FEB 2022
TONNES
116,900
35,000
44,300
196,200
As reported above, CPO prices were high during 2022, and cif Rotterdam prices averaged
US$1,345 per tonne for the year, whilst the Group’s average mill-gate prices for its sales were
US$854 per tonne. Prices stabilised at a somewhat lower level in the latter part of the year and
into early 2023, with the Group able to achieve mill-gate prices of approximately US$750 per
tonne, although there have been some recent positive signs with sales prices moving above
US$800 per tonne in recent sales contracts. Encouragingly, there have been no significant
changes to the regulatory environment for the sale of palm oil and related products within
Indonesia over several months, providing some welcome stability within the market.
The Group made another step forward in delivering its strategy in February 2023 by opening
its sixth palm-oil mill, located at the Musi Rawas estate in South Sumatra. The 60-tonne-per-
hour capacity mill is now processing all of the crop from the Group’s own planted areas at
Musi Rawas as well as those of its associated scheme smallholders, offering an immediate
uplift to the extraction rates available to the Group from that crop. In addition, after a short
proving period, the mill will soon start to take in crop from outside suppliers, to increase its
capacity utilisation and to add further to the total crop processed by the Group.
Now that the Musi Rawas mill has been commissioned, the Group is milling for itself
approximately 96% of the crop that it processes, with only the crop at Simpang Kiri being
sent to an outside facility. As announced in early March 2023, the Group has just acquired a
further 2,100 planted hectares close to the Simpang Kiri estate, in line with its growth strategy.
Management will now review plans to develop a further mill there which, if constructed, would
enable the Group to mill 100% of the crop that it processes.
The board remains firmly of the view that sustainable palm oil, as a high yielding and
low-cost product, will continue to offer attractive returns, and that the prospects for the
Group remain bright.
28
M.P. EVANS GROUP PLCANNUAL REPORT 2022
STRATEGIC REPORT
OPERATIONS
OPERATIONS:
MALAYSIAN
PROPERTY
ASSOCIATED COMPANY:
BERTAM PROPERTIES
Properties developed by the Group’s
40%-owned associate, Bertam Properties
Sdn Bhd (“Bertam Properties”) continued
to be of a high quality, and appealing to
buyers, during 2022. Total consolidated
revenue at Bertam Properties, including
from its own subsidiary, Penang Golf
Resort Berhad, was 77 million Malaysian
Ringgit (US$17 million) in 2022, a little
lower than the 84 million Malaysian
Ringgit (US$20 million) in 2021. Bertam
Properties sold 176 properties from its
developments during the year (2021
– 146 properties), with some of the
housing launches in the second half of
2022 being in particularly high demand.
Because of the related accounting rules,
some of the benefit of those agreed
sales will not be recorded until 2023.
Bertam Properties continues to hold
a land bank available for future
development, and its total development
area, including that currently under
construction, but not including the
103-hectare golf course, amounts to 210
hectares. The Bertam Properties land
continues to be a valuable asset whose
value has increased as development
of the projects has progressed towards
completion and the new town attracts
more residents and businesses.
Artist’s impression of new housing
at Bertam Properties, with already
developed houses in background
29
RISK MANAGEMENT
The Group regularly considers its principal risks. They are reviewed and assessed by the
audit committee at least annually and reported to the board for approval.
During 2022, an updated and refreshed approach to the identification and management of risks was introduced. A new
‘head of risk management’ was appointed, based in the Group’s Jakarta office, responsible for maintaining the Group
risk register and for working closely with operational management across Indonesia as well as with the UK head office
team. Risks are classified within one of seven areas, being: operational, production and sales, financial, people, ESG
(Environmental, Social and Governance), political and regulatory, and information systems. Regular risk review meetings
take place to discuss the development of existing risks, their mitigation, as well as to identify new and emerging risks
to the Group. Risk summaries are presented to, and reviewed by, the audit committee. As a result of this updated
approach, a number of new principal risks have been identified, as disclosed in this section. However, the board
remains of the view that the most significant risk to the Group is a reduction in the commodity prices for CPO and PKO.
KEY
Likelihood of occurrence
LOW MED HIGH
Impact on the business
LOW MED HIGH
Risk change from prior year
INCREASE
DECREASE
NO CHANGE
NEW
N
e
c
n
e
r
r
u
c
c
o
f
o
d
o
o
h
i
l
e
k
i
L
HIGH
5
MED
6
18
1
3
10
14
2
7
9
LOW
4
19
8
13
15
16
17
11
12
LOW
MED
HIGH
Impact on the business
RISK
IMPACT
MITIGATION
OPERATIONAL
1 Adverse weather
One or more of the
Group’s operational
locations suffers
from adverse weather
conditions.
MED MED
2 Climate change
Group estates start to
feel the impact of long-
term changes in climate
patterns.
MED HIGH
Yields may be lower than
anticipated if weather
conditions are too wet or too
dry, causing lower crops or
difficulties in harvesting.
The Group accepts that weather patterns can vary over the short term,
but its experience of developing and managing oil-palm estates in
Indonesia over several decades shows that any crop deficits tend to be
made up over the longer term. In addition, the Group benefits from the
geographical diversity of its operations within Indonesia.
Changing weather patterns
may result in changing yield
profiles on the Group’s oil-
palm estates.
There has been no evidence of significant changes to weather patterns
on the Group’s estates to date. However, the Group is not complacent
and continues to monitor the situation. A more detailed assessment of
climate risk has been performed and is included in the TCFD section of
this report on pages 34 to 37.
3 Flood and water incursion
One or more of the
Group’s planted areas
suffer a significant flood.
Depending on the severity,
flooded areas are difficult
or impossible to harvest,
reducing yield from those
areas.
Some of the Group’s estates are more prone to flood risk than others,
due to their location and topographical conditions. The Group has
invested in water management systems, including bunding and
drainage systems, as well as water pumps to evacuate excess water.
Whilst a remarkably hardy
plant, the oil palm can still
be subject to attack from
pest and disease, reducing
yield from affected areas.
The Group employs experienced agronomic managers in all its estates
and takes advice from external consultants when appropriate. Effective
management is designed to identify issues when they occur, and to
ensure that they do not become widespread. Senior staff remain up to
date in latest agronomic practices.
MED MED
4 Pests and disease
Group planted areas
are attacked by pests or
infected by disease.
LOW LOW
30
M.P. EVANS GROUP PLCANNUAL REPORT 2022
STRATEGIC REPORT
RISK MANAGEMENT
RISK
IMPACT
MITIGATION
PRODUCTION AND SALES
5 Change in prices
There is a significant fall
in commodity pricing for
CPO and PKO.
HIGH HIGH
A fall in commodity prices
would result in a reduction
in mill-gate prices received
by the Group for its output.
FINANCIAL
The Group accepts that it is dependent on its ability to sell its output
into a world market over which it has no control. However, oil palm
is a permanent tree crop and is the cheapest major vegetable oil to
produce, with Indonesia being the lowest cost producing country. The
Group employs a dedicated marketing team to monitor developments
in the market and to ensure that it receives the best available prices for
its sales tenders and other supply agreements.
6 Exchange-rate fluctuation
There is an adverse
impact in the Indonesian
Rupiah exchange rate.
Adverse exchange rate
movements can impact upon
Group costs and the value of
locally held assets.
Exchange rate risk is mitigated at least in part as the Group’s functional
currency is USD and both its revenue and significant proportion of its
costs are USD related. Local costs denominated in Indonesian Rupiah
(“IDR”) are lower in USD terms when the IDR weakens, but at the same
time assets held in IDR devalue, whilst the opposite holds when the
IDR strengthens against USD. Management have concluded that, other
than seeking to hold surplus cash balances in USD as far as possible,
any other formal hedging mechanisms would be difficult to achieve and
unlikely to be cost effective.
Increasing input costs
adversely affect cost per
tonne and, by extension,
operating margins.
The Group operates a centralised purchasing team, based in Jakarta,
that is responsible for all major procurement, supported by regional
offices dealing with local suppliers. Tenders are well-controlled and
subject to multiple reviews. Unit costs have benefited from increasing
yields, but recent inflation, particularly on fertiliser caused by the
Russia Ukraine conflict, has inevitably fed through to cost per tonne.
The Group is subject to an
additional tax liability.
In all cases, the Group is committed to complying with relevant tax
legislation and to paying taxes that are due. The Group employs a
dedicated tax specialist team and works with external tax consultants
where necessary to advise on complex areas.
9 Sufficiency of workforce
The Group is unable to
attract, train, or retain a
sufficient workforce at its
oil-palm estates.
A lack of workers may lead
to key operational tasks not
being performed to a Group
standard or not performed
at all, resulting in lost crop,
production and revenue.
The Group has a clearly defined management structure across all its
operating locations in Indonesia from senior management through
to managers and assistants responsible for individual estates and
divisions. Regular reviews are conducted including a discussion of
current and anticipated workforce requirements. Steps are taken where
necessary to recruit additional workers, and the pay rates, working and
living conditions are monitored to ensure that they are in accordance
with Group standards.
MED LOW
7 Inflation
There is a significant
increase in Group costs
due to inflationary
pressures.
MED HIGH N
8 Taxation
The Group is unable to
agree its tax accounting
with local tax authorities.
LOW MED N
PEOPLE
MED HIGH N
10 Succession planning
The Group fails to
focus on development of
its management team and
planning for succession
in key roles.
MED MED N
The Group relies on the
experience and expertise
of its senior management
Group, without whom the
Group risks a reduction in its
high operating standards.
Succession planning for senior staff has been identified as a priority
area and is discussed on a regular basis by the Group board. Wherever
possible, early discussions are held with staff members to discuss their
plans along with opportunities for future development. The continuing
growth of the Group has allowed for scope to provide new learning and
development for staff.
31
STRATEGIC REPORT continued
RISK
IMPACT
MITIGATION
ENVIRONMENTAL, SOCIAL AND GOVERNANCE
11 Environmental obligations
The Group fails to
comply with its own
policies, or with legal or
regulatory obligations, on
environmental protection.
A failure to comply with
environmental obligations
may lead to environmental
loss, reputational damage,
remediation costs and
potential fines.
LOW HIGH
12 Relationship with local populations
Operations are disrupted
by a breakdown in
relations with local
populations around
Group estates.
Disruption around Group
estates, including workforce
problems or transport
difficulties, could lead to a
slowdown or even stoppage
in Group production.
LOW HIGH
13 Reporting obligations
The Group fails to comply
with obligations to
provide external reporting
on ESG data and analysis.
LOW MED N
The Group may be subject
to regulatory challenge,
or have concerns raised
by investors if necessary
ESG data is missing from
reporting.
POLITICAL AND REGULATORY
14 Indonesian regulatory environment
The Indonesian
government introduces
new laws or regulations
which adversely affect
Group operations.
A change in the legal or
regulatory environment
could result in a reduction
in Group profitability due to
lower pricing, higher taxes, or
some other impact.
MED MED
15 Bribery and corruption
Operations in Indonesia
are deemed to be at risk
of bribery and corruption.
Inappropriate activities could
lead to both legal sanction
and a loss of reputation.
LOW MED
16 Security of land rights
The Group fails to secure
or renew the land
rights over its operating
locations.
Without valid title to the
land on which it operates,
estate operations may be
significantly disrupted or, at
worst, result in loss of the
land.
LOW MED
32
The Group applies its well-established policies on the development
and operation of sustainable oil-palm estates. It has a separate
sustainability team, including staff members resident at all its operating
sites. The Group is a long-standing member of the RSPO and is subject
to their independent audit and scrutiny.
Careful attention is paid to the Group’s relationship with local
populations around Group estates, including communication with
local government, mayors and village representatives. The smallholder
co-operative schemes attached to the majority of the Group’s planted
areas play an important part in aligning the interests of the Group
and the local community, and the Group works hard to ensure that the
mutual benefits of co-operative participation are well understood.
There have been, and continue to be, significant changes in the
regulatory environment around ESG in recent years, and the obligations
to capture and report data are only expected to increase. The Group
works with advisors, monitors guidance, and plans disclosure in
annual reports, standalone documents and through the website with
the objectives of meeting its obligations and to providing useful
information to its shareholders.
The Group has a very long history of operating in Indonesia, and during
that time the country has benefited from a period of political stability
and economic growth. Inevitably some changes occur which influence
the Group’s operations, for example the CPO export tax changes during
2022, but the Group monitors these and reports them to shareholders
as required.
The Group has a robust policy on bribery and corruption, completes
risk assessments and conducts training of senior management and
staff in all locations. It requires all its business partners to complete
questionnaires on their respective anti-bribery and anti-corruption
activities and policies. The Group has experienced staff at its Jakarta
head office and has employed independent consultants to maintain a
whistleblowing reporting channel to monitor any issues that arise.
The Group’s legal department in Jakarta maintain close control over
all of the Group’s land titles across Indonesia. Land is held under
25- or 30-year leases (HGUs) which are legally renewable at the end of
their term. The Group’s experience has been that renewal of HGUs has
been a straightforward process. For newer projects and estates under
development, a process of initial application takes place, which again
is controlled by the legal department. Prior to obtaining the HGU, all
necessary development and operating licences are obtained.
M.P. EVANS GROUP PLCANNUAL REPORT 2022STRATEGIC REPORT
RISK MANAGEMENT
RISK
IMPACT
MITIGATION
POLITICAL AND REGULATORY (continued)
17 Land rights dispute
There is a dispute over
land rights between
the Group and another
interested party.
LOW MED N
If the Group is unable to
defend its land rights, a loss
of planted hectarage would
have a knock-on effect to
crop and production.
At times, the Group is subject to claims from others who seek to
demonstrate an interest in the Group’s planted areas. This can be more
prevalent when commodity prices are high, not just for CPO, but other
competing commodities when claimants see other potential uses for
Group land. The Group legal team, supported by advisors as necessary,
robustly defend the Group’s land rights, and in all cases the Group is
satisfied that it holds the proper title to its planted areas.
INFORMATION SYSTEMS
18 Information security
Group IT systems are not
sufficiently secure.
MED LOW N
Proprietary or sensitive
information is shared
outside the Group, either as
a result of accidental loss or
malicious cyber attack.
A Group-wide information management and reporting system has
been deployed, and an in-house IT team works closely with retained IT
consultants to ensure that Group data remains secure. Access controls
have been established, and core data is stored in a secure ‘cloud’
environment.
19 System robustness
IT systems critical to the
Group are found to be
unreliable or inconsistent.
LOW LOW N
Group decision-making and
reporting is based on system
output, and unreliable data
could lead to poor decisions
or incorrect analysis.
The Group’s management system is made up of several modules
covering different aspects of operations and reporting. It is well-
established and outputs are reviewed by management across the
Group. Reports are discussed and challenged appropriately. A change
management protocol has been developed to ensure that system
updates are tested rigorously before being deployed into the
‘live’ environment.
Approved by the board of directors and signed on its behalf.
Matthew Coulson
Chief executive
21 March 2023
33
SUSTAINABILITY
The Group is committed to the production of certified sustainable palm oil, and has
sustainability at the core of its strategic and operational decision making
SUMMARY OF TASKFORCE ON
CLIMATE-RELATED FINANCIAL
DISCLOSURES
The Group recognises that developing
active members of the RSPO, we
focused specifically on environmental,
do not deforest, and we are good
social and governance (“ESG”) matters.
stewards of the land we cultivate. We
provide housing, along with medical,
The management of climate risks
a sustainable business means making
educational and leisure facilities
and opportunities takes place
long-term decisions, including
protecting the environment for
the benefit of all. Concerns about
along with places of worship for our
throughout the business. The board
workers and their families.
has delegated executive responsibility
for the Group’s climate action to the
global warming, and in particular
The board proactively takes into
chief executive. In his role, the chief
the destruction of tropical rainforest,
consideration stakeholder feedback in
executive takes the lead in setting
have rightly received, and continue to
the development of its sustainability
policy on sustainability and managing
receive, close scrutiny. As a producer
strategy, including the Group’s
the Group’s climate risk register. The
of sustainable palm oil, the Group
response to climate change. Through
Group has a dedicated sustainability
supports the UK’s commitment to
previous stakeholder engagement, we
department, which, along with the
limiting global warming to well below
identified six material topics which
dedicated head of risk management,
2°C, as set out by the Paris Agreement.
helped us to define strategic focus
support the chief executive in
areas. Those topics are greenhouse
identifying, assessing and addressing
For the first time, in this annual
report, on a voluntary basis, the
gas emissions, forest protection,
climate risks and opportunities
traceability, water, fair labour and
impacting Group operations.
Group has followed the guidance
communities.
of the Taskforce on Climate-related
Financial Disclosures (“TCFD”), covering
The board has overall responsibility
STRATEGY
Our strategy is to maintain expansion
the four key areas of governance,
for monitoring climate-related risks
of palm-oil production, and hectarage,
strategy, risk management and
and opportunities. We understand
in a sustainable and cost-effective
metrics and targets, and is reporting
that climate change may present
manner. Whilst this is our first
its progress on integrating the 11
challenges which could impact our
TCFD disclosure, we have, for many
TCFD recommendations into Group
ability to deliver the Group’s strategy,
years, published a wide range of
processes. Summary information is
and climate-related risks and
information, in our annual report,
provided in this section of the annual
opportunities are considered during
standalone reporting and on our
report, whilst more detailed analysis
strategic decision making by the
website, showing how we approach
will be provided in a standalone report
board where appropriate. To support
sustainability in practice. We have
due for publication later in 2023.
them in fulfilling their responsibilities,
a training session was held for the
utilised the recommendations of TCFD
as a tool to strengthen our developing
CLIMATE GOVERNANCE
The board continues to promote the
board, facilitated by the Group’s third-
sustainability programme and
party sustainability advisors, providing
ensure awareness of climate change
success of the Group, considering
them with an overview on climate
influences strategic and financial
the interests of all its stakeholders,
change and how both governments
decisions made by the board. By
and focuses on acting responsibly
and individual organisations are
identifying and assessing the climate-
when considering the Group’s
setting ‘net zero’ emissions targets.
related risks which may impact our
strategic priorities. Climate change
This session also included a
business directly over time, we can
evaluation has been integrated into
facilitated discussion around how to
actively work to mitigate potential
existing sustainability governance,
account for the Group’s greenhouse
damage. This also enables us to
which has been developing alongside
gas emissions, or ‘carbon balance
identify and capitalise on climate-
our sustainability strategy. Acting
sheet’. As part of its governance
related opportunities which may
responsibly is at the heart of what
development, the board is reviewing
support the Group when delivering on
we do and who we are. We are
the need for a separate committee
its business strategy.
34
M.P. EVANS GROUP PLCANNUAL REPORT 2022
SUSTAINABILITY
Conservation area at Bumi Mas
RISK MANAGEMENT
The board acknowledge their
Evaluation
Management
Using climate-scenario analysis,
After assessing each risk, potential
responsibility for the Group’s system
we assessed each risk, considering
management strategies have
of risk management. A review of
the process of risk identification,
evaluation and management is
different timescales and global
been discussed, with an objective
warming forecasts, leading to risk
to implement the most effective
classifications of low, medium or
framework and actions for each
carried out regularly and presented
high for likelihood and impact. The
relevant risk. Throughout the process
to the board for discussion and
results of this analysis were presented
we engaged with internal stakeholders
approval. We have worked to integrate
at a climate-risk workshop, which
across the business to identify
an awareness of climate change into
was attended by representatives
information about existing mitigation
this existing process to form a
from operations, sustainability, risk
processes. We applied a ‘climate
climate-risk-management framework,
management, finance and the board.
lens’ where possible to existing
as detailed below.
Risks can also be categorised as
mitigation strategies across all parts
Identification
‘transition’ or ‘physical’ in nature.
Physical risks arise from climate events,
of the business. We will introduce
new management processes where
We launched a data collection process
whilst transition risks from action
appropriate. We have developed a
in 2022 to identify the climate-related
taken to transition away from fossil-
climate-risk register which will be
risks which are applicable for our
fuel reliance. The analysis identified
maintained internally by our
business. Through this process we
the Group’s most significant physical
chief executive and reviewed at
engaged with internal stakeholders
risk to be in relation to rising mean
least annually.
to perform a review of current
temperatures, and the most significant
processes and operations. Education
transition risk to be the costs
sessions on TCFD and climate change
associated with transitioning to lower
were facilitated by our specialist
emissions technologies. Further details
sustainability consultant and current
of these and the other risks identified
guidance was considered throughout
will be included in the Group’s
this process.
standalone sustainability report.
35
SUSTAINABILITY continued
METRICS AND TARGETS
The Group is committed to operating
100 palm oil companies. In 2022, the
all Group operations. Emissions from
Group increased its score by 3.9% to
scope 1 and 2 account for 5% of the
sustainably and doing what it can
80.2% and its ranking to 15th.
Group total in 2021, and relate to
to protect the environment. A range
of metrics is used to measure our
impact and we aim to establish
reduction targets to manage
our climate-related risks and
Reducing our greenhouse
gas emissions
In 2022, the Group conducted a
energy consumption (electricity, gas
and biomass) as well as transport
fuels used in Group operations.
thorough data collection process,
The Group’s scope 1 and 2 emissions
opportunities. We are working to
working with its specialist
for 2022, and total emissions for its
minimise our emission of greenhouse
sustainability consultants, to
baseline year in 2021 are as reported
gases and are diligent in ensuring
calculate its full carbon footprint
in the following table. Given the
the Group is not responsible for any
comprising of scope 1, 2 and 3
complexity of collecting all scope
deforestation. We will report on our
greenhouse gas emissions. In
3 data, we anticipate reporting the
environmental performance annually
accordance with TCFD guidance,
2022 information in our forthcoming
in the future.
scope 1 relates to the Group’s direct
standalone sustainability report.
operations and scope 2 relates to
In order to reduce our impact on
emissions from fuel used to power
the environment, we first must
those operations. Scope 3 emissions
understand and measure it. Reducing
are indirect, occurring outside of the
our greenhouse gas emissions is a
Group, for example in the products
material topic for our stakeholders
purchased for use by the Group, or in
and therefore, in 2022, we initiated
the onward processing of the Group’s
a robust data collection process to
output. It is common for scope 3 to
calculate our full carbon footprint for
account for the significant majority
the first time.
of total emissions. Not all emissions
are from CO2, for example some may
Additional environmental indicators
arise from methane, but for simplicity
are used to reflect our commitment
all are converted to CO2 equivalent
to acting responsibly. We believe that
amounts, and reported as tonnes of
producing palm oil does not have
CO2 equivalent, or ‘tCO2e’. As this is a
to come at the expense of tropical
complex process, we used 2021 data
rainforests, reduced biodiversity
to calculate a ‘baseline’ year. The
or threatened endangered species.
creation of our carbon balance sheet
Adhering to RSPO standards means
allows us to understand the impact
we assess the suitability of land for
planting using the High Carbon Stock
associated with our operations, both
direct and indirect, while identifying
Scope 1
(direct)
Scope 2
(indirect)
Scope 3
(indirect)
2022
TONNES
2021
TONNES
116,800
124,500
500
400
117,300
124,900
tbc
tbc
2,594,400
2,719,300
The Group’s scope 1 and 2 emissions
reduced by 6% in 2022 and the Group
is committed to making further
reductions. The biogas facilities
installed at our operating locations
are already helping to make a
positive difference. Further detailed
SECR information will be included in
the Group’s standalone sustainability
Approach (HCSA), have a policy of
opportunities for future reduction.
report.
zero-burning and a commitment not
The Group’s total greenhouse gas
to develop high conservation value
emissions (scopes 1, 2 and 3) were
(HCV) land. We prevent any burning
2.7 million tCO2e for 2021, with scopes
of land for subsequent cultivation,
1 and 2 being 5% and scope 3 being
we seek to identify and conserve
95% of the total.
high-carbon-stock areas, and we
promote biodiversity. The Group
The Group started to report scope
also participates each year in the
1 and 2 data for the UK business in
SPOTT assessment undertaken by the
2019 for compliance with streamlined
Zoological Society of London, which
energy and carbon reporting (“SECR”)
provides an indicator of the ESG
requirements. We have widened our
disclosures provided by a sample of
data collection, and now report on
Calculating the Group’s indirect
scope 3 emissions enables it
to identify the main sources of
greenhouse gases outside its
own operations. This process also
provides a baseline for making
decisions about carbon neutrality
and net zero. Within scope 3, the
largest component comes from the
further processing of the products
that the Group sells, accounting for
36
M.P. EVANS GROUP PLCANNUAL REPORT 202285% of the Group total. A large part
of this is from processing of crop in
outside mills, and the Group should
benefit from a reduction as its own
milling capacity increases from its
baseline year.
Intensity measures
The Group uses intensity measures
as a way of monitoring emissions
whilst also taking account of the
growth in activities and supporting the
measurement of year-on-year progress.
The main intensity measure used is
tCO2e per tonne of CPO produced. For
the Group’s baseline year, the total
intensity measure for scopes 1, 2 and
3 was 9.3, whilst in 2022 the intensity
measure for scopes 1 and 2 was 0.4.
NEXT STEPS
The Group is committed to working on
climate risk and carbon reduction. The
Group has continued to invest in its
own efficient milling capacity, and while
this will increase scope 1 emissions,
they will be more than offset by a fall
in scope 3 emissions as the Group will
not rely in the same way on outside
mills. Data gathering is taking place for
2022 scope 3 analysis, and the plan is
to publish this as part of the detailed
sustainability report due for publication
later this year. The Group is also
working with its external consultants
on carbon analysis, including carbon
sequestration, associated with the
Group’s planted hectarage and its
conservation areas, as these are
not included in the scope 1, 2 and 3
categories.
Having completed baseline analysis,
plans for carbon reduction are being
assessed. The Group is holding a net-
zero strategy workshop in the first half
of 2023 to review its carbon footprint,
decarbonisation opportunities, and
potential targets.
SUSTAINABILITY
INSPECTION OF OWL-NESTING BOX AT KOTA BANGUN
As part of its work to maintain healthy and productive
palms on its estates, and to mitigate against the risk of
significant damage to fresh fruit bunches prior to harvest,
the Group seeks to keep rat populations under control
within its planted areas.
As part of its strategy to control rats, the Group builds
barn-owl boxes amongst its oil palms, and encourages barn
owls, which are natural rat predators, to nest within them.
37
CASE STUDY
ESTATE SCHOOLS
The Group works to ensure education is
accessible for children of workers living
on its oil-palm estates, providing both
schooling and transportation.
A number of the Group’s estates are in relatively
remote areas, particularly those located in East
Kalimantan on the island of Borneo. Attracting and
retaining a high-quality workforce is important to
the Group, and encouraging workers to join our more
remote estates is difficult when they bring their
families, if there is no easy access to local schools.
As part of the Group’s commitment as a responsible
operator, a significant and ongoing investment is
being made in school building in East Kalimantan,
and at the end of 2022, across the Group’s estates
in that region, 640 school places had been taken
up by pupils across three schools staffed by over
40 teachers. A further school is currently under
construction at Kota Bangun estate, due to be
opened in 2023.
COMMUNITIES
The Group takes an active
interest in the welfare of the
communities living on and
around its operations promoting
trust and mutual support.
Over the last twenty years, the Group
has expanded substantially in Indonesia,
investing over half a billion US dollars
in its oil-palm projects. In each of its
key development areas, whether in East
Kalimantan, in Sumatra or on Bangka
Island, the Group has always worked
carefully and sensitively with local
communities. The Group’s strategy
anticipates further growth, and as part
of that strategy recognises that local
communities are important stakeholders
in Group operations.
Following the formation of smallholder
co-operative schemes connected
to the Group’s estates at Pangkatan
and Simpang Kiri, the Group now has
smallholder schemes connected to all
its estates. By the end of 2022, these
schemes had over 10,000 individual
members. Those smallholder schemes
owned 13,900 hectares of oil palm, a very
valuable asset.
Given the remote nature of some of the
Group’s estates, it is often one of the
largest, if not the largest, employer in
the area, providing a valuable source of
income helping to raise living standards.
During the course of 2022, the Group
increased its permanent workforce to
over 11,500, with its economic impact felt
far more widely.
The Group is committed to providing
high-quality facilities for the
communities living on its estates (see
page 41 for details).
38
M.P. EVANS GROUP PLCANNUAL REPORT 2022Transportation to and from estate schools is provided by
the Group in dedicated school buses. In other regions where
government schools are more easily accessible, Group school
buses take children to and from their classes.
SUSTAINABILITY
COMMUNITIES
Primary school at Kota Bangun
For younger children, estate crèches are
available, providing a safe and supportive
pre-school learning and development
environment.
39
COMMUNITIES continued
CASE STUDY
FIRE SAFETY MONITORING
Group estates have dedicated and
trained fire marshals. High-risk areas
are monitored, and fire-fighting
equipment can be deployed quickly
The Group recognises the risk of fire on its
oil-palm estates and surrounding areas and its
environmental obligation to remain vigilant in
monitoring that risk, both in its own estates and
in those adjoining its areas of operation. Fire risk
includes danger to life, environmental damage
associated with uncontrolled release of stored
greenhouse gases, and loss of physical assets
including planted areas.
Training is
conducted
regularly by the
Group’s health and
safety team, and
risk assessments
are reviewed and
updated.
Mobile water tank and
pump unit at Kota Bangun
40
Fire watch-towers have been built on Group
estates and patrols take place. The Group has
a zero-tolerance approach to burning as a
method for clearance, and makes a report of
any observed instances in surrounding areas.
Where any instances occur on Group land, they
can be dealt with swiftly using fire-fighting
equipment available to trained personnel
on site.
M.P. EVANS GROUP PLCANNUAL REPORT 2022
COMMITMENT TO THE GROUP’S ESTATE COMMUNITIES
SUSTAINABILITY
COMMUNITIES
HOUSING
Developing high-quality housing is a core part of the commitment to
our workforce and their families. During 2022, the Group built 350 new
housing units, and approximately 16,000 people live on the Group’s
oil-palm estates.
EDUCATION
The Group offers crèche facilities for young children and has developed
both primary and secondary schools on its estates, and now has
over 1,000 school places available. School buses are provided by
the Group.
RECREATION
The Group supports and encourages a wide range of sporting activities at
its estates. Infrastructure is in place to enable participation by both our
workforce and the wider community, with sports programmes in place for
young people through to more senior age groups.
HEALTH
There are 12 medical facilities at Group estates, and the doctors and
medical staff employed by the Group are able to offer support and
care on a wide range of issues, with 41,000 consultations completed
in 2022.
RELIGION
Religion plays an important part in community life on Group estates,
and this is supported by the Group through the provision of
places of worship.
COMMUNITY
Finally, gathering as estate communities is important, and the Group
has provided both community halls and estate clubhouses to make
this possible. The Group started construction during the year on a new
clubhouse at Bumi Mas, due for completion in 2023.
41
M.P. EVANS GROUP PLC
ANNUAL REPORT 2022
REPORT OF THE DIRECTORS
6. Michael Sherwin
INDEPENDENT NON-EXECUTIVE DIRECTOR
Appointed a director and member of the audit and
remuneration committees in July 2022. Has over
40 years’ experience in finance and leadership roles,
having originally trained and qualified as a chartered
accountant with Price Waterhouse. Was CFO of Games
Workshop plc for ten years, followed by nine years as
CFO at Vertu Motors plc. Has also worked as a non-
executive director at both Plusnet plc and at Sumo
Group plc where he chaired their audit committees.
7. Tanya Ashton
INDEPENDENT NON-EXECUTIVE DIRECTOR
Joined the board on 1 August 2022. Member of audit
and remuneration committee. Has over 18 years’
experience working in ESG roles. Currently head of
sustainability at Walgreens Boots Alliance, Global
Sourcing, Europe and a board member of global
not-for profit organisation The Sustainability Consortium.
Previously held senior positions at Silver Spoon British
Sugar plc, part of Associated British Foods. Recognised
for her commitment to increasing sustainability in
consumer products.
8. Lee Yuan Zhang
NON-EXECUTIVE DIRECTOR
Joined the board on 1 February 2023. Regional Director
(Plantations) of Kuala Lumpur Kepong Berhad (“KLK”),
Malaysia. Former President Director of PT KLK
Agriservindo, Indonesia, responsible for the management
of 140,000 hectares of oil-palm plantations across
five Indonesian provinces. Has also held a number of
senior head office roles, including senior marketing and
sales roles, within the KLK Group.
8
1. Peter Hadsley-Chaplin
EXECUTIVE CHAIRMAN
Appointed a director in 1989, chairman in 2010.
Former executive chairman of Bertam Holdings PLC
and Lendu Holdings PLC. Former chairman of The
Association of the International Rubber Trade. Prior to
joining the Group in 1988, he was a commodity broker
with C Czarnikow Limited.
2. Matthew Coulson
CHIEF EXECUTIVE
Appointed chief executive in 2022 having been finance
director since 2017. Joined the Group as chief finance
officer in 2016 with previous experience as an audit
director of Deloitte LLP, including work on companies in
the agricultural sector and in the technical policy team.
3. K Chandra Sekaran
EXECUTIVE DIRECTOR, ASIA
PRESIDENT DIRECTOR, PT EVANS INDONESIA
Appointed a director in 2021. Took up position of PT Evans
Indonesia’s president director in 2008. Began working
in Indonesia in 1995, with experience in Sumatra and
Kalimantan where he was chief operating officer for
Sinarmas Plantations. Began career with Harrisons and
Crosfield (later known as Golden Hope Plantations and
today part of the Sime Darby group). Has a profound
understanding of the Indonesian plantation industry and
the social issues related to it.
4. Bruce Tozer
INDEPENDENT NON-EXECUTIVE DIRECTOR
Appointed a director and member of the audit and
remuneration committees in 2016, and chairman of
those committees since 2022. Has held senior roles at
JP Morgan, Rabobank International, and Credit Agricole.
Non-executive director of the Real Wild Estates Limited,
and Canadian-listed Base Carbon Corp. He consults
in environmental markets, commodities, agribusiness
investment and ESG. Advisory roles include lead adviser
on carbon at Singapore-regulated Abaxx Exchange.
5. Philip Fletcher
NON-EXECUTIVE DIRECTOR
Retired as managing director in June 2016, having been
appointed director in 1987 and managing director in
1991. He was executive chairman between 1999 and 2005.
Former executive director of Bertam Holdings PLC and
Lendu Holdings PLC. Joined the Group in 1982 after an
initial career in accountancy with KPMG in London and
Sydney and in industry with the Rio Tinto plc group.
Member of the audit committee.
42
REPORT OF THE DIRECTORS
6
5
2
4
1
3
7
Board of directors at UK head office
for December 2022 board meeting
43
REPORT OF THE DIRECTORS continued
The directors present the audited consolidated and
parent-Company financial statements of M.P. Evans
Group PLC for the year ended 31 December 2022.
REVIEW OF BUSINESS AND FUTURE DEVELOPMENTS
A review of the year and future prospects (including the
principal risks and uncertainties facing the Company) is
included in the chairman’s statement (pages 4 to 7) and
in the strategic report (pages 14 to 33) and is incorporated
in this report by reference.
RESULTS AND DIVIDEND
Details of the profit for the year are given in the
consolidated income statement on page 66.
An interim dividend of 12.5p (2021 – 10p) per share
in respect of 2022 was paid on 4 November 2022. The
board recommends a final dividend of 30p (2021 – 25p)
per share. This dividend will be paid on or after 16 June
2023 to those shareholders on the register at the close
of business on 28 April 2023. This final dividend is not
provided for in these financial statements.
SHARE CAPITAL
The Company has one class of share. Details of the issued
share capital of the Company are as follows:
from the start of the year until their resignations on
31 March 2022 and 30 September 2022 respectively.
Michael Sherwin, Tanya Ashton and Lee Yuan Zhang
will offer themselves for election at the forthcoming
annual general meeting. In addition, in accordance with
the articles of association, Philip Fletcher, Bruce Tozer
and Matthew Coulson will retire from the board at the
forthcoming annual general meeting and, being eligible,
will offer themselves for re-election.
The directors serving at the end of the year, together
with their interests at the beginning, or later date of
appointment, and end of the year in the 10p shares
in the Company were as follows:
BENEFICIAL
OPTIONS
At 31 December 2022
P E Hadsley-Chaplin
M H Coulson
K Chandra Sekaran
P A Fletcher
B C J Tozer
M Sherwin
T Ashton
1,561,717
17,000
142,181
1,048,171
-
2,250
-
1,561,717
13,900
123,181
1,048,171
–
–
–
-
49,234
32,000
-
-
-
-
–
35,180
59,000
–
–
–
–
Issued (fully-paid and voting)
at 1 January 2022
Issued in respect of options
Bought back and cancelled
Issued (fully-paid and voting)
at 31 December 2022
SHARES OF
10P EACH
54,696,253
30,000
(495,365)
54,230,888
At 1 January 2022 (or later
date of appointment)
P E Hadsley-Chaplin
M H Coulson
K Chandra Sekaran
P A Fletcher
B C J Tozer
M Sherwin
T Ashton
The Company introduced a share-buyback programme
during the year. Under that programme the Company
bought back and cancelled 495,365 shares, representing
0.9% of the issued share capital, for a total cost of
Further details of the directors’ interests in share options
are disclosed in the directors’ remuneration report, on
page 58.
US$4.9 million. There was no share-buyback programme
None of the directors holds any beneficial interest
in operation in the prior year.
DIRECTORS AND DIRECTORS’ INTERESTS
The present membership of the board is detailed on
pages 42 and 43. All of those directors served throughout
the year apart from Michael Sherwin, who joined the
board on 1 July 2022, Tanya Ashton, who joined on
1 August 2022, and Lee Yuan Zhang, who was appointed
in, or holds options to buy shares in, any subsidiary
undertaking of the Company as at the date of this report.
No director has had a material interest in any contract
of significance in relation to the business of the
Company, or any of its subsidiary undertakings, during the
financial year or had such an interest at the end of the
financial year.
after the year end on 1 February 2023. In addition, Darian
As permitted by the Company’s articles of association,
McBain and Jock Green-Armytage both served as directors
there was throughout the year to 31 December 2022,
44
M.P. EVANS GROUP PLCANNUAL REPORT 2022
REPORT OF THE DIRECTORS
and is at the date of this report, a qualifying third-
party indemnity provision, as defined in section 234 of
the Companies Act 2006 in force for the benefit of the
directors.
SIGNIFICANT INTERESTS
As far as the Company is aware, the significant interests
in the Company as at the date of this report are:
been purchased by the Company as treasury shares as
this would give the Company the flexibility of being able to
sell such shares quickly and effectively where it considers
it in the interests of shareholders so to do. Whilst any such
shares are held in treasury, no dividends will be payable
on them and they will not carry any voting rights.
Resolution 11 set out in the notice of the annual general
meeting will accordingly be proposed to authorise the
NATURE
SHARES
%
purchase of up to a maximum of 5,401,372 shares, on the
Kuala Lumpur Kepong
Berhad
Nokia Bell Pensioenfonds
ofp
Direct
12,685,357
23.49
AIM market of the London Stock Exchange, representing
10% of the Company’s current issued share capital.
The maximum price which may be paid for a share on
Direct
5,683,225
10.52
any exercise of the authority will be restricted to 5%
Abrdn plc
Indirect
2,983,902
5.52
Schroder Investment
Management
Canaccord Genuity Wealth
Management
MM Hadsley-Chaplin
Direct
1,928,254
Indirect
1,960,000
Indirect
2,102,120
3.89
the London Stock Exchange for the five business days
above the average of the middle-market quotations for
such shares as derived from the Daily Official List of
before the purchase is made. The maximum number of
3.63
3.57
shares and the price range are stated for the purpose
of compliance with statutory requirements in seeking
OUTSTANDING OPTIONS TO SUBSCRIBE
As at the date of this report, there were options to
subscribe for 20,000 shares outstanding under the
executive share-option scheme, and options to subscribe
for 182,577 shares outstanding under the 2017 long-term
incentive scheme. If all of the options were exercised,
the resulting number of shares would represent 0.37%
of the enlarged issued share capital at that date and
0.41% of the enlarged issued equity share capital at that
date if the proposed authority to purchase shares was
exercised in full (excluding any share capital which may
be purchased and held in treasury).
AUTHORITY TO MAKE MARKET PURCHASES
OF SHARES
The directors propose to seek authority under resolution
11 for the Company to purchase its own shares on the
AIM market of the London Stock Exchange until 30 June
2024 or, if earlier, the date of the Company’s 2024 annual
general meeting. The authority will give the directors
flexibility to purchase the Company’s shares as and when
they consider it appropriate. The board will only exercise
the power of purchase when satisfied that it is in the best
interests of the Company so to do and all such purchases
will be market purchases made through the AIM market
of the London Stock Exchange. The directors would only
consider making purchases if they believed that the
earnings or net assets per share of the Company would
be improved by such purchases. The directors would
consider holding the Company’s own shares which had
this authority and should not be taken as an indication
of the level of purchases, or the prices thereof, that the
Company would intend to make.
The authority conferred by resolution 11 will lapse on
30 June 2024 or, if earlier, the date of the Company’s 2024
annual general meeting.
PAYMENTS TO SUPPLIERS
It is the Group’s normal practice to make payments to
suppliers in line with agreed terms, provided that the
supplier has performed in accordance with the relevant
terms and conditions. The Group’s average creditor days
calculated as at 31 December 2022 amounted to 37 days
(2021 – 50 days).
FINANCIAL INSTRUMENTS
Details of the Group’s financial instruments, and the
board’s policy with regard to their use, are given in note
31 to the consolidated accounts on pages 90 and 91.
SUBSIDIARY COMPANIES
Details of the Group’s subsidiary companies, including
their country of operation, are given on page 98.
ENERGY USE
The Group has provided disclosures in accordance with
the requirements of the Taskforce on Climate-related
Financial Disclosures in the sustainability section of this
annual report on pages 34 to 37. Energy use is included
as part of the ‘scope 1 and 2’ disclosures in that analysis.
45
REPORT OF THE DIRECTORS continued
STATEMENT OF DIRECTORS’ RESPONSIBILITIES
IN RESPECT OF THE FINANCIAL STATEMENTS
The directors are responsible for preparing the annual
and integrity of the Company’s website. Legislation in
the United Kingdom governing the preparation and
dissemination of financial statements may differ from
report and the financial statements in accordance with
legislation in other jurisdictions.
applicable law and regulations.
In the case of each director in office at the date the
Company law requires the directors to prepare financial
report of the directors is approved:
statements for each financial year. Under that law the
directors have prepared the Group financial statements
in accordance with UK-adopted International Accounting
Standards and the Company financial statements in
• so far as the director is aware, there is no relevant
audit information of which the Group and parent-
Company’s auditors are unaware; and
accordance with United Kingdom Generally Accepted
•
they have each taken all the steps that they ought to
Accounting Practices (United Kingdom Accounting
have taken as a director in order to make themselves
Standards, comprising Financial Reporting Standard 101
aware of any relevant audit information and to
‘Reduced Disclosure Framework’ (“FRS101”) and applicable
establish that the Group and parent-Company’s
law). Under company law the directors must not approve
auditors are aware of that information.
the financial statements unless they are satisfied that
they give a true and fair view of the state of affairs of the
Group and the Company and of the profit or loss of the
GOING CONCERN
The Group’s operations are funded through a
Group and Company for that period. In preparing these
combination of cash resources, loan finance, and long-
financial statements, the directors are required to:
term equity. The board has undertaken a recent review of
• select suitable accounting policies and then apply
them consistently;
• make judgements and accounting estimates that are
reasonable and prudent;
• state whether UK-adopted International Accounting
Standards and applicable United Kingdom accounting
standards, including FRS101, have been followed,
subject to any material departures disclosed and
explained in the Group’s and Company’s financial
statements respectively; and
the Group’s financial position, including forecasts, risks
and sensitivities. The review has considered the Group’s
plans for further development in Indonesia, along with
the required funding for that development. Based on
that review, the board has concluded that the Group is
expected to be able to continue in operational existence
for the foreseeable future, being at least the next
12 months from the date of approval of these financial
statements. As a result, the board has concluded that
the going-concern basis continues to be appropriate in
preparing the financial statements.
• prepare the financial statements on the going-concern
basis unless it is inappropriate to presume that the
Company will continue in business.
POST BALANCE-SHEET EVENT
As described in note 33, the Group acquired a further
2,100 planted hectares close to its Simpang Kiri estate in
The directors are responsible for keeping adequate
March 2023. Total costs associated with the acquisition
accounting records that are sufficient to show and explain
are estimated to be US$14.3 million.
the Group’s and the Company’s transactions and disclose
with reasonable accuracy at any time the financial
position of the Company and the Group and enable them
INDEPENDENT AUDITORS
The auditors, BDO LLP, have expressed their willingness to
to ensure that the financial statements and the directors’
continue in office and a resolution to re-appoint them will
remuneration report comply with the Companies Act
be proposed at the forthcoming annual general meeting.
2006. They are also responsible for safeguarding the
assets of the Company and the Group, and hence for
taking reasonable steps for the prevention and detection
of fraud and other irregularities.
Approved by the board of directors and signed by its order.
Katya Merrick
Company secretary
The directors are responsible for the maintenance
21 March 2023
46
M.P. EVANS GROUP PLCANNUAL REPORT 2022REPORT OF THE DIRECTORS
Peter Hadsley-Chaplin officiating
at the opening of the new Kota
Bangun clubhouse
47
CORPORATE GOVERNANCE
The Group’s recognised corporate governance code is the Quoted Companies Alliance’s 2018 Corporate Governance
Code (“QCA Code”). The board is committed to following the principles set out in the QCA Code, to review, disclose and
report on the corporate-governance structures and processes operated by the Group and to develop these further, to
continue to meet the appropriate standards. An explanation of how the Group has applied the principles, including an
index of corporate governance disclosures, is included on the Group’s website (www.mpevans.co.uk). The chairman’s
statement on corporate governance is set out here.
The first of the Group’s four strategic pillars is
objectives and the Group’s strategy. Secondly, a robust
“Responsibility”. At M.P. Evans, acting responsibly is at
and transparent recruitment process was carried
the heart of what we do and, as a board, we believe
out with the assistance of specialist recruitment
that a strong governance framework plays a vital role
consultants. As a result, we have been very pleased
in ensuring that business is conducted responsibly
during the year, to welcome firstly Michael Sherwin, a
at every level. This, in turn, benefits the Group’s
very experienced non-executive director and former
shareholders. The board embraced the QCA’s Corporate
listed company executive, coming from an accountancy
Governance Code (the “Code”) in 2018, recognising this
and finance background, and then Tanya Ashton, who
as a valuable tool to help the Group achieve its goals.
is a leader in sustainability and ESG. At the beginning
As a board, we dedicate significant time to developing
of February 2023, we also welcomed Lee Yuan Zhang
and reviewing codes and policies which support our
to the board who, due to his roles within the Kuala
values of acting responsibly, and have promoted these
Lumpur Kepong Berhad Group, has valuable experience
throughout the organisation. Our compliance with the
in the Indonesian oil-palm plantation sector, as well as
Code is monitored annually by the board, which also
wider corporate experience. We are delighted already
serves as an opportunity to remind ourselves of the
to be benefiting from the various perspectives brought
corporate governance standards we aspire to and to
by our new directors, and are confident that we are in
keep up to date with any developments. The corporate
strong shape, with a dynamic board equipped to face
governance information and QCA compliance index on
challenges and to identify opportunities, particularly
our website is updated annually following the board’s
those presented by climate change, and to continue to
review, and was last updated in September 2022.
deliver returns to shareholders.
As chairman, in addition to setting the Group’s strategy
With the appointment of Michael and Tanya at
in conjunction with the board, one of my primary
the beginning of July and August respectively,
responsibilities is to ensure that an effective corporate
we rebalanced the ratio of independent to non-
governance framework exists, and that clear policies,
independent non-executive directors where, for a very
which have been approved and endorsed by the board,
short period in June, the remuneration committee
are embedded within all levels of the organisation. I am
had comprised two non-executive directors, one of
also responsible for ensuring the effective operation of
the board. The composition of the board, the breadth
whom, Jock Green-Armytage, was deemed not to be
independent, having at that point reached nine years
and depth of its skill set, the diversity of its members
of continuous service as a director for the Group. We
to facilitate insight and perspective on matters being
were grateful to Jock for remaining in post until his
considered, and the inclusive environment within which
retirement at the end of September, as this greatly
constructive debate is enabled, are hugely important to
supported the transitions on the board. With the most
the effectiveness of the board in its strategy setting and
recent appointment of Yuan Zhang to the board, we
decision making. Board composition was a particular
now have three independent non-executive directors
focus during 2022 due to a number of changes arising
and two non-executive directors who are not considered
during the course of the year. My colleagues and I
to be independent. The board acknowledges that
dedicated significant time, firstly in evaluating the
Yuan Zhang is associated with the Group’s significant
current performance, skills and attributes of the board
shareholder, KLK. However, after taking external advice,
and identifying areas which could be enhanced to
it has concluded that existing safeguards are sufficient
ensure that the board is equipped to deliver on its
and it would be alert to any conflicts of interest should
48
M.P. EVANS GROUP PLCANNUAL REPORT 2022REPORT OF THE DIRECTORS
CORPORATE GOVERNANCE
these occur. I am confident that those deemed not to
At least annually, the board considers who the Group’s
be independent understand their responsibilities to
stakeholders are, and how the board engages with
shareholders and that they will conduct their duties
them. This helps to embed into the board’s decision-
with an independent mindset.
making process the practice of considering wider
From the beginning of 2022, when Matthew Coulson
took up the role of chief executive, I was pleased to
relinquish my temporary responsibilities as chief
executive. Whilst my role as executive chairman is not
strictly in line with the Code, feedback received via
the formal board evaluation process and, from time
to time, directly from shareholders leads me to feel
stakeholder issues. The whistleblower hotline continues
to be effective as a channel for stakeholders to report
potential wrongdoing, and whilst we are pleased that
no serious whistleblower issues have been identified to
date, grievances reported are treated as an opportunity
to see whether improvements need to be made in the
way we do things.
comfortable that I have the support of my colleagues
The board, supported by the audit committee, has
and shareholders alike, in continuing in this role.
continued to make progress on the areas of risk
The board continues to evaluate itself. Lines of
communication are always open between board
members and me, the senior independent non-
executive director and chair of the remuneration
and audit committees, Bruce Tozer, and the company
secretary, and a formal board evaluation is normally
conducted towards the end of each year. It has been
especially helpful, at the most recent formal evaluation,
to receive reassuring feedback from the newest board
members on such matters as the induction process,
initial impressions on how board discussions are
identification, management and mitigation, and
disclosure. Stakeholder engagement has proved to
be a valuable tool in the risk identification strategy.
Matthew Coulson, as tasked by the board, held a series
of risk review meetings during the year both in the UK
and Indonesia, assisted in Indonesia by the Indonesian
head of risk. In these meetings Matthew gathered
insights from head office staff, estate management,
engineering management and the legal department,
with the information feeding into an updated risk
register which was reviewed by the board.
conducted and decisions made, including the quality of
As I have stated previously, we believe compliance
board information and the functioning of committees.
with the QCA Code provides a valuable support in
We note all feedback and agree on actions, in an
strengthening our ability to grow and so deliver
endeavour continually to improve the way we work
returns to our shareholders that also benefit our wider
together and achieve the best results for the business.
stakeholders. The Group sees ethical behaviour as a
The focus of training for the board during the year,
and which is ongoing, has been on ESG, both in
understanding the requirements of the emerging
regulatory and disclosure environment, and evaluating
the associated risks to the business of climate change.
Because we are committed to acting responsibly, we
competitive advantage to building trust with suppliers
and attracting and retaining high-performing staff. This
too is emphasised in the QCA Code. The Group operates
in a sector where timelines are long and hence where
there is a premium on boards in which shareholders
can place their long-term trust.
have engaged specialist ESG consultants to assist
My colleagues on the board and I are committed
us with collating and evaluating the data needed to
to ensuring that the Group’s corporate-governance
fulfil our disclosure obligations and support good
structures are robust and are keeping these under
decision making across the organisation. In this
frequent review. There have been no significant changes
ongoing process it has been gratifying to note that the
to the Group’s corporate governance framework during
requirements of our RSPO membership, which we have
the year.
adhered to and been audited on for many years, has
expedited the data-gathering process. Board members
Peter Hadsley-Chaplin
are encouraged to develop and keep all their skills up
Chairman
to date, and training is available as needed.
21 March 2023
49
CORPORATE GOVERNANCE continued
OPERATION OF THE BOARD
Directors
Remuneration of all staff rewards those who display these
behaviours; access to the Group’s long-term incentive
Details of the Company’s board, together with those of
scheme is likewise offered to senior staff who qualify on
the audit and remuneration committees, are set out on
grounds of length of service and who promote the Group’s
pages 42 and 43. For the first three months of the year,
values. The Group dismisses staff found to have breached
the board comprised an executive chairman, two executive
the value of integrity.
directors and four non-executive directors. The number
of non-executive directors reduced to three at the end of
March, but on appointment of two non-executives in July
and August respectively there were five non-executive
directors on the board until the end of September, when
the number reduced again to four. Since February 2023
the number of non-executive directors has increased to
five. The audit and remuneration committees are chaired
by the senior independent non-executive director. The
maximum number of directors permitted under the
articles of association is eight. Executive directors work
on a full-time basis apart from the chairman who, for the
The board reserves to itself a range of key decisions
(which can be found at www.mpevans.co.uk) to ensure
it retains proper direction and control of the Company,
whilst delegating authority to individual executive directors
who are responsible for its day-to-day management.
The board’s objectives are subject to periodic review,
most recently in December 2022. All major and strategic
decisions of the Company are made in the United Kingdom.
The executive and non-executive directors discuss progress
against budgets and other business issues, both during
board meetings and at other times.
second half of the year, worked on a part-time basis.
The board has access to independent professional
This structure is designed to ensure that there is a clear
balance of responsibilities between the executive and
the non-executive functions. Non-executive directors
are expected to contribute two to three days’ service per
month to the Company, including attendance at board
meetings and the AGM. The board meets at least quarterly
and is provided with information at least monthly. It
receives operating summaries, executive operating reports,
management accounts and budgets. Of the executive
directors and non-executive directors serving throughout
the whole year, all attended each of the six full board
meetings held in 2022. Of the other directors, each of
whom only served for part of the year, only one director
was not able to attend one of the meetings during the
period in which they served on the board.
advice at the Group’s expense when the board deems
it necessary in order for them to carry out their
responsibilities. Currently, the board retains Peel
Hunt LLP as the Company’s nominated adviser. The
board additionally receives advice from independent
professionals on legal matters, corporate public relations,
taxation, and valuation of the Group’s property assets.
The company secretary provides support on matters
of corporate governance. During 2022 the Group
also engaged the services of executive remuneration
consultants to assist with developing a long-term
incentive plan for UK-based executives, within the
context of the Group as a whole, as well as comparable
companies. In addition, the Group has engaged a
specialist ESG consultancy firm to assist with the
disclosure obligations to which it will become subject
The board is collectively responsible for the success
under the non-financial and sustainability reporting
of the Company. The personal attributes of each of the
regime for its 2023 accounts. This will provide a solid
directors facilitates rigorous but constructive debate,
benchmark against which the Group’s subsequent
informed and considered decision-making and effective
progress can be assessed.
monitoring of progress in achieving the Group’s strategic
objectives. The board as a whole actively engages in
Independence and re-election of long-serving directors
reviewing and developing Group policies. It promotes
During the year, the board has sought to maintain a
a culture founded on its values of integrity, teamwork
balance of executive and non-executive directors.
and excellence. Members of the board lead by example
A description of the roles and responsibilities of the
during their frequent interactions with staff and the clear
directors is set out on page 42. For most of the year,
policies which are discussed, set by the board with input
other than for a period between 1 April and 1 July, more
from stakeholders where appropriate, and promulgated
than half of the directors were non-executive and, in
throughout the workforce, including training and refresher
accordance with the QCA Code, at least two of the non-
training on key areas such as anti-bribery and corruption.
executives serving during 2022 were independent, other
50
M.P. EVANS GROUP PLCANNUAL REPORT 2022REPORT OF THE DIRECTORS
CORPORATE GOVERNANCE
than for a very short period during June when Jock Green-
Armytage was no longer deemed independent due to his
length of service on the board. The board acknowledges
that Philip Fletcher is not independent. However, the
depth of his understanding of the Group, coupled with his
commitment and track record of conducting his role with
an independent mindset enables him to bring significant
value to the board and its audit committee.
The board is satisfied that its composition covers a broad
range of relevant skills and experience to enable effective
formulation and execution of the Group’s strategy. Jock
Green-Armytage, who served on the board until
30 September 2022 has chaired FTSE-listed companies
and brought significant industry knowledge as well as
experience in both corporate finance and corporate
governance. Bruce Tozer’s background is in commodity
finance, environmental markets, and agri-business project
finance, including palm oil, and he is able to contribute
valuable insight from the finance sector. Philip Fletcher, as
former managing director and finance director of the Group
with a background in accountancy, has extensive specific
knowledge of both the sector, operations in Indonesia
and the evolution of the Group. The extensive corporate
experience of Michael Sherwin, gained over many years in
both executive and non-executive roles, and across a range
of areas from M&A to corporate governance, is especially
welcome following Jock’s retirement. Tanya Ashton’s nearly
20 years of experience in ESG roles is proving invaluable
as the board intensifies its understanding of ESG issues
including climate-change impacts and net-zero targets,
having sadly lost the ESG expertise of Dr Darian McBain,
who stood down from the board at the end of March 2022
due to conflicts of interest with her new role. Since their
appointments, Michael and Tanya have demonstrated
their willingness to contribute to board discussions with
independent mindsets, participating fully and presenting
constructive challenges to the executive team. At the
beginning of 2023, Lee Yuan Zhang also joined the board.
His perspective, derived from the roles he has held and
continues to hold in KLK and its associated companies,
where he has experience in the agronomic as well as
corporate aspects of the business, promises to enhance
the board’s expertise in these areas.
effective in this role and building strong relationships with
shareholders, as well as presiding over a well-functioning
board. The perceived governance concern around having
an executive chairman is mitigated by having, in Bruce
Tozer, a robust senior independent non-executive director.
Each director retires and must seek re-election at least
every three years. Non-executive directors who have served
on the board continuously for a period of nine years or
more will offer themselves for re-election at each year’s
annual general meeting.
Directors’ remuneration
As set out in the report on pages 55 to 58, the
remuneration of the executive directors is determined
by the remuneration committee, whilst that of the
non-executives is determined by the whole board. The
committee, which during the course of 2022 comprised
Bruce Tozer throughout the year, Jock Green-Armytage
(until September 2022), Darian McBain (until March 2022),
Michael Sherwin (from July 2022) and Tanya Ashton (from
August 2022) met three times and all meetings were
attended by all members appointed to the committee at
the date of each meeting.
Succession planning
The Company does not currently have a nominations
committee. The chairman maintains a strong individual
relationship with all the directors and any changes to the
board are managed collaboratively. The board reviewed
succession planning during the year, including the merits
of establishing a nominations committee, and remained
of the view that it, led by the chairman, is competent to
deal with any new appointments to the board. Any new
appointments are discussed at a full board meeting, taking
into account an assessment of the skills and experience
required for the board successfully to formulate and
execute the Group’s strategy, the current skills and
experience of board members and those of the candidate,
an assessment of board diversity, as well as feedback from
the board evaluation process. Professional consultants
may be engaged to assist in identifying appropriate
candidates. Each member of the board is given the
opportunity to meet the individual concerned before an
appointment is made.
The board has an executive chairman, Peter Hadsley-
Chaplin. Given the time that he has served the Company
both as a director and chairman, as well as the size of
his shareholding in the Company, he is not considered
independent. However, he has a long track record of being
It is considered that the board would be resilient to any
unplanned changes and be able to recruit or promote
suitable, well-qualified, candidates within a reasonable
time period. The board has committed to regular reviews of
succession planning.
51
CORPORATE GOVERNANCE continued
Board performance evaluation
The board undertook a performance evaluation of itself and
its committees during the year. Following the format used in
the previous year, board members were invited to provide
anonymous feedback to the company secretary within topic
areas including board composition and structure, skills,
induction, areas of responsibility, conduct of meetings,
decision-making, committees, culture, risk management,
stakeholder engagement, board evaluation and effectiveness
of the chair. These comments were then analysed and
compiled into a report by the company secretary, forming
the basis of a board discussion. Once again, there was
significant consensus among board members, with
encouraging and constructive feedback given. Progress had
been made during the year in addressing areas identified
during the last evaluation process, with additional focus
having been given to succession planning, executive pay and
risk management. The 2022 evaluation process highlighted
a need for the board to increase its understanding of
ESG issues. This might include setting up a separate ESG
committee and reviewing those areas of most importance to
the Group’s stakeholders.
Relations with shareholders and AGM
The board attaches great importance to communications
with both institutional and private shareholders. The
executive directors regularly engage with shareholders to
update them on the progress of the Group and discuss any
areas of interest that they may have. Any significant issues
raised by major shareholders are discussed by the board
as a whole. Whilst this is not always possible with smaller
shareholders, the chairman aims personally to respond to
communications received from individuals.
Following a two-year period in which the Covid-19
pandemic necessitated restricted in-person attendance at
the Company’s AGM, the board was very pleased to resume
business as usual in 2022, with an AGM at Tallow Chandlers
Hall, which was also available to watch via a live weblink.
The AGM was attended by all but one director, with Jock
Green-Armytage, who had already declared his intention
to step down from the board, sadly unable to be there.
Bruce Tozer attended in his capacity as remuneration and
audit committee chair, having newly taken over these roles
on the board. The board was delighted to see so many
shareholders, comprising many familiar and some new
faces, at the 2022 AGM, and the directors were pleased
to answer questions both during the meeting and, more
informally, afterwards.
During 2022, the executive directors took part in a
number of online presentations, including two events
hosted through the Investor Meet Company platform.
These were live webinars following, respectively,
the announcement of the 2021 results and interim
results for 2022, available to existing and prospective
shareholders, and providing an opportunity for questions
to be posed to the directors after the presentation. The
board acknowledges the important role that technology
can play in facilitating shareholder engagement and will
host further online events, including those specifically
providing a forum for engaging with greater numbers of
smaller shareholders.
The board uses the Group’s website (www.mpevans.
co.uk) to make available details of the AGMs, the results
of the votes cast at those meetings, and reports and
presentations given at meetings with investors.
ACCOUNTABILITY
Financial reporting
A detailed review of the performance and financial
position of the Group is included in the chairman’s
statement and the strategic report. The board uses these
and the report of the directors to present a balanced
and understandable assessment of the Group’s position
and prospects. The directors’ responsibility for the
financial statements is described on page 46 of the
report of the directors.
Risk management
The directors acknowledge their responsibilities for the
Group’s system of risk management. Such a system can
provide reasonable, but not absolute, assurance against
material misstatement or loss. A review of the process of
risk identification, evaluation and management is carried
out by the audit committee. The committee considers
the Group’s principal risks, and a summary is presented
to the board for discussion and approval. The review
process considers the control environment and the
major business risks faced by the Group. In summary,
this is reported on pages 30 to 33.
Important control procedures, in addition to the day-to-
day supervision of parent-Company business, include
regular executive visits to the areas of operation of the
Group and of its associates, comparison of operating
performance and monthly management accounts with
plans and budgets, application of authorisation limits,
internal audit of subsidiary undertakings and frequent
communication with local management. The Group
52
M.P. EVANS GROUP PLCANNUAL REPORT 2022REPORT OF THE DIRECTORS
CORPORATE GOVERNANCE
also has an independently administered whistleblower
hotline service. During the first half of 2022, supervision
of operations continued to be maintained through a
series of ‘virtual visits’ using digital technology, enabling
executive directors, and from time-to-time non-executive
directors, to engage in discussions with field managers to
review detailed operational reports, photographs and video
and drone footage of operations, and other head office
departments, including the sustainability department.
However, following easing of Covid-19 travel restrictions,
physical visits to operations by the UK executives resumed.
It is planned for the full board to visit the Group’s
operations during the first half of 2023.
Going concern
The board has assessed and concluded on the going-
concern status of the Group, and further information is
included in the directors’ report on page 46.
Viability
The board considers the Group’s longer-term viability on a
regular basis. In order to do this, both short-term budgets
and longer-term projections are prepared and reviewed
by the board. Due to the long-term nature of the industry
within which the Group operates, the board has concluded
that projections should be prepared, and therefore viability
considered, over a 10-year period.
At the year end, the Group held a cash balance of over
US$80 million. Furthermore, as disclosed in note 22, at the
year end the Group had available undrawn finance facilities
of up to US$30 million. The Group’s plans for further
development of its Indonesian operations have been
taken into consideration, as set out in the strategic report,
including development of existing projects, investment in
new hectarage, and appropriate financing where necessary.
Principal areas of risk, and their mitigation, are included
in the section on risk management on pages 30 to 33.
As noted, whilst legislative changes in Indonesia could
adversely impact on the viability of the Group in its current
form, the board monitors the situation carefully and
considers the risk to be low. Financially, the main risk to
the Group’s results is commodity-price fluctuation, and as
has been demonstrated previously, the Group is able to
continue delivering returns even during periods of lower
crude-palm-oil prices.
The Group’s prospects remain sound, in particular given the
relatively young average age of its palms, at approximately
10 years. In light of this, and the resources available to
the Group, the board intends, where possible, to maintain
or increase, normal dividends in future years from their
current levels.
The board has not identified any significant concerns
regarding the Group’s longer-term viability.
AUDIT COMMITTEE REPORT
The audit committee is formally constituted with written
terms of reference (which are available on the Company’s
website www.mpevans.co.uk) and is chaired by Bruce Tozer.
During the year the committee comprised Bruce Tozer,
Philip Fletcher, Darian McBain (until 31 March 2022),
Jock Green-Armytage (until 30 September 2022), Michael
Sherwin (from 1 July 2022) and Tanya Ashton (from 1 August
2022). The directors who are not members of the committee
can be invited to attend its meetings. The auditors of the
Group may also attend part or all of each meeting and
they have direct access to the committee for independent
discussions, without the presence of the executive directors.
The committee met six times during 2022 and each meeting
was attended by all the members appointed at the time of
the meeting, other than the meeting on 9 June 2022 which
Jock Green-Armytage was unable to attend. The external
auditors attended two of the meetings.
The audit committee may examine any matters relating
to the financial affairs of the Group or the Group’s
audit; this includes reviews of the annual accounts and
announcements, accounting policies, compliance with
accounting standards, reviewing the Group’s principal risks,
the appointment of and fees of auditors and such other
related matters as the board may require.
During the year the audit committee has:
• Reviewed the Group’s external financial reporting,
including receiving a report from the external auditors
on the audit work they have performed;
• Assessed critical accounting judgements and key
estimates made during the year;
• Reviewed findings of the internal audit team and the
work they have performed;
• Reviewed the quality and effectiveness of the external
audit and considered points arising from it;
• Reviewed the Group’s whistleblower policy and
implementation, including assessment of briefings of
reports made to the independent hotline;
• Reviewed and strengthened the Group’s process for risk
identification, management and disclosure.
53
CORPORATE GOVERNANCE continued
Auditors
The auditors were appointed, following a tender
exercise, in 2019. The audit partner changes at least
every five years in accordance with professional and
regulatory standards in order to protect independence
and objectivity. Nigel Harker was the audit partner for
the 2022 audit.
The audit committee meets the external auditors to
consider audit planning and the results of the external
audit. The committee specifically considered the scope
of the Group auditors’ engagement and agreed the
significant risks for the audit of the 2022 results. The
external auditors have provided only audit services
during the current year. Accordingly, the board does not
consider there to be a risk that the provision of non-
audit services may compromise the external auditors’
independence.
To assess the effectiveness of the auditors, the
committee reviews their fulfilment of the agreed audit
plan and variations from it, and the auditors’ report on
issues arising during the course of the audit.
Financial reporting and review of financial statements
The committee is able to ensure it has a full
understanding of business performance through its
receipt of regular financial and operational reporting,
its review of the budget and long-term plan and its
discussion of key accounting policies and judgements.
It has specifically addressed the:
• Existing control environment over internal controls
in financial reporting;
• Group’s equity valuation, as disclosed in the annual
report; and
• Ongoing validity of key judgements in the financial
statements.
After reviewing presentations and reports from
management and consulting with the auditors,
the audit committee is satisfied that the financial
statements properly present the critical judgements
and key estimates for both the amounts reported
and relevant disclosures. The committee is also
satisfied that the significant assumptions used for
determining the value of assets and liabilities have
been appropriately scrutinised, challenged and are
sufficiently robust.
54
Palms and surrounding
flora in Pangkatan
M.P. EVANS GROUP PLCANNUAL REPORT 2022REPORT OF THE DIRECTORS
REMUNERATION REPORT
REMUNERATION REPORT
REMUNERATION COMMITTEE
The remuneration committee, which is formally
constituted with written terms of reference (available on
the Company’s website at www.mpevans.co.uk), keeps
under review the remuneration and terms of employment
of the executive directors and senior managment and
recommends such remuneration and terms to
the board. The committee comprised Bruce Tozer,
Jock Green-Armytage (until 30 September 2022),
Darian McBain (until 31 March 2022), Michael Sherwin
(from 1 July 2022), and Tanya Ashton (from 1 August 2022).
It was chaired by Jock Green-Armytage until 9 June 2022
and thereafter by Bruce Tozer. The committee met three
times during 2022 and each meeting was attended by all
the members appointed at the time of the meeting.
an award of options on fully-paid shares which vest three
years after their grant, subject to continued employment
by the Group.
In January 2023, a new element of remuneration was
introduced for the Group’s UK-based chief executive.
This was a share award made under the long-term
incentive scheme (see below) which is designed further
to align the chief executive’s remuneration package with
the long-term interests of shareholders. This share award,
which is intended to be repeated each year, maintains the
Group’s outlook of offering remuneration packages which
are designed to be broadly comparable with those offered
by similar businesses, such as European plantation and
AIM-listed companies.
SERVICE CONTRACTS
All of the UK executive directors have service contracts with
the Company. These contracts continue until terminated
by either party giving not less than one year’s notice in
writing. The executive director based overseas has a service
contract with a subsidiary company with a notice period
of less than one year. The non-executive directors do not
have service contracts or provisions for pre-determined
compensation on termination of their appointment.
REMUNERATION POLICY
The Group’s remuneration committee recognises that the
Group’s success depends, in part, on the performance
of the directors and senior management, and the
importance of ensuring that employees are incentivised.
Its philosophy is to offer a transparent and simple
remuneration package to the executive directors. To
deliver this, the structure for remuneration:
•
is designed to be easily understood by both executives
and shareholders.
• aims to encourage the executive directors to work
collegiately, focus their efforts on making decisions
that are in the Group’s best long-term interests, and,
to some extent, share in the benefits that accrue to
shareholders from a higher future share price.
Key aspects of the January 2023 share awards to the
chief executive, and the rationale for those awards are
summarised below:
• The type of award made could be classified as a
‘restricted-stock’ award, where vesting is dependent
on continued employment at the end of a three-year
vesting period from the date of award.
•
Importantly for M.P. Evans, this form of award is
already used for the Group’s Indonesia-based
executive and senior management and there is a
strong benefit in consistency of approach across our
executive team (see the section “Long-term incentive
scheme” below).
• The award is straightforward and aligns to the Group’s
business outlook. The remuneration committee
considered and discounted introducing a Performance
Share Plan, where the vesting of awards would be
dependent on attaining three-year Group performance
conditions. In a very long-term business like that of
M.P. Evans, three-year cycles would not necessarily
reflect the Group’s investment and development
profile, and vesting could be heavily influenced by
macro-factors such as commodity prices.
For several years, this has been delivered by
remuneration packages comprising a salary and a bonus
related to current results and personal performance
(including significant additional contribution in terms of
time and expertise). For the UK executive directors, half
of the bonus is payable in cash and half is deferred into
• The vesting of the share awards made to the chief
executive is, however, subject to the remuneration
committee being satisfied regarding the attainment
of ‘underpin’ performance conditions in the period
to vesting which will consider the general financial
performance of the Group and adherence to the
55
DIRECTORS’ REMUNERATION REPORT continued
Group’s core strategic pillars of Responsibility,
shares, although this will be reviewed for continuing
Excellence, Growth, and Yield.
appropriateness before each award is made.
• The quantum of awards for the chief executive was
set at a level which the remuneration committee
regards as meaningful and appropriate but still
relatively modest, aligning to the Company’s overall
outlook on pay levels which remains mindful of costs.
At the date of award on 16 January 2023, the 18,000
shares subject to the awards made were equal in
value to approximately 45% of the chief executive’s
2022 base salary. In future years, for simplicity and
for consistency with how award levels are set for
colleagues in Indonesia, it is intended to maintain
the chief executive’s annual award level at 18,000
• The awards to the chief executive also contain features
which we believe will make the awards genuinely
long-term:
– After the three-year vesting period, vested shares
(after any sales for UK income taxes and National
Insurance) must be retained by the chief executive
for a further two years.
– Beyond that period, the chief executive is encouraged
to hold shares and build his personal shareholding.
TOTAL DIRECTORS’ REMUNERATION FOR THE YEAR ENDED 31 DECEMBER 2022
SALARY
AND FEES
£
BONUS
PAID
£
1BONUS
DEFERRED
£
OTHER
BENEFITS
£
SALARY
IN LIEU OF
PENSION
£
2 PENSION
COSTS
£
3 GAIN ON
EXERCISE
OF SHARE
OPTIONS
£
TOTAL
REMUNERATION
2022
£
TOTAL
REMUNERATION
2021
£
Executive directors
P E Hadsley-Chaplin
264,640
132,320
T R J Price
M H Coulson
—
—
—
—
40,641
40,447
—
—
—
—
—
—
330,800
165,400
165,400
39,117
32,613
4,000
48,006
K Chandra Sekaran4
534,613
350,481
—
—
—
—
201,777
1,130,053
648,201
165,400
79,758
73,060
4,000
249,783
Non-executive directors
J M Green-Armytage
P A Fletcher
B C Tozer
D M McBain
M Sherwin
T Ashton
30,813
37,350
40,850
9,338
18,675
15,563
152,589
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
478,048
—
785,336
1,086,871
2,350,255
435,270
637,003
576,615
198,062
1,846,950
30,813
37,350
40,850
9,338
18,675
15,563
42,350
36,250
36,250
36,250
—
—
152,589
151,100
Total
1,282,642
648,201
165,400
79,758
73,060
4,000
249,783
2,502,844
1,998,050
1. In line with the Group remuneration policy, half of the bonus for the year to Mr M H Coulson (being 12 months’ salary) has
been deferred into an award of options over fully-paid shares of equal value which vest after three years subject to continued
employment by the Group.
2. The pension costs for Mr M H Coulson are the contributions made by the Company to a Company-sponsored self-invested personal
pension.
3. The gain on share options for Mr M H Coulson includes amounts already reported in previous years as remuneration under “Bonus
deferred”.
4. The remuneration for K Chandra Sekaran in 2021 relates to the period from his appointment on 1 August 2021, and does not
include the bonus paid to him earlier in that year.
The annual ratio for total remuneration of the chief executive in relation to the median of the Group’s UK payroll
excluding this individual was 6.0 in 2022 (2021 – 5.3). The equivalent ratio for the percentage increase in annual total
remuneration was 3.9 (2021 – 1.4).
56
M.P. EVANS GROUP PLCANNUAL REPORT 2022
REPORT OF THE DIRECTORS
REMUNERATION REPORT
LONG-TERM INCENTIVE SCHEME
The long-term incentive scheme established in 2017
governs the grant of deferred-bonus awards to UK-based
executive directors and annual awards of fully-paid
shares to senior staff, including, as described above, the
awards made to our UK-based chief executive in January
2023 and which are intended to be an annual element of
UK executive remuneration in the future.
The award of fully-paid shares has the advantage of
being substantially less dilutive than market-priced share
options, whilst continuing to provide an adequate level of
incentive to the recipient.
No additional performance criteria attach to the deferred-
bonus awards since the original bonus will have been
performance related.
In respect of senior staff who are not UK-based executive
directors, the Group aims annually to grant options in a
limited number of fully-paid shares which vest after three
years subject to continued employment by the Group.
This is designed to retain valued individuals in a growing
and competitive sector. No performance criteria attach to
these awards.
EXECUTIVE DIRECTORS
When determining the remuneration of the executive
directors, the remuneration committee considers the pay
and conditions across the Group, particularly those of
the senior management of the operations in Indonesia.
The Group aims to provide remuneration packages for the
directors and senior management which are a fair reward
for their contribution to the business, having regard
to the complexity of the Group’s operations and the
need to attract, retain and motivate high-quality senior
management.
Non-pensionable bonuses may be awarded annually in
arrears at the discretion of the committee, taking account
of the Group’s performance during the period and other
targeted objectives. Bonuses do not exceed twelve
months’ salary, half payable in cash and half deferred
into an award of fully-paid shares which vest three years
after their grant, subject to continued employment by
the Group (as described above). The bonuses for 2022
took into account, inter alia, another record year of
crop and production supporting strong profitability and
shareholder returns; significant work on recruitment to
senior positions in the Company and management of
smooth transitions of both executive roles and changes
within the wider board; significant initiatives undertaken
in relation to ESG awareness and development of
reporting strategy including work with ESG consultants
on carbon accounting and TCFD reporting; also good
progress on risk management and disclosure. The
absolute value of these measures was assessed, as was
their outturn against budget.
Also, for our UK-based chief executive, from January 2023 we
have introduced the annual share award described above.
NON-EXECUTIVE DIRECTORS
The fees of the non-executive directors are determined by
the board having regard to the complexity of the Group’s
operations and the need to attract, retain and motivate
high-quality non-executive directors and the level of fees
paid for similar roles in equivalent companies.
EXECUTIVE SHARE-OPTION SCHEME
During 2022, K Chandra Sekaran was a member of the
executive share-option scheme which was established in
2012. Options granted under this scheme gave K Chandra
Sekaran the right to purchase shares on a future date
at the market price of the shares on the date that the
options were granted. As such, the value of any option is
closely tied to the performance of the Group as reflected
in its share price. There will be no gain on exercise
unless the share price on the exercise date exceeds the
share price on the date the options were granted. On
31 December 2022, options over 20,000 shares (2021 –
50,000) granted to K Chandra Sekaran under this scheme
remained outstanding. During the year, 30,000 options
were exercised by him (2021 - none) and none (2021 -
none) lapsed.
During the year, Matthew Coulson was a member of
the long-term incentive scheme established in 2017
described above, under which half of any discretionary
bonus is deferred into options over fully-paid shares.
Under this arrangement options on 19,880 fully-
paid shares were awarded in 2022 (2021 – 13,748),
representing half of the bonus awarded to
Matthew Coulson.
No options are held by either the chairman or non-
executive directors.
At 31 December 2022, the middle-market quotation for
the Company’s shares, as derived from the London Stock
Exchange Daily Official List, was 810p, as compared with
the high and low quotations for the year of 1,085p and
784p respectively.
57
M.P. EVANS GROUP PLC
ANNUAL REPORT 2022
OPTIONS HELD OVER SHARES OF THE COMPANY BY THE EXECUTIVE DIRECTORS
DURING THE YEAR ENDED 31 DECEMBER 2022
BALANCE
AT 1 JAN
2022
GRANTED
IN THE
YEAR
EXERCISED
IN THE
YEAR
BALANCE
AT 31 DEC
2022
EXERCISE
PRICE
PENCE
DATE FROM
WHICH
NORMALLY
EXERCISABLE
DATE OF
GRANT
EXPIRY
DATE
Executive share-option scheme
K Chandra Sekaran
30,000
Total
20,000
50,000
Long-term incentive scheme
M H Coulson
K Chandra Sekaran
Total
5,826
5,557
10,049
13,748
—
35,180
3,000
3,000
3,000
—
—
9,000
44,180
—
—
—
—
—
—
—
19,880
19,880
—
—
—
3,000
3,000
6,000
25,880
30,000
—
30,000
5,826
—
—
—
—
5,826
3,000
—
—
—
—
3,000
8,826
—
20,000
20,000
—
5,557
10,049
13,748
19,880
49,234
—
3,000
3,000
3,000
3,000
12,000
61,234
483.21
412.50
19 Jun 12
19 Jun 15
19 Jun 22
27 Apr 15
27 Apr 18
27 Apr 25
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
11 Jan 19
11 Jan 22
10 Jan 29
9 Jan 20
9 Jan 23
8 Jan 30
22 Dec 20
22 Dec 23
21 Dec 30
14 Dec 21
14 Dec 24
13 Dec 31
13 Dec 22
13 Dec 25
12 Dec 32
1 Jul 19
1 Jul 20
1 Jul 21
23 Mar 22
1 Jul 22
1 Jul 22
1 Jul 23
1 Jul 24
7 Jan 25
1 Jul 25
30 Jun 29
30 Jun 30
30 Jun 31
6 Jan 32
30 Jun 32
PENSIONS
The Company sponsors self-invested personal pensions (“SIPPs”) for the UK executive directors. Contributions made by
the Company to the SIPPs and to a life-assurance company give the executives a pension at retirement, a pension to a
spouse payable on death whilst in the employment of the Company, and life-assurance cover based on a multiple of
salary. No element of a director’s remuneration package, other than basic salary, is pensionable. Individuals may elect
to forgo contributions to the SIPP, in which case they receive an additional salary paid in lieu of the employer’s pension
contributions at the same cost to the Company.
Approved by the board of directors and signed by its order.
Katya Merrick
Company secretary
21 March 2023
58
Bangka estate community vegetable garden
59
INDEPENDENT AUDITORS’ REPORT
To the members of M.P. Evans Group PLC
OPINION ON THE FINANCIAL STATEMENTS
In our opinion:
• the financial statements give a true and fair view of the state of the Group’s and of the parent-Company’s affairs as
at 31 December 2022 and of the Group’s profit for the year then ended;
• the Group financial statements have been properly prepared in accordance with UK-adopted International
Accounting Standards;
• the parent-Company financial statements have been properly prepared in accordance with United Kingdom
Generally Accepted Accounting Practice; and
• the financial statements have been prepared in accordance with the requirements of the Companies Act 2006.
We have audited the financial statements of M.P. Evans Group PLC (the ‘parent Company’) and its subsidiaries (the
‘Group’) for the year ended 31 December 2022 which comprise the consolidated income statement, consolidated
statement of comprehensive income, consolidated and parent-Company balance sheets, consolidated and parent-
Company statements of changes in equity, consolidated cash-flow statement and notes to the consolidated and parent-
Company financial statements, including a summary of significant accounting policies.
The financial reporting framework that has been applied in the preparation of the Group financial statements is
applicable law and UK-adopted International Accounting Standards. The financial reporting framework that has
been applied in the preparation of the parent-Company financial statements is applicable law and United Kingdom
Accounting Standards, including Financial Reporting Standard 101 Reduced Disclosure Framework (United Kingdom
Generally Accepted Accounting Practice).
BASIS FOR OPINION
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law.
Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of
the financial statements section of our report. We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our opinion.
Independence
We remain independent of the Group and the parent Company in accordance with the ethical requirements that are
relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard as applied to listed
entities, and we have fulfilled our other ethical responsibilities in accordance with these requirements.
CONCLUSIONS RELATING TO GOING CONCERN
In auditing the financial statements, we have concluded that the directors’ use of the going-concern basis of accounting
in the preparation of the financial statements is appropriate. Our evaluation of the directors’ assessment of the Group
and the parent Company’s ability to continue to adopt the going concern basis of accounting included:
• A review of the directors’ assessment of going concern and consideration of the key assumptions used in the
forecasts, including:
– Comparing the CPO price used to historical data and price forecasts.
– Corroborating the historically achieved oil-extraction rate (“OER”) to supporting documentation and considering
the reasonableness of forecast extraction rates for each estate.
– Considering forecast production by comparing to historical results along with taking into account the age of
planted areas in each estate.
60
M.P. EVANS GROUP PLCANNUAL REPORT 2022INDEPENDENT AUDITORS’ REPORT
• Consideration of the directors’ sensitivity analysis along with performing further sensitivities on the revenue and
gross profit margin assumptions.
• An assessment of the appropriateness and accuracy of cash-flow forecasts by comparing prior year forecasts to
current year results.
• A review of whether the disclosures are appropriate for the circumstances of the entity and provide sufficient
information about the Group and its subsidiaries and the directors’ consideration of their ability to continue as a
going concern.
Based on the work we have performed, we have not identified any material uncertainties relating to events or
conditions that, individually or collectively, may cast significant doubt on the Group and the parent Company’s ability to
continue as a going concern for a period of at least twelve months from when the financial statements are authorised
for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant
sections of this report.
OVERVIEW
COVERAGE
KEY AUDIT MATTERS
MATERIALITY
77% (2021 – 78%) of
Group profit before tax
85% (2021 – 84%) of
Group revenue
70% (2021 – 77%) of
Group total assets
2022
2021
Impairment of goodwill
Valuation of biological assets
Valuation of biological assets is no longer
considered to be a key audit matter because the
valuation is below our materiality threshold.
Group financial statements
as a whole
US$5.0 million (2021 US$4.9
million) based on 5% of profit
before tax (2021 5% of adjusted
profit before tax).
AN OVERVIEW OF THE SCOPE OF OUR AUDIT
The Group financial statements are a consolidation of twenty one companies consisting of the parent Company,
three UK-incorporated subsidiary companies, thirteen Indonesian subsidiary companies, one Singapore-incorporated
subsidiary company and three associate entities. The majority of the Group’s operations are located in Indonesia with
the head office and main Group accounting function located in the United Kingdom.
Our Group audit was scoped by obtaining an understanding of the Group and its environment, including the Group’s
system of internal control, and assessing the risks of material misstatement in the financial statements. We also
addressed the risk of management override of internal controls, including assessing whether there was evidence of bias
by the directors that may have represented a risk of material misstatement.
Based on our assessment, we identified five (2021 five) operating plantation companies which, in our view, required an
audit of their complete financial information due to their financial significance to the Group (“significant components”).
The audit procedures for these components were performed by component auditors who were members of the BDO
International network. It was considered appropriate to perform audit procedures on specific audit areas where
their balance was material to the Group for a further seven (2021 seven) companies (“material but not significant
components”). Where these components were located overseas, the audit procedures were performed by component
auditors who were also members of the BDO Global network whilst the audit procedures for components located in the
UK were performed by the Group audit team. For the other components that were not identified as being significant to
the Group, we performed analytical review procedures at the Group level.
As part of the audit strategy, senior members of the Group audit team attended a number of the board’s remote
quarterly review meeting with estate management.
61
INDEPENDENT AUDITORS’ REPORT continued
Our involvement with component auditors
For the work performed by component auditors, we determined the level of involvement needed in order to be able
to conclude whether sufficient appropriate audit evidence has been obtained as a basis for our opinion on the Group
financial statements as a whole. Our involvement with component auditors included the following:
• As part of our audit planning, the senior statutory auditor and other senior members of the Group audit team visited
Indonesia to attend the engagement team discussion where we discussed the Group and local risks identified and
agreed the testing approach. Those team members then visited the Musi Rawas estate with management.
• Senior members of the Group audit team visited Indonesia to perform a review of the component team audit files
for the Indonesian operating units and requested the component auditors to perform any further procedures
required.
• At the completion stage senior members of the Group audit team attended the clearance meeting with local audit
and local management teams and reviewed component audit teams’ reporting, addressing risks and specific
procedures raised. We held discussions with component and Group management to discuss the findings from our
audit, including local adjustments raised.
KEY AUDIT MATTERS
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the
financial statements of the current period and include the most significant assessed risks of material misstatement
(whether or not due to fraud) that we identified, including those which had the greatest effect on: the overall audit
strategy, the allocation of resources in the audit, and directing the efforts of the engagement team. These matters were
addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and
we do not provide a separate opinion on these matters.
KEY AUDIT MATTER
HOW THE SCOPE OF OUR AUDIT ADDRESSED
THE KEY AUDIT MATTER
Impairment of goodwill
Our procedures have focused on the goodwill impairment test
Refer to the accounting policies of the Group (note 3) for
further detail on the policies impacting goodwill valuation
together with note 13 detailing the key estimates over
goodwill impairment and the financial disclosure of
goodwill.
Goodwill is a significant balance in the consolidated balance
sheet and is subject to an annual impairment review.
The goodwill balance at 31 December 2022 was US$11.8
million, of which US$10.6 million related to the Bumi Mas
estate.
for the Bumi Mas estate. We have:
• Assessed management’s impairment model for compliance
with applicable accounting standards and tested its
computational accuracy;
• Assessed management’s identification and allocation of
cash generating units with reference to the estates;
• With the assistance of our internal valuation experts we
tested the discount rate assumptions to assess their
reasonableness through corroboration to external sources;
The recoverability of goodwill is dependent on
• Performed sensitivity analysis over the key assumptions
management’s identification and allocation of cash
(discount rate, CPO price, production, forecast length
generating units, estimating both cash flows and appropriate
and extraction rates) and agreed their reasonableness
discount rates to apply in the value in use calculation.
through corroboration to external sources and historical
Given the size of the goodwill balance, and the complexity of
performance.
estimating both cash flows and discount rates we consider
goodwill impairment to be an area of material estimation.
Hence there is a risk that the valuation of goodwill is
Key observations: We did not identify any indicators to
suggest that the estimates made by the directors in the
calculation of the goodwill impairment assessment were
inappropriate. Due to the judgements involved we consider
inappropriate.
this to be a key audit matter.
62
M.P. EVANS GROUP PLCANNUAL REPORT 2022INDEPENDENT AUDITORS’ REPORT
OUR APPLICATION OF MATERIALITY
We apply the concept of materiality both in planning and performing our audit, and in evaluating the effect of
misstatements. We consider materiality to be the magnitude by which misstatements, including omissions, could
influence the economic decisions of reasonable users that are taken on the basis of the financial statements.
In order to reduce to an appropriately low level the probability that any misstatements exceed materiality, we use a
lower materiality level, performance materiality, to determine the extent of testing needed. Importantly, misstatements
below these levels will not necessarily be evaluated as immaterial as we also take account of the nature of identified
misstatements, and the particular circumstances of their occurrence, when evaluating their effect on the financial
statements as a whole.
Based on our professional judgement, we determined materiality for the financial statements as a whole and
performance materiality as follows:
Group financial statements
Parent-Company financial statements
2022
US$
2021
US$
2022
US$
2021
US$
Materiality
5.0 million
4.9 million
2.0 million
2.8 million
Basis for determining
materiality
5% of profit
before tax
5% of adjusted profit
before tax
2% of total assets
2% of total assets
Rationale for
benchmark
applied
We consider profit to be a key performance
measure to a user for the purpose of evaluating
financial performance.
Materiality for 2022 was based on 5% of profit
before tax (2021 - 5% of adjusted profit before
tax to exclude the profit on sale of Malaysian
land which was non-recurring in nature).
Calculated as 2% of total assets restricted to
95% percent of Group materiality
(if lower) for Group reporting purposes
given the assessment of aggregation risk.
Performance
materiality
Basis for determining
performance
materiality
3.5 million
3.4 million
1.4 million
2.0 million
70% of
materiality
70% of
materiality
70% of
materiality
70% of
materiality
70% of materiality based on our experience and knowledge of the Group and parent Company, Group
structure, planned testing approach, and history of errors.
Component materiality
We set materiality for each component of the Group based on a percentage of between 70% and 19% (2021 between
82% and 20%) of Group materiality dependent on the size and our assessment of the risk of material misstatement of
that component. Component materiality ranged from US$3.7 million to US$1.0 million (2021 US$4.0 million to US$1.0
million). In the audit of each component, we further applied performance materiality levels of 70% of the component
materiality to our testing to ensure that the risk of errors exceeding component materiality was appropriately mitigated.
Reporting threshold
We agreed with the audit committee that we would report to them all individual audit differences in excess of
US$106,000 (2021 US$98,000), being 2% of materiality. We also agreed to report differences below this threshold that,
in our view, warranted reporting on qualitative grounds.
OTHER INFORMATION
The directors are responsible for the other information. The other information comprises the information included in
the annual report other than the financial statements and our auditors’ report thereon. Our opinion on the financial
statements does not cover the other information and, except to the extent otherwise explicitly stated in our report,
63
INDEPENDENT AUDITORS’ REPORT continued
we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and,
in doing so, consider whether the other information is materially inconsistent with the financial statements or our
knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such
material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a
material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude
that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
OTHER COMPANIES ACT 2006 REPORTING
Based on the responsibilities described below and our work performed during the course of the audit, we are required
by the Companies Act 2006 and ISAs (UK) to report on certain opinions and matters as described below.
Strategic report
In our opinion, based on the work undertaken in the course of the audit:
and directors’
report
•
the information given in the strategic report and the directors’ report for the financial year for
which the financial statements are prepared is consistent with the financial statements; and
•
the strategic report and the directors’ report have been prepared in accordance with applicable
legal requirements.
In the light of the knowledge and understanding of the Group and parent Company and its
environment obtained in the course of the audit, we have not identified material misstatements in
the strategic report or the directors’ report.
Matters on
which we
are required
to report by
exception
We have nothing to report in respect of the following matters in relation to which the Companies
Act 2006 requires us to report to you if, in our opinion:
• adequate accounting records have not been kept by the parent Company, or returns adequate
for our audit have not been received from branches not visited by us; or
•
the parent Company financial statements are not in agreement with the accounting records and
returns; or
• certain disclosures of directors’ remuneration specified by law are not made; or
• we have not received all the information and explanations we require for our audit.
RESPONSIBILITIES OF DIRECTORS
As explained more fully in the statement of directors’ responsibilities, the directors are responsible for the preparation
of the financial statements and for being satisfied that they give a true and fair view, and for such internal control
as the directors determine is necessary to enable the preparation of financial statements that are free from material
misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the Group’s and the parent Company’s
ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going
concern basis of accounting unless the directors either intend to liquidate the Group or the parent Company or to
cease operations, or have no realistic alternative but to do so.
AUDITOR’S RESPONSIBILITIES FOR THE AUDIT OF THE FINANCIAL STATEMENTS
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from
material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with
ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are
considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of these financial statements.
64
M.P. EVANS GROUP PLCANNUAL REPORT 2022
INDEPENDENT AUDITORS’ REPORT
Extent to which the audit was capable of detecting irregularities, including fraud
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line
with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud.
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
• We gained an understanding of the legal and regulatory framework applicable to the Group and the industry
in which it operates, and considered the risk of acts by the Group that were contrary to applicable laws and
regulations, including fraud.
• We considered the Group’s compliance with laws and regulations that have a direct impact on the financial
statements including, but not limited to, UK company law, UK tax legislation, AIM Rules and the component auditors
considered compliance with Indonesian tax law, Indonesian Sustainable Palm Oil (“ISPO”) standard and Indonesian
land laws, and we considered the extent to which non-compliance might have a material effect on the Group
financial statements.
• We designed audit procedures at both the Group and significant component levels to identify instances of non-
compliance with such laws and regulations. Our procedures included reviewing the financial statement disclosures
and agreeing to underlying supporting documentation where necessary. We reviewed internal audit reports
throughout the year and subsequent to the year-end and we reviewed minutes of all board and committee meetings
held during and subsequent to the year for any indicators of non-compliance and made enquiries of management
and of the directors as to the risks of non-compliance and any instances thereof.
• We addressed the risk of management override of internal controls, including testing journal entries processed
during and subsequent to the year end where the audit believe the accounts could be misstated due to fraud. We
assessed journals posted by super users, journals with no description and revenue journals. We then evaluated
whether there was evidence of bias by the directors that represented a risk of material misstatement due to fraud.
• We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team
members, and remained alert to any indications of fraud or non-compliance with laws and regulations throughout
the audit. We also instructed all component auditors and reviewed the work performed by the component audit
team in this regard.
Our audit procedures were designed to respond to risks of material misstatement in the financial statements,
recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting
one resulting from error, as fraud may involve deliberate concealment by, for example, forgery, misrepresentations or
through collusion. There are inherent limitations in the audit procedures performed and the further removed non-
compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less
likely we are to become aware of it.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: www.frc.org.uk/
auditorsresponsibilities. This description forms part of our auditors’ report.
USE OF OUR REPORT
This report is made solely to the parent Company’s members, as a body, in accordance with Chapter 3 of Part 16 of the
Companies Act 2006. Our audit work has been undertaken so that we might state to the parent Company’s members
those matters we are required to state to them in an auditors’ report and for no other purpose. To the fullest extent
permitted by law, we do not accept or assume responsibility to anyone other than the parent Company and the parent
Company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
Nigel Harker (Senior Statutory Auditor)
for and on behalf of BDO LLP, Statutory Auditor
Gatwick, United Kingdom
21 March 2023
BDO LLP is a limited liability partnership registered in England and Wales (with registered number OC305127)
65
CONS0LIDATED INCOME STATEMENT
For the year ended 31 December 2022
Note
2022
US$’000
2021
US$’000
Continuing operations
Revenue
Cost of sales
Gross profit
(Loss)/gain on biological assets
Profit on sale of land
Foreign-exchange loss
Other administrative expenses
Other income
Operating profit
Finance income
Finance costs
Profit before tax
Tax on profit on ordinary activities
Profit after tax
Share of associated companies’ profit after tax
Profit for the year
Attributable to:
Owners of M.P. Evans Group PLC
Non-controlling interests
Continuing operations
Basic earnings per 10p share
Diluted earnings per 10p share
Basic earnings per 10p share
Continuing operations
326,917
(217,707)
109,210
(1,431)
—
(3,444)
(4,614)
1,865
101,586
1,395
(2,731)
100,250
(24,073)
76,177
2,184
78,361
73,060
5,301
78,361
276,592
(172,979)
103,613
1,771
13,946
(820)
(5,380)
1,426
114,556
645
(2,699)
112,502
(23,228)
89,274
2,508
91,782
86,406
5,376
91,782
US cents
US cents
133.9
133.4
158.4
157.9
Pence
Pence
108.0
115.6
6
7
8
9
28
11
11
66
M.P. EVANS GROUP PLCANNUAL REPORT 2022CONS0LIDATED STATEMENT OF COMPREHENSIVE INCOME
For the year ended 31 December 2022
FINANCIAL STATEMENTS
Other comprehensive (expense)/income (net of tax)
Items that may be reclassified to the income statement
Exchange loss on translation of foreign operations
Items that will not be reclassified to the income statement
Remeasurement of retirement-benefit obligations
Other comprehensive (expense)/income for the year
Profit for the year
Total comprehensive income
Attributable to:
Owners of M.P. Evans Group PLC
Non-controlling interests
2022
US$’000
2021
US$’000
(1,528)
(780)
986
(542)
78,361
77,819
72,449
5,370
77,819
814
34
91,782
91,816
86,380
5,436
91,816
67
CONS0LIDATED BALANCE SHEET
As at 31 December 2022
COMPANY NUMBER: 1555042
Note
2022
US$’000
2021
US$’000
Non-current assets
Goodwill
Other intangible assets
Property, plant and equipment
Investments in associates
Investments
Deferred-tax asset
Trade and other receivables
Current assets
Biological assets
Inventories
Trade and other receivables
Current-tax asset
Cash and cash equivalents
Total assets
Current liabilities
Borrowings
Trade and other payables
Current-tax liability
Net current assets
Non-current liabilities
Borrowings
Deferred-tax liability
Retirement-benefit obligations
Total liabilities
Net assets
Equity
Share capital
Other reserves
Retained earnings
Equity attributable to the owners of M.P. Evans Group PLC
Non-controlling interests
Total equity
13
13
14
15
16
23
19
17
18
19
20
22
21
22
23
24
25
27
27
28
11,767
1,167
411,658
11,795
61
989
9,146
446,583
3,089
23,112
32,681
2,290
82,503
143,675
590,258
17,364
24,410
4,455
46,229
97,446
31,675
13,538
9,972
55,185
101,414
488,844
9,179
54,543
407,460
471,182
17,662
488,844
11,767
1,222
401,005
13,242
65
3,602
16,618
447,521
4,520
21,754
41,892
2,522
65,609
136,297
583,818
20,531
31,200
12,219
63,950
72,347
50,517
11,417
12,886
74,820
138,770
445,048
9,232
55,467
366,825
431,524
13,524
445,048
The financial statements on pages 66 to 91 were approved by the board of directors on 21 March 2023 and signed on its
behalf by
Peter Hadsley-Chaplin
Executive chairman
Matthew Coulson
Chief executive
68
M.P. EVANS GROUP PLCANNUAL REPORT 2022
FINANCIAL STATEMENTS
CONS0LIDATED STATEMENT OF CHANGES IN EQUITY
For the year ended 31 December 2022
SHARE
CAPITAL
US$’000
OTHER
RESERVES
US$’000
RETAINED
EARNINGS
US$’000
Note
NON-
CONTROLLING
INTERESTS
US$’000
TOTAL
US$’000
TOTAL
EQUITY
US$’000
Profit for the year
Other comprehensive
(expense)/income for
the year
Total comprehensive income
for the year
Issue of share capital
Dividends paid
Dividends from associates
Share buyback
Credit to equity for
equity-settled share-based
payments
Transactions with owners
At 1 January 2022
At 31 December 2022
Profit for the year
Other comprehensive
(expense)/income for
the year
Total comprehensive income
for the year
Issue of share capital
Dividends paid
Dividends from associates
Credit to equity for
equity-settled share-based
payments
Transactions with owners
At 1 January 2021
At 31 December 2021
25
10
15
26
25
10
15
26
—
—
—
4
—
—
(57)
—
(53)
9,232
9,179
2,184
70,876
73,060
5,301
78,361
(677)
66
(611)
69
(542)
1,507
70,942
72,449
5,370
77,819
—
191
—
191
(28,500)
(28,500)
(1,232)
(29,732)
187
—
(2,656)
57
2,656
(4,902)
—
(4,902)
—
—
—
—
(4,902)
420
(19)
439
420
(2,431)
(30,307)
(32,791)
(1,232)
(34,023)
55,467
54,543
366,825
407,460
431,524
471,182
13,524
17,662
445,048
488,844
—
2,508
83,898
86,406
5,376
91,782
—
—
28
—
—
—
28
9,204
9,232
(404)
378
(26)
60
34
2,104
84,276
86,380
5,436
91,816
799
—
—
827
—
827
(20,527)
(20,527)
(1,641)
(22,168)
(2,424)
2,424
—
(102)
(1,727)
55,090
55,467
535
(17,568)
300,117
366,825
433
(19,267)
364,411
431,524
—
—
(1,641)
9,729
13,524
—
433
(20,908)
374,140
445,048
69
CONS0LIDATED CASH-FLOW STATEMENT
For the year ended 31 December 2022
Note
29
14
13
6
30
Net cash generated by operating activities
Investing activities
Purchase of property, plant and equipment
Purchase of intangible assets
Interest received
Decrease in bank deposits treated as current-asset investments
Decrease in receivables from smallholder co-operatives
Proceeds on disposal of property, plant and equipment
Net cash (used by)/from investing activities
Financing activities
Repayment of borrowings
Lease liability payments
Dividends paid to Company shareholders
Dividends paid to non-controlling interest
Issue of Company shares
Buyback of Company shares
Net cash used by financing activities
Net increase in cash and cash equivalents
Net cash and cash equivalents at 1 January
Effect of foreign-exchange rates on cash and cash equivalents
Cash and cash equivalents at 31 December
20
2022
US$’000
102,288
2021
US$’000
92,272
(33,714)
(32,510)
(116)
622
—
1,714
3,055
(28,439)
(22,009)
(38)
(28,500)
(124)
191
(4,902)
(55,382)
18,467
65,609
(1,573)
82,503
(8)
316
334
17,630
15,125
887
(34,636)
(218)
(20,527)
(164)
827
—
(54,718)
38,441
27,222
(54)
65,609
70
M.P. EVANS GROUP PLCANNUAL REPORT 2022FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED ACCOUNTS
NOTES TO THE CONSOLIDATED ACCOUNTS
For the year ended 31 December 2022
1 General information
M.P. Evans Group PLC is a public limited company incorporated in the United Kingdom under the Companies Act 2006 and listed
on the London Stock Exchange’s Alternative Investment Market (“AIM”), Company number 1555042. The Company is registered
in England and Wales, and the address of its registered office is given on page 104. The nature of the Group’s operations and its
principal activities are set out in note 4 and in the strategic report on pages 14 to 33. The Group is domiciled in the UK.
The functional currency of M.P. Evans Group PLC, determined under IAS 21, is the US Dollar. Likewise, the functional currency of
subsidiaries operating in the palm-oil sector is the US Dollar, reflecting the primary economic environment in which the Group
operates. The presentational currency for the Group accounts is also the US Dollar.
As permitted by section 408 of the Companies Act 2006, the Company has elected not to present its own income statement for the
year. M.P. Evans Group PLC reported a loss for the year of US$3,657,000 (2021 US$3,492,000). The Company’s separate financial
statements are set out on pages 92 to 97.
By virtue of Section 479A of the Companies Act 2006, the Company’s subsidiary Bertam Consolidated Rubber Company Limited is
exempt from the requirement to have an audit and prepare individual accounts. Details of all subsidiary companies are shown on
page 98.
2 Adoption of new and revised accounting standards
(a) New and amended standards adopted by the Group
There have been a number of new and amended standards issued by the International Accounting Standards Board (“IASB”) that
became effective for the first time during the year ended 31 December 2022. The Group has assessed each of them and concluded
that the following standards and amendments have not had a material impact on the Group’s results or financial position.
IFRS 3 (amendments) Reference to the conceptual framework
IAS 16 (amendments) Proceeds before intended use
IAS 37 (amendments) Cost of fulfilling a contract
Annual improvements to IFRS Standards 2018-2020
(b) New standards, amendments and interpretations issued but not effective for the year beginning 1 January 2022 and not
adopted early
At the date of authorisation of these financial statements, a number of new and revised IFRSs have been issued by the
IASB but are not yet effective, as listed below. The directors have performed an initial review of each of the new and revised
standards and, based on the Group’s current operations and accounting policies, are of the view that their adoption will not
lead to any material change in the Group’s financial reporting.
IFRS 17 (amendments) Insurance contracts
IAS 1 (amendments) Classification of liabilities as current or non-current
IAS 1 (amendments) Disclosure of accounting policies
IAS 8 (amendments) Definition of accounting estimates
IAS 12 (amendments) Deferred tax arising from a single transaction
IFRS 16 (amendments) Leases: lease liability in a sale and leaseback
3 Accounting policies
(a) Accounting convention and basis of presentation
The consolidated financial statements of M.P. Evans Group PLC have been prepared in accordance with UK-adopted
International Accounting standards and with the requirements of the Companies Act 2006 as applicable to companies
reporting under International Financial Reporting Standards (IFRS). They have been prepared under the historical cost
convention, except for items that are required by IFRS to be measured at fair value, principally biological assets. The Group’s
financial statements therefore comply with the AIM rules.
(b) Going concern
The financial statements have been prepared on a going-concern basis. The directors have conducted a review of projected
cash flows from operations, investing and financing considering in detail the period up to the end of 2024, including risks and
sensitivities, concluding that the Group has sufficient projected funds to carry on its business and its planned investment
programme in the medium term. Furthermore, the Group has control over its main cash expenditure, investment in its new
estates and mills, which it can manage according to the resources available. Further details are given in the report of the
directors on page 42.
71
NOTES TO THE CONSOLIDATED ACCOUNTS continued
3 Accounting policies continued
(c) Basis of consolidation
The Group financial statements consolidate the financial statements of the Company and all of its subsidiaries, and equity
accounts for its associated undertakings. The Group treats as subsidiaries those entities in which it has power over the
investee, has the rights or exposure to variable returns, and has the ability to affect those returns. All subsidiary and
associated undertakings prepare their financial statements to 31 December.
Where necessary, the financial statements of subsidiary and associated companies are adjusted prior to consolidation or
equity accounting to bring them into line with the Group’s accounting policies. All intra-Group transactions, balances, income
and expenses are eliminated on consolidation. The results of subsidiaries or associated companies acquired or disposed of
during the year are included in the consolidated income statement from or up to the effective point of gaining or losing either
control or significant influence as appropriate.
Non-controlling interests in the net assets of subsidiaries are separately identified. They consist of non-controlling interests at
the date of business combination, and the non-controlling interest’s share of subsequent changes in equity.
On disposal of a subsidiary or associated company, the gain or loss on disposal is calculated as the difference between the
fair value of the proceeds received and the Group’s consolidated carrying value of the assets and liabilities of the subsidiary
or associated undertaking, including goodwill where relevant. If required by IFRS 5, results (including comparative amounts) of
the disposed of subsidiary or associated undertaking are included within discontinued operations.
(d) Revenue
Revenue represents the fair value of crops and produce sold during the year, excluding sales taxes. Income is recognised at
the point of delivery, which is deemed to be the point at which the performance obligation is satisfied. Payment terms are
cash on delivery. However, in some circumstances credit is offered to selected customers, on up to 10-day terms.
(e) Retirement benefits
In the UK, the Group operates a defined-contribution pension scheme. The pension charge represents the contributions
payable by the Group under the rules of the scheme.
In Indonesia, as required by law, a lump sum is paid to employees on retirement or on leaving the Group’s employment.
This terminal benefit is unfunded, but the expense is accrued by the Group based on an annual actuarial review using the
projected unit credit method and charged to the income statement on the basis of individuals’ service at the balance-sheet
date. Remeasurement by the actuary is included in equity, whilst all other movements in the liability, other than benefits paid,
are recognised in profit or loss.
(f ) Share-based payments
The Group issues equity-settled, share-based payments to certain employees. Such share-based payments are measured at fair
value (excluding the effect of any non-market-based vesting conditions) at the date of grant. The fair value determined at the grant
date of the equity-settled, share-based payments is expensed on a straight-line basis over the vesting period, based on the Group’s
estimate of shares that will eventually vest. Fair value is measured by application of the Black-Scholes model, using management’s
best estimates assuming that: options are exercised in the middle of the exercise period for market-priced options and at the
start of the exercise period for options issued under the long-term incentive scheme; dividend yield is the latest annual dividend
divided by the share price on the date the options are granted; share-price volatility is assessed as the average standard
deviation over one year using share prices since 1 January 1993. At each balance-sheet date the Group estimates the number of
options it expects to vest. Any changes from the previous estimate are recognised in the income statement.
(g) Goodwill
On acquisition of shares in subsidiary companies or associated undertakings, the directors compare the fair value of the
consideration given for the shares with the fair value of the identifiable net assets acquired, including an estimation of the fair
value of property, plant and equipment, intangible fixed assets and biological assets. This comparison is used to establish the
value of goodwill or the excess of fair value of the identifiable net assets and liabilities acquired over their cost.
Goodwill arising on acquisition is ascribed to an operating subsidiary and capitalised, with provision being made for any
impairment. Goodwill is tested for impairment at least annually but provisions, once made, are not reversed. Inputs to the fair
value measurement of goodwill fall into ‘Levels 2 and 3’ in the IFRS categories.
(h) Biological assets
For internal reporting and decision-making, the Group’s policy is to recognise fresh fruit bunches (“ffb”) at the point of harvest.
For the purposes of statutory reporting, the Group’s policy is to include an estimate of the fair value of ffb prior to harvest as
a biological asset in the Group’s financial statements (see note 17). The impact of initial valuations and subsequent changes in
value are included in the Group’s income statement. The valuation falls into the IFRS category ‘Level 3’, since sales of ffb prior
to harvest are never transacted.
72
M.P. EVANS GROUP PLCANNUAL REPORT 2022
FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED ACCOUNTS
3 Accounting policies continued
Biological assets continued
Deferred tax is recognised at the relevant local rate on the difference between the estimated cost of biological assets and
their carrying value determined under IAS 41.
(i)
Intangible assets
Intangible assets (other than goodwill) are stated at historical cost less amortisation. Software is written off over its estimated
useful life on a straight-line basis at 10% per annum. Estimated useful lives are reviewed at each balance-sheet date.
(j) Property, plant and equipment
Property, plant and equipment is stated at historical cost less depreciation. Historical cost includes all expenditure incurred
in acquiring the asset, including directly-attributable borrowing costs. Leasehold land in Indonesia is held on 25- or 30-year
leases and initial costs are not depreciated as the leases can be renewed without significant cost. Perpetual-leasehold land
in Malaysia is classified as freehold land, which is not depreciated. Oil-palm plantings are recognised at cost and depreciated,
once they reach maturity, over 20 years.
Land and buildings, plant, equipment and vehicles, are written off over their estimated useful lives on a straight-line basis at
rates which vary between 0% and 50% per annum. Estimated useful lives are reviewed at each balance-sheet date. Where the
board judges the residual value of an asset to exceed its carrying value, as in the case of the UK office, no provision is made
for depreciation.
Construction in progress is measured at cost and is not depreciated. Depreciation commences once assets are complete and
available for use.
(k) Leases
All leases are accounted for by recognising a right-of-use asset and a lease liability, except for leases of low-value assets and
leases with a duration of 12 months or less. Lease liabilities are measured at the present value of lease payments over the
term of the lease, and the right-of-use asset is measured at a corresponding amount. The asset is depreciated on a straight-
line basis over the lease term, and the lease payments are allocated to the lease liability and the interest implicit in the lease.
(l) Investments in associated companies
Undertakings over which the Group has the ability to exert significant influence, but not control, through shareholdings
and board membership, are treated as associated undertakings. Investments in associated undertakings are held in the
consolidated financial statements under the equity method of accounting. The consolidated income statement includes the
Group’s share of the profit or loss on ordinary activities after taxation based on audited financial information for the year
ended 31 December 2022. In the consolidated balance sheet, the investments in the associated undertakings are shown as
the Group share of net assets at the balance-sheet date less any profits deferred on sales made to associated companies.
(m) Inventories
Inventories are valued at the lower end of cost and net realisable value. In the case of palm oil, cost represents the weighted-
average cost of production, including appropriate overheads. Other inventories are valued on the basis of first in, first out.
Young seedlings are included within nurseries as part of inventory, and their cost is transferred to immature planting within
property, plant and equipment when they are planted out in the field.
(n) Taxation
The tax charge for the year comprises current and deferred tax. The Group’s current-tax asset or liability is calculated using tax
rates that have been enacted or substantively enacted by the balance-sheet date.
Deferred tax is accounted for using the balance-sheet-liability method, calculated at the tax rates that are expected to apply
in the period when the liability is settled, or the asset is realised. Liabilities are generally recognised for all taxable temporary
differences; deferred-tax assets are recognised if it is probable that taxable profits will be available against which deductible
temporary differences can be utilised. Deferred tax is not provided for on initial recognition of goodwill.
The Group recognises deferred-tax liabilities arising from taxable temporary differences on investments in subsidiaries and
associates, except where the Group is able to control the reversal of the temporary difference and it is probable that the
temporary difference will not reverse in the foreseeable future. The carrying amount of deferred-tax assets is reviewed at each
balance-sheet date.
Deferred-tax assets and liabilities are offset when there is a legally-enforceable right to set off current-tax assets against
current-tax liabilities and when they relate to income taxes levied by the same taxation authority and the Group intends to
settle its current-tax assets and liabilities on a net basis.
73
NOTES TO THE CONSOLIDATED ACCOUNTS continued
3 Accounting policies continued
(o) Financial instruments
Financial assets and financial liabilities are initially recognised on the Group’s balance sheet at fair value when the Group
becomes a party to the contractual provisions of the instrument and, other than the Group’s investments in unlisted shares,
are carried at amortised cost.
Financial assets at fair value through profit or loss – the Group’s investments in unlisted shares (other than associated
undertakings) are classified as fair value through profit or loss and stated at fair value, with gains and losses recognised
directly in the income statement. Fair value is the directors’ estimate of sales proceeds at the balance-sheet date.
Trade and other receivables – these represent both amounts due from customers in the normal course of business,
recoverable VAT, and financing made available to related parties and smallholder co-operatives. Balances are initially stated
at their fair value, and subsequently measured at amortised cost, using the effective-interest-rate method, as reduced by
appropriate allowances for estimated expected credit losses, which are charged to the income statement.
Cash and cash equivalents – these include cash at hand, and bank deposits with original maturities of three months or less.
Bank borrowings – interest-bearing bank loans and overdrafts are recorded at the proceeds received, net of direct issue costs.
Finance charges are accounted for on an accruals basis in the income statement using the effective-interest-rate method.
Trade and other payables – these are initially measured at fair value, and are subsequently measured at amortised cost, using
the effective-interest-rate method.
Equity instruments – equity instruments issued by the Company are recorded at the proceeds received, net of direct issue
costs.
(p) Foreign currencies
As set out in note 1, the functional currency of the parent Company and of subsidiaries operating in the palm-oil sector is the
US Dollar. The functional currency of Group companies operating in the property-development sector is the local currency,
the Malaysian Ringgit. Where relevant, results of all Group companies are translated for the purposes of consolidation into
the Group’s presentation currency, the US Dollar. The monetary assets and liabilities of the Group’s foreign operations are
translated at exchange rates on the balance-sheet date. Items in the income statement are translated at the average exchange
rate for the period.
Exchange differences are recognised as a profit or loss in the period in which they arise, except for exchange differences
on monetary items payable to foreign operations where settlement is neither planned nor likely to occur, in which case the
difference is recognised initially in other comprehensive income. In addition, exchange differences arising from translating
the results of Group companies that do not have the US Dollar as their functional currency are also recognised in other
comprehensive income.
(q) Segmental reporting
Operating segments are consistent with the internal reporting provided to the chief operating-decision maker. The chief
operating-decision maker, which is responsible for allocating resources and assessing performance of the operating segments,
is the board of directors. The Group’s reportable operating segments are included in note 4.
(r) Critical accounting judgements and key sources of estimation uncertainty
The preparation of consolidated financial statements under IFRS requires the Group to make estimates and assumptions that
affect how its policies are applied and hence the amounts reported in the financial statements. Estimates and judgements are
periodically evaluated. They are based on historical experience and other factors including expectations of future events that
are believed to be reasonable under the circumstances. Actual results may differ from estimates.
The critical judgements and key estimates which have the most significant impact on the carrying amount of assets and
liabilities are identified below and discussed further in the relevant notes to the accounts.
Critical judgements
• Deferred tax on unremitted earnings (note 23); and
• Depreciation of leasehold land (note 14).
Carrying value of deferred-tax assets relating to losses (note 23);
Key estimates
•
• Determination of retirement-benefit obligations (note 24);
•
•
Carrying value of goodwill (note 13); and
Valuation of biological assets – growing produce (note 17).
74
M.P. EVANS GROUP PLCANNUAL REPORT 2022
FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED ACCOUNTS
4 Segment information
The Group’s reportable segments are distinguished by location and activity: palm-oil plantations in Indonesia and property
development in Malaysia. The ‘other’ segment relates in the main to the Group’s UK head office.
PLANTATION
INDONESIA
US$’000
PROPERTY
MALAYSIA
US$’000
OTHER
US$’000
TOTAL
US$’000
2022
Continuing operations
Revenue
Gross profit
Loss on biological assets
Foreign-exchange loss
Other administrative expenses
Other income
Operating profit
Finance income
Finance costs
Profit before tax
Tax
Profit after tax
326,872
109,165
(1,431)
(2,402)
(402)
1,845
—
—
—
—
—
—
617
(64)
—
—
45
45
—
(1,042)
(4,212)
20
778
(2,667)
(23,386)
—
(687)
Share of associated companies’ profit after tax
1,677
507
—
Profit for the year
Consolidated total assets
Non-current assets
Current assets
Investments in associates
Consolidated total liabilities
Liabilities
Other information
Additions to property, plant and equipment
Additions to intangible assets
Depreciation
Amortisation
424,736
85,878
7,183
517,797
—
—
4,612
4,612
10,052
57,797
—
67,849
51,186
—
50,228
101,414
33,708
116
21,924
171
—
—
—
—
6
—
7
—
33,714
116
21,931
171
326,917*
109,210
(1,431)
(3,444)
(4,614)
1,865
101,586
1,395
(2,731)
100,250
(24,073)
76,177
2,184
78,361
434,788
143,675
11,795
590,258
* US$194.9 million of revenue (59.6%) was from sales to 2 customers (34.3% and 25.3% respectively).
75
276,592*
103,613
1,771
13,946
(820)
(5,380)
1,426
114,556
645
(2,699)
112,502
(23,228)
89,274
2,508
91,782
434,279
136,297
13,242
583,818
NOTES TO THE CONSOLIDATED ACCOUNTS continued
4 Segment information continued
PLANTATION
INDONESIA
US$’000
PROPERTY
MALAYSIA
US$’000
OTHER
US$’000
TOTAL
US$’000
2021
Continuing operations
Revenue
Gross profit
Gain on biological assets
Profit on sale of land
Foreign-exchange (loss)/gain
Other administrative expenses
Other income
Operating profit
Finance income
Finance costs
Profit before tax
Tax
Profit after tax
276,485
103,605
1,771
—
(966)
(325)
1,405
292
(280)
(21,161)
—
—
—
—
—
—
—
—
—
—
107
8
—
13,946
146
(5,055)
21
353
(2,419)
(2,067)
Share of associated companies’ profit after tax
1,460
1,048
—
Profit for the year
Consolidated total assets
Non-current assets
Current assets
Investments in associates
Consolidated total liabilities
Liabilities
Other information
Additions to property, plant and equipment
Additions to intangible assets
Depreciation
Amortisation
416,748
107,438
5,247
58,202
32,510
8
20,627
167
—
—
7,995
17,531
28,859
—
—
—
—
—
—
80,568
138,770
—
—
14
—
32,510
8
20,641
167
* US$94.1 million of revenue (34.0%) was from sales to 3 customers (12.4%, 11.2% and 10.4% respectively).
5 Employees
Employee costs during the year
Wages and salaries
Social security costs
Current service cost of retirement benefit (see note 24)
Other pension costs
Share-based payment charge
76
2022
US$’000
44,553
3,319
1,879
207
420
2021
US$’000
35,092
2,857
2,347
491
433
50,378
41,220
M.P. EVANS GROUP PLCANNUAL REPORT 2022FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED ACCOUNTS
5 Employees continued
Average monthly number of people employed (including executive directors)
Estate manual
Local management
United Kingdom head office
2022
Number
11,560
107
7
11,674
2021
Number
8,115
105
8
8,228
Included in the table above are costs relating to key management personnel, those persons having authority and
responsibility for planning, directing and controlling the activities of the Group. Total directors’ emoluments for the year
were £2.5 million (2021 £2.0 million). Emoluments for the highest paid director were £1.1 million (2021 £0.6 million). The
total gain on exercise of share options by the directors was £0.2 million (2021 £0.1 million). The total gain on exercise of
share options by the highest paid director was £0.2 million (2021 £0.1 million). The total number of directors for whom
contributions were made to defined contribution pension arrangements was 1 (2021 - 2), in the current year the highest
paid director did not (2021 did) receive any contributions to defined contribution pension arrangements. In addition to
amounts paid to directors, other key management personnel received a further £0.1 million (2021 £nil) in short-term
employee benefits during the year.
6 Finance income
Unwinding of discounting of receivables
Interest receivable on bank deposits
Interest receivable on related party loans
7 Finance costs
Interest payable on bank loans and overdrafts
8 Profit before tax
Profit before tax is stated after charging:
Depreciation of property, plant and equipment
Amortisation of intangible assets
Auditors’ remuneration
Employee costs (note 5)
The analysis of auditors’ remuneration is as follows:
Audit of UK parent Company
Audit of consolidated financial statements
Audit of overseas subsidiaries
Total audit services*
Taxation advisory services
Total non-audit services
2022
US$’000
282
622
491
1,395
2022
US$’000
2,731
2021
US$’000
—
316
329
645
2021
US$’000
2,699
2022
US$’000
2021
US$’000
21,931
20,641
171
411
167
363
50,378
41,220
33
176
177
386
—
—
27
150
160
337
—
—
* In addition to the above, US$25,400 (2021 US$26,000) were payable to other firms for the audit for the subsidiary companies.
77
NOTES TO THE CONSOLIDATED ACCOUNTS continued
9 Tax on profit on ordinary activities
United Kingdom corporation tax charge for the year
Relief for overseas taxation
Overseas taxation
Adjustments in respect of prior years
Total current tax
Deferred taxation – origination and reversal of temporary differences (see note 23)
2022
US$’000
549
(549)
—
19,617
—
19,617
4,456
24,073
2021
US$’000
508
(508)
—
21,124
—
21,124
2,104
23,228
The standard rate of tax for the year, based on the United Kingdom standard rate of corporation tax, was 19% (2021 – 19%). The
standard rate of Indonesian tax was 22% (2021 – 22%). The actual tax charge is higher than the standard rate for the reasons set
out in the reconciliation below.
Profit on ordinary activities before tax
Tax on profit on ordinary activities at the standard rate
Factors affecting the charge for the year
Profits taxed at higher standard tax rate
Expenses not deductible
Reinstatement of losses
Lower rate on fixed asset disposals
Withholding tax on overseas dividends and interest
Adjustment relating to intercompany loan relationships
Utilisation of losses brought forward
Unrelieved losses
Other differences
Total tax charge
2022
US$’000
100,250
19,048
3,189
1,075
—
(8)
152
335
—
293
(11)
2021
US$’000
112,502
21,375
2,886
918
(1,003)
(1,352)
122
335
(254)
533
(332)
24,073
23,228
In addition to the above, the Group recognised a tax charge of US$0.3 million (2021 US$0.2 million) on retirement benefit
obligation remeasurement gains, recorded in other comprehensive income.
10 Dividends paid and proposed
2022 interim dividend – 12.5p per 10p share (2021 interim dividend 10p)
2021 special dividend – 5p per 10p share
2021 final dividend – 25p per 10p share (2020 final dividend 17p)
2022
US$’000
7,611
3,662
17,227
28,500
2021
US$’000
7,377
—
13,150
20,527
Following the year end, the board has proposed a final dividend for 2022 of 30p per 10p share, amounting to US$19.8 million.
The dividend will be paid on or after 16 June 2023 to shareholders on the register at the close of business on 28 April 2023.
78
M.P. EVANS GROUP PLCANNUAL REPORT 2022FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED ACCOUNTS
11 Basic and diluted earnings per share
The calculation of earnings per 10p share is based on:
Profit for the year attributable to the owners of
M.P. Evans Group PLC
Average number of shares in issue
Diluted average number of shares in issue*
2022
US$’000
73,060
2022
NUMBER OF
SHARES
54,579,591
54,754,110
2021
US$’000
86,406
2021
NUMBER OF
SHARES
54,564,864
54,710,139
* The difference between the number of shares in issue and the diluted number of shares relates to unexercised share options held by directors and
key employees of the Group.
12 Disposal
As announced on 15 October 2021, the Group completed the disposal of 70 hectares of land owned by its wholly-owned
subsidiary Bertam Consolidated Rubber Company Limited to Bertam Properties Sdn Berhad, its 40%-owned associated company.
The total sale consideration is 99.9 million Malaysian Ringgit, or US$24.0 million based on the 2021 year-end exchange rate. In
accordance with the agreement, 60% of the consideration had been received before the end of the 2021, 10% had been received
in January 2022 and the remainder is due in July 2023. This outstanding amount is included in current receivables in note 19.
An initial profit on disposal of US$13.9 million was recognised in 2021. However, accounting standards require that 40% of the
profit on disposal be deferred and recognised at the point when Bertam Properties has developed and sold the land. The deferred
profit has been deducted from the carrying value of the associated company, as shown in note 15.
13 Intangible assets
Cost
At 1 January 2022
Additions
At 31 December 2022
Accumulated amortisation
At 1 January 2022
Charge for the year
At 31 December 2022
GOODWILL
US$’000
SOFTWARE
US$’000
11,767
—
11,767
—
—
—
1,673
116
1,789
451
171
622
TOTAL
US$’000
13,440
116
13,556
451
171
622
Net book value at 31 December 2022
11,767
1,167
12,934
Cost
At 1 January 2021
Additions
At 31 December 2021
Accumulated amortisation
At 1 January 2021
Charge for the year
At 31 December 2021
11,767
—
11,767
—
—
—
1,665
8
1,673
284
167
451
13,432
8
13,440
284
167
451
Net book value at 31 December 2021
11,767
1,222
12,989
Goodwill is carried at cost. Of the balance above, US$10.6 million relates to the Group’s project at Bumi Mas, with the remainder
relating to the Group’s projects at Kota Bangun, Bangka, and at Sennah Estate (part of the Pangkatan group).
79
NOTES TO THE CONSOLIDATED ACCOUNTS continued
13 Intangible assets continued
Key estimate
A review for goodwill impairment has been undertaken by comparing the carrying value of the relevant cash generating
units, being the six estates as described on pages 8 and 9, with their recoverable amount. Recoverable amount has been
obtained by reference to independent valuations of the Group’s property assets conducted at the end of 2022 (see page
100). These cash-flow valuations used a 30-year forecast period, to reflect the nature and growth profile of the asset and
its long-term resilience to variations in climate and weather patterns, pre-tax inflation-adjusted discount rates of
16-19% (2021 – 16-19%), and a mill-gate price for CPO of US$666 for two years before reverting to US$642 as a long-
term average (2021 two years at US$666 followed by US$642 for the long term). A decrease in any of the CPO price,
yield or extraction assumptions of up to 10% would not result in any impairment (2021 nil impairment) of the goodwill
relating to Bumi Mas.
14 Property, plant and equipment
Cost or valuation
At 1 January 2022
Additions
Re-classification
Disposals
LEASEHOLD
LAND
US$’000
111,907
2,552
—
(21)
PLANTING
US$’000
BUILDINGS
US$’000
212,880
114,777
3,431
—
(1,525)
—
10,715
(602)
At 31 December 2022
114,438
214,786
124,890
Accumulated depreciation
At 1 January 2022
Charge for the year
Disposals
At 31 December 2022
155
32
—
187
Net book value at 31 December 2022
114,251
Cost or valuation
At 1 January 2021
Additions
Re-classification
Exchange differences
Disposals
110,133
1,724
504
(7)
(447)
56,145
9,618
(870)
64,893
149,893
209,769
4,017
—
—
(906)
37,974
6,694
(302)
44,366
80,524
99,136
—
16,560
(17)
(902)
At 31 December 2021
111,907
212,880
114,777
Accumulated depreciation
At 1 January 2021
Charge for the year
Exchange differences
Disposals
At 31 December 2021
146
19
—
(10)
155
Net book value at 31 December 2021
111,752
47,507
9,270
—
(632)
56,145
156,735
32,335
6,353
(6)
(708)
37,974
76,803
PLANT,
EQUIPMENT
& VEHICLES
US$’000
CON-
STRUCTION
IN PROGRESS
US$’000
TOTAL
US$’000
529,928
33,714
—
(3,333)
12,742
24,217
(12,843)
—
24,116
560,309
—
—
—
—
24,116
19,687
22,255
(28,938)
—
(262)
128,923
21,931
(2,203)
148,651
411,658
501,422
32,510
—
(26)
(3,978)
12,742
529,928
—
—
—
—
—
12,742
110,780
20,641
(8)
(2,490)
128,923
401,005
77,622
3,514
2,128
(1,185)
82,079
34,649
5,587
(1,031)
39,205
42,874
62,697
4,514
11,874
(2)
(1,461)
77,622
30,792
4,999
(2)
(1,140)
34,649
42,973
Included in planting is immature planting with a cost of US$7,337,000 (2021 US$9,381,000).
80
M.P. EVANS GROUP PLCANNUAL REPORT 2022FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED ACCOUNTS
14 Property, plant and equipment continued
Critical judgement
Included in leasehold land is land in Indonesia which is not being depreciated. Land is held on 25- or 30-year leases,
and as those leases can be renewed without significant cost and the Group has previous experience of successful lease
renewals, the directors have concluded that the land should not be depreciated. The carrying value of the land at the end
of the year is US$113,308,000 (2021 US$110,983,000).
As at 31 December 2022, the Group had entered into contractual commitments for the acquisition of property, plant and
equipment of US$8,162,000 (2021 US$16,847,000).
Depreciation and amortisation is charged to cost of sales, other than US$7,000 (2021 US$11,000) charged to other administrative
expenses.
At 31 December 2022, the Group accounted for no right-of-use assets with no net book value (2021 – one asset with net book
value of US$nil) as a lease under IFRS 16.
15 Investments in associates
Details of the Group’s subsidiary and associated undertakings are given on page 98. The Group’s associated companies are both
unlisted.
Share of net assets
At 1 January
Exchange differences
Profit for the year
Dividends received
At 31 December
Unrealised profit - deferral on land sales to associate
2022
US$’000
2021
US$’000
23,981
(1,015)
2,184
(2,656)
22,494
(10,699)
11,795
24,600
(703)
2,508
(2,424)
23,981
(10,739)
13,242
A separate reserve is maintained for the share of profit or loss in the associates. As a result, dividends received are reclassified
from the share of associates reserves to retained earnings.
The summarised results of the Group’s associated undertakings and the Group’s aggregate share of their summarised results are
shown below:
2022
KERASAAN
US$’000
BERTAM
PROPERTIES
US$’000
TOTAL
US$’000
KERASAAN
US$’000
BERTAM
PROPERTIES
US$’000
2021
TOTAL
US$’000
Total
Revenue
Profit after tax
Non-current assets
Current assets
Current liabilities
Non-current liabilities
Net assets
Group share
Revenue
Profit after tax
Non-current assets
Current assets
Current liabilities
Non-current liabilities
Carrying value at 31 December
9,582
4,414
4,486
11,645
(1,131)
(769)
14,231
(38%)
3,641
1,677
1,705
4,425
(430)
(292)
5,408
17,429
1,266
47,529
28,996
(9,012)
(24,797)
42,716
(40%)
6,972
507
19,012
11,598
(3,605)
(9,919)
17,086
10,613
2,184
20,717
16,023
(4,035)
(10,211)
22,494
8,676
3,843
4,291
11,846
(1,585)
(743)
13,809
(38%)
3,297
1,460
1,631
4,501
(603)
(282)
5,247
20,256
2,620
50,053
27,702
(9,027)
(21,894)
46,834
(40%)
8,102
1,048
20,021
11,081
(3,612)
(8,756)
18,734
11,399
2,508
21,652
15,582
(4,215)
(9,038)
23,981
81
NOTES TO THE CONSOLIDATED ACCOUNTS continued
16 Investments
Financial assets at fair value through profit or loss (unlisted)
At 1 January
Exchange differences
At 31 December
17 Current biological assets
Ffb prior to harvest
2022
US$’000
2021
US$’000
65
(4)
61
67
(2)
65
2022
US$’000
3,089
2021
US$’000
4,520
Oil palms are harvested continuously, many times throughout the year, and, at any given time, each palm will be at a different
point in its production cycle. It is not possible to undertake a full census of all palms, and so it is necessary to measure the
volume of growing ffb indirectly. The gain or loss shown in the consolidated income statement represents the net movement
in the fair value of ffb prior to harvest during the year. During the year, all of the opening balance of ffb prior to harvest was
harvested whilst all of the closing balance arose in the year due to gains in fair value less costs to sell.
Key estimate
The estimation in respect of ffb prior to harvest is based on the market price of ffb in each of the Group’s locations on
31 December, less the cost of harvesting and transport to mill. The market price is applied to a weight of ffb. This weight
derives from the assumption that value accrues exponentially to ffb from the increase in oil content in the four weeks
prior to harvest: in terms of tonnage at any given month end, equivalent to 32% of the following month’s crop.
The chosen valuation methodology determines the value presented for ffb prior to harvest. Changes to the assumed
tonnage will have a directly equivalent proportional effect on the reported valuation. Different defensible valuation
methods will give widely differing answers. Changes to both tonnage and methodology lead to a range of valuations
between US$3.1 million and US$34.6 million. The Group has never included ffb prior to harvest in its internal reporting
and decision-making.
18 Inventories
Processed produce for sale
Estate stores
Nurseries
2022
US$’000
13,155
8,789
1,168
23,112
2021
US$’000
11,319
9,238
1,197
21,754
82
M.P. EVANS GROUP PLCANNUAL REPORT 202219 Trade and other receivables
Current assets
Trade receivables
Receivable from smallholder co-operatives
Due from associate company
Loans to related parties
Other receivables
Prepayments and accrued income
Non-current assets
Due from associate company
Loans to related parties
Trade and other receivables analysed by currency of receivable:
Indonesian Rupiah
US Dollar
Sterling
Malaysian Ringgit
FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED ACCOUNTS
2022
US$’000
5,537
6,020
6,798
662
9,643
4,021
32,681
—
9,146
9,146
23,984
10,633
410
6,800
41,827
2021
US$’000
6,492
7,734
2,396
697
22,398
2,175
41,892
6,890
9,728
16,618
38,566
10,523
84
9,337
58,510
The majority of palm-oil sales are made for cash payment in advance of delivery. The Group makes full provision against invoices
outstanding for more than 30 days. At 31 December 2022 there was no provision for impairment of trade receivables
(2021 US$nil). The directors consider that the carrying amount of trade and other receivables approximates their fair value.
The Group makes finance available to its associated smallholder co-operatives, both during the immature stage of initial
plantings, and as working capital facilities for mature areas. It also provides financial guarantees for some bank loans of US$55.4
million (2021 US$60.0 million) provided to its associated smallholders. All balances due from smallholders, including those for
immature areas, are repayable on demand. However, the Group may allow a longer period of finance at its discretion. At an
early stage in the development of a new project, costs are incurred but not yet allocated to a specific smallholder, awaiting the
completion of further development.
The Group’s expected credit loss on its trade and other receivables and financial guarantees is not material. The Group applies
the simplified approach in IFRS 9 in determining expected credit losses on trade receivables, taking account of their similar risk
characteristics and the Group’s experience. In assessing expected credit losses on non-trade receivables and financial guarantees
under IFRS 9, the Group considers the long-standing relationship with its stakeholders, the ongoing trading of its associated
smallholders, and its ability to continue to recover balances in a planned and controlled manner.
Given the above, receivables from smallholders have been classified as current assets with the exception of those balances not
yet allocated to a specific smallholder co-operative which are expected to take greater than 12 months to recover. An analysis of
the balance is as follows:
Immature areas - allocated
Mature areas
Current asset
Non-current asset – immature areas – not allocated
2022
US$’000
3,084
2,936
6,020
—
6,020
2021
US$’000
4,317
3,417
7,734
—
7,734
The Group previously made finance available to enable its new minority partner to acquire a 5% interest in a number of the
Group’s Indonesian subsidiary companies. The balance is repayable on demand. However, the Group, at its discretion, anticipates
recovering the balance over a longer period based on profit distribution from the subsidiary companies, and has classified the
majority of the balance as non-current accordingly. At the end of the year, the balance outstanding on the related party loans was
US$9,808,000 (2021 US$10,425,000).
83
NOTES TO THE CONSOLIDATED ACCOUNTS continued
20 Cash and other liquid resources
Cash and cash equivalents
2022
US$’000
82,503
2021
US$’000
65,609
Cash and cash equivalents comprise cash held by the Group and short-term bank deposits with an original maturity of three
months or less.
21 Trade and other payables
Current liabilities
Trade payables
Payable to smallholder co-operatives
Lease liabilities
Other payables
2022
US$’000
8,598
2,488
—
13,324
24,410
2021
US$’000
15,857
5,428
38
9,877
31,200
The average credit period taken for trade purchases is 37 days (2021 – 50 days). The Group has processes in place to ensure
payables are settled within the agreed terms. The amounts above also reflect the Group’s anticipated cash outflows for these
financial liabilities.
22 Borrowings
Secured borrowing at amortised cost
Bank loans
Total borrowings
Amount due for settlement within one year
Due for settlement in one to two years
Due for settlement in two to five years
Amount due for settlement after one year
Analysis of borrowings by currency:
US Dollar
Indonesian Rupiah
Analysis of anticipated cash outflows:
Within one year
Due within one to two years
Due within two to five years
2022
US$’000
2021
US$’000
49,039
71,048
17,364
20,640
11,035
31,675
49,039
49,039
—
49,039
20,268
22,158
11,155
53,581
20,531
17,998
32,519
50,517
71,048
68,936
2,112
71,048
22,384
19,290
33,236
74,910
Bank loans have been provided from lenders in Malaysia to support the Group’s Indonesian operations. They are secured against
certain assets within subsidiary companies, comprising share certificates, land titles and fixed assets. The net book value of
property, plant and equipment used as security for bank loans is US$114.9 million (2021 US$121.3 million). At the year end, the
Group had undrawn available credit facilities of US$30 million (2021 US$20 million).
The weighted-average interest rate paid on bank loans in the year was 4.4% (2021 – 3.3%).
The analysis of anticipated cash outflows above is based on interest and exchange rates in force at the balance-sheet date.
84
M.P. EVANS GROUP PLCANNUAL REPORT 2022FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED ACCOUNTS
23 Deferred tax
The following are the major deferred-tax liabilities and assets recognised by the Group and movements thereon:
ACCELERATED
TAX
DEPRECIATION
US$’000
RETIREMENT-
BENEFIT
OBLIGATIONS
US$’000
OTHER TIMING
DIFFERENCES
US$’000
At 1 January 2022
Charge to income statement
Credit to other comprehensive income
At 31 December 2022
At 1 January 2021
Charge to income statement
Credit to other comprehensive income
At 31 December 2021
(8,779)
(744)
—
(9,523)
(8,093)
(686)
—
(8,779)
2,835
(363)
(278)
2,194
3,090
(27)
(228)
2,835
TOTAL
US$’000
(7,815)
(4,456)
(278)
(1,871)
(3,349)
—
(5,220)
(12,549)
(480)
(1,391)
—
(1,871)
(5,483)
(2,104)
(228)
(7,815)
Other timing differences relate to losses, with the exception of the deferred tax liability of US$8.5million (2021 US$8.5 million)
that arose in 2017 on the acquisition of PT Bumi Mas Agro. Certain deferred-tax assets and liabilities have been offset. The
following is the analysis of deferred-tax balances (after offset) for financial reporting purposes:
Deferred-tax assets
Deferred-tax liabilities
2022
US$’000
989
(13,538)
(12,549)
2021
US$’000
3,602
(11,417)
(7,815)
Critical judgement
At the balance-sheet date, the aggregate amount of temporary differences associated with undistributed earnings of
subsidiaries for which deferred-tax liabilities have not been recognised was US$511,464,000 (2021 US$426,090,000). No
liability has been recognised in respect of these differences because either the Group is in a position to control the timing
of the reversal of the temporary differences, or such a reversal would not give rise to an additional tax liability.
At the balance-sheet date, the aggregate amount of temporary differences associated with undistributed earnings of
associates for which deferred-tax liabilities have not been recognised was US$23,238,000 (2021 US$24,777,000). No
liability has been recognised in respect of these differences because the reversal would not give rise to an additional tax
liability.
Key estimate
At the balance-sheet date, the Group had unused tax losses of US$49,458,000 (2021 US$62,089,000) available for
offset against future profits. The directors have reviewed estimates of future profits and a deferred-tax asset has been
recognised in respect of US$14,848,000 (2021 US$30,070,000) of such losses. No deferred-tax asset has been recognised
in respect of the remaining US$34,610,000 (2021 US32,018,000) due to the unpredictability of future profit streams. In the
normal course of business, both in the UK and Indonesia, the Group has a number of matters under discussion with local
tax authorities. The Group is satisfied, based on external tax advice, that appropriate tax treatments have been applied.
The likely impact of any change in treatment would be to restrict the availability of the Group’s unused tax losses.
The directors have considered the sensitivity of the deferred-tax asset recognised in respect of losses to changes in
estimated future profits, particularly with regard to changes in the price of CPO. If CPO prices were to fall by 10% from
those initially estimated, there would be no impact on the deferred-tax asset.
At the balance-sheet date, the aggregate amount of temporary differences associated with outstanding executive share
options for which deferred-tax assets have not been recognised was US$1,689,000 (2021 US$1,675,000). No asset has been
recognised in respect of these differences due to the unpredictability of parent-Company future profit streams.
85
NOTES TO THE CONSOLIDATED ACCOUNTS continued
24 Retirement-benefit obligations
The Group’s only obligation relates to an unfunded, non-contributory, post-employment statutory benefit scheme in Indonesia. A
lump sum is paid to employees on retirement or on leaving the Group’s employment. This terminal benefit is accrued by the Group
based on an annual actuarial review and charged in the income statement on the basis of individuals’ service at the balance-
sheet date. Retirement is assumed at the age of 55 years. Standard Indonesian mortality assumptions are used, and no allowance
is made for internal promotion. A range of different discount rates are used for each of the Indonesian subsidiary companies,
based on actuarial advice.
The main assumptions used to assess the Group’s liabilities are:
Discount rate
Salary increase per annum
Reconciliation of scheme liabilities:
Current-service cost
Past-service cost*
Interest cost
Actuarial gain
Less: Benefits paid out
Movement in the year
At 1 January
Exchange differences
At 31 December
2022
%
2021
%
6.75-7.25
5.25-7.50
7.00
2022
US$’000
1,879
(2,242)
842
(1,264)
(785)
(1,065)
(1,850)
12,886
(1,064)
9,972
7.00
2021
US$’000
2,347
(2,117)
902
(1,043)
89
(1,055)
(966)
14,051
(199)
12,886
* At its meeting in April 2021, the IFRS Interpretations committee (“IFRIC”) decided to finalise an agenda decision that would
include material explaining how the applicable principles and requirements in IFRS standards apply to attributing benefit to
periods of service. The result of the decision capped the number of years that benefits start to accrue to 24 years. In April 2022,
the Indonesian Financial Accounting Standards Board implemented the agenda decision. With Indonesian company regulations
mandating a retirement age of 55, benefits therefore only start to accrue from the age of 31. Previously benefits were calculated
regardless of age and as such there is a credit of US$2.2 million arising in the year following the adjustment to future benefits
following the IFRIC decision.
Key estimate
The main assumptions used to assess the Group’s liabilities are shown in the table above. Changing one of them by 1% in
either direction would have the effect of increasing or decreasing the Group’s liabilities by US$0.8-1.1 million.
86
M.P. EVANS GROUP PLCANNUAL REPORT 2022
FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED ACCOUNTS
AUTHORISED
NUMBER
ALLOTTED,
FULLY PAID
AND VOTING
NUMBER
AUTHORISED
£’000
ALLOTTED,
FULLY PAID
AND VOTING
US$’000
87,000,000
54,696,253
8,700
—
—
30,000
(495,365)
—
—
87,000,000
54,230,888
8,700
87,000,000
54,490,253
—
206,000
87,000,000
54,696,253
8,700
—
8,700
9,232
4
(57)
9,179
9,204
28
9,232
25 Share capital
At 1 January 2022
Issued
Redeemed
At 31 December 2022
At 1 January 2021
Issued
At 31 December 2021
During the year, in anticipation of the exercise of share options, the Company issued 30,000 10p shares for US$4,000 cash
consideration. Furthermore, certain share options were exercised in the year giving rise to the share premium shown in note 27.
The Company introduced a share-buyback programme during the year. Under that programme the Company bought back and
cancelled 495,365 10p shares, representing 0.9% of the issued share capital, for a total cost of US$4.9 million. There was no
share-buyback programme in operation in the prior year.
26 Share-based payments
The Group has equity-settled share-option schemes in place for directors and selected employees of the Group. Under the
scheme established in 2012, options are exercisable at a price equal to the quoted market price of the Company’s shares on the
date of grant. Under the Group’s long-term incentive scheme established in 2017, options are exercisable at nil cost. For both
schemes, the vesting period is three years and if the options remain unexercised after a period of ten years from the date of grant,
the options lapse. Options may be forfeited if the employee leaves the Group before the options vest. Details of the share options
outstanding during the year are as follows:
At 1 January
Granted during the year
Exercised during the year
At 31 December
Exercisable at the end of the year
2022
NUMBER
OF SHARE
OPTIONS
176,080
64,380
(56,526)
183,934
25,250
2022
WEIGHTED-
AVERAGE
EXERCISE PRICE
(PENCE)
129.2
0.0
256.5
44.9
326.7
2021
NUMBER
OF SHARE
OPTIONS
326,402
46,248
(196,570)
176,080
50,750
2021
WEIGHTED-
AVERAGE
EXERCISE PRICE
(PENCE)
253.5
0.0
305.1
129.2
448.2
The weighted-average share price at the date of exercise for share options exercised during the year was 950p. The options
outstanding at 31 December 2022 had a weighted-average remaining contractual life of 7.9 years and exercise prices in the
range of 0 to 412p. The Group recognised total expenses of US$420,000 related to equity-settled share-based payments (2021
US$433,000), with options granted in the year valued using a Black-Scholes pricing model based on exercise after three years,
share volatility over the last year of 24%, assumed dividends of 3-5%, and a risk-free rate of approximately 1%. The fair value
of options granted in the year was between 725p and 882p. Details of the directors’ share options are set out in the directors’
remuneration report on pages 55 to 58.
87
NOTES TO THE CONSOLIDATED ACCOUNTS continued
27 Reserves
SHARE-
PREMIUM
ACCOUNT
US$’000
REVALU-
ATION
RESERVE
US$’000
CAPITAL-
REDEMPTION
RESERVE
US$’000
MERGER
RESERVE
US$’000
TREASURY
SHARES
US$’000
SHARE-
OPTION
RESERVE
US$’000
SHARE OF
ASSOCIATES’
RESERVES
US$’000
FOREIGN-
EXCHANGE
RESERVE
US$’000
TOTAL
US$’000
RETAINED
EARNINGS
US$’000
32,392
548
4,301
766
(6)
960
16,451
55
55,467
366,825
—
—
—
187
—
—
—
—
—
(8)
—
—
—
—
—
—
—
—
—
—
—
—
—
57
—
—
—
—
—
—
—
—
—
—
—
4
—
—
—
—
—
—
—
—
—
—
—
—
—
(2,656)
(19)
—
—
—
2,184
—
2,184
70,876
(702)
29
(681)
(851)
—
—
—
—
—
—
—
917
191
—
—
(28,500)
(2,656)
2,656
(19)
57
439
(4,902)
32,579
540
4,358
766
(2)
941
15,277
84
54,543
407,460
31,582
553
4,301
766
(5)
1,072
16,856
(35)
55,090
300,117
—
—
—
810
—
—
—
—
(5)
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
(11)
—
—
—
—
—
—
—
—
2,508
(489)
—
—
—
(2,424)
10
(112)
—
—
90
—
—
—
—
—
2,508
83,898
(404)
(376)
—
754
799
—
—
(20,527)
(2,424)
2,424
(102)
535
32,392
548
4,301
766
(6)
960
16,451
55
55,467
366,825
At 1 January
2022
Profit for the
financial year
Exchange
differences
Retirement-
benefit
obligations
Issue of
shares
Dividends
paid
Dividends from
associates
Share-based
payments
Share buybacks
At 31 December
2022
At 1 January
2021
Profit for the
financial year
Exchange
differences
Retirement-
benefit
obligations
Issue of
shares
Dividends
paid
Dividends from
associates
Share-based
payments
At 31 December
2021
The nature and purpose of each reserve is described by its title shown in the table above.
88
M.P. EVANS GROUP PLCANNUAL REPORT 2022FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED ACCOUNTS
28 Non-controlling interests
At 1 January
Share of profit in the year
Dividends paid
Share of retirement benefit credited to other comprehensive income
At 31 December
2022
US$’000
13,524
5,301
(1,232)
69
17,662
2021
US$’000
9,729
5,376
(1,641)
60
13,524
The Group has a minority partner in each of its plantation operations. The minority share of profit for the year and Group equity,
allocated by operation, is shown in the following table:
Kota Bangun
Bangka
Pangkatan group
Bumi Mas
Musi Rawas
Simpang Kiri
29 Note to the consolidated cash-flow statement
Operating profit
Biological loss/(gain)
Loss/(gain) on disposal of property, plant and equipment
Release of deferred profit
Depreciation of property, plant and equipment
Amortisation of intangible assets
Retirement-benefit obligations
Share-based payments
Dividends from associated companies
PROFIT
US$’000
949
2,205
928
848
222
149
2022
EQUITY
US$’000
3,360
7,858
3,771
3,088
(167)
(248)
PROFIT
US$’000
1,121
2,292
975
663
132
193
2021
EQUITY
US$’000
2,598
5,825
3,244
2,337
(285)
(195)
5,301
17,662
5,376
13,524
2022
US$’000
2021
US$’000
101,586
114,556
1,431
845
(40)
21,931
171
(586)
420
2,656
(1,771)
(13,538)
(64)
20,641
167
(351)
433
2,424
Operating cash flows before movements in working capital
128,414
122,497
Increase in inventories
Decrease/(increase) in receivables
(Decrease)/increase in payables
Cash generated by operating activities
Income tax paid
Interest paid
Net cash generated by operating activities
(1,358)
11,864
(6,752)
(10,137)
(8,461)
5,341
132,168
109,240
(27,149)
(2,731)
102,288
(14,269)
(2,699)
92,272
89
NOTES TO THE CONSOLIDATED ACCOUNTS continued
30 Analysis of movements in net funds/debt
At 1 January 2022
Net increase in cash and cash
equivalents
Repayment of borrowings
Reclassification
Foreign-exchange movements
At 31 December 2022
CASH AND
CASH
EQUIVALENTS
US$’000
CURRENT-ASSET
INVESTMENTS
US$’000
BORROWINGS
DUE WITHIN
ONE YEAR
US$’000
BORROWINGS
DUE AFTER
ONE YEAR
US$’000
TOTAL
US$’000
65,609
18,469
—
—
(1,575)
82,503
—
—
—
—
—
—
(20,531)
(50,517)
(5,439)
—
22,009
(18,842)
—
(17,364)
—
—
18,842
—
(31,675)
18,469
22,009
—
(1,575)
33,464
At 1 January 2021
27,222
334
(39,605)
(66,079)
(78,128)
Net increase in cash and cash
equivalents
Repayment of borrowings
Change in deposits
Reclassification
Foreign-exchange movements
At 31 December 2021
31 Financial instruments
38,441
—
—
—
(54)
65,609
—
—
(334)
—
—
—
—
34,636
—
(15,562)
—
—
—
—
15,562
—
38,441
34,636
(334)
—
(54)
(20,531)
(50,517)
(5,439)
Capital-risk management
The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising
returns to shareholders. The capital structure of the Group consists of debt (see note 22), cash and cash equivalents, current-
asset investments and equity attributable to the owners of the parent Company, comprising issued capital, reserves and retained
earnings. The Group is not subject to any externally-imposed capital requirements.
The Group’s board continues to monitor the capital structure based on the funding requirements of the Group. At the balance-
sheet date the Group had net cash surplus, see note 30, of US$33,464,000 (2021 net debt US$5,439,000) and equity attributable
to the owners of the parent Company of US$471,182,000 (2021 US$431,524,000). The board intends to fund its continuing
Indonesian expansion and maximise returns to shareholders by a combination of the Group’s cash and other liquid resources,
debt finance, and considering the sale of further non-core assets where appropriate.
Categories of financial instruments
All of the Group’s financial assets (other than cash and other liquid resources) are classified as held at amortised cost, with the
exception of its other investments shown in note 16, which are classified as financial assets at fair value through profit or loss.
All of the Group’s financial liabilities are measured at amortised cost. In the opinion of the directors, there was no significant
difference between the carrying values and estimated fair values of the Group’s primary financial assets and liabilities at either
the current, or preceding, financial year end.
Financial-risk management objectives
The majority of the Group’s main risks arising from the Group’s financial instruments are foreign-currency, interest-rate, credit and
liquidity. The board reviews and agrees the policies for managing these risks. The policies and the impact of these risks on the
Group’s balance sheet at the end of the financial year are summarised below.
Foreign-currency risk
The majority of the Group’s operations are undertaken in Indonesia and Malaysia. The Group does not have significant
transactional currency exposures arising from sales or purchases by its operating units, but the Group’s balance sheet can be
significantly affected by movements in exchange rates. Whilst the Group’s trading takes place in local currencies in South East Asia,
relevant commodity prices are determined in US Dollars in a world market which reduces the Group’s currency risk. The Group
makes limited use of forward-currency contracts; there were no contracts open at 31 December 2022.
90
M.P. EVANS GROUP PLCANNUAL REPORT 2022FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED ACCOUNTS
31 Financial instruments continued
The currency profile of the Group’s monetary assets, excluding trade and other receivables (the currency profile of which is given
in note 19), are as follows:
US Dollar
Indonesian Rupiah
Sterling
Malaysian Ringgit
2022
US$’000
51,433
30,015
886
169
82,503
2021
US$’000
18,439
39,349
7,562
259
65,609
The Group is exposed to changes in foreign-currency exchange rates. This is in relation to the impact of movements on its non-US
Dollar monetary assets and in relation to the consolidation of its non-US Dollar-functional-currency subsidiary and associated
undertakings. The most significant sensitivity arises in respect of movements in the Indonesian Rupiah. Management estimates
that a 10% weakening of the US Dollar against the Indonesian Rupiah would result in a fall in profit for the year and net assets of
US$5.4 million (2021 US$7.6 million).
Interest-rate risk
In order to optimise the income received on its cash deposits, the Group continuously reviews the terms of these deposits to take
advantage of the best market rates. UK funds are passed to banks who have a credit rating of at least A minus. The Group’s only
financial liabilities other than short-term trade and other payables are the borrowings referred to in note 22. Group borrowings
are at variable rates of interest linked to LIBOR (subsequently changed to SOFR in early 2023), and so is exposed to changes in
underlying interest rates. Based on current borrowing, management estimates that for every 1% decrease or increase in interest
rates, Group profit for the year and net assets would increase or decrease by US$0.4 million (2021 US$0.6 million).
Credit risk
The Group’s credit risk on cash deposits is described above. Regarding trade receivables, the Group performs a credit evaluation
before extending credit to customers. The Group does not have any significant concentrations of credit risk (defined by
management as more than 10% of gross-monetary assets), other than in relation to bank deposits which management seeks to
mitigate through the use of banks with high-credit ratings, and loans extended to the smallholder-co-operative schemes attached
to the Group’s new projects. The Group’s maximum exposure to credit risk is represented by the carrying amount of financial
assets in the financial statements.
Liquidity risk
The Group manages liquidity risk by maintaining adequate cash reserves and banking facilities, and through actively monitoring
the Group’s forecast and actual cash flows. All of the Group’s monetary financial assets and liabilities have a maturity profile of
less than ten years. The maturity profile for financial liabilities is shown in note 22.
32 Related-party transactions
Remuneration of key management personnel
The remuneration of the directors, who are the key management personnel of the Group, is set out in the directors’ remuneration
report on page 56. The directors’ participation in the executive share-option schemes and long-term incentive scheme is disclosed
on page 58.
On 15 October 2021, the Group completed the disposal of 70 hectares of land owned by its wholly-owned subsidiary Bertam
Consolidated Rubber Company Limited to Bertam Properties Sdn Berhad, its 40%-owned associated company. Further details are
in note 12.
The Group received dividends from its associated companies during the year. These are set out in note 15.
The Group continued to make finance available to one of its minority partners during the year. This is set out in note 19.
33 Post balance-sheet events
On 2 March 2023, the Group acquired 100% of the shares in two Indonesian companies, PT Teunggulon Raya and PT Dharma
Agung, which between them own 2,100 hectares planted with oil palm. The planted land is close to the Group’s Simpang Kiri estate
in Aceh Province, northern Sumatra. Total costs associated with the acquisition, including the assumption of liabilities within the
companies acquired, are estimated to be US$14.3 million.
91
PARENT-COMPANY BALANCE SHEET
As at 31 December 2022
COMPANY NUMBER: 1555042
Non-current assets
Property, plant and equipment
Investments in subsidiaries
Trade and other receivables
Current assets
Trade and other receivables
Cash and cash equivalents
Total assets
Current liabilities
Trade and other payables
Net current assets
Total liabilities
Net assets
Equity
Share capital
Other reserves
Retained earnings
Total equity
Note
iv
v
vi
vi
vii
viii
ix
ix
2022
US$’000
845
15,799
79,982
96,626
1,231
2,616
3,847
2021
US$’000
846
15,799
115,588
132,233
746
8,926
9,672
100,473
141,905
820
3,027
820
99,653
9,179
39,119
51,355
99,653
5,808
3,864
5,808
136,097
9,232
38,890
87,975
136,097
The Company recorded a loss for the year of US$3,657,000 (2021 US$3,492,000).
The financial statements on pages 92 to 97 were approved by the board of directors on 21 March 2023 and signed on its
behalf by
Peter Hadsley-Chaplin
Executive chairman
Matthew Coulson
Chief executive
92
M.P. EVANS GROUP PLCANNUAL REPORT 2022
PARENT-COMPANY
FINANCIAL STATEMENTS
PARENT-COMPANY STATEMENT OF CHANGES IN EQUITY
For the year ended 31 December 2022
Loss for the year
Total comprehensive expense for the year
Issue of share capital
Dividends
Share buyback
Credit to equity for equity-settled
share-based payments
Transactions with owners
At 1 January 2022
At 31 December 2022
Loss for the year
Total comprehensive expense for the year
Issue of share capital
Dividends
Credit to equity for equity-settled
share-based payments
Transactions with owners
At 1 January 2021
At 31 December 2021
SHARE
CAPITAL
US$’000
—
—
4
—
(57)
—
(53)
9,232
9,179
—
—
28
—
—
28
9,204
9,232
OTHER
RESERVES
US$’000
—
—
191
—
57
(19)
229
38,890
39,119
—
—
799
—
(102)
697
38,193
38,890
RETAINED
EARNINGS
US$’000
(3,657)
(3,657)
—
(28,500)
(4,902)
439
(32,963)
87,975
51,355
(3,492)
(3,492)
—
(20,527)
535
(19,992)
111,459
87,975
TOTAL
US$’000
(3,657)
(3,657)
195
(28,500)
(4,902)
420
(32,787)
136,097
99,653
(3,492)
(3,492)
827
(20,527)
433
(19,267)
158,856
136,097
93
NOTES TO THE PARENT-COMPANY ACCOUNTS
For the year ended 31 December 2022
i Significant accounting policies
Basis of accounting
M.P. Evans Group PLC is a public limited company incorporated in the United Kingdom and registered in England and Wales, and
the address of its registered office is given on page 104. The Group’s principal activities are shown in the strategic report on page
14. The financial statements of the Company are presented as required by the Companies Act 2006. The financial statements have
been prepared in accordance with Financial Reporting Standard 101, ‘Reduced Disclosure Framework’ (“FRS 101”). The financial
statements have been prepared on a going-concern basis under the historical-cost convention, in accordance with applicable
accounting standards in the United Kingdom. The Company is domiciled in the UK.
The principal accounting policies have been consistently applied and are summarised below. The directors have concluded
that the functional currency is the US Dollar, reflecting the primary economic environment in which the Company operates. The
presentational currency for the Company accounts is also the US Dollar.
As permitted by FRS 101, the Company has taken advantage of the disclosure exemptions available under that standard in relation
to share-based payment, financial instruments, capital management, presentation of comparative information in relation to
certain assets, and certain related party transactions.
Pursuant to Section 408 of the Companies Act 2006, the Company’s own income statement and statement of other comprehensive
income are not presented separately in the Company financial statements, but they have been approved by the board.
The Company has assessed the impact of new and revised accounting standards as described in note 2 to the consolidated
financial statements, and has concluded that none have a material impact on the Company’s results or financial position.
Going concern
The financial statements have been prepared on a going-concern basis. The directors have conducted a review of projected cash
flows, concluding that the Company has sufficient projected funds to continue its business in the medium term. Further details are
given in the report of the directors on page 46.
Cash-flow statement
The Company has not included a cash-flow statement as part of its financial statements since the consolidated financial
statements of the Group, of which the Company is a member, include a cash-flow statement and are publicly available.
Property, plant and equipment
Property, plant and equipment are stated at the historic purchase cost less accumulated depreciation. Plant, equipment and
vehicles are depreciated over their estimated useful lives at 25%. Estimated useful lives are reviewed at each balance-sheet date.
Where the board judges the residual value of an asset to exceed its carrying value, no provision is made for depreciation.
Investments in subsidiaries
Investments in subsidiaries are shown at cost less provision for impairment.
Trade and other receivables
These represent amounts due from Group companies in the normal course of business, are repayable on demand, unsecured and
are not interest-bearing. These are measured at amortised cost, reduced by appropriate allowances for expected credit losses.
Balances are classified as non-current if they are not expected to be recovered in less than one year.
Cash and cash-equivalents
These include cash in hand and deposits held with banks with original maturities of three months or less.
Trade and other payables
Trade and other payables are initially measured at fair value, and are subsequently measured at amortised cost. Borrowings are
recorded at the proceeds received, net of direct issue costs.
Critical accounting judgements and key sources of estimation uncertainty
The critical judgements and accounting estimates relevant to the consolidated financial statements are shown in note 3 to the
consolidated financial statements on page 74. The directors have concluded that there are no critical judgements and accounting
estimates in the preparation of the parent-Company accounts.
94
M.P. EVANS GROUP PLCANNUAL REPORT 2022PARENT-COMPANY
NOTES TO THE PARENT-COMPANY ACCOUNTS
ii Result for the year
As permitted by section 408 of the Companies Act 2006, the Company has elected not to present its own profit and loss account
for the year. M.P. Evans Group PLC reported a loss for the year ended 31 December 2022 of US$3,657,000 (2021 US$3,492,000). The
Company’s main source of income is dividends from subsidiary companies.
The auditors’ remuneration for audit services was US$33,000 (2021 US$27,000).
iii Employees
Employee costs during the year
Wages and salaries
Social security costs
Pension costs
Share-based payments
2022
US$’000
2021
US$’000
1,881
266
53
169
2,369
2,349
502
52
195
3,098
As recorded in the directors’ remuneration report on page 55, wages and salary costs include bonuses paid to the directors in
respect of 2022 and 2021.
Average monthly number of people employed
Staff
Directors
iv Property, plant and equipment
Cost
At 1 January 2022
Additions
At 31 December 2022
Accumulated depreciation
At 1 January 2022
Charge for the year
At 31 December 2022
Net book value at 31 December 2022
Net book value at 31 December 2021
2022
NUMBER
2021
NUMBER
5
2
7
5
3
8
LAND AND
BUILDINGS
US$’000
PLANT,
EQUIPMENT
& VEHICLES
US$’000
TOTAL
US$’000
834
—
834
—
—
—
834
834
124
6
130
112
7
119
11
12
958
6
964
112
7
119
845
846
95
NOTES TO THE PARENT-COMPANY ACCOUNTS continued
v
Investments in subsidiaries
Subsidiary undertakings
At 1 January and 31 December 2022
The following companies are the principal direct subsidiary companies of M.P. Evans Group PLC:
M.P. Evans & Co. Limited
Sungkai Holdings Limited
US$’000
15,799
HOLDING
%
100
100
COUNTRY OF
OPERATION
UK
UK
Holdings are all of ordinary shares. The directors believe the carrying value of investments is supported by their underlying net
assets. Details of all subsidiary companies are shown on page 98.
2022
US$’000
2021
US$’000
1,208
23
1,231
691
55
746
79,982
115,588
2022
US$’000
—
820
820
2021
US$’000
5,000
808
5,808
vi Trade and other receivables
Current assets
Other debtors
Prepayments and accrued income
Non-current assets
Amounts owed by subsidiary undertakings
vii Trade and other payables
Borrowings
Other creditors
viii Share capital
See note 25 to the consolidated financial statements.
96
M.P. EVANS GROUP PLCANNUAL REPORT 2022NOTES TO THE PARENT-COMPANY ACCOUNTS continued
PARENT-COMPANY
NOTES TO THE PARENT-COMPANY ACCOUNTS
CAPITAL-
REDEMPTION
RESERVE
US$’000
MERGER
RESERVE
US$’000
TREASURY
SHARES
US$’000
OTHER
RESERVES
US$’000
TOTAL
US$’000
RETAINED
EARNINGS
US$’000
ix Reserves
At 1 January 2022
Issue of shares
Share-based payments
Share buyback
Loss for the year
Dividends*
SHARE-
PREMIUM
ACCOUNT
US$’000
32,392
187
—
—
—
—
4,110
1,434
—
—
57
—
—
—
—
—
—
—
At 31 December 2022
32,579
4,167
1,434
At 1 January 2021
Issue of shares
Share-based payments
Loss for the year
Dividends*
31,582
810
—
—
—
4,110
1,434
—
—
—
—
—
—
—
—
At 31 December 2021
32,392
4,110
1,434
* See note 10 to the consolidated financial statements.
(6)
—
4
—
—
—
(2)
(5)
(11)
10
—
—
(6)
960
—
(19)
—
—
—
1,072
—
(112)
—
—
38,890
87,975
—
439
(4,902)
(3,657)
(28,500)
51,355
941
39,119
38,193
111,459
187
(15)
57
—
—
799
(102)
—
—
960
38,890
—
535
(3,492)
(20,527)
87,975
97
SUBSIDIARY AND ASSOCIATED UNDERTAKINGS
As at 31 December 2022
SUBSIDIARY UNDERTAKINGS
Details of the Group’s subsidiary undertakings as at 31 December 2022 are as follows:
% OF
SHARES
HELD
COUNTRY OF
INCORPORATION
COUNTRY OF
OPERATION
FIELD OF ACTIVITY
NAME OF SUBSIDIARY
PT Prima Mitrajaya Mandiri
PT Teguh Jayaprima Abadi
PT Bumi Mas Agro
PT Gunung Pelawan Lestari
PT Evans Lestari
PT Pangkatan Indonesia
PT Bilah Plantindo
PT Sembada Sennah Maju
PT Simpang Kiri Plantation Indonesia
95
95
95
90
95
95
95
95
95
Indonesia
Indonesia
Indonesia
Indonesia
Indonesia
Indonesia
Indonesia
Indonesia
Indonesia
PT Evans Indonesia
100
Indonesia
Indonesia
Indonesia
Indonesia
Indonesia
Indonesia
Indonesia
Indonesia
Indonesia
Indonesia
Indonesia
Production at Kota Bangun
Production at Kota Bangun
Production at Bumi Mas
Production at Bangka
Production at Musi Rawas
Production at Pangkatan
Production at Pangkatan
Production at Pangkatan
Production at Simpang Kiri
Provision of agronomic and
management-consultancy services
Bertam Consolidated Rubber
Company Limited
M.P. Evans & Co. Limited*
Sungkai Holdings Limited*
Sunrich Plantations Pte Ltd
PT Perusahaan Pertanian Perkebunan
Perindustrian dan Perdagangan Surya
Makmur
100
England and Wales
Malaysia
Holding company
100
100
100
95
England and Wales
United Kingdom
Holding company
England and Wales
United Kingdom
Holding company
Singapore
Indonesia
Singapore
Indonesia
Holding company
Holding company
PT Aceh Timur Indonesia
95
Indonesia
Indonesia
Holding company
The shareholdings in the above companies represent ordinary shares. Other than the companies marked *, all shareholdings are held
indirectly.
The registered offices for all Indonesian companies is Graha Aktiva, Suite 1001, Jl HR Rasuna Said Blok X-1 Kav 03, Jakarta 12950
Indonesia, for Sunrich Plantations Pte Ltd is 25 North Bridge Road, Level 7 Singapore 179104, and for all UK companies is the Group’s
registered office as shown on page 104.
ASSOCIATED UNDERTAKINGS
Details of the associated undertakings as at 31 December 2022 are as follows:
UNLISTED
ISSUED,
FULLY-PAID
SHARE CAPITAL
%
HELD
COUNTRY OF
INCORPORATION
COUNTRY OF
OPERATION
FIELD OF ACTIVITY
PT Kerasaan Indonesia
Rp 138.07m
Bertam Properties Sdn. Berhad.
RM 60.00m
38
40
Indonesia
Malaysia
Indonesia
Production of CPO and PK
Malaysia
Property development
The registered office of PT Kerasaan Indonesia is Forum Nine Building, 10th Floor, Suite 1-11 Jl. Imam Bonjol No.9, Medan-20112, North
Sumatra, Indonesia and the registered office of Bertam Properties Sdn. Berhad is 1st Floor, Standard Chartered Bank Chambers, Lebuh
Pantai, 10300 Pulau Pinang, Malaysia.
98
M.P. EVANS GROUP PLCANNUAL REPORT 2022OTHER INFORMATION
ANALYSIS OF INDONESIAN PLANTATION LAND AREAS
As at 31 December 2022
The information on pages 99 to 104 does not form part of the audited financial statements.
PLANTED HECTARAGE
Subsidiaries – oil palm
Kota Bangun
Bumi Mas
Bangka
Musi Rawas3
Pangkatan group
Simpang Kiri
Total
Group share of subsidiaries’ land
Associates – oil palm
Kerasaan
Group share of associates’ land
Memorandum:
Group share of subsidiaries’ land and
share of associates’ land
Subsidiaries’ land and Group share of
associates’ land
Notes
GROUP
SCHEME SMALLHOLDERS
OWNERSHIP
%
MATURE
HA
IMMATURE
HA
TOTAL1
HA
MATURE
HA
IMMATURE
HA
TOTAL2
HA
4,596
1,351
3,881
2,537
80
-
52
87
-
269
814
253
4,648
1,438
3,881
2,806
894
253
12,445
1,475
13,920
95
95
90
95
95
95
38
10,210
7,278
6,135
5,538
6,600
2,241
38,002
35,797
1,994
758
140
215
16
1,297
366
179
2,213
2,101
247
94
10,350
7,493
6,151
6,835
6,966
2,420
40,215
37,898
2,241
852
36,555
2,195
38,750
38,760
2,307
41,067
1. All of the Group’s areas, other than at Kota Bangun, have a final land license, as does all of the associate’s area at Kerasaan. At Kota
Bangun, the Group has all HGUs except for approximately 500 hectares for which the HGU is currently being obtained.
2. All the scheme-smallholder areas at Bangka and Musi Rawas have an HGU. At Kota Bangun, HGUs have been granted over 3,300 of
the planted hectares. The Group is assisting the smallholders in obtaining the HGUs for the remaining areas at Kota Bangun and at
Bumi Mas. At the newer smallholder areas in near Pangkatan and Simpang Kiri, approximately 700 planted hectares are fully titled.
3. The board’s current estimate is that, between Group and scheme-smallholder areas it will be possible to plant a minimum of 10,000
hectares at Musi Rawas, and that this may be extendable to between 11,000 – 12,000 hectares as a final total.
99
ANALYSIS OF GROUP EQUITY VALUE
As at 31 December 2022
The information in the following table provides a directors’ estimate of the Group equity value at 31 December 2022
utilising, except where indicated, an independent valuation of the Group’s properties performed at the end of 2022.
OWNERSHIP
%
PLANTED
AREA
HA
TOTAL MARKET
VALUE
US$’000
MARKET VALUE
PER PLANTED
HECTARE
US$
MARKET VALUE
ATTRIBUTABLE
TO GROUP
US$’000
INDONESIAN OIL PALM
PLANTATIONS
Group
Kota Bangun1
Bumi Mas1
Bangka1
Musi Rawas
Pangkatan group1
Simpang Kiri
Smallholders
Kota Bangun
Bumi Mas
Bangka
Musi Rawas
Pangkatan group
Simpang Kiri
Associates
Kerasaan2
Total Indonesia
MALAYSIAN PROPERTY
Bertam Properties3
Total Malaysia
Net funds3
Other assets and liabilities4
Total equity value
Equity value (£ per share5)
Notes
95
95
90
95
95
95
95
95
90
95
95
95
38
40
10,350
7,493
6,151
6,835
6,966
2,420
40,215
4,648
1,438
3,881
2,806
894
253
13,920
225,400
168,800
128,000
153,700
122,900
33,000
831,800
29,700
7,500
18,200
20,700
3,700
500
80,300
21,800
22,500
20,800
22,500
17,600
13,600
20,700
6,400
5,200
4,700
7,400
4,100
2,000
5,800
2,241
33,100
14,800
n/a
214,130
160,360
115,200
146,015
116,755
31,350
783,810
28,215
7,125
16,380
19,665
3,515
475
75,375
12,578
871,763
49,312
49,312
31,743
22,147
974,965
14.98
1. Market value per planted hectare includes value of mills on the related estates.
2. The Group’s only oil-palm associate, Kerasaan, was not included in the independent valuation at 31 December 2022. The value in the
table above has been carried forward from the independent valuation performed at 31 December 2019.
3. Net funds is taken as cash and other liquid resources less borrowings from the 31 December 2022 balance sheet, attributable to the
owners of M.P. Evans Group PLC.
4. Other assets and liabilities are taken as net assets minus plantation and property-related assets, minus net cash from the 31
December 2022 balance sheet, attributable to the owners of M.P. Evans Group PLC.
5. Amount per share is calculated using the year-end exchange rate and year-end shares in issue (see note 25).
100
M.P. EVANS GROUP PLCANNUAL REPORT 2022Indonesian associated-company estates
51,900
55,200
54,800
54,200
FIVE-YEAR SUMMARY
Production
Crude palm oil
Palm kernels
Crops
Oil-palm fresh fruit bunches
Own crops
Scheme-smallholder crops
Independent-smallholder crop purchased
Average sale prices
Crude palm oil – cif Rotterdam per tonne
Crude palm oil – ex-mill-gate per tonne
Exchange rates
US$1 = Indonesian Rupiah
– average
– year end
US$1 = Malaysian Ringgit
– average
– year end
£1 = US Dollar
– average
– year end
Revenue
Gross profit
Profit before tax
Basic continuing earnings per share
Basic continuing earnings per share
Dividends per share:
Normal
Special
Total
OTHER INFORMATION
2022
Tonnes
2021
Tonnes
2020
Tonnes
2019
Tonnes
2018
Tonnes
341,700
73,800
312,900
67,100
271,700
60,400
231,900
53,000
192,500
43,500
905,400
265,700
340,600
809,700
229,300
327,200
724,300
193,000
289,700
663,300
172,100
166,100
1,511,700
1,366,200
1,207,000
1,001,500
US$
US$
1,345
854
14,853
15,568
4.40
4.41
1.24
1.20
1,195
810
14,295
14,253
4.14
4.17
1.37
1.35
US$
716
591
14,541
14,050
4.20
4.02
1.28
1.37
US$
566
480
14,142
13,883
4.14
4.09
1.28
1.32
573,000
149,600
106,500
829,100
51,700
US$
598
504
14,234
14,380
4.04
4.13
1.34
1.27
US$’000
US$’000
US$’000
US$’000
US$’000
326,917
109,210
100,250
276,592
103,613
112,502
174,510
34,755
28,440
119,341
17,044
12,780
108,553
26,525
18,348
US cents
US cents
US cents
US cents
US cents
133.9
Pence
108.0
42.50
—
42.50
158.4
Pence
115.6
35.00
5.00
40.00
37.4
Pence
29.2
22.00
—
22.00
11.6
Pence
9.0
17.75
—
17.75
9.9
Pence
7.4
17.75
—
17.75
US$’000
US$’000
US$’000
US$’000
US$’000
Equity attributable to the owners of
M.P. Evans Group PLC
Net cash generated by operating activities
488,844
102,288
431,524
92,272
364,111
39,598
358,724
32,002
377,033
21,297
101
NOTICE OF MEETING AND INVITATION TO POST-AGM
150 YEAR CELEBRATION LUNCH
MESSAGE FROM THE CHAIRMAN
The chairman, Peter Hadsley-Chaplin, is delighted to invite all shareholders, as usual, to the Group’s annual
general meeting, which this year is taking place at 11am on Friday 9 June, at Mansion House in London. In
addition, to mark the Group’s 150-year history, the AGM will be followed by a celebratory lunch, held at the
same venue. To register for attendance at the lunch, shareholders should log on to the investor section of the
Group’s website (www.mpevans.co.uk) where registration information will be made available. Registration
is required by 21 April 2023 at the latest. Shareholders may also contact Harriette Pike with any questions at
harriette.pike@mpevans.co.uk. Places at the lunch must inevitably be limited, but we hope to see as many
shareholders in attendance as possible.
NOTICE IS HEREBY GIVEN that the annual general meeting of M.P. Evans Group PLC will be held at Mansion House, London
EC4N 8BH on 9 June 2023 at 11am BST. The Company also aims to make the meeting available to view online. Further details
will be provided in advance of the meeting on the Company’s AGM website page. The meeting will be for the following
purposes, and unless a poll is validly demanded, voting will be decided on a show of hands:
AS ORDINARY BUSINESS
RESOLUTION ON
FORM OF PROXY
1 To receive and consider the report of the directors and the audited consolidated financial statements
No 1
for the year ended 31 December 2022.
2 To receive and consider the directors’ remuneration report as set out in the annual report and accounts
No 2
for the financial year ended 31 December 2022.
3 To elect Michael Sherwin as a director.
4 To elect Tanya Ashton as a director.
5 To elect Lee Yuan Zhang as a director.
6 To re-elect Philip Fletcher as a director.
7 To re-elect Bruce Tozer as a director.
8 To re-elect Matthew Coulson as a director.
9 To declare a final dividend.
No 3
No 4
No 5
No 6
No 7
No 8
No 9
10 To appoint BDO LLP as auditors and to authorise the directors to determine their remuneration.
No 10
AS SPECIAL BUSINESS
To consider and, if thought fit, pass the following resolution, as a special resolution:
RESOLUTION ON
FORM OF PROXY
11 That the Company is hereby generally and unconditionally authorised to make market purchases (within
No 11
the meaning of section 693 of the Companies Act 2006) of shares of 10p each in the capital of the
Company provided that:
a) the maximum number of shares hereby authorised to be purchased is 5,401,372;
b) the minimum price which may be paid for each share is 10p (exclusive of expenses);
c) the maximum price (exclusive of expenses) which may be paid for each share is an amount equal
to 105% of the average of the middle-market quotations for such shares as derived from the Daily
Official List of the London Stock Exchange for the five business days immediately preceding the day
of purchase; and
d) the authority hereby conferred shall expire at the conclusion of the next annual general meeting of
the Company or on 30 June 2024 whichever shall be the earlier save that the Company may, before
the expiry of this authority, make a contract of purchase which will or may be executed wholly or
partly after such expiry and may make a purchase of shares pursuant to any such contract.
By order of the board
Katya Merrick
Company secretary
102
21 March 2023
M.P. EVANS GROUP PLCANNUAL REPORT 2022
OTHER INFORMATION
NOTES
1) A member of the Company entitled to attend, speak and vote
at the meeting convened by this notice may appoint a proxy
to exercise all or any of his or her rights to attend, speak and
vote at the meeting on his or her behalf. A proxy need not be
a member of the Company. Appointment of a proxy will not
subsequently preclude a member from attending and voting
at the meeting in person if he or she so wishes. A member
may appoint more than one proxy provided that each proxy is
appointed to exercise the rights attached to different shares held
by the member. The form of proxy contains instructions on how
to appoint more than one proxy.
2) A form of proxy for use at the meeting is enclosed. Please return
the form of proxy as soon as possible. To be valid, it must be
received by post or (during normal business hours only) by hand
at the office of the registrars, Computershare Investor Services
PLC, at The Pavilions, Bridgwater Road, Bristol, BS99 6ZZ no later
than 11am on 7 June 2023 (or, if the meeting is adjourned, no
later than 48 hours before the time for holding the adjourned
meeting, or, if a poll is taken otherwise than at or on the same
day as the meeting at which it is demanded, no later than 24
hours before the time appointed for the taking of the poll).
Alternatively, you may appoint a proxy electronically.
If you wish to submit your form of proxy via the internet, you
will need your Control Number, Shareholder Reference Number
(“SRN”) and Personal Identification Number (“PIN”) which
are printed on the Form of Proxy. To appoint a proxy via the
internet you should log on to the Computershare website at
www.investorcentre.co.uk/eproxy. You will be asked to agree to
the terms and conditions for electronic proxy appointment. It
is important that you read these terms and conditions as they
set out the basis on which proxy appointment via the internet
shall take place. This electronic address is provided only for the
purpose of communications relating to electronic appointment
of proxies.
CREST members wishing to appoint a proxy or proxies through
the CREST electronic proxy appointment service should refer to
the more detailed instructions posted on the AGM page of the
Group’s website (www.mpevans.co.uk).
3) The right to appoint a proxy does not apply to persons whose
shares are held on their behalf by another person and who have
been nominated to receive communications from the Company
in accordance with section 146 of the Companies Act 2006
(“nominated persons”). Nominated persons may have a right
under an agreement with the registered shareholder who holds
the shares on their behalf to be appointed (or to have someone
else appointed) as a proxy.
Alternatively, if nominated persons do not have such a
right, or do not wish to exercise it, they may have a right
under such an agreement to give instructions to the person
holding the shares as to the exercise of voting rights.
4) Pursuant to regulation 41 of the Uncertificated Securities
Regulations 2001, the Company has specified that only
those shareholders registered on the register of members of
the Company at 11.00 p.m. on 7 June 2023 (or, if the meeting
is adjourned, 48 hours before the time of the adjourned
meeting) shall be entitled to attend and vote at the meeting
in respect of the number of shares registered in their name
at that time. Changes to the register of members after that
time will be disregarded in determining the rights of any
person to attend and vote at the meeting.
5) As at 21 March 2023, the Company’s issued share capital
consisted of 54,013,727 shares carrying one vote each.
Therefore the total number of voting rights in the Company
as at that date was 54,013,727.
6) Copies of the directors’ service contracts and terms and
conditions of appointment will be available for inspection at
the registered office of the Company during normal business
hours and at the place of the meeting from 15 minutes prior
to the meeting until its conclusion.
7) Any corporation which is a member can appoint one or more
corporate representatives who may exercise on its behalf
all of its powers as a member, but powers purported to be
exercised by more than one authorised representative in
respect of the same shares will be treated as not exercised.
8) Save as provided below, members who wish to communicate
with the Company in relation to the meeting should do so by
writing to the Registrars at The Pavilions, Bridgwater Road,
Bristol BS99 6ZZ. No other methods of communication will
be accepted. In particular, no person may use any electronic
address to communicate with the Company for any purposes
other than those expressly stated in the relevant document.
9) Members have the right to require notice of a resolution to
be moved or a matter to be included in the business of the
meeting.
Any addressee of this notice who has sold or transferred all
of the shares of the Company held by him or her, should pass
the annual report, of which this notice forms part (including
the form of proxy enclosed herewith), to the person through
whom the sale was effected for transmission to the transferee
or purchaser.
THE ANNUAL GENERAL MEETING WILL BE
HELD ON FRIDAY 9 JUNE 2023 AT 11AM
VENUE
Mansion House, London EC4N 8BH
Mansion
House
CLOSEST TRANSPORT LINKS
Mansion House (District and Circle Lines)
Cannon Street (District and Circle Lines, National Rail Services)
Bank (Central, Northern and Waterloo & City Lines)
ORDER OF EVENTS
10am
11am
12pm
1pm
Registration/coffee
AGM
Drinks reception
Lunch (by prior registration)
103
M.P. EVANS GROUP PLC
ANNUAL REPORT 2022
PROFESSIONAL ADVISERS & REPRESENTATIVES
SECRETARY AND REGISTERED OFFICE
Katya Merrick
M.P. Evans Group PLC
3 Clanricarde Gardens, Tunbridge Wells, Kent TN1 1HQ
Company number: 1555042
t +44 (0)1892 516 333
e katya.merrick@mpevans.co.uk
w www.mpevans.co.uk
INDONESIAN REGIONAL OFFICE
PT Evans Indonesia
Gedung Graha Aktiva, Suite 1001,
Jl HR Rasuna Said Blok X-1 Kav 03, Jakarta 12950
PRINCIPAL BANKERS
OCBC Bank
18 Jalan Tun Perak, 50050 Kuala Lumpur, Malaysia
AmBank Group
55 Jalan Raja Chulan, 50200 Kuala Lumpur, Malaysia
NatWest
89 Mount Pleasant Road, Tunbridge Wells, Kent TN1 1QJ
NOMINATED ADVISER AND JOINT BROKER
Peel Hunt LLP
7th Floor, 100 Liverpool Street, London EC2M 2AT
MANAGING AGENT IN MALAYSIA
Straits Estates Sdn. Berhad
JOINT BROKER
finnCap
Loke Mansion, 147 Lorong Kelawei, 10250 Penang
One Bartholomew Close, London EC1A 7BL
INDEPENDENT AUDITORS
BDO LLP
SOLICITORS
Hogan Lovells International LLP
2 City Place, Beehive Ring Road, Gatwick,
Atlantic House, 50 Holborn Viaduct, London EC1A 2FG
West Sussex RH6 0PA
REGISTRARS
Computershare Investor Services PLC
PUBLIC RELATIONS ADVISERS
Hudson Sandler LLP
The Pavilions, Bridgwater Road, Bristol BS99 6ZZ
25 Charterhouse Square, London EC1M 6AE
t +44 (0)3707 071 176
w www.computershare.com
GLOSSARY
Crude palm oil
Palm-kernel oil
Ex mill gate
Round Table on Sustainable Palm Oil
Fresh fruit bunches
Palm kernels
RSPO’s Independent Smallholder Standard
International Sustainability & Carbon Certification
Hak guna usaha: land lease granted by Indonesian government
CPO
PKO
EMG
RSPO
Ffb
PK
RISS
ISCC
HGU
104
The Group’s palm-oil mill at Bumi Mas
M.P. Evans is a responsible producer of
sustainable Indonesian palm oil, striving
for excellence in all the Group’s operations,
with a focus on continuing growth and
offering an increasing yield.
3 Clanricarde Gardens
Tunbridge Wells
Kent TN1 1HQ
United Kingdom
t +44 (0)1892 516 333
e enquiries@mpevans.co.uk
w mpevans.co.uk
CBP017914
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